Document and Entity Information
Document and Entity Information - shares | 12 Months Ended | |
Dec. 31, 2020 | Apr. 28, 2021 | |
Cover [Abstract] | ||
Document Type | 20-F/A | |
Amendment Flag | true | |
Document Period End Date | Dec. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | FY | |
Entity Registrant Name | SPI Energy Co., Ltd. | |
Entity Central Index Key | 0001210618 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 23,863,064 | |
Entity Emerging Growth | false | |
Entity Shell Company | false | |
Interactive Data Current | Yes | |
Incorporation State Country Name | E9 | |
Document annual report | true | |
Document transition report | false | |
Document Shell Company Report | false | |
Amendment description | Changes to debt disclosures and updated certifications |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 38,882 | $ 2,764 |
Restricted cash | 900 | 239 |
Accounts receivable, net | 17,061 | 16,539 |
Inventories, net | 17,260 | 13,781 |
Project assets, net | 0 | 17,842 |
Prepaid expenses and other current assets, net | 5,018 | 5,170 |
Amount due from related parties | 194 | 154 |
Total current assets | 79,315 | 56,489 |
Intangible assets, net | 4,058 | 1,528 |
Goodwill | 4,546 | 626 |
Other receivable, noncurrent | 299 | 283 |
Property, plant and equipment, net | 32,802 | 31,783 |
Project assets, noncurrent, net | 19,740 | 16,495 |
Investment in affiliates, net | 69,606 | 69,606 |
Operating lease right-of-use assets | 6,585 | 1,985 |
Deferred tax assets, net | 82 | 58 |
Total assets | 217,033 | 178,853 |
Current liabilities: | ||
Accounts payable | 14,952 | 19,677 |
Accrued liabilities | 8,490 | 9,177 |
Income taxes payable | 31 | 561 |
Advance from customers | 1,377 | 17,632 |
Short-term borrowings and current portion of long-term borrowings | 3,266 | 2,857 |
Amount due to an affiliate | 9,756 | 9,128 |
Convertible bonds | 50,373 | 55,907 |
Derivative liability | 67 | 652 |
Accrued warranty reserve | 529 | 1,538 |
Operating lease liabilities, current | 605 | 426 |
Consideration payable | 62,114 | 54,000 |
Total current liabilities | 151,560 | 171,555 |
Long-term borrowings, excluding current portion | 6,355 | 6,039 |
Amount due to an affiliate, noncurrent | 832 | 1,728 |
Deferred tax liabilities, net | 3,966 | 3,506 |
Operating lease liabilities, non-current | 5,934 | 1,500 |
Total liabilities | 168,647 | 184,328 |
Equity (Deficit): | ||
Ordinary shares, par $0.0001, 500,000,000 shares authorized, 22,340,689 and 14,621,125 shares issued and outstanding as of December 31, 2020 and 2019, respectively | 2 | 1 |
Additional paid in capital | 670,101 | 612,726 |
Accumulated other comprehensive loss | (32,947) | (35,527) |
Accumulated deficit | (591,899) | (585,384) |
Total equity (deficit) attributable to the shareholders of SPI Energy Co. Ltd. | 45,257 | (8,184) |
Noncontrolling interests | 3,129 | 2,709 |
Total equity (deficit) | 48,386 | (5,475) |
Total liabilities and equity | $ 217,033 | $ 178,853 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock par value (in dollars per share) | $ .0001 | $ .0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 22,340,689 | 14,621,125 |
Common stock, shares outstanding | 22,340,689 | 14,621,125 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Income Statement [Abstract] | ||||
Net sales | $ 138,628 | $ 97,883 | $ 125,582 | |
Cost of revenue | 121,773 | 90,693 | 114,525 | |
Gross profit | 16,855 | 7,190 | 11,057 | |
Operating expenses: | ||||
General and administrative | 13,485 | 15,158 | 12,225 | |
Sales, marketing and customer service | 2,185 | 2,398 | 2,285 | |
Provision (reverse) for doubtful accounts, notes and other receivables | 1,094 | 4,115 | (501) | |
Impairment charges on property, plant and equipment | 0 | 2,235 | 0 | |
Impairment charges on project assets | 0 | 2,455 | 0 | |
Total operating expenses | 16,764 | 26,361 | 14,009 | |
Operating income (loss) | 91 | (19,171) | (2,952) | |
Other income (expense): | ||||
Interest expense, net | (3,790) | (3,768) | (6,345) | |
Change in fair value of derivative asset/liability | 496 | 285 | 0 | |
Reversal of tax penalty | 0 | 6,890 | 0 | |
Gain on troubled debt restructuring | 0 | 0 | 1,887 | |
Net foreign exchange gain (loss) | (5,411) | 1,261 | 1,118 | |
Others | 2,807 | (553) | 487 | |
Total other income (expense), net | (5,898) | 4,115 | (2,853) | |
Loss from continuing operations before income taxes | (5,807) | (15,056) | (5,805) | |
Income tax expense | 458 | 92 | 332 | |
Loss from continuing operations including noncontrolling interests | (6,265) | (15,148) | (6,137) | |
Loss from discontinued operations, net of tax | 0 | 0 | (6,122) | |
Net loss including noncontolling interests | (6,265) | (15,148) | (12,259) | |
Less: Net income attributable to noncontrolling interests from continuing operations | 250 | 110 | 31 | |
Less: Net loss attributable to noncontrolling interests from discontinued operations | 0 | 0 | (8) | |
Net loss attributable to shareholders of SPI Energy Co., Ltd. from continuing operations | (6,515) | (15,258) | (6,168) | |
Net loss attributable to shareholders of SPI Energy Co., Ltd. from discontinued operations | 0 | 0 | (6,114) | |
Net loss attributable to shareholders of SPI Energy Co., Ltd. | $ (6,515) | $ (15,258) | $ (12,282) | |
Net loss from continuing operations per ordinary share basic and diluted | $ (0.4) | $ (1.2) | $ (0.9) | |
Net loss from discontinued operations per ordinary share basic and diluted | 0 | 0 | (0.8) | |
Net loss per ordinary shar basic and diluted | $ (0.4) | $ (1.2) | $ (1.7) | |
Weighted average shares outstanding basic and diluted | [1] | 15,907,144 | 12,733,062 | 7,262,023 |
[1] | The shares are presented on a retroactive basis to reflect the Group's Reverse Stock Splits |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Loss from continuing operations including noncontrolling interests | $ (6,265) | $ (15,148) | $ (6,137) |
Loss from discontinued operations, net of tax | 0 | 0 | (6,122) |
Net loss including noncontrolling interests | (6,265) | (15,148) | (12,259) |
Other comprehensive income (loss), net of tax of nil: | |||
Foreign currency translation gain (loss) arising during the year | 2,501 | (591) | (1,381) |
Total comprehensive loss including noncontrolling interests | (3,764) | (15,739) | (13,640) |
Comprehensive income(loss) attributable to noncontrolling interests | 171 | (69) | (117) |
Comprehensive loss attributable to shareholders of SPI Energy Co., Ltd. | $ (3,935) | $ (15,670) | $ (13,523) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Equity Attributable to Shareholders of SPI Energy Co.Ltd | Noncontrolling Interest | Total | |
Balances at Dec. 31, 2017 | $ 1 | $ 489,972 | $ (557,844) | $ (33,874) | $ (101,745) | $ 4,101 | $ (97,644) | |
Balances (in Shares) at Dec. 31, 2017 | [1] | 7,250,672 | ||||||
Net loss | (12,282) | (12,282) | 23 | (12,259) | ||||
Foreign currency translation losses | (1,241) | (1,241) | (140) | (1,381) | ||||
Redemption of convertible bond to ordinary shares | 0 | |||||||
Disposition of SPI China (HK) Limited | 107,867 | 107,867 | 7 | 107,874 | ||||
Option granted in disposition | 1,260 | 1,260 | 1,260 | |||||
Forgiveness of receivable from SPI China (HK) Limited | (536) | (536) | (536) | |||||
Share-based compensation expense | 2,756 | 2,756 | 2,756 | |||||
Share-based compensation expense (shares) | [1] | 663,460 | ||||||
Reverse stock split rounding shares | ||||||||
Reverse stock split rounding shares (in shares) | [1] | (7) | ||||||
Balances at Dec. 31, 2018 | $ 1 | 601,319 | (570,126) | (35,115) | (3,921) | 3,991 | 70 | |
Balances (in Shares) at Dec. 31, 2018 | [1] | 7,914,125 | ||||||
Net loss | (15,258) | (15,258) | 110 | (15,148) | ||||
Foreign currency translation losses | (412) | (412) | (179) | (591) | ||||
Redemption of convertible bond to ordinary shares | 0 | |||||||
Acquisition of noncontrolling interest | 2,278 | 2,278 | (1,213) | 1,065 | ||||
Forgiveness of payable to SPI China (HK) Limited | 652 | 652 | 652 | |||||
Issuance of ordinary shares | 7,656 | 7,656 | 7,656 | |||||
Issuance of ordinary shares (shares) | [1] | 6,600,000 | ||||||
Exercise of share options | 516 | 516 | 516 | |||||
Exercise of share options (in Shares) | [1] | 107,000 | ||||||
Share-based compensation expense | 305 | 305 | 305 | |||||
Balances at Dec. 31, 2019 | $ 1 | 612,726 | (585,384) | (35,527) | (8,184) | 2,709 | (5,475) | |
Balances (in Shares) at Dec. 31, 2019 | [1] | 14,621,125 | ||||||
Net loss | (6,515) | (6,515) | 250 | (6,265) | ||||
Foreign currency translation losses | 2,580 | 2,580 | (79) | 2,501 | ||||
Capital contributions from noncontroling interest | 249 | 249 | ||||||
Issuance of ordinary shares in acquisition of Phoenix | 9,033 | 9,033 | 9,033 | |||||
Issuance of ordinary shares in acquisition of Phoenix (in Shares) | [1] | 934,720 | ||||||
Issuance of ordinary shares in offering | $ 1 | 46,809 | 46,810 | 46,810 | ||||
Issuance of ordinary shares in offering (in Shares) | 6,459,000 | |||||||
Redemption of convertible bond to ordinary shares | 443 | 443 | 443 | |||||
Redemption of convertible bond to ordinary shares (in Shares) | [1] | 216,344 | ||||||
Forgiveness of payable to SPI China (HK) Limited | 378 | 378 | 378 | |||||
Exercise of share options | 397 | 397 | 397 | |||||
Exercise of share options (in Shares) | [1] | 109,500 | ||||||
Share-based compensation expense | 315 | 315 | 315 | |||||
Balances at Dec. 31, 2020 | $ 2 | $ 670,101 | $ (591,899) | $ (32,947) | $ 45,257 | $ 3,129 | $ 48,386 | |
Balances (in Shares) at Dec. 31, 2020 | [1] | 22,340,689 | ||||||
[1] | The shares are presented on a retroactive basis to reflect the Group's Reverse Stock Splits |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | |||
Net (loss) from continuing operations | $ (6,265) | $ (15,148) | $ (6,137) |
Net loss from discontinued operations | 0 | 0 | (6,122) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 3,200 | 1,981 | 1,204 |
Amortization | 369 | 278 | 300 |
Provision for inventory | 0 | 103 | 0 |
Provision (reverse) for doubtful accounts and notes | 1,094 | 4,115 | (501) |
Impairment charges on property, plant and equipment | 0 | 2,235 | 0 |
Impairment charges on project assets | 0 | 2,455 | 0 |
Share-based compensation expense | 315 | 821 | 2,726 |
Gain on troubled debt restructuring | 0 | 0 | (1,887) |
Amortization of right-of-use assets | 680 | 434 | 0 |
(Reversal) recognition of tax penalty | 0 | (6,890) | 0 |
Amortization of debt discount on convertible bonds | 452 | 594 | 1,910 |
Change in fair value of derivative assets/liability | (496) | (285) | 0 |
Change in deferred taxes | (188) | (85) | (83) |
Loss (gain) on disposal of property and equipment | 3 | (45) | 0 |
Loss on disposal of subsidiaries | 32 | 385 | 0 |
Reversal of warranty reserve | (1,538) | 0 | 0 |
Gain on forgiveness of PPP loan | (551) | 0 | 0 |
Gain on de-recognition of long-aged liabilities | (2,252) | 0 | 0 |
Changes in operating assets and liabilities | |||
Accounts receivable | 963 | 3,087 | (13,898) |
Amount due from related parties | 338 | 538 | (451) |
Notes receivable | 0 | 4,823 | 526 |
Project assets | 14,679 | 3,333 | 17,834 |
Inventories | (223) | (1,958) | 2,876 |
Prepaid expenses and other assets | (187) | (497) | 906 |
Accounts payable | (6,961) | 7,805 | 3,353 |
Advances from customers | (17,628) | (8,352) | (5,092) |
Income taxes payable | (530) | 268 | 226 |
Accrued liabilities and other liabilities | 9,711 | 1,264 | 3,960 |
Lease liability | (667) | (421) | 0 |
Bitcoin mining, net of mining pool operating fees | 0 | (3,630) | 0 |
Amount due to related parties | 0 | (79) | 79 |
Net cash provided by (used in) operating activities, continuing operations | (5,650) | (2,871) | 7,851 |
Net cash provided by operating activities, discontinued operations | 0 | 0 | 159 |
Cash flows from investing activities: | |||
Proceeds from disposal of subsidiaries | 1,216 | 4,549 | 0 |
Proceeds from sale of bitcoins | 0 | 3,630 | 0 |
Acquisitions of Solar PV systems | 0 | (8,345) | 0 |
Acquisitions of property, plant and equipment | (195) | (4,762) | (95) |
Proceeds from disposal of property, plant and equipment | 0 | 166 | 6 |
Prepayment of purchase of land | 0 | (3,132) | 0 |
Acquisitions of subsidiaries, net of cash acquired | 364 | 0 | 0 |
Decrease of cash fue to disposition of SPI China (HK) Limited | 0 | 0 | (3,257) |
Net cash provided by (used in) investing activities, continuing operations | 1,385 | (7,894) | (3,346) |
Net cash used in investing activities, discontinued operations | 0 | 0 | (418) |
Cash flows from financing activities: | |||
Proceeds from issuance of ordinary shares | 46,810 | 7,656 | 0 |
Net payment for purchasing minority interests | 0 | (75) | 0 |
Proceeds from issuance of convertible note | 2,000 | 1,250 | 0 |
Repayment of convertible notes | (7,632) | 0 | 0 |
Proceeds from exercise of employee stock options | 397 | 0 | 0 |
Proceeds from capital injection by minority shareholders | 249 | 0 | 0 |
Proceeds from line of credit and loans payable | 122,284 | 84,308 | 66,169 |
Repayments of line of credit and loans payable | (123,314) | (83,619) | (67,754) |
Net cash generated from (used in) financing activities, continued operations | 40,794 | 9,520 | (1,585) |
Net cash used in financing activities, discontinued operations | 0 | 0 | (2,145) |
Effect of exchange rate changes on cash | 250 | (351) | 453 |
Increase (decrease) in cash, cash equivalents and restricted cash | 36,779 | (1,596) | 969 |
Cash, cash equivalents and restricted cash at beginning of year | 3,003 | 4,599 | 3,630 |
Cash and cash equivalents at end of year for continuing operations | 39,782 | 3,003 | 4,599 |
Supplemental cash flow information: | |||
Interest paid | 552 | 645 | 725 |
Income tax paid | 1,372 | 0 | 0 |
Non-cash activities: | |||
Netting off balance due to/from third party | 0 | 2,109 | 5,003 |
Right of use assets obtained in exchange for operating lease obligations | 5,280 | 2,419 | 0 |
Forgiveness of loan by minority interest holders | 0 | 1,140 | 0 |
Interest capitalized to project assets | 0 | 0 | 292 |
Loss on forgiveness of debt due from SPI China | 378 | 653 | 536 |
Options issued to shareholder during disposition of SPI China | 0 | 0 | 1,260 |
Disposition of SPI China (HK) Limited | 0 | 0 | 107,867 |
Redemption of convertible bond to ordinary shares | $ 443 | $ 0 | $ 0 |
Reconciliation of Cash
Reconciliation of Cash - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | |||
Cash and cash equivalents | $ 38,882 | $ 2,764 | $ 4,141 |
Restricted cash | 900 | 239 | 458 |
Cash, cash equivalents and restricted cash | $ 39,782 | $ 3,003 | $ 4,599 |
1. Description of Business and
1. Description of Business and Organization | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Organization | 1. Description of Business and Organization Description of Business SPI Energy Co., Ltd. (“SPI Energy” or the “Group”) and its subsidiaries (collectively the “Group”) is a provider of photovoltaic (“PV”) and electric vehicle (“EV”) solutions for business, residential, government and utility customers and investors. The Group develops solar PV projects which are either sold to third party operators or owned and operated by the Group for selling of electricity to the grid in multiple countries in Asia, North America and Europe. In Australia, the Group primarily sells solar PV components to retail customers and solar project developers. In 2020, the Group engages in sales and leasing of new zero-emission EVs in U.S. In 2018 and 2019, the Group engaged in the sale of bitcoin mining equipment, providing hosting services and mining bitcoins, and the Group also sold hays from United States to China in 2019. In 2020, no revenue was generated from these business transactions. Organization The Group was incorporated in the Cayman Islands on May 4, 2015 for the sole purpose of effectuating the redomicile of the Group’s predecessor, Solar Power, Inc., a California corporation (“SPI California”). The redomicile was approved by the shareholders of SPI California on May 11, 2015, pursuant to which one share of common stock of SPI California held by the shareholders was converted into one SPI Energy’s ordinary share. On January 4, 2016, SPI California completed the redomicile, resulting in SPI Energy becoming the publicly held parent Group of SPI California. SPI Energy’s shares then began quotation on the Open Transparent Connected Markets under the symbol “SRGYY” effective January 4, 2016. On January 19, 2016, SPI Energy’s shares were listed on the Nasdaq Global Select Market and traded under the symbol “SPI”. The major subsidiaries of the Group as of December 31, 2020 are summarized as below: Major Subsidiaries Abbreviation Location SPI Renewables Energy (Luxembourg) Private Limited Group S.a.r.l. (formerly known as CECEP Solar Energy (Luxembourg) Private Limited Group (S.a.r.l.)) and Italsolar S.r.l. CECEP Luxembourg, Italy Solar Juice Pty Ltd. Solar Juice Australia Solar Juice USA Inc. Solar Juice US United States Solar Juice (HK) Limited Solar Juice HK Hong Kong SPI Solar Japan G.K. SPI Japan Japan Solar Power Inc UK Service Limited SPI UK United Kingdom SPI Solar Inc. SPI US United States Heliostixio S.A. Heliostixio Greece Heliohrisi S.A. Heliohrisi Greece Thermi Sun S.A. Thermi Sun Greece Knight Holding Corporation Knight United States Edisonfuture Inc. Edisonfuture United States Phoneix Cars LLC PCL United States Phoenix Motorcars Leasing LLC PML United States On January 1, 2017, the Group deconsolidated one of the major subsidiaries, Sinsin Renewable Investment Limited (“Sinsin”) due to loss of control and recognized the investment in Sinsin on the carrying amount of $69,606. Both the Group and the former shareholders of Sinsin, Sinsin Europe Solar Asset Limited Partnership and Sinsin Solar Capital Limited Partnership (collectively, the “Sinsin Group”), failed to fulfill the obligation under the share sale and purchase agreement of Sinsin, which led to that both parties filed petitions to each other. The petitions directly affected the Group’s ability to effectively control Sinsin and make any direct management decisions or have any direct impact on Sinsin’s polices, operations or assets without the agreement of Sinsin Group. On October 29, 2020, an arbitration decision was made that the Group will need to pay the unpaid consideration of EUR 38,054, together with interest at 6% accruing from November 20, 2015 on half of the unpaid consideration and from June 30, 2016 on the remaining half of the unpaid consideration to the date of eventual payment. The Group will also need to pay the legal and litigation fees incurred by Sinsin of EUR 1,385. The Group intended to vigorously pursue all legal remedies available to the Group. (See Note 23(b)). As of December 31, 2020 and 2019, investment in Sinsin was $69,606, and there was no impairment provision for the three years ended December 31, 2020, 2019 and 2018. Consideration payable, including accrued interest and litigation fees payable, was $62,114 and $54,000 as of December 31, 2020 and 2019, respectively. The interest expense accrued on the unpaid consideration was $2,605, $2,563, and $2,398 for the three years ended December 31, 2020, 2019, and 2018, respectively. On December 10, 2018, the Group disposed SPI China (HK) Limited (“SPI China”), which holds all of the Group’s assets and liabilities related to its business in China, including engineering, procurement and construction (“EPC”) business, PV projects, Internet finance lease related business and E-commence in China, to Lighting Charm Limited (“Lighting Charm”), an affiliate of Ms. Shan Zhou, the spouse of Xiaofeng Peng, the Group’s Chairman of the Board of Directors and Chief Executive Officer. The Group effected an internal restructuring following which SPI China would only hold the Group’s subsidiaries in China, and all the other subsidiaries outside of China would be transferred to the Group (the “restructuring”). As of December 10, 2018, the restructuring was completed and the disposal transaction was closed (see Note 4 (1)). On November 12, 2020, the Group acquired 100% of the membership interest of Phoenix Cars LLC and Phoenix Motorcars Leasing LLC (together, “Phoenix”), an electric drivetrain manufacturer for medium-duty commercial vehicles and final stage manufacturer that integrates its drivetrains into these vehicles. The acquisition has been accounted for under ASC 805 Business Combinations (see Note 5). |
2. Liquidity Condition
2. Liquidity Condition | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity Condition | 2. Liquidity Condition The Group has recurring losses from operations. The Group has incurred a net loss of $6,265 during the year ended December 31, 2020. As of December 31, 2020, the Group had a working capital deficit of $72,245 and the cash flow used in the operation activities for the year ended December 31, 2020 was $5,650. The Group’s operating results for future periods are subject to numerous uncertainties and it is uncertain if the Group will be able to reduce or eliminate its net losses for the foreseeable future. If management is not able to increase revenue and/or manage operating expenses in line with revenue forecasts, the Group may not be able to achieve profitability. For the next 12 months from the issuance date of this report, the Group plans to continue implementing various measures to boost revenue and control the cost and expenses within an acceptable level. Such measures include: 1) negotiate with potential buyers on PV solar systems; 2) negotiate for postponing of convertible bond payments; 3) closely monitor the Group’s capital spending level; 4) strictly control and reduce business, marketing and advertising expenses in United States and Australia; 5) lower the remuneration of the Group’s management team; and 6) seek for certain credit facilities. Given the significant increase in net sales and the considerable amount of cash raised from convertible bond and direct offering in 2021, the Group assesses current working capital is sufficient to meet its obligations for the next 12 months from the issuance date of this report. |
3. Summary of Significant Accou
3. Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies (a) Basis of Presentation The accompany consolidated financial statements of the Group are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompany consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The realization of assets and the satisfaction of liabilities in the normal course of business are dependent on, among other things, the Group’s ability to operate profitably, to generate cash flows from operations, and to pursue financing arrangements to support its working capital requirements. (b) Principles of Consolidation The consolidated financial statements include the financial statements of the Group, and its subsidiaries. All material inter-Group transactions and balances have been eliminated upon consolidation. For consolidated subsidiaries where the Group’s ownership in the subsidiary is less than 100%, the equity interest not held by the Group is shown as noncontrolling interests. The Group accounts for investments over which it has significant influence but not a controlling financial interest using the equity method of accounting. The Group deconsolidates a subsidiary when the Group ceases to have a controlling financial interest in the subsidiary. When control is lost, the parent-subsidiary relationship no longer exists and the parent derecognizes the assets and liabilities of the subsidiary. (c) Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires the Group to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant accounting estimates reflected in the Group’s consolidated financial statements include the allowance made for doubtful accounts receivable and other receivable, inventory write-downs, the estimated useful lives of long-lived assets, the impairment of goodwill, long-lived assets and project assets, fair value of derivative liability and warrants, valuation allowance of deferred tax assets, accrued warranty expenses, the grant-date fair value of share-based compensation awards and related forfeiture rates, the lease discount rate, the purchase price allocation in acquisition and fair value of financial instruments. Changes in facts and circumstances may result in revised estimates. The current economic environment has increased the degree of uncertainty inherent in those estimates and assumptions. (d) Foreign Currency Translation and Foreign Currency Risk The functional currency of the Group and subsidiaries located in the United States is the United States dollar (“US$” or “$”). The functional currency of the Group’s subsidiaries located in the PRC, Europe, United Kingdom, Japan, Canada and Australia are Renminbi (“RMB”), EURO (“EUR”), British Pounds(“GBP”), Japanese Yen (“JPY”), Canadian Dollar (“CAD”) and Australia Dollar (“AUD”), respectively. Transactions denominated in foreign currencies are re-measured into the functional currency at the rates of exchange prevailing when the transactions occur. Monetary assets and liabilities denominated in foreign currencies are re-measured into the functional currency at rates of exchange in effect at the balance sheet dates. Exchange gains and losses are included in the consolidated statements of operations. The Group’s reporting currency is the US$. Assets and liabilities of subsidiaries, whose functional currency is not the US$, are translated into US$ using exchange rates in effect at each period end, and revenues and expenses are translated into US$ at average rates prevailing during the year, and equity is translated at historical exchange rates, except for the change in retained earnings during the year which is the result of the income or loss. Gains and losses resulting from the translations of the financial statements of these subsidiaries into US$ are recognized as other comprehensive income or loss in the consolidated statement of comprehensive loss. (e) Fair Value of Financial Instruments The Group measures at fair value certain of its financial and non-financial assets and liabilities by using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, essentially an exit price, based on the highest and best use of the asset or liability. The levels of the fair value hierarchy are: Ÿ Level 1 — Quoted market prices in active markets for identical assets or liabilities. Ÿ Level 2 — Significant other observable inputs (e.g., quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable, such as interest rate and yield curves, and market-corroborated inputs). Ÿ Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting unit to develop its own assumptions. The Group uses quoted market prices to determine the fair value when available. If quoted market prices are not available, the Group measures fair value using valuation techniques that use, when possible, current market-based or independently-sourced market parameters, such as interest rates and currency rates. (f) Business Combination Business combinations are recorded using the acquisition method of accounting and, accordingly, the acquired assets and liabilities are recorded at their fair market value at the date of acquisition. Any excess of acquisition cost over the fair value of the acquired assets and liabilities, including identifiable intangible assets, is recorded as goodwill. The Group charges acquisition related costs that are not part of the purchase price consideration to general and administrative expenses as they are incurred. Those costs typically include transaction and integration costs, such as legal, accounting, and other professional fees. The Group adopted Accounting Standard Update (“ASU”) 2017-01 “Business Combination (Topic 805): Clarifying the Definition of a Business” on January 1, 2018 and applied the new definition of a business prospectively for acquisitions made subsequent to December 31, 2017. Upon the adoption of ASU 2017-01, a new screen test is introduced to evaluate whether a transaction should be accounted for as an acquisition and/or disposal of a business versus assets. In order for a purchase to be considered an acquisition of a business, and receive business combination accounting treatment, the set of transferred assets and activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the set of transferred assets and activities is not a business. The adoption of this standard requires future purchases to be evaluated under the new framework. (g) Asset Acquisition When the Group acquires other entities, if the assets acquired and liabilities assumed do not constitute a business, the transaction is accounted for as an asset acquisition. Assets are recognized based on the cost, which generally includes the transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets’ carrying amounts on the Group’s books. If the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interest issued), measurement is based on either the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measureable. The cost of a group of assets acquired in an asset acquisition is allocated to the individual assets acquired or liabilities assumed based on their relative fair value and does not give risk to goodwill. (h) Cash and Cash Equivalents Cash and cash equivalents include cash on hand, cash accounts, interest bearing savings accounts and all highly liquid investments with original maturities of three months or less, and which are unrestricted as to withdrawal and use. There were no cash equivalents as of December 31, 2020 and 2019. (i) Restricted Cash Restricted cash represent bank deposits with designated use, which cannot be withdraw without certain approval or notice. As of December 31, 2020, the Group had restricted bank deposits of $900, mainly established for paying the obligations of Solar Juice for debtor finance. As of December 31, 2019, the Group had restricted bank deposits of $239, mainly established for the solely purpose of paying the obligations and making other payments related to the project assets development in Hawaii of SPI Solar Inc., a subsidiary of the Group. (j) Accounts Receivable, net The Group grants open credit terms to credit-worthy customers. Accounts receivable are primarily related to the Group's sales of pre-development solar projects, sales of PV components, electricity revenue with PPA, and sales of EVs. The Group maintains allowances for doubtful accounts. The Group regularly monitors and assesses the risk of not collecting amounts owed by customers. This evaluation is based upon a variety of factors, including an analysis of amounts current and past due along with relevant history and facts particular to the customer. The Group does not have any off-balance-sheet credit exposure related to its customers. Contractually, the Group may charge interest for extended payment terms and require collateral. (k) Inventories, net Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average cost method. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances. (l) Project Assets The Group acquires or constructs PV solar power systems (“solar system”) that are (i) held for development and sale or (ii) held for the Group’s own use to generate income or return from the use of the solar systems. Solar systems are classified as either held for development and sale within “project assets” or as held for use within “property, plant and equipment” based on the Group’s intended use of solar systems. The Group determines the intended use of the solar systems upon acquisition or commencement of project construction. Classification of the solar systems affects the accounting and presentation in the consolidated financial statements. Transactions related to the solar systems held for development and sale within “project assets” are classified as operating activities in the consolidated statements of cash flows and reported as sales and costs of goods sold in the consolidated statements of operations upon the sale of the solar systems and fulfillment of the relevant recognition criteria. Incidental electricity income generated from the solar systems held for development and sale prior to the sale of the projects is recorded in other operating income in the consolidated statement of operations. The solar systems held for use within “property, plant and equipment” are used by the Group in its operations to generate income or a return from the use of the assets. Income generated from the solar systems held for use are included in net sales in the consolidated statement of operations. The costs to construct solar systems intended to be held for own use are capitalized and reported within property, plant and equipment on the consolidated balance sheets and are presented as cash outflows from investing activities in the consolidated statements of cash flows. The proceeds from disposal of solar systems classified as held for own use are presented as cash inflows from investing activities within the consolidated statements of cash flows. A net gain or loss upon the disposal of solar systems classified as held for own use is reported in other operating income or expense in the consolidated statement of operation. Solar systems costs consist primarily of capitalizable costs for items such as permits and licenses, acquired land or land use rights, and work-in-process. Work-in-process includes materials and modules, construction, installation and labor, capitalized interests and other capitalizable costs incurred to construct the PV solar power systems. The solar systems held for development and sale, named as “project assets”, are reported as current assets on the consolidated balance sheets when upon completion of the construction of the solar systems, the Group initiates a plan to actively market the project assets for immediate sale in their present condition to potential third party buyers subject to terms that are usual and customary for sales of these types assets and it is probable that the project assets will be sold within one year. Otherwise, the project assets are reported as noncurrent assets. No depreciation expense is recognized while the project assets are under construction or classified as held for sale. For solar systems held for development and sale, named as “project assets”, the Group considers a project commercially viable if it is anticipated to be sold for a profit once it is either fully developed or fully constructed. The Group also considers a partially developed or partially constructed project commercially viable if the anticipated selling price is higher than the carrying value of the related project assets plus the estimated cost to completion. The Group considers a number of factors, including changes in environmental, ecological, permitting, market pricing or regulatory conditions that affect the project. Such changes may cause the cost of the project to increase or the selling price of the project to decrease. The Group records an impairment loss of the project asset to the extent the carrying value exceed its estimated recoverable amount. The recoverable amount is estimated based on the anticipated sales proceeds reduced by estimated cost to complete such sales. Subsequent reversal of a previously recognized impairment loss is prohibited once the measurement of that loss is recognized. (m) Property, Plant and Equipment The Group accounts for its property, plant and equipment at cost, less accumulated depreciation. Cost includes the prices paid to acquire or construct the assets, interest capitalized during the construction period and any expenditure that substantially extends the useful life of an existing asset. The Group expenses repair and maintenance costs when they are incurred. Depreciation is recorded on the straight-line method based on the estimated useful lives of the assets as follows: Furniture, fixtures and equipment 5 or 7 years Automobile 3, 5 or 7 years Bitcoin mining equipment 3 years Leasehold improvements The shorter of the estimated life or the lease term PV solar system 20 or 25 years (n) Intangible Assets other than Goodwill Intangible assets consist of customer relationships, technology, patents and other. Amortization is recorded on the straight-line method based on the estimated useful lives of the assets. (o) Impairment of Long-lived Assets The Group’s long-lived assets include property, plant and equipment, project assets and other intangible assets with finite lives. The Group evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Group first compare undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. Any impairment write-downs would be treated as permanent reductions in the carrying amounts of the assets and a charge to operations would be recognized. (p) Bitcoins Bitcoins are awarded to the Group through its mining activities which are accounted for in connection with the Group’s revenue recognition policy. Bitcoins held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the bitcoins at the time its fair value is being measured. In testing for impairment, the Group has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Group concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. The balance was nil as of December 31, 2020 and 2019. Bitcoins awarded to the Group through its mining activities are included within operating activities on the accompany consolidated statements of cash flows. The sales of bitcoins are included within investing activities in the accompany consolidated statements of cash flows and any realized gains or losses from such sales are included in other income (expense) in the consolidated statements of operations. The Group accounts for its gains or losses in accordance with the first in first out (FIFO) method of accounting. (q) Goodwill Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed of the acquired entity as a result of the Group’s acquisitions of interests in its subsidiaries. Goodwill is not amortized but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that it might be impaired. The Group has an option to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. In the qualitative assessment, the Group considers primary factors such as industry and market considerations, overall financial performance of the reporting unit, and other specific information related to the operations. Based on the qualitative assessment, if it is more likely than not that the fair value of each reporting unit is less than the carrying amount, the quantitative impairment test is performed. In performing the two-step quantitative impairment test, the first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of goodwill to the carrying value of a reporting unit’s goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. This allocation process is only performed for the purposes of evaluating goodwill impairment and does not result in an entry to adjust the value of any assets or liabilities. Application of a goodwill impairment test requires significant management judgment, including the identification of reporting units, assigning assets, liabilities and goodwill to reporting units, and determining the fair value of each reporting unit. (r) Income Taxes The Group accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to 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. A valuation allowance is recognized if it is more likely than not that some portion, or all, of a deferred tax asset will not be realized. The Group recognizes in the consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. In evaluating whether a tax position has met the more-likely-than-not recognition threshold, management presumes that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information. In addition, a tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to be recognized in the financial statements. The tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon settlement. The Group’s tax liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of the tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The Group records interest and penalties related to an uncertain tax position, if and when required, as part of income tax expense in the consolidated statements of operations. No reserve for uncertainty tax position was recorded by the Group for the years ended December 31, 2020, 2019 and 2018. (s) Revenue Recognition On January 1, 2018, the Group adopted Accounting Standards Codification (“ASC”) No. 606, “Revenue from Contracts with Customers” (“ASC 606” or “Topic 606”) and applied the modified retrospective method to all contracts that were not completed as of January 1, 2018. Accordingly, revenues for the years ended December 31, 2018, 2019 and 2020 were presented under ASC 606. The Group’s accounting practices under ASC Topic 606 are as followings: The Group generates revenue from sales of PV components, electricity revenue with Power Purchase Agreements (“PPAs”), sales of PV project assets, sales of pre-development solar projects, revenue from bitcoin mining and others for the years ended December 31, 2020, 2019 and 2018. Sale of PV components Revenue on sale of PV components is recognized at a point in time following the transfer of control of such products to the customer, which typically occurs upon shipment or acceptance of the customer depending on the terms of the underlying contracts. Electricity revenue with PPAs The Group sells energy generated by PV solar power systems under PPAs. For energy sold under PPAs, the Group recognizes revenue each period based on the volume of energy delivered to the customer (i.e., the PPAs off-taker) and the price stated in the PPAs. The Group has determined that none of the PPAs contains a lease since (i) the purchaser does not have the rights to operate the PV solar power systems, (ii) the purchaser does not have the rights to control physical access to the PV solar power systems, and (iii) the price that the purchaser pays is at a fixed price per unit of output. Sale of PV project asset The Group’s sales arrangements for PV projects do not contain any forms of continuing involvement that may affect the revenue or profit recognition of the transactions, nor any variable considerations for energy performance guarantees, minimum electricity end subscription commitments. The Group therefore determined its single performance obligation to the customer is the sale of a completed solar project. The Group recognizes revenue for sales of solar projects at a point in time after the solar project has been grid connected and the customer obtains control of the solar project. Sales of pre-development solar projects For sales of pre-development solar projects in which the Group transfers 100% of the membership interest in solar projects to a customer, the Group recognizes all of the revenue for the consideration received at a point in time when the membership interest was transferred to the customer, which typically occurs when the Group delivered the membership interest assignment agreement to the customer. The contract arrangements may contain provisions that can either increase or decrease the transaction price. These variable amounts generally are resolved upon achievement of certain performance or upon occurrence of certain price reduction conditions. Variable consideration is estimated at each measurement date at its most likely amount to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur and true-ups are applied prospectively as such estimates change. Changes in estimates for sales of pre-development solar projects occur for a variety of reasons, including but not limited to (i) EPC construction plan accelerations or delays, (ii) product cost forecast changes, (iii) change orders, or (iv) occurrence of purchase price reduction conditions. The cumulative effect of revisions to transaction prices are recorded in the period in which the revisions to estimates are identified and the amounts can be reasonably estimated. Revenue from bitcoin mining The Group has entered into a digital asset mining pool to provide computing power to the mining pool. Providing computing power in crypto asset transaction verification services is an output of the Group’s ordinary activities. The provision of computing power is the only performance obligation in the Group’s contracts with mining pool. The transaction consideration the Group receives, if any, is noncash consideration, which the Group measures at fair value on the date received, which is not materially different than the fair value at contract inception. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the Group receives the consideration, at which time revenue is recognized. There is no significant financing component in these transactions. Fair value of the digital asset award received is determined using the average U.S. dollar spot rate of the related digital currency at the time of receipt. Other revenue Other revenue mainly consist of revenue generated from sales and leasing of EV, bitcoin mining equipment sales and hosting service, and sale of Alfalfa hay and others. The Group recognizes revenue on sale of EV, bitcoin mining equipment and alfalfa hays at a point in time following the transfer of control of such products to the customer, which typically occurs upon the delivery to the customer for EV sales, upon acceptance of the products made by the customer for sale of alfalfa hays, and upon delivery of the products to the hosting site or receipt place assigned by the customer, installed and set up the products for sale of bitcoin mining equipment EV leasing revenue includes revenue recognized under lease accounting guidance for direct leasing programs. The Group accounts for these leasing transactions as operating leases under ASC 842 Leases, and revenues are recognized on a straight-line basis over the contractual term. Revenue for hosting service is recognized over time as services are performed and based on the output method related to the time incurred during the service period. Disaggregation of revenues The following table illustrates the disaggregation of revenue by revenue stream and by timing of revenue recognition from continuing operations for the years ended December 31, 2020, 2019 and 2018: By revenue stream For the year ended December 31, 2020 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 112,442 $ – $ – $ – $ 1,062 $ 113,504 Japan – – 3,788 – – 3,788 Italy – 615 – – 41 656 United States – – 16,113 101 648 16,862 United Kingdom – 1,023 – – – 1,023 Greece – 2,783 – – 12 2,795 Total $ 112,442 $ 4,421 $ 19,901 $ 101 $ 1,763 $ 138,628 By revenue stream For the year ended December 31, 2019 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 79,470 $ – $ – $ – $ 1,048 $ 80,518 Japan – – 9,563 – – 9,563 Italy – 1,365 – – – 1,365 United States 1,471 – – (2,835 ) 5,684 4,320 United Kingdom – 979 – – – 979 Greece – 1,024 – – 114 1,138 Total $ 80,941 $ 3,368 $ 9,563 $ (2,835 ) $ 6,846 $ 97,883 By revenue stream For the year ended December 31, 2018 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 90,067 $ – $ – $ – $ 1,314 $ 91,381 Japan 1,605 – 10,809 – 23 12,437 Italy – 1,733 – – – 1,733 United States 1,875 – – 15,794 1,052 18,721 United Kingdom – 932 – – – 932 Greece – 378 – – – 378 Total $ 93,547 $ 3,043 $ 10,809 $ 15,794 $ 2,389 $ 125,582 Contract balance The following table provides information about accounts receivables and contract liabilities from contracts with customers: December 31, 2020 December 31, 2019 Accounts receivable, current and noncurrent $ 17,061 $ 16,539 Advance from customers $ 1,377 $ 17,632 Advance from customers, which represent a contract liability, represent mostly unrecognized amount received for customers. Advance from customers is recognized as (or when) the Group performs under the contract. During the years ended December 31, 2020, 2019 and 2018, the Group recognized $17,161, $8,159 and $11,365 that was included in the balance of advance from customers at January 1, 2020, 2019 and 2018, respectively. (t) Cost of Revenues Cost of revenues for PV components is mainly from direct purchase price of PV components. Cost of revenues for PV project assets and pre-development solar projects include all direct material, labor, subcontractor cost, land use right fee, and those indirect costs related to contract performance, such as indirect labor, supplies and tools. Costs of electricity generation revenue include depreciation of solar power project assets and costs associated with operation and maintenance of the project assets. Costs of bitcoin mining include depreciation of bitcoin miners and hosting service fee. Cost of revenues for bitcoin mining equipment and hosting service include direct purchase of mining equipment, electricity fee and other indirect expense. Cost of revenues for EV sales includes direct parts, material and labor costs, manufacturing overheads, and shipping and logistics costs. Cost of revenues for EV leasing primarily includes t |
4. Disposition
4. Disposition | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition | 4. Disposition (1) Disposition of SPI China On August 30, 2018, the Group entered into a share purchase agreement (the “SPI China disposal agreement”) with Lighting Charm, an affiliate of Ms. Shan Zhou, the spouse of Xiaofeng Peng, the Group’s Chairman of the Board of Directors and Chief Executive Officer. Ms. Shan Zhou, as the beneficial owner of the Group, hold more than 10% equity interest of the Group on December 10, 2018. The agreement has been approved by an independent committee of the Group’s Board of Directors. The SPI China disposal agreement provides that the Group sold Lighting Charm the 100% equity interest of SPI China, which holds all of the Group’s assets and liabilities related to its business in China (the “Acquired Business”). The Group effected an internal restructuring following which SPI China would only hold the Group’s subsidiaries in China, and all the other subsidiaries outside of China would be transferred to the Group. Pursuant to the terms of the SPI China disposal agreement, the consideration for the Acquired Business to be paid by the Lighting Charm to the Group in cash was US$1.00. As of December 10, 2018, the restructuring was completed and the disposition was closed. As a result of the disposition to a principal shareholder for US$1.00, the excess of SPI China’s book value of liabilities over the book value of its assets was recorded as an addition to paid-in capital of $107,867. Together with the transaction, the Group granted Lighting Charm options to purchase up to 1,000,000 of the Group’s ordinary shares with par value of $0.0001, with an exercise price of US$ 3.80 per share. The options vested immediately and can be exercised at any time on or prior to August 21, 2021. The options were valued using the Binomial option pricing model and the fair value of the options on the grant date was $1,260, which adjusted to the fair value of disposal consideration and was charged into additional paid-in capital. The Group had made payment on behalf of SPI China for its operation purpose from December 10, 2018 to December 31, 2018, which was considered remote collectability due to the financial position of SPI China, and the Group recorded the amount due from SPI China as a debt forgiveness loss from related parties, with amount of $536 recorded as a reduction of paid-in capital. The following are revenues and loss from discontinued operations: For the years ended December 31, 2020 2019 2018 Net sales $ – $ – $ 4,681 Cost of revenue – – 2,027 Gross profit – – 2,654 General and administrative – – 2,904 Sales, marketing and customer service – – 887 Provision for doubtful accounts, notes and other receivable – – 195 Total operating expense – – 3,986 Total other expense, net – – (4,790 ) Loss from discontinued operations before income tax – – (6,122 ) Income tax expense – – – Loss from discontinued operations, net of income tax $ – $ – $ (6,122 ) (2) Disposition of Italy Subsidiaries On September 23, 2019, the Group entered into a sale and purchase agreement with a third party buyer, Theia Investments (Italy) S.r.l. (“Theia”), to sell all the shares it held in SUN ROOF II S.r.l (“SR II”) and SUN ROOF V S.r.l. (“SR V”) for a consideration of $2,802 and $2,014, respectively. SR II and SR V are two limited liabilities companies established under the Italian law in 2011, which own respectively 3 PV plants for a total of 1.8MW peak capacity and 1 PV plant of 0.9MW peak capacity, respectively. The sale of both SR II and SR V were completed on September 26, 2019. The Group derecognized all the assets, liabilities and equity components of SR II and SR V and recognized a loss of $481 on disposal of SR II and a gain of $96 on disposal of SR V which are included in other income (expense) – others in the consolidated statements of operations. On March 9, 2020, the Group closed the sale of all shares it held in SUN ROOF I S.r.l (“SR I”), a 479 kWp rooftop solar project located in Aprilia, Italy, that has been in operation since 2012. The sale price was $1,211 (EUR 1,113) before transaction fees. The Group derecognized all the assets, liabilities and equity components of SR I and recognized a loss of $32 on disposal of SR I, which are included in other income (expense) – others in the consolidated statements of operations. |
5. Acquisitions
5. Acquisitions | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | 5. Acquisitions Acquisition of Phoenix On November 12, 2020, the Group completed the acquisition of 100% equity interest of Phoenix for total consideration of $9,033 in the form of issued and unissued ordinary shares, valued at $7.87 per share, subject to certain adjustments. The total consideration composed of 1,147,793 ordinary shares: 934,720 number of shares issued to the seller, 98,303 number of holdback shares which will be issued in one year after acquisition date, and 114,770 number of shares for employee incentive plan, which are non-forfeitable shares and will be issued to employees in six months after acquisition date. Phoenix is an electric drivetrain manufacturer for medium-duty commercial vehicles and final stage manufacturer that integrates its drivetrains into these vehicles. This acquisition provided the Group a strong foothold in the U.S. EV sector. The Group accounted the acquisition using the purchase method of accounting under ASC 805, Business Combinations. The Group made estimates and judgments in determining the fair value of acquired assets and liabilities, based on management’s experiences with similar assets and liabilities. As of November 12, 2020, the allocation of the purchase price is as follows: Identifiable assets acquired and liabilities assumed Cash $ 364 Account and other receivables 970 Inventories 2,302 Property, plant and equipment 3,065 Identifiable intangible assets 3,043 Prepaid expenses and other assets, current and non-current 656 Accounts payables (1,557 ) Accrued and other liabilities (2,335 ) Deferred tax liabilities (624 ) Other long-term liabilities (771 ) Identifiable assets acquired and liabilities assumed (a) 5,113 Consideration (b) 9,033 Goodwill (b-a) $ 3,920 The excess of the purchase price over the tangible assets and identifiable intangible assets acquired reduced by liabilities assumed was initially recorded as goodwill and the goodwill is not deductible for tax purposes. Neither the results of operations since the acquisition date nor the pro forma results of operations of Phoenix were presented because the effect of the business combination was not significant to the Group ’ Purchase agreements with Thermi Taneo Venture Capital Fund On September 20, 2017, the Group entered into a Framework Share Purchase Agreement with Thermi Taneo Venture Capital Fund (“Thermi”) to expand the Group’s business in Europe and also to settle the Group’s EPC receivable from Thermi. Pursuant to the Framework Share Purchase Agreement, the Group agreed to purchase 100% equity interest in Heliohrisi S.A. (“Heliohrisi”), Heliostixio S.A. (“Heliostixio”) and Thermi Sun S.A. (“Thermi Sun”) from Thermi. (1) Acquisition of Heliohrisi S.A On March 20, 2019, the Group entered into a Share Purchase Agreement (“Heliohrisi Purchase Agreement”) with Thermi and purchased 100% equity interest of Heliohrisi. Heliohrisi is a Group located in Greece, with a solar photovoltaic project of 1.99 MW peak capacity. The solar photovoltaic facility began commercial operation in July 2012. The output of the plant is contracted under a 27-year PPA which began on the commercial operation date. The acquisition was in accordance with the Group's overall growth strategy. The cash consideration for acquiring Heliohrisi is $4,013 which have been fully paid as of December 31, 2019. There is no noncash or contingent consideration. The acquisition is accounted as an asset acquisition according to ASU 2017-01 since substantially all the fair value of the gross assets acquired is concentrated in a single identifiable asset. The excess of consideration over fair value of the assets acquired of $4,190 was allocated to property, plant and equipment. (2) Acquisition of Thermi Sun S.A. On November 1, 2019, the Group entered into a Share Purchase Agreement (“Thermi Sun Purchase Agreement”) with Thermi and purchased 100% equity interest of Thermi Sun. Thermi Sun is a Group located in Greece, with two solar photovoltaic project of totally 4.4 MW peak capacity. The solar photovoltaic facility began commercial operation in July 2012. The output of the plant is contracted under a 27-year PPA which began on the commercial operation date. The acquisition was in accordance with the Group's overall growth strategy. The cash consideration for acquiring Thermi Sun is $8,476 which have been fully paid as of December 31, 2019. There is no noncash or contingent consideration. The acquisition is accounted as an asset acquisition according to ASU 2017-01 since substantially all the fair value of the gross assets acquired is concentrated in a single identifiable asset. The excess of consideration over the fair value of the assets acquired, $8,432 was allocated to property, plant and equipment. |
6. Accounts Receivable, net
6. Accounts Receivable, net | 12 Months Ended |
Dec. 31, 2020 | |
Receivables [Abstract] | |
Accounts Receivable, net | 6. Accounts Receivable, Net The accounts receivable as of December 3, 2020 and 2019 consisted of the following: December 31, December 31, 2020 2019 Accounts receivable $ 17,306 $ 17,001 Less: Allowance for doubtful accounts (245 ) (462 ) Accounts receivable, net $ 17,061 $ 16,539 The movements of allowance for doubtful accounts are as follows: 2020 2019 2018 Balance as of January 1 $ 462 $ 633 $ 1,520 Addition 187 101 202 Written off (396 ) (45 ) – Reversal (12 ) (225 ) (1,002 ) Foreign currency translation difference 4 (2 ) (87 ) Balance as of December 31 $ 245 $ 462 $ 633 On March 18, 2019, Solar Juice, entered into debtor finance agreements with Scottish Pacific (BFS) Pty Ltd. (“Scottish Pacific”), whereby Scottish Pacific provided Solar Juice invoice discounting facility (see Note 14). As of December 31, 2020 and 2019, all the outstanding accounts receivable of Solar Juice was pledged to Scottish Pacific for a total gross amount of $9,683 and $9,761, respectively. |
7. Inventories, net
7. Inventories, net | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, net | 7. Inventories, Net Inventories as of December 31, 2020 and 2019 consisted of the following: December 31, December 31, 2020 2019 Finished goods $ 13,921 $ 12,216 Goods in transit 1,045 1,326 Work in process 1,327 – Raw materials 967 239 Total inventories, net $ 17,260 $ 13,781 During the years ended December 31, 2020, 2019 and 2018, inventories were written down by nil, $103 and nil from continuing operations, respectively, to reflect the lower of cost or net realizable value. |
8. Project Assets, net
8. Project Assets, net | 12 Months Ended |
Dec. 31, 2020 | |
Project Assets | |
Project Assets, net | 8. Project Assets, Net Project assets as of December 31, 2020 and 2019 consist of the following: December 31, December 31, 2020 2019 Project assets completed for sale $ 1,554 $ 17,847 Project assets under development 18,186 16,490 Total project assets $ 19,740 $ 34,337 Current, net of impairment loss $ – $ 17,842 Noncurrent $ 19,740 $ 16,495 During the years ended December 31, 2020, 2019 and 2018, impairment losses of nil, $2,455 and nil were recorded for certain project assets held for development and sale from continuing operations, respectively. The impairment provided for the year ended December 31, 2019 is mainly for the project assets located in Japan. During the years ended December 31, 2020, 2019 and 2018, the Group recognized total revenue from sales of PV project assets and sales of pre-development solar projects of $19,901, $6,728 and $26,603 from continuing operations, respectively, and cost of $16,454, $7,703 and $23,418 from continuing operations were recognized accordingly. |
9. Prepaid Expenses and Other C
9. Prepaid Expenses and Other Current Assets, net | 12 Months Ended |
Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets, net | 9. Prepaid Expenses and Other Current Assets, Net Prepaid expenses and other current assets, net as of December 31, 2020 and 2019 consist of the following: December 31, 2020 December 31, 2019 Value-added tax recoverable, current $ 268 $ 193 Deposit and prepayment for acquisitions, net of provision of $11,069 and $10,921, respectively 56 56 Other deposit and prepayment, net of provision of $3,973 and $3,584, respectively (a) 2,891 2,659 Other receivable, net of provision of $2,466 and $1,968, respectively (b) 1,803 2,262 Total prepaid expenses and other current assets $ 5,018 $ 5,170 (a) Other Deposit and Prepayment Other deposit and prepayment primarily include: i) prepayment of $3,132 to purchase land from Shengrun Intl Industry Group INC (“Shengrun”) to develop solar projects in California as of December 31, 2019, of which full provision has been provided during the year ended December 31, 2019 after assessing the possibility of collectivity; ii) prepayment made to vendors to purchase PV modules, rental deposits and other prepaid expenses. (b) Other receivable Other receivable as of December 31, 2020 mainly included: i) the business fund lent to a third party, Tocoo Corporation with no interest bearing of $1,686 (2019: $1,320). The Company assessed the collectability of the receivable and concluded no provision was needed as of December 31, 2020 and 2019; ii) other receivable of $2,583 (2019: $2,910) for project payment on behalf of third parties, the Group assessed the collectability and provision of $2,466 (2019: $1,968) was accrued. |
10. Intangible Assets, net
10. Intangible Assets, net | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, net | 10. Intangible Assets, Net Intangible assets, net as of December 31, 2020 and 2019 consisted of the following: Useful Life Accumulated Impairment (in months) Gross Amortization Charge Net As of December 31, 2020 Patent 57 $ 2,700 $ (2,700 ) $ – $ – Customer Relationship 120 4,625 (1,900 ) (1,607 ) 1,118 Tradename 60 1,400 (47 ) – 1,353 Technology 60 1,574 (52 ) – 1,522 Other 84 168 (103 ) – 65 $ 10,467 $ (4,802 ) $ (1,607 ) $ 4,058 As of December 31, 2019 Patent 57 $ 2,700 $ (2,700 ) $ – $ – Customer Relationship 120 4,370 (1,547 ) (1,295 ) 1,528 $ 7,070 $ (4,247 ) $ (1,295 ) $ 1,528 The customer relationship was mainly contributed by the acquisition of Solar Juice in May 2015. As customer relationship with clients was the key driver of the revenue for Solar Juice, which will bring further economic benefit to the Group’s business. Therefore, the customer relationship was separately identified as an intangible asset on the acquisition date. The balance is amortized over the useful life of 10 years. The tradename and developed technology were contributed by the acquisition of Phoenix in the year of 2020. As tradename and developed technology were the key driver of the revenue for Phoenix, which will bring further economic benefit to the Group’s business. Therefore, the tradename and developed technology were separately identified as an intangible asset on the acquisition date. The balance is amortized over the useful life of 5 years. No impairment loss was provided for intangible assets for the year ended December 31, 2020, 2019 and 2018. Amortization expense for intangible assets was $369, $278 and $300 from continuing operations for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, the estimated future amortization expense related to intangible assets is as follows: USD 2021 $ 884 2022 884 2023 882 2024 879 2025 529 $ 4,058 |
11. Property, Plant and Equipme
11. Property, Plant and Equipment, net | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | 11. Property, Plant and Equipment, Net Property, plant and equipment, net as of December 31, 2020 and 2019 consisted of the following: December 31, December 31, 2020 2019 Photovoltaic solar systems $ 33,174 $ 32,288 Bitcoin mining equipment 4,155 4,045 Furniture, fixtures and equipment 2,220 759 Automobile 6,040 468 Leasehold improvements 599 187 46,188 37,747 Less: accumulated depreciation (11,058 ) (3,636 ) 35,130 34,111 Less: impairment (2,328 ) (2,328 ) $ 32,802 $ 31,783 The costs of PV solar system include costs of acquiring permits, construction fees of PV solar system, costs of items installed in the PV solar system including solar panels, and other costs incurred that are directly attributable to getting the PV solar system ready for its intended use of grid connection with customer for supply of electricity. Depreciation of property, plant and equipment was $3,200, $1,981 and $1,204 from continuing operations for the years ended December 31, 2020, 2019 and 2018, respectively. Impairment loss on property, plant and equipment of nil, $2,235 and nil from continuing operations for the years ended December 31, 2020, 2019 and 2018, respectively. |
12. Fair Value Measurement
12. Fair Value Measurement | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 12. Fair Value Measurement As of December 31, 2020 and December 31, 2019, the derivative liability was measured at fair value on a recurring basis in periods subsequent to their initial recognition using Black Scholes or Binomial model, which were classified in Level 3 of the fair value hierarchy. The Group identified derivative instruments arising from embedded conversion features in the convertible promissory note issued to Iliad Research and Trading, L.P. (“ILIAD”) and Streeterville Capital, LLC (“Streeteryille”) (see Note 15). The following table presents the quantitative information about the Group’s Level 3 fair value measurements of derivative liability on a recurring basis in 2020 and 2019, which utilize significant unobservable internally-developed inputs: Valuation techniques Unobservable inputs Range of rates Derivative liability in 2019 related to ILIAD convertible bond Black Scholes model Expected term 0.41-0.5 Risk-free interest rate 1.6%-2.38% Expected volatility 120%-160% Expected dividend yield 0 Derivative liability in 2020 related to ILIAD convertible bond Black Scholes model Expected term 0.31-0.40 Risk-free interest rate 1.56%-1.58% Expected volatility 75%-122% Expected dividend yield 0 Derivative liability in 2020 related to Streeterville convertible bond Binomial model Expected term 0.84-1.00 Risk-free interest rate 0.07%-0.12% Expected volatility 111.94%-119.90% Expected dividend yield 0 Derivative liability as of December 31, 2020 and 2019 is $67 and $652, respectively, with the change in fair value of $496 and $285 recorded in the consolidated statements of operations for the years ended December 31, 2020 and 2019, respectively. The following method and assumptions were used to estimate the fair value on a non-recurring basis as of December 31, 2020 and 2019: On December 7, 2020, the Group issued the shareholders share purchase warrants in a direct offering of ordinary shares (see Note 17). The warrants were valued at $19,013 using Binomial option pricing model. Valuation techniques Unobservable inputs Range of rates Warrants issued with ordinary shares in 2020 Binomial model Expected term Risk-free interest rate Expected volatility Expected dividend yield 5 years 0.58%-0.77% 82.20%-82.36% 0 Cash and cash equivalents, restricted cash, accounts receivable and payable, short term borrowings, accrued liabilities, advance from customers and other current liabilities — costs approximate fair value because of the short maturity period. There have been no transfers between Level 1, Level 2, or Level 3 categories during the years ended December 31, 2020, 2019 and 2018. |
13. Accrued Liabilities
13. Accrued Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | 13. Accrued Liabilities Accrued liabilities as of December 31, 2020 and 2019 are as follows: December 31, 2020 December 31, 2019 Tax penalty payable (a) $ 2,780 $ 2,780 Other payable 3,787 5,024 Other tax payables 972 296 Accrued expense 120 707 Others 831 370 Total accrued liabilities $ 8,490 $ 9,177 (a) Tax Penalty Payable The tax penalty payable of $2,780 as of December 31, 2020 and 2019, represented the accrued tax penalty and interest since the Group was late for filing the United States Federal and State income tax returns for the years ended December 31, 2017 and 2016. The Group recorded a tax penalty of $9,670 as of December 31, 2018 based on best estimation as the Group didn’t receive any result from the United States Internal Revenue Service (“IRS”) by then. On May 27, 2019 and February 20, 2020, IRS issued a notice to the Group which assessed penalties for Federal income tax for the tax years ended December 31, 2017 and 2016 in the amount of $1,190 and $1,290 plus interest, respectively. Therefore, the Group reversed tax penalty payable of $6,890 for the year ended December 31, 2019 based on IRS notices for Federal income tax and the management reassessment for State income tax. As of the issuance of the financial statements, the Group has not received the result of the tax penalty from IRS. |
14. Short-term Borrowings and L
14. Short-term Borrowings and Long-term Borrowings | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Short-term Borrowings and Long-term Borrowings | 14. Short-term Borrowings and Long-term Borrowings December 31, 2020 December 31, 2019 Debtor finance $ 2,789 $ 2,226 Other short-term borrowings 204 414 Current portion of long-term borrowings 273 217 Total short-term borrowings and current portion of long-term borrowings 3,266 2,857 Long term bank borrowings 6,573 6,256 Other long-term borrowings 55 – Total long-term borrowings 6,628 6,256 Less: current portion of long-term borrowings (273 ) (217 ) Total long-term borrowings, excluding current portion 6,355 6,039 Total borrowings $ 9,621 $ 8,896 As of December 31, 2020, the maturities of the long-term borrowings are as follows: USD 2021 $ 273 2022 498 2023 318 2024 375 2025 424 Thereafter 4,740 $ 6,628 Debtor Finance The Group’s subsidiary, Solar Juice, entered into debtor finance agreements with Scottish Pacific on March 18, 2018, whereby Scottish Pacific provided Solar Juice invoice discounting facility with a limit of $5,624, maturity period of 90 days for each loans and discounting rate of 80%,at service fee charge of 0.13% based on the invoices processed, and discount fee charge of margin percentage minus 0.59% (margin percentage is around 6.76% during 2020 and 2019) based on the average daily debtor finance balance. The accounts receivable collection of Solar Juice was automatically transferred to Scottish Pacific for the debtor finance repayment at the ending of each work day. As of December 31, 2020 and 2019, the debtor finance balance was $2,789 and $2,226, respectively, and the amounts available was $2,835 and $3,398, respectively. There are no financial covenants on this facility may restrict the Company’s ability to incur more debts in the next 12 months. There’s a concentration limit of 15% according to the debtor finance agreements but Solar Juice, has never had any customer counted more than 10% of revenue during the year of 2018, 2019 and 2020. PPP Loan On May 5, 2020, Phoenix was granted a loan from Zions Bancorporation, N.A. dba California Bank & Trust in the aggregate amount of $551, pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the CARES Act, which was enacted on March 27, 2020 (the “PPP Loan”). The PPP Loan proceeds are available to be used to pay for payroll costs, including salaries, commissions, and similar compensation, group health care benefits, and paid leaves; rent; utilities; and interest on certain other outstanding debt. The amount that will be forgiven will be calculated in part with reference to the Phoenix’s full time headcount during the eight week period following the funding of the PPP Loan. On October 21, 2020, the Phoenix received approval from the lender for the formal forgiveness of the PPP Loan. As a result, a gain in the amount of $551 has been recognized in the consolidated financial statements and is presented in the consolidated statement of operations within other income. On April 8, 2020, SPI Solar Inc., a subsidiary of the Group, was granted a PPP loan from East West Bank in amount of $163, which was in the form of a promissory note, matures on April 8, 2022. On April 12, 2020, Knight Holding Corporation, a subsidiary of the Group, was granted a PPP loan from East West Bank in amount of $42, which was in the form of a promissory note, matures on April 12, 2022. Both PPP notes bear interest at a rate of 1.00% per annum, payable monthly commencing on the date that is seven months after the date of the notes. The PPP notes may be prepaid at any time prior to maturity with no prepayment penalties. EIDL Loan On May 26, 2020, Phoenix was granted a loan from the U.S. Small Business Association in the aggregate amount of $150, pursuant to the Economic Injury Disaster Loan under Section 7(b) of the Small Business Act, as amended (the “EIDL Loan”). The EIDL Loan, which was in the form of a promissory note (the “EIDL Note”) dated May 26, 2020 issued by the Phoenix, matures on May 26, 2050 and bears interest at a rate of 3.75% per annum, payable monthly commencing on May 26, 2021. The EIDL Note may be prepaid at any time prior to maturity with no prepayment penalties. Funds from the EIDL Loan may only be used for working capital purposes to alleviate economic injury caused by disaster occurring in the month of January 31, 2020 and continuing thereafter cause by the coronavirus pandemic. Phoenix has used the entire EIDL Loan amount for what management believes to be qualifying expenses. Long term bank borrowing As of December 31, 2020, long term bank borrowings primarily represent a 10-year long term loan borrowed from Santander Bank amounting to $6,217 (2019: $6,256) with a maturity date of February 16, 2027, of which $4,663 is at interest rate of 3.96% per annum and $1,554 is at interest rate of 2.84% per annum. The interest expense of bank loans from continuing operations was $491, $544 and $525 for the years ended December 31, 2020, 2019 and 2018. The average interest rate on short term borrowings from continuing operations was 5.30%, 7.97% and 7.39% per annum for the years ended December 31, 2020, 2019 and 2018, respectively. |
15. Convertible Bonds
15. Convertible Bonds | 12 Months Ended |
Dec. 31, 2020 | |
Convertible Bonds | |
Convertible Bonds | 15. Convertible Bonds December 31, 2020 December 31, 2019 Brilliant King Group Limited (1) $ 12,000 $ 12,000 Poseidon Sports Limited (1) 3,000 3,000 Magical Glaze Limited (2) 13,400 20,000 Vision Edge Limited (1) 20,000 20,000 Iliad Research and Trading, L.P. (3) – 907 Streeterville Capital, LLC (4) 1,973 – Total convertible bonds, current $ 50,373 $ 55,907 (1) 2014 and 2015 Convertible Promissory Note and Amendments In December 2014 and June 2015, the Group entered into three convertible promissory note purchase agreements with Brilliant King Group Limited (“Brilliant King”), Poseidon Sports Limited (“Poseidon”) and Vision Edge Limited (“Vision Edge”), respectively whereby the Group agreed to sell and issue to these three investors convertible promissory notes in an aggregate principal amount of $35,000. The convertible notes bore no interest, and might be partially or wholly converted into shares of the Group’s ordinary shares at any time prior to maturity at the option of the investor. The convertible promissory notes with Brilliant King and Poseidon were due and payable on June 11, 2016; the convertible promissory notes with Vision Edge was due and payable on June 29, 2016, the conversion option of these convertible bonds had expired after the due dates. The Group defaulted the payment for all above outstanding convertible bonds of $35,000 in June 2016. The convertible notes bore no interest, and there were no default terms including default interest or penalty stated in the above convertible promissory notes. None of these bond holders has attempted any recourse for payment or conversion. While the Group has been in negotiations with these bond holders, no updated settlement arrangements have been reached as of the issuance date of this financial statements. (2) Convertible Promissory Note and Amendment with Union Sky/ MGL In December 2014, the Group entered into a convertible promissory note purchase agreement with Union Sky Holding Group Limited (“Union Sky”) whereby the Group agreed to sell and issue to the investor convertible promissory notes in an aggregate principal amount of $20,000. On June 29, 2018, the Group entered into an amendment agreement with Union Sky and Magical Glaze Limited (“MGL”), who are under common control. The amendment transferred all the rights and obligations of the convertible bond to MGL and the maturity date of the note was extended with the repayment of $6,600, $6,700 and $6,700 of the principal amount of the convertible bond and interest thereon due by December 2019, June 2020 and December 2020, respectively. The conversion price per ordinary share of this amended convertible bond equals the weighted average daily closing price of the Group’s ordinary shares in the NASDAQ stock market 10 working days prior to the date of signing this amendment agreement, which is $4.30 per share. As a result of this amendment, the Group recognized a gain on troubled debt restructuring of $1,887 for the year ended December 31, 2018, On October 7, 2020, the Group entered into another amendment agreement with MGL and the maturity date of the note was further extended with the repayment of $6,600 and $13,400 of the principal amount due by October 8 2020 and March 31, 2021, respectively. In addition, if the Group is late in paying the debt, the overdue fine shall be calculated on a daily basis at an annual interest rate of 18% from April 30, 2017, until the Group has paid off all the principal and overdue fine. The Group accounted for this amendment under ASC 470-50 Modifications and Extinguishments and determined that the debt instruments are not substantially different before and after the amendment and there is no increase in the fair value of the embedded conversion option. Therefore, there is no change to the carrying amount of the convertible bond. The Group made $6,600 and $13,400 repayment on October 8, 2020 and March 31, 2021, respectively. (3) Convertible Promissory Note and Amendment with ILIAD On May 28, 2019, the Group entered into a Secured Convertible Promissory Note with ILIAD (the “ILIAD Note”), with an initial principal amount of $1,335. The ILIAD Note had a 12-month term and carried interest at 10% per annum. The Group’s obligations under the ILIAD Note may be prepaid at any time, provided that in such circumstance the Group would pay 115% of any amounts outstanding under the note and being prepaid. The note could be convertible into shares of the Group’s common stock at a conversion price of $10 per share (“Conversion Price”) at any time after the issuance date. ILIAD could redeem any portion of the note, at any time after six months from the issue date, subject to a maximum monthly redemption amount of $200, with the Group having the option to pay such redemptions in cash, the Group’s common stock at the Redemption Conversion Price, or by a combination thereof. The Redemption Conversion Price should be the lesser of $10 or 80% of the lowest closing trade price during the ten trading days immediately preceding the applicable measurement date. On December 10, 2019, the Group made an amended to the ILIAD Note to defer the first redemption to after January 1, 2020. The Group evaluated the Amendment in accordance with ASC 470, Debt (“ASC 470”) and determined the Amendment is not considered a troubled debt restructuring or an extinguishment of the existing debt. The Group determines that the conversion feature within the ILIAD Note meets the requirements to be treated as a derivative and the Group estimates a fair value of the derivative liability using the Black-Scholes Model upon the date of issuance. The Group recorded a total of $1,018 debt discount upon the issuance of ILIAD Note, including the $937 fair value of the embedded derivative liability, $19 of direct transaction costs incurred, and $62 original issue discount. The debt discount is amortized to interest expense over the term of the loan. Amortization of the debt discount was $424 and $594 for the year ended December 31, 2020 and 2019, respectively. During the year ended December 31, 2020, ILIAD redeemed $300 of the note into 216,344 shares of the Group’s common stock and redeemed $1,153 in cash payment for the remaining of the note. As of December 31, 2020, ILIAD Note was fully converted and redeemed. (4) Convertible Promissory Note with Streeterville Capital, LLC On November 3, 2020, the Group entered into a Convertible Promissory Note with Streeterville Capital, LLC (the “Streeterville Note”), with an initial principal amount of $2,110. The Streeterville Note had a 12-month term and carried interest at 10% per annum. The Group’s obligations under the Streeterville Note may be prepaid at any time, provided that in such circumstance the Group would pay 115% of any amounts outstanding under the note and being prepaid. The note could be convertible into shares of the Group’s common stock at a conversion price of $26 per share (“Conversion Price”) at any time after the issuance date. Streeterville could redeem any portion of the note, at any time after six months from the issue date, subject to a maximum monthly redemption amount of $350, with the Group having the option to pay such redemptions in cash, the Group’s common stock at the Redemption Conversion Price, or by a combination thereof. The Redemption Conversion Price should be the lesser of $26 or 80% of the lowest closing trade price during the ten trading days immediately preceding the applicable measurement date. The Group determines that the conversion feature embedded within the Streeterville Note meets the requirements to be treated as a derivative and the Group estimates a fair value of the derivative liability using the Binomial Model upon the date of issuance. The Group recorded a total of $164 debt discount upon the issuance of Streeterville Note, including the $54 fair value of the embedded derivative liability, $10 of direct transaction costs incurred, and $100 original issue discount. Amortization of the debt discount was $28 for the year ended December 31, 2020. As of December 31, 2020 and 2019, the carrying amounts of the Group’s convertible bonds are $50,373 and $55,907, net of unamortized debt discount of $137 and $424, respectively. |
16. Amount Due to an Affiliate
16. Amount Due to an Affiliate | 12 Months Ended |
Dec. 31, 2020 | |
Increase Decrease In Third Party Net | |
Amount Due to an Affiliate | 16. Amount Due to an Affiliate December 31, December 31, 2020 2019 Amount due to an affiliate, current $ 9,756 $ 9,128 Amount due to an affiliate, noncurrent 832 1,728 Total amount due to an affiliate $ 10,588 $ 10,856 Amount due to an affiliate includes: i) payment made by Sinsin on the behalf of the Group of $9,563 and $8,819 as of December 31, 2020 and 2019 respectively, which is classified as amount due to an affiliate, current; ii) a borrowing of $729 (EUR 650) from Sinsin on February 20, 2019 with an interest rate of 5% per annum which will mature on December 31, 2024. The balance as of December 31, 2020 was $670, of which $193 will be paid in 2021; iii) a borrowing of $1,308 (EUR 1,165) from Sinsin on October 14, 2019 with an interest rate of 4.5% per annum which will mature on December 31, 2027. The balance as of December 31, 2020 was $355, none of which will be paid in 2021. |
17. Ordinary Shares
17. Ordinary Shares | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Ordinary Shares | 17. Ordinary Shares During the year ended December 31, 2020 and 2019, the Group issued nil and 107,000 restricted ordinary shares to core management members and other management, respectively (see Note 19). During the year ended December 31, 2020, the Group issued 109,500 ordinary shares due to employee share options exercising. During the year ended December 31, 2020, ILIAD converted $300 of the note into 216,344 shares of the Group’s ordinary shares. On October 2, 2020, the Group entered into a securities purchase agreement with certain investors to sell 2,964,000 ordinary shares for $14,552, after deducting the placement agent’s fees and other expenses, at purchase price of $5.4 per share. On December 7, 2020, the Group entered into a securities purchase agreement with certain investors to sell 3,495,000 ordinary shares for $32,258, after deducting the placement agent’s fees and other expenses, at purchase price equal to $10.02 per share. In connection with the offering, the Group also issued the holders one share purchase warrant for every ordinary share. The warrants are immediately exercisable upon issuance and expire five years after the issuance date. The warrant is recognized as an equity instrument, which is classified within equity as additional paid-in capital. On November 12, 2020, the Group completed the acquisition of Phoenix and issued 934,720 shares of the Group’s ordinary share as part of the consideration. The issued ordinary share of the Group as of December 31, 2020 and 2019 was 22,340,689 shares and 14,621,125 shares, respectively. |
18. Noncontrolling Interests
18. Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | 18. Noncontrolling Interests In May 2020, the Group’s subsidiary, Solar Juice, issued its shares pro rata in accordance with its shareholders’ existing shares, which the Group and the minority shareholders of Solar Juice subscribed the shares and made capital investment of $996 and $249, respectively. The Group and the minority shareholders still own 80% and 20% equity interest of Solar Juice immediately before and after the subscription, with no change in the ownership percentage. As a result of the subscription, the Group recognized noncontrolling interest of $249 for the additional capital contribution made by the minority shareholders. On July 25, 2019, the Group purchased the 20% equity interest of SR II and 30% equity interest of SR V, subsidiaries of the Group in Italy, from Green Equity S.à r.l. (“Green Equity”), the minority shareholder of SR II and SR V. The purchase price was totally $75, and the carrying amount of the noncontrolling interest of SR II and SR V was $1,213 as of the purchase date. Green Equity also waived the amount due from SR II and SR V of $1,140. During the year ended December 31, 2019, the Group derecognized the noncontrolling interest of $1,213, and the difference between the purchase price together with the debt forgiveness mount, and the carrying amount of noncontrolling interest was recorded in additional paid-in capital, which was $2,278. |
19. Share-based Compensation
19. Share-based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | 19. Share-based Compensation The Group measures employee share-based compensation expense for all share-based compensation awards based on the grant-date fair value and recognizes the cost in the financial statements over the employee requisite service period. During the years ended December 31, 2020, 2019 and 2018, the share-based compensation expense attributable to continuing operations was $315, $821 and $2,726, respectively. The following table summarizes the consolidated share-based compensation expense from continuing operations, by type of awards: For the Years Ended December 31, December 31, December 31, 2020 2019 2018 Employee stock options $ 315 $ 305 $ 1,799 Restricted stock grants – 516 927 Total share-based compensation expense $ 315 $ 821 $ 2,726 The following table summarizes the consolidated share-based compensation by line items from continuing operations: For the Years Ended December 31, 2020 December 31, 2019 December 31, 2018 General and administrative $ 296 $ 768 $ 2,579 Sales, marketing and customer service 19 53 147 Total share-based compensation expense 315 821 2,726 Total share-based compensation expense after income taxes $ 315 $ 821 $ 2,726 As share-based compensation expense recognized in the consolidated statements of operations is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Forfeitures are required to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Determining Fair Value Valuation and Amortization Method — Expected Term — Expected Volatility Expected Dividend Risk-Free Interest Rate — Assumptions used in the determination of the fair value of share-based payment awards using the Black-Scholes model for stock option grants were as follows: For the Years Ended December 31, 2020 December 31, 2019 December 31, 2018 Expected term 6.25 6.25 6.25 Risk-free interest rate 0.07%-0.09% 1.55%-2.51% 2.54%-3.03% Expected volatility 537%-762% 575%-605% 624%-756% Expected dividend yield 0% 0% 0% Equity Incentive Plan On May 8, 2015, the Group adopted the 2015 Equity Incentive Plan (the “2015 Plan”) which permits the Group to grant stock options to directors, officers or employees of the Group or others to purchase shares of Ordinary Stock of the Group through awards of incentive and nonqualified stock options (“Option”), Restricted Stock or Unrestricted Stock and stock appreciation rights (“SARs”) which was approved by the shareholders. The total number of shares which may be issued under the 2015 Plan is 9% of the number of outstanding and issued ordinary shares of the Group. The Option Price per Share shall be determined by the compensation committee of the Board (“Compensation Committee”), unless expressly approved by the Compensation Committee, shall not be less than 100% of the fair market value of the shares on the date an Option is granted. During the year ended December 31, 2019, the Board of Directors approved the grants of Restricted Stock Units (“RSUs”) to core management members and other management, pursuant to the terms of the 2015 Plan. The total number of RSUs granted was 107,000 shares. The vesting schedules are 100% vested at the grant date for all the grants. All these shares were issued to the management during the year ended December 31, 2019. The Group used the market price of its shares at grant date as the fair value of the RSUs in calculating the share based compensation expense. There was no RSU granted in the year ended December 31, 2020. The following table summarizes the Group’s stock option activities: Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of December 31, 2017 501,260 66 7.03 $ 769 Granted 287,000 13 Exercised – – Forfeited/expired (528,060 ) 10 Outstanding as of December 31, 2018 260,200 212 8.59 $ – Granted 65,000 3 Exercised – – Forfeited/expired (70,000 ) 4 22.05 Outstanding as of December 31, 2019 255,200 19 6.70 $ – Granted 300,000 9 10.00 Exercised (109,500 ) 4 Forfeited/expired (56,800 ) 27 6.00 Outstanding as of December 31, 2020 388,900 11 7.52 $ 486 Vested and exercisable as of December 31, 2020 37,450 36 5.35 $ 49 Expected to vest as of December 31, 2020 215,229 13 7.44 $ 349 The following table presents the exercise price and remaining life information about options exercisable at December 31, 2020: Range of exercise price Shares Exercisable Weighted Average Remaining Contractual Life Weighted Average Aggregate Intrinsic ($000) $118 - $172 1,000 4.12 172.00 – $40 - $117 14,600 5.38 62.03 – $3 - $39 18,100 5.92 15.03 28 $1-$2 3,750 9.25 2.24 21 37,450 49 Following is a summary of our restricted stock awards as follows: Number of Shares Weighted Average Grant-Date Fair Value Restricted stock units at December 31, 2017 215,809 151 Granted 663,460 1 Forfeited (250 ) 185 Restricted stock units at December 31, 2018 879,019 38 Granted 107,000 3 Forfeited – – Restricted stock units at December 31, 2019 986,019 34 Granted – – Forfeited – – Restricted stock units at December 31, 2020 986,019 34 Changes in the Group’s non-vested stock awards are summarized as follows: Time-based Options Restricted Stock Shares Weighted Average Exercise Price Per Share Shares Weighted Average Grant-Date Fair Value Per Share Non-vested as of December 31, 2017 379,920 $ 9 1,313 $ 264 Granted 287,000 13 663,460 1 Vested (87,285 ) 25 (663,273 ) 1 Forfeited (396,335 ) 13 (250 ) 185 Non-vested as of December 31, 2018 183,300 $ 8 1,250 $ 185 Granted 65,000 3 107,000 3 Vested (70,050 ) 17 (108,250 ) 5 Forfeited (62,500 ) 4 – – Non-vested as of December 31, 2019 115,750 $ 11 – $ – Granted 300,000 9 – – Vested (50,350 ) 9 – – Forfeited (13,950 ) 50 – – Non-vested as of December 31, 2020 351,450 $ 8 – $ – The total fair value of shares vested during the years ended December 31, 2020, 2019 and 2018 was $351, $690 and $1,382, respectively. There were no changes to the contractual life of any fully vested options during the years ended December 31, 2020, 2019 and 2018. |
20. Income Taxes
20. Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 20. Income Taxes Loss before provision for income taxes is attributable to the following geographic locations for the years ended December 31: 2020 2019 2018 United States $ (7,525 ) $ (4,926 ) $ (6,946 ) Foreign Countries 1,718 (10,130 ) 1,141 $ (5,807 ) $ (15,056 ) $ (5,805 ) The provision for income taxes consists of the following for the years ended December 31: 2020 2019 2018 Current tax: Federal tax $ – $ – $ – State tax 12 7 7 Foreign countries 827 275 408 Total current tax 839 282 415 Deferred tax: Federal tax $ (22 ) (9 ) 15 State tax – (4 ) – Foreign countries (359 ) (177 ) (98 ) Total deferred tax (381 ) (190 ) (83 ) Total provision for income taxes $ 458 $ 92 $ 332 The reconciliation between the actual income tax expense and income tax computed by applying the statutory U.S. Federal income tax rate for the years ended December 31 is as follows: 2020 2019 2018 Provision for income taxes at U.S. Federal statutory rate $ (1,219 ) $ (3,161 ) $ (1,219 ) State taxes, net of federal benefit (411 ) (944 ) (168 ) Foreign taxes at different rate 458 314 902 Non-deductible expenses 211 (936 ) (231 ) Tax law changes – – 188 Valuation allowance 2,150 6,463 45,870 Other (743 ) (209 ) – Disposition of subsidiaries – – (45,193 ) Share Based Compensation 12 12 579 Gain on debt modification – – (396 ) Reversal of tax penalty – (1,447 ) – $ 458 $ 92 $ 332 Deferred income taxes reflect the net tax effects of loss carry forwards and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Group’s deferred tax assets and liabilities for federal, state and foreign income taxes are as follows at December 31 are presented below: 2020 2019 Deferred tax assets: Net operating loss carry forwards $ 78,319 $ 77,101 Temporary differences due to accrued warranty costs 138 467 Investment in subsidiaries 4,459 3,670 Credits 16 16 Allowance for bad debts 1,545 1,502 Fair value adjustment arising from subsidiaries acquisition 29 806 Stock compensation 820 858 Unrealized loss on derivatives 5,109 5,095 Unrealized investment loss 4,390 5,409 Impairment of property, plant and equipment, and project assets 541 1,464 Other temporary differences 6,841 3,646 Valuation allowance (102,125 ) (99,976 ) Total deferred tax assets 82 58 Deferred tax liabilities: Fair value adjustment arising from subsidiaries acquisition (3,966 ) (3,227 ) Other – (279 ) Total deferred tax liabilities (3,966 ) (3,506 ) Net deferred tax liabilities $ (3,884 ) $ (3,448 ) As of December 31, 2020, the Group had a net operating loss carry forward for federal income tax purposes of approximately $323,241 which will start to expire in the year 2028. The Group had a total state net operating loss carry forward of approximately $216,675, which will start to expire in the year 2021. The Group has foreign net operating loss carry forward of $11,182, some of which begin to expire in 2021. The Group had a federal AMT credit of $16, which does not expire. Utilization of the federal and state net operating losses is subject to certain annual limitations due to the “change in ownership” provisions of the Internal Revenue Code of 1986 and similar state provisions. However, the annual limitation may be anticipated to result in the expiration of net operating losses and credits before utilization. The Group recognizes deferred tax assets if it is more likely than not that those deferred tax assets will be realized. Management reviews deferred tax assets periodically for recoverability and makes estimates and judgments regarding the expected geographic sources of taxable income in assessing the need for a valuation allowance to reduce deferred tax assets to their estimated realizable value. Realization of the Group’s deferred tax assets is dependent upon future earnings, if any, the timing and amount of which are uncertain. Because of the Group’s lack of earnings history, the net deferred tax assets have been fully offset by a valuation allowance in the U.S. The valuation allowance increased by $2,150, $6,453 and $45,870 during the years ended December 31, 2020, 2019 and 2018, respectively. The Group had no unrecognized tax benefits as of December 31, 2020 and 2019, respectively. The Group currently files income tax returns in the U.S., as well as California, Hawaii, New Jersey, and certain other foreign jurisdictions. The Group is currently not the subject of any income tax examinations. The Group’s tax returns generally remain open for tax years after 2011. The Group has analyzed the impact of adopting ASC 606 on the Group's financial statements and disclosures. There is no material impact on the financial statements of adopting ASC 606. Therefore, there is no material tax impact either. The Coronavirus Aid, Relief and Economy Security (CARES) Act (“the CARES Act, H.R. 748”) was signed into law on 27 March 2020. The CARES Act temporarily eliminates the 80% taxable income limitation (as enacted under the Tax Cuts and Jobs Act of 2017) for NOL deductions for 2018-2020 tax years and reinstated NOL carrybacks for the 2018-2020 tax years. Moreover, the CARES Act also temporarily increases the business interest deduction limitations from 30% to 50% of adjusted taxable income for the 2019 and 2020 taxable year. Lastly, the Tax Act technical correction classifies qualified improvement property as 15-year recovery period, allowing the bonus depreciation deduction to be claimed for such property retroactively as if it was included in the Tax Act at the time of enactment. The company does not anticipate a material impact on its financial statements as of December 31, 2020 due to the recent enactment. |
21. Net Loss Per Share
21. Net Loss Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 21. Net Loss Per Share As a result of the net loss for the years ended December 31, 2020, 2019 and 2018, there is no dilutive impact to the net loss per share calculation for the period. The following table presents the calculation of basic and diluted net loss per share: December 31, December 31, December 31, 2020 2019 2018 Numerator: Numerator for net loss from continuing operations per share-basic and diluted $ (6,515 ) $ (15,258 ) $ (6,168 ) Numerator for net loss from discontinued operations per share-basic and diluted $ – $ – $ (6,114 ) Denominator: Basic weighted-average ordinary shares 15,907,144 12,733,062 7,262,023 Diluted weighted-average ordinary shares 15,907,144 12,733,062 7,262,023 Basic and diluted net loss per share-continuing operations $ (0.4 ) $ (1.2 ) $ (0.9 ) Basic and diluted net loss per share-discontinued operations $ – $ – $ (0.8 ) For the years ended December 31, 2020, 2019 and 2018, the following securities were excluded from the computation of diluted net loss per share as inclusion would have been anti-dilutive. For years ended December 31, 2020 2019 2018 Share options and non-vested restricted stock 14,158 255,200 261,450 Convertible bonds (see Note 15) 392,992 598,580 465,430 Committed shares (see Note 5) 213,073 – – Total 620,223 853,780 726,880 |
22. Leases
22. Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | 22. Leases The Group has operating leases for its PV stations and office facilities. The Group's leases have remaining terms of less than one year to approximately twenty years. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Group recognizes lease expense for these leases on a straight-line basis over the lease term. The operating lease expenses were $876, $1,080 and $1,133 for the years ended December 31, 2020, 2019 and 2018, respectively. Maturities of operating lease liabilities as of December 31, 2020 were as follows: Maturity of Lease Liabilities Operating Leases 2021 $ 1,028 2022 673 2023 493 2024 437 2025 444 Thereafter 9,858 Total lease payments 12,933 Less: interest (6,394 ) Present value of lease payments $ 6,539 Operating lease liabilities, current $ 605 Operating lease liabilities, noncurrent $ 5,934 Supplemental information related to operating leases was as follows: For the years ended December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities $ 949 $ 497 New operating lease assets obtained in exchange for operating lease liabilities $ 8,198 $ 2,419 As of December 31, 2020 and 2019, the operating leases had a weighted average remaining lease term of 20.08 years and 11.8 years, respectively, and a weighted average discount rate of 6.16% and 6.16%, respectively. |
23. Commitments and Contingenci
23. Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 23. Commitments and Contingencies (a) Capital Commitments As of December 31, 2020 and 2019, the Group had capital commitments of approximately $1,063 and $5,144, respectively, from continuing operations. These capital commitments were solely related to contracts signed with vendors for procurement of services or PV related products used for the construction of solar PV systems being developed by the Group. The capital commitments as at balance sheet dates disclosed above do not include those incomplete acquisitions for investment and business as at balance sheet dates as the agreements could either be terminated unconditionally without any penalty or cancelable when the closing conditions as specified in the agreements could not be met. (b) Contingencies On January 26, 2018, Sinsin Group filed a complaint against the Group requesting the payment of outstanding purchase price and related interest of $43,595 (EUR 38,054). On June 25, 2018, an interim measures judgment was made which appointed an interim management of Sinsin, consisting of two members elected by Sinsin Group and one member elected by the Group. The interim management would manage the bank accounts of Sinsin and collect the proceeds of electric energy revenue. On October 29, 2020, an arbitration decision was made that the Group will need to pay the outstanding purchase price of $43,595 (EUR 38,054), together with interest at 6% accruing from November 20, 2015 on half of the outstanding purchase and from June 30, 2016 on the remaining half of the outstanding purchase price to the date of eventual payment. The Group intended to vigorously pursue all legal remedies available to the Group. From time to time, the Group is involved in various other legal and regulatory proceedings arising in the normal course of business. While the Group cannot predict the occurrence or outcome of these proceedings with certainty, it does not believe that an adverse result in any pending legal or regulatory proceeding, individually or in the aggregate, would be material to the Group’s consolidated financial condition or cash flows; however, an unfavorable outcome could have a material adverse effect on the Group’s results of operations. |
24. Concentration Risk
24. Concentration Risk | 12 Months Ended |
Dec. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk | 24. Concentration Risk A substantial percentage of the Group’s net revenue comes from sales made to a small number of customers to whom sales are typically made on an open account basis. There was one customer of which the revenue accounted for 12% of total net revenue for the years ended December 31, 2020. There was no customer of which the revenue accounted for 10% or more of total net revenue for the year ended December 31, 2019. As of December 31, 2020 and 2019, there was one customer of which the accounts receivable accounted for 32% of total accounts receivable. |
25. Related Party Transactions
25. Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 25. Related Party Transactions The amount due from related parties of $194 and $154 as of December 31, 2020 and 2019, respectively, represented the advance payment to management for business operation. In 2018, the Group disposed SPI China to Lighting Charm, an affiliate of Ms. Shan Zhou, the spouse of Xiaofeng Peng, the Group’s Chairman of the Board of Directors and Chief Executive Officer. As of the December 10, 2018, the disposition was closed (see Note 4(1)). During year ended December 31, 2020 and 2019, SPI China paid operation expenses of $378 and $653, respectively, on behalf of the Group, and the payable to SPI China was waived by SPI China. |
26. Subsequent Events
26. Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 26. Subsequent Events (1) Securities Purchase Agreement On February 8, 2021, the Group issued 1,365,375 ordinary shares for $13,591 ($10.79 per share), net of direct offering cost of $1,141. (2) Purchase agreement with Petersen-Dean, Inc. On January 6, 2021, Solarjuice American, Inc. (“Solarjuice America”), a wholly-owned subsidiary of the Group, purchased of all work-in-progress consumer contracts of Petersen-Dean, Inc. (“Petersen-Dean”) for a consideration of $875 in a court-approved agreement. Petersen-Dean specializes in residential roofing and solar installations across the U.S. On February 25, 2021, Solarjuice American closed the acquisition of substantially all operating assets of Petersen-Dean including certain construction contracts with work-in-progress billings, fixed assets, intellectual properties and other assets, for a total consideration of $6,850, plus the assumption of $11,000 of outstanding balance under an account receivables financing. Solarjuice American does not assume any Petersen-Dean’s obligations other than in several limited situations, the obligations to cure existing leases or warranties. (3) Convertible Promissory Note with Streeterville Capital, LLC On February 1, 2021, the Group entered into a Convertible Promissory Note with Streeterville Capital, LLC (the “Streeterville 2021 Note”), with an initial principal amount of $4,210. The Group received $4,000 in cash from the Streeterville, and the remainder $10 was retained for legal fees for the issuance of the Streeterville 2021 Note and the original issue discount of $200. The Streeterville 2021 Note had a 12-month term and carried interest at 10% per annum. The Group’s obligations under the Streeterville 2021 Note may be prepaid at any time, provided that in such circumstance the Group would pay 115% of any amounts outstanding under the note and being prepaid. The note could be convertible into the Group’s ordinary shares at a conversion price of $20 per share at any time after the issuance date. Streeterville could redeem any portion of the note, at any time after six months from the issue date, subject to a maximum monthly redemption amount of $700, with the Group having the option to pay such redemptions in cash, the Group’s ordinary shares at the Redemption Conversion Price, or by a combination thereof. (4) Purchase agreements with MA Lovers Lane, LLC On April 12, 2021, the Group through its wholly-owned subsidiary SPI Solar, Inc., executed a definitive agreement to acquire MA Lovers Lane 6.5 megawatt (MW) solar photovoltaic project and 5.45 megawatt hour (MWh) energy storage project in Massachusetts from a third-party developer, for a total consideration of $2,135 plus interconnection cost. The project will sell power through Massachusetts’ SMART program and will provide community solar subscriptions to national grid customers. The Group has evaluated subsequent events through the date of issuance of the consolidated financial statements, there were no other subsequent events occurred that would require recognition or disclosure in the consolidated financial statements. |
3. Summary of Significant Acc_2
3. Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (a) Basis of Presentation The accompany consolidated financial statements of the Group are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompany consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The realization of assets and the satisfaction of liabilities in the normal course of business are dependent on, among other things, the Group’s ability to operate profitably, to generate cash flows from operations, and to pursue financing arrangements to support its working capital requirements. |
Principles of Consolidation | (b) Principles of Consolidation The consolidated financial statements include the financial statements of the Group, and its subsidiaries. All material inter-Group transactions and balances have been eliminated upon consolidation. For consolidated subsidiaries where the Group’s ownership in the subsidiary is less than 100%, the equity interest not held by the Group is shown as noncontrolling interests. The Group accounts for investments over which it has significant influence but not a controlling financial interest using the equity method of accounting. The Group deconsolidates a subsidiary when the Group ceases to have a controlling financial interest in the subsidiary. When control is lost, the parent-subsidiary relationship no longer exists and the parent derecognizes the assets and liabilities of the subsidiary. |
Use of Estimates | (c) Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires the Group to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant accounting estimates reflected in the Group’s consolidated financial statements include the allowance made for doubtful accounts receivable and other receivable, inventory write-downs, the estimated useful lives of long-lived assets, the impairment of goodwill, long-lived assets and project assets, fair value of derivative liability and warrants, valuation allowance of deferred tax assets, accrued warranty expenses, the grant-date fair value of share-based compensation awards and related forfeiture rates, the lease discount rate, the purchase price allocation in acquisition and fair value of financial instruments. Changes in facts and circumstances may result in revised estimates. The current economic environment has increased the degree of uncertainty inherent in those estimates and assumptions. |
Foreign Currency Translation and Foreign Currency Risk | (d) Foreign Currency Translation and Foreign Currency Risk The functional currency of the Group and subsidiaries located in the United States is the United States dollar (“US$” or “$”). The functional currency of the Group’s subsidiaries located in the PRC, Europe, United Kingdom, Japan, Canada and Australia are Renminbi (“RMB”), EURO (“EUR”), British Pounds(“GBP”), Japanese Yen (“JPY”), Canadian Dollar (“CAD”) and Australia Dollar (“AUD”), respectively. Transactions denominated in foreign currencies are re-measured into the functional currency at the rates of exchange prevailing when the transactions occur. Monetary assets and liabilities denominated in foreign currencies are re-measured into the functional currency at rates of exchange in effect at the balance sheet dates. Exchange gains and losses are included in the consolidated statements of operations. The Group’s reporting currency is the US$. Assets and liabilities of subsidiaries, whose functional currency is not the US$, are translated into US$ using exchange rates in effect at each period end, and revenues and expenses are translated into US$ at average rates prevailing during the year, and equity is translated at historical exchange rates, except for the change in retained earnings during the year which is the result of the income or loss. Gains and losses resulting from the translations of the financial statements of these subsidiaries into US$ are recognized as other comprehensive income or loss in the consolidated statement of comprehensive loss. |
Fair Value of Financial Instruments | (e) Fair Value of Financial Instruments The Group measures at fair value certain of its financial and non-financial assets and liabilities by using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, essentially an exit price, based on the highest and best use of the asset or liability. The levels of the fair value hierarchy are: ● Level 1 — Quoted market prices in active markets for identical assets or liabilities. ● Level 2 — Significant other observable inputs (e.g., quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable, such as interest rate and yield curves, and market-corroborated inputs). ● Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting unit to develop its own assumptions. The Group uses quoted market prices to determine the fair value when available. If quoted market prices are not available, the Group measures fair value using valuation techniques that use, when possible, current market-based or independently-sourced market parameters, such as interest rates and currency rates. |
Business Combination | (f) Business Combination Business combinations are recorded using the acquisition method of accounting and, accordingly, the acquired assets and liabilities are recorded at their fair market value at the date of acquisition. Any excess of acquisition cost over the fair value of the acquired assets and liabilities, including identifiable intangible assets, is recorded as goodwill. The Group charges acquisition related costs that are not part of the purchase price consideration to general and administrative expenses as they are incurred. Those costs typically include transaction and integration costs, such as legal, accounting, and other professional fees. The Group adopted Accounting Standard Update (“ASU”) 2017-01 “Business Combination (Topic 805): Clarifying the Definition of a Business” on January 1, 2018 and applied the new definition of a business prospectively for acquisitions made subsequent to December 31, 2017. Upon the adoption of ASU 2017-01, a new screen test is introduced to evaluate whether a transaction should be accounted for as an acquisition and/or disposal of a business versus assets. In order for a purchase to be considered an acquisition of a business, and receive business combination accounting treatment, the set of transferred assets and activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. If substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, then the set of transferred assets and activities is not a business. The adoption of this standard requires future purchases to be evaluated under the new framework. |
Asset Acquisition | (g) Asset Acquisition When the Group acquires other entities, if the assets acquired and liabilities assumed do not constitute a business, the transaction is accounted for as an asset acquisition. Assets are recognized based on the cost, which generally includes the transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets’ carrying amounts on the Group’s books. If the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interest issued), measurement is based on either the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measureable. The cost of a group of assets acquired in an asset acquisition is allocated to the individual assets acquired or liabilities assumed based on their relative fair value and does not give risk to goodwill. |
Cash and Cash Equivalents | (h) Cash and Cash Equivalents Cash and cash equivalents include cash on hand, cash accounts, interest bearing savings accounts and all highly liquid investments with original maturities of three months or less, and which are unrestricted as to withdrawal and use. There were no cash equivalents as of December 31, 2020 and 2019. |
Restricted Cash | (i) Restricted Cash Restricted cash represent bank deposits with designated use, which cannot be withdraw without certain approval or notice. As of December 31, 2020, the Group had restricted bank deposits of $900, mainly established for paying the obligations of Solar Juice for debtor finance. As of December 31, 2019, the Group had restricted bank deposits of $239, mainly established for the solely purpose of paying the obligations and making other payments related to the project assets development in Hawaii of SPI Solar Inc., a subsidiary of the Group. |
Accounts Receivable, net | (j) Accounts Receivable, net The Group grants open credit terms to credit-worthy customers. Accounts receivable are primarily related to the Group's sales of pre-development solar projects, sales of PV components, electricity revenue with PPA, and sales of EVs. The Group maintains allowances for doubtful accounts. The Group regularly monitors and assesses the risk of not collecting amounts owed by customers. This evaluation is based upon a variety of factors, including an analysis of amounts current and past due along with relevant history and facts particular to the customer. The Group does not have any off-balance-sheet credit exposure related to its customers. Contractually, the Group may charge interest for extended payment terms and require collateral. |
Inventories, net | (k) Inventories, net Inventories are stated at the lower of cost or net realizable value (market value). The cost of raw materials is determined on the basis of weighted average cost method. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs expected to be incurred for completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances. |
Project Assets, net | (l) Project Assets The Group acquires or constructs PV solar power systems (“solar system”) that are (i) held for development and sale or (ii) held for the Group’s own use to generate income or return from the use of the solar systems. Solar systems are classified as either held for development and sale within “project assets” or as held for use within “property, plant and equipment” based on the Group’s intended use of solar systems. The Group determines the intended use of the solar systems upon acquisition or commencement of project construction. Classification of the solar systems affects the accounting and presentation in the consolidated financial statements. Transactions related to the solar systems held for development and sale within “project assets” are classified as operating activities in the consolidated statements of cash flows and reported as sales and costs of goods sold in the consolidated statements of operations upon the sale of the solar systems and fulfillment of the relevant recognition criteria. Incidental electricity income generated from the solar systems held for development and sale prior to the sale of the projects is recorded in other operating income in the consolidated statement of operations. The solar systems held for use within “property, plant and equipment” are used by the Group in its operations to generate income or a return from the use of the assets. Income generated from the solar systems held for use are included in net sales in the consolidated statement of operations. The costs to construct solar systems intended to be held for own use are capitalized and reported within property, plant and equipment on the consolidated balance sheets and are presented as cash outflows from investing activities in the consolidated statements of cash flows. The proceeds from disposal of solar systems classified as held for own use are presented as cash inflows from investing activities within the consolidated statements of cash flows. A net gain or loss upon the disposal of solar systems classified as held for own use is reported in other operating income or expense in the consolidated statement of operation. Solar systems costs consist primarily of capitalizable costs for items such as permits and licenses, acquired land or land use rights, and work-in-process. Work-in-process includes materials and modules, construction, installation and labor, capitalized interests and other capitalizable costs incurred to construct the PV solar power systems. The solar systems held for development and sale, named as “project assets”, are reported as current assets on the consolidated balance sheets when upon completion of the construction of the solar systems, the Group initiates a plan to actively market the project assets for immediate sale in their present condition to potential third party buyers subject to terms that are usual and customary for sales of these types assets and it is probable that the project assets will be sold within one year. Otherwise, the project assets are reported as noncurrent assets. No depreciation expense is recognized while the project assets are under construction or classified as held for sale. For solar systems held for development and sale, named as “project assets”, the Group considers a project commercially viable if it is anticipated to be sold for a profit once it is either fully developed or fully constructed. The Group also considers a partially developed or partially constructed project commercially viable if the anticipated selling price is higher than the carrying value of the related project assets plus the estimated cost to completion. The Group considers a number of factors, including changes in environmental, ecological, permitting, market pricing or regulatory conditions that affect the project. Such changes may cause the cost of the project to increase or the selling price of the project to decrease. The Group records an impairment loss of the project asset to the extent the carrying value exceed its estimated recoverable amount. The recoverable amount is estimated based on the anticipated sales proceeds reduced by estimated cost to complete such sales. Subsequent reversal of a previously recognized impairment loss is prohibited once the measurement of that loss is recognized. |
Property, Plant and Equipment, net | (m) Property, Plant and Equipment The Group accounts for its property, plant and equipment at cost, less accumulated depreciation. Cost includes the prices paid to acquire or construct the assets, interest capitalized during the construction period and any expenditure that substantially extends the useful life of an existing asset. The Group expenses repair and maintenance costs when they are incurred. Depreciation is recorded on the straight-line method based on the estimated useful lives of the assets as follows: Furniture, fixtures and equipment 5 or 7 years Automobile 3, 5 or 7 years Bitcoin mining equipment 3 years Leasehold improvements The shorter of the estimated life or the lease term PV solar system 20 or 25 years |
Intangible Assets Other Than Goodwill | (n) Intangible Assets other than Goodwill Intangible assets consist of customer relationships, technology, patents and other. Amortization is recorded on the straight-line method based on the estimated useful lives of the assets. |
Impairment of Long-lived Assets | (o) Impairment of Long-lived Assets The Group’s long-lived assets include property, plant and equipment, project assets and other intangible assets with finite lives. The Group evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Group first compare undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. Any impairment write-downs would be treated as permanent reductions in the carrying amounts of the assets and a charge to operations would be recognized. |
Bitcoins | (p) Bitcoins Bitcoins are awarded to the Group through its mining activities which are accounted for in connection with the Group’s revenue recognition policy. Bitcoins held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the bitcoins at the time its fair value is being measured. In testing for impairment, the Group has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Group concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. The balance was nil as of December 31, 2020 and 2019. Bitcoins awarded to the Group through its mining activities are included within operating activities on the accompany consolidated statements of cash flows. The sales of bitcoins are included within investing activities in the accompany consolidated statements of cash flows and any realized gains or losses from such sales are included in other income (expense) in the consolidated statements of operations. The Group accounts for its gains or losses in accordance with the first in first out (FIFO) method of accounting. |
Goodwill | (q) Goodwill Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed of the acquired entity as a result of the Group’s acquisitions of interests in its subsidiaries. Goodwill is not amortized but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that it might be impaired. The Group has an option to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. In the qualitative assessment, the Group considers primary factors such as industry and market considerations, overall financial performance of the reporting unit, and other specific information related to the operations. Based on the qualitative assessment, if it is more likely than not that the fair value of each reporting unit is less than the carrying amount, the quantitative impairment test is performed. In performing the two-step quantitative impairment test, the first step compares the fair values of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of goodwill to the carrying value of a reporting unit’s goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. This allocation process is only performed for the purposes of evaluating goodwill impairment and does not result in an entry to adjust the value of any assets or liabilities. Application of a goodwill impairment test requires significant management judgment, including the identification of reporting units, assigning assets, liabilities and goodwill to reporting units, and determining the fair value of each reporting unit. |
Income Taxes | (s) Income Taxes The Group accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to 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. A valuation allowance is recognized if it is more likely than not that some portion, or all, of a deferred tax asset will not be realized. The Group recognizes in the consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. In evaluating whether a tax position has met the more-likely-than-not recognition threshold, management presumes that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information. In addition, a tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to be recognized in the financial statements. The tax position is measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon settlement. The Group’s tax liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of the tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The Group records interest and penalties related to an uncertain tax position, if and when required, as part of income tax expense in the consolidated statements of operations. No reserve for uncertainty tax position was recorded by the Group for the years ended December 31, 2020, 2019 and 2018. |
Revenue Recognition | (s) Revenue Recognition On January 1, 2018, the Group adopted Accounting Standards Codification (“ASC”) No. 606, “Revenue from Contracts with Customers” (“ASC 606” or “Topic 606”) and applied the modified retrospective method to all contracts that were not completed as of January 1, 2018. Accordingly, revenues for the years ended December 31, 2018, 2019 and 2020 were presented under ASC 606. The Group’s accounting practices under ASC Topic 606 are as followings: The Group generates revenue from sales of PV components, electricity revenue with Power Purchase Agreements (“PPAs”), sales of PV project assets, sales of pre-development solar projects, revenue from bitcoin mining and others for the years ended December 31, 2020, 2019 and 2018. Sale of PV components Revenue on sale of PV components is recognized at a point in time following the transfer of control of such products to the customer, which typically occurs upon shipment or acceptance of the customer depending on the terms of the underlying contracts. Electricity revenue with PPAs The Group sells energy generated by PV solar power systems under PPAs. For energy sold under PPAs, the Group recognizes revenue each period based on the volume of energy delivered to the customer (i.e., the PPAs off-taker) and the price stated in the PPAs. The Group has determined that none of the PPAs contains a lease since (i) the purchaser does not have the rights to operate the PV solar power systems, (ii) the purchaser does not have the rights to control physical access to the PV solar power systems, and (iii) the price that the purchaser pays is at a fixed price per unit of output. Sale of PV project asset The Group’s sales arrangements for PV projects do not contain any forms of continuing involvement that may affect the revenue or profit recognition of the transactions, nor any variable considerations for energy performance guarantees, minimum electricity end subscription commitments. The Group therefore determined its single performance obligation to the customer is the sale of a completed solar project. The Group recognizes revenue for sales of solar projects at a point in time after the solar project has been grid connected and the customer obtains control of the solar project. Sales of pre-development solar projects For sales of pre-development solar projects in which the Group transfers 100% of the membership interest in solar projects to a customer, the Group recognizes all of the revenue for the consideration received at a point in time when the membership interest was transferred to the customer, which typically occurs when the Group delivered the membership interest assignment agreement to the customer. The contract arrangements may contain provisions that can either increase or decrease the transaction price. These variable amounts generally are resolved upon achievement of certain performance or upon occurrence of certain price reduction conditions. Variable consideration is estimated at each measurement date at its most likely amount to the extent that it is probable that a significant reversal of cumulative revenue recognized will not occur and true-ups are applied prospectively as such estimates change. Changes in estimates for sales of pre-development solar projects occur for a variety of reasons, including but not limited to (i) EPC construction plan accelerations or delays, (ii) product cost forecast changes, (iii) change orders, or (iv) occurrence of purchase price reduction conditions. The cumulative effect of revisions to transaction prices are recorded in the period in which the revisions to estimates are identified and the amounts can be reasonably estimated. Revenue from bitcoin mining The Group has entered into a digital asset mining pool to provide computing power to the mining pool. Providing computing power in crypto asset transaction verification services is an output of the Group’s ordinary activities. The provision of computing power is the only performance obligation in the Group’s contracts with mining pool. The transaction consideration the Group receives, if any, is noncash consideration, which the Group measures at fair value on the date received, which is not materially different than the fair value at contract inception. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the Group receives the consideration, at which time revenue is recognized. There is no significant financing component in these transactions. Fair value of the digital asset award received is determined using the average U.S. dollar spot rate of the related digital currency at the time of receipt. Other revenue Other revenue mainly consist of revenue generated from sales and leasing of EV, bitcoin mining equipment sales and hosting service, and sale of Alfalfa hay and others. The Group recognizes revenue on sale of EV, bitcoin mining equipment and alfalfa hays at a point in time following the transfer of control of such products to the customer, which typically occurs upon the delivery to the customer for EV sales, upon acceptance of the products made by the customer for sale of alfalfa hays, and upon delivery of the products to the hosting site or receipt place assigned by the customer, installed and set up the products for sale of bitcoin mining equipment EV leasing revenue includes revenue recognized under lease accounting guidance for direct leasing programs. The Group accounts for these leasing transactions as operating leases under ASC 842 Leases, and revenues are recognized on a straight-line basis over the contractual term. Revenue for hosting service is recognized over time as services are performed and based on the output method related to the time incurred during the service period. Disaggregation of revenues The following table illustrates the disaggregation of revenue by revenue stream and by timing of revenue recognition from continuing operations for the years ended December 31, 2020, 2019 and 2018: By revenue stream For the year ended December 31, 2020 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 112,442 $ – $ – $ – $ 1,062 $ 113,504 Japan – – 3,788 – – 3,788 Italy – 615 – – 41 656 United States – – 16,113 101 648 16,862 United Kingdom – 1,023 – – – 1,023 Greece – 2,783 – – 12 2,795 Total $ 112,442 $ 4,421 $ 19,901 $ 101 $ 1,763 $ 138,628 By revenue stream For the year ended December 31, 2019 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 79,470 $ – $ – $ – $ 1,048 $ 80,518 Japan – – 9,563 – – 9,563 Italy – 1,365 – – – 1,365 United States 1,471 – – (2,835 ) 5,684 4,320 United Kingdom – 979 – – – 979 Greece – 1,024 – – 114 1,138 Total $ 80,941 $ 3,368 $ 9,563 $ (2,835 ) $ 6,846 $ 97,883 By revenue stream For the year ended December 31, 2018 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 90,067 $ – $ – $ – $ 1,314 $ 91,381 Japan 1,605 – 10,809 – 23 12,437 Italy – 1,733 – – – 1,733 United States 1,875 – – 15,794 1,052 18,721 United Kingdom – 932 – – – 932 Greece – 378 – – – 378 Total $ 93,547 $ 3,043 $ 10,809 $ 15,794 $ 2,389 $ 125,582 Contract balance The following table provides information about accounts receivables and contract liabilities from contracts with customers: December 31, 2020 December 31, 2019 Accounts receivable, current and noncurrent $ 17,061 $ 16,539 Advance from customers $ 1,377 $ 17,632 Advance from customers, which represent a contract liability, represent mostly unrecognized amount received for customers. Advance from customers is recognized as (or when) the Group performs under the contract. During the years ended December 31, 2020, 2019 and 2018, the Group recognized $17,161, $8,159 and $11,365 that was included in the balance of advance from customers at January 1, 2020, 2019 and 2018, respectively. |
Cost of Revenues | (t) Cost of Revenues Cost of revenues for PV components is mainly from direct purchase price of PV components. Cost of revenues for PV project assets and pre-development solar projects include all direct material, labor, subcontractor cost, land use right fee, and those indirect costs related to contract performance, such as indirect labor, supplies and tools. Costs of electricity generation revenue include depreciation of solar power project assets and costs associated with operation and maintenance of the project assets. Costs of bitcoin mining include depreciation of bitcoin miners and hosting service fee. Cost of revenues for bitcoin mining equipment and hosting service include direct purchase of mining equipment, electricity fee and other indirect expense. Cost of revenues for EV sales includes direct parts, material and labor costs, manufacturing overheads, and shipping and logistics costs. Cost of revenues for EV leasing primarily includes the depreciation of operating lease vehicles over the lease term and other leasing related charges including vehicle insurance and upfront leasing costs. Cost of sales of hays is mainly the purchase price of raw materials. |
Share-based Compensation | (u) Share-based Compensation The Group’s share-based payment transactions with employees, such as restricted shares and share options, are measured based on the grant-date fair value of the equity instrument issued. The fair value of the award is recognized as compensation expense, net of estimated forfeitures, over the period during which an employee is required to provide service in exchange for the award, which is generally the vesting period. |
Derivative Instruments | (v) Derivative Instruments The Group evaluates its convertible debt to determine if the contract or embedded component of the contract qualifies as derivatives to be separately accounted for in accordance with ASC 480, “Distinguish by Liabilities from Equity”, and ASC 815, “Derivatives and Hedging”. The result of this accounting treatment is that the fair value of the embedded derivative, if required to be bifurcated, is marked-to-market at each balance sheet date and recorded as a liability. The change in fair value is recorded in the Consolidated Statement of Operations. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. |
Capitalized Interest | (w) Capitalized Interest The Group’s policy is to capitalize interest cost incurred on debt during the construction of major projects exceeding three months. A reconciliation of total interest cost to “Interest Expense” as reported in the consolidated statements of operations for the years ended December 31, 2020, 2019 and 2018 is as follows: For the years ended December 31, 2020 2019 2018 Interest cost capitalized $ – $ – $ 292 Interest cost charged to expense 3,795 3,923 6,665 Total interest cost $ 3,795 $ 3,923 $ 6,957 |
Gain on troubled debt restructuring | (x) Gain on Troubled Debt Restructuring The Group accounted the debt amendment as a troubled debt restructuring when the transaction meets the two criteria: 1) The Group was experiencing financial difficulties; 2) the lender was granting a concession when the effective borrowing rate on the restructured debt is less than the effective borrowing on the original debt. The difference between future undiscounted cash flows and the net carrying value of the original debt is recognized as gain on troubled debt restructuring, and the carrying value of the debt is adjusted to the future undiscounted cash flow amount. |
Segment Reporting | (y) Segment Reporting Operating segments are defined as components of a Group which separate financial information is available that is evaluated regularly by the operating decision maker in deciding how to allocate resources and assessing performance. The Group’s chief operating decision maker (“CODM”) is the Chairman of Board of Directors and Chief Executive Officer, Mr. Xiaofeng Peng. Based on the financial information presented to and reviewed by the CODM, the Group has determined that it had a single operating and reporting segment for the years ended December 31, 2020, 2019 and 2018. |
Net Loss Per Share | (z) Net Loss Per Share Basic loss per share is computed by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders as adjusted for the effect of dilutive ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Potentially dilutive shares are excluded from the computation if their effect is anti-dilutive. |
Comprehensive Income (Loss) | (aa) Comprehensive Income (Loss) U.S. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income or loss. Although certain changes in assets and liabilities are reported as separate components of the equity section of the consolidated balance sheet, such items, along with net income, are components of comprehensive income or loss. The components of other comprehensive income or loss consist solely of foreign currency translation adjustments. |
Commitments and Contingencies | (ab) Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. If 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, is disclosed. Legal costs incurred in connection with loss contingencies are expensed as incurred. |
Leases | (ac) Leases In February 2016, the FASB issued ASU 2016-12, Leases (ASC Topic 842), which amends the leases requirements in ASC Topic 840, Leases. Under the new lease accounting standard, a lessee will be required to recognize a right-of-use asset and lease liability for most leases on the balance sheet. The new standard also modifies the classification criteria and accounting for sales-type and direct financing leases, and enhances the disclosure requirements. Leases will continue to be classified as either finance or operating leases. The Group adopted ASC Topic 842 using the modified retrospective transition method effective January 1, 2019. There was no cumulative effect of initially applying ASC Topic 842 that required an adjustment to the opening retained earnings on the adoption date nor revision of the balances in comparative periods. As a result of the adoption, the Group recognized a lease liability and right-of-use asset for each of the existing lease arrangement. The adoption of the new lease standard does not have a material impact on the consolidated statements of operations or the consolidated statements of cash flows. The Group determines if an arrangement is a lease at inception. The lease payments under the lease arrangements are fixed. Non-lease components include payments for building management, utilities and property tax. It separates the non-lease components from the lease components to which they relate. Lease assets and liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is the Group’s incremental borrowing rate because the interest rate implicit in the leases is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. The Group generally uses the base, non-cancelable, lease term when determining the lease assets and liabilities. |
Sale of Ordinary Shares and Warrant | (ad) Sale of Ordinary Shares and Warrant In connection of the issuance of ordinary shares, the Group may issue options or warrants to purchase ordinary shares. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. |
Recent Accounting Pronouncements | (ae) Recently Accounting Pronouncements Recently Adopted Accounting Standards In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018-13 removes the amounts and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and the valuation processes for Level 3 fair value measurements; modifies certain disclosure requirements in Topic 820; and require additional disclosures such as the range and weighted average of significant unobservable inputs used to develop Level 3 measurements etc. ASU No. 2018-13 is effective for the Group beginning in the first quarter of fiscal year 2020. The Group adopted this ASU as of January 1, 2020 and it did not have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments, which amends the current accounting guidance and requires the measurement of all expected losses based on historical experience, current conditions and reasonable and supportable forecasts. For trade receivables, loans, and other financial instruments, the Group will be required to use a forward-looking expected loss model that reflects losses that are probable rather than the incurred loss model for recognizing credit losses. The standard became effective for interim and annual periods beginning after December 15, 2019. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. The Group adopted this ASU as of January 1, 2020 and it did not have a material impact on its consolidated financial statements. Accounting Pronouncements Issued But Not Yet Adopted In December 2019, the FASB issued ASU No. 2019-12, Income taxes (Topic 740), Simplifying the Accounting for Income Taxes. This guidance amends ASC Topic 740 and addresses several aspects including 1) evaluation of step-up tax basis of goodwill when there is not a business combination, 2) policy election to not allocate consolidated taxes on a separate entity basis to entities not subject to income tax, 3) accounting for tax law changes or rates during interim periods, 4) ownership changes from equity method investment to subsidiary or vice versa, 5) elimination of exception to intraperiod allocation when there is gain in discontinued operations and a loss from continuing operations, 6) treatment of franchise taxes that are partially based on income. The standard is effective for interim and annual periods beginning after December 15, 2020. The Group is evaluating the impact of this guidance on its consolidated financial statements and the impact is not expected to be material. The Group does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows. |
1. Description of Business an_2
1. Description of Business and Organization (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of major subsidiaries | The major subsidiaries of the Group as of December 31, 2020 are summarized as below: Major Subsidiaries Abbreviation Location SPI Renewables Energy (Luxembourg) Private Limited Group S.a.r.l. (formerly known as CECEP Solar Energy (Luxembourg) Private Limited Group (S.a.r.l.)) and Italsolar S.r.l. CECEP Luxembourg, Italy Solar Juice Pty Ltd. Solar Juice Australia Solar Juice USA Inc. Solar Juice US United States Solar Juice (HK) Limited Solar Juice HK Hong Kong SPI Solar Japan G.K. SPI Japan Japan Solar Power Inc UK Service Limited SPI UK United Kingdom SPI Solar Inc. SPI US United States Heliostixio S.A. Heliostixio Greece Heliohrisi S.A. Heliohrisi Greece Thermi Sun S.A. Thermi Sun Greece Knight Holding Corporation Knight United States Edisonfuture Inc. Edisonfuture United States Phoneix Cars LLC PCL United States Phoenix Motorcars Leasing LLC PML United States |
3. Summary of Significant Acc_3
3. Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives of property, plant and equipment | Furniture, fixtures and equipment 5 or 7 years Automobile 3, 5 or 7 years Bitcoin mining equipment 3 years Leasehold improvements The shorter of the estimated life or the lease term PV solar system 20 or 25 years |
Schedule of disaggregation of revenues | By revenue stream For the year ended December 31, 2020 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 112,442 $ – $ – $ – $ 1,062 $ 113,504 Japan – – 3,788 – – 3,788 Italy – 615 – – 41 656 United States – – 16,113 101 648 16,862 United Kingdom – 1,023 – – – 1,023 Greece – 2,783 – – 12 2,795 Total $ 112,442 $ 4,421 $ 19,901 $ 101 $ 1,763 $ 138,628 By revenue stream For the year ended December 31, 2019 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 79,470 $ – $ – $ – $ 1,048 $ 80,518 Japan – – 9,563 – – 9,563 Italy – 1,365 – – – 1,365 United States 1,471 – – (2,835 ) 5,684 4,320 United Kingdom – 979 – – – 979 Greece – 1,024 – – 114 1,138 Total $ 80,941 $ 3,368 $ 9,563 $ (2,835 ) $ 6,846 $ 97,883 By revenue stream For the year ended December 31, 2018 Continued operations Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Others Total Australia $ 90,067 $ – $ – $ – $ 1,314 $ 91,381 Japan 1,605 – 10,809 – 23 12,437 Italy – 1,733 – – – 1,733 United States 1,875 – – 15,794 1,052 18,721 United Kingdom – 932 – – – 932 Greece – 378 – – – 378 Total $ 93,547 $ 3,043 $ 10,809 $ 15,794 $ 2,389 $ 125,582 |
Schedule of accounts receivables and contract liabilities | The following table provides information about accounts receivables and contract liabilities from contracts with customers: December 31, 2020 December 31, 2019 Accounts receivable, current and noncurrent $ 17,306 $ 16,539 Advance from customers $ 1,377 $ 17,632 |
Reconciliation of total interest cost | For the years ended December 31, 2020 2019 2018 Interest cost capitalized $ – $ – $ 292 Interest cost charged to expense 3,795 3,923 6,665 Total interest cost $ 3,795 $ 3,923 $ 6,957 |
4. Disposition (Tables)
4. Disposition (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Information related to disposal group | For the years ended December 31, 2020 2019 2018 Net sales $ – $ – $ 4,681 Cost of revenue – – 2,027 Gross profit – – 2,654 General and administrative – – 2,904 Sales, marketing and customer service – – 887 Provision for doubtful accounts, notes and other receivable – – 195 Total operating expense – – 3,986 Total other expense, net – – (4,790 ) Loss from discontinued operations before income tax – – (6,122 ) Income tax expense – – – Loss from discontinued operations, net of income tax $ – $ – $ (6,122 ) |
5. Acquisitions (Tables)
5. Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of allocation purchase price | Identifiable assets acquired and liabilities assumed Cash $ 364 Account and other receivables 970 Inventories 2,302 Property, plant and equipment 3,065 Identifiable intangible assets 3,043 Prepaid expenses and other assets, current and non-current 656 Accounts payables (1,557 ) Accrued and other liabilities (2,335 ) Deferred tax liabilities (624 ) Other long-term liabilities (771 ) Identifiable assets acquired and liabilities assumed (a) 5,113 Consideration (b) 9,033 Goodwill (b-a) $ 3,920 |
6. Accounts Receivable, net (Ta
6. Accounts Receivable, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Receivables [Abstract] | |
Schedule of accounts receivable | The accounts receivable consisted of the following: December 31, December 31, 2020 2019 Accounts receivable $ 17,306 $ 17,001 Less: Allowance for doubtful accounts (245 ) (462 ) Accounts receivable, net $ 17,061 $ 16,539 |
Allowance for doubtful accounts rollforward | The movements of allowance for doubtful accounts are as follows: 2020 2019 2018 Balance as of January 1 $ 462 $ 633 $ 1,520 Addition 187 101 202 Written off (396 ) (45 ) – Reversal (12 ) (225 ) (1,002 ) Foreign currency translation difference 4 (2 ) (87 ) Balance as of December 31 $ 245 $ 462 $ 633 |
7. Inventories, net (Tables)
7. Inventories, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | December 31, December 31, 2020 2019 Finished goods $ 13,921 $ 12,216 Goods in transit 1,045 1,326 Work in process 1,327 – Raw materials 967 239 Total inventories, net $ 17,260 $ 13,781 |
8. Project Assets, net (Tables)
8. Project Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Project Assets | |
Summary of project assets | Project assets as of December 31, 2020 and 2019 consist of the following: December 31, December 31, 2020 2019 Project assets completed for sale $ 1,554 $ 17,847 Project assets under development 18,186 16,490 Total project assets $ 19,740 $ 34,337 Current, net of impairment loss $ – $ 17,842 Noncurrent $ 19,740 $ 16,495 |
9. Prepaid Expenses and Other_2
9. Prepaid Expenses and Other Current Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of prepaid expenses and other current assets | Prepaid expenses and other current assets, net as of December 31, 2020 and 2019 consist of the following: December 31, 2020 December 31, 2019 Value-added tax recoverable, current $ 268 $ 193 Deposit and prepayment for acquisitions, net of provision of $11,069 and $10,921, respectively 56 56 Other deposit and prepayment, net of provision of $3,973 and $3,584, respectively (a) 2,891 2,659 Other receivable, net of provision of $2,466 and $1,968, respectively (b) 1,803 2,262 Total prepaid expenses and other current assets $ 5,018 $ 5,170 |
10. Intangible Assets, net (Tab
10. Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Intangible assets, net as of December 31, 2020 and 2019 consisted of the following: Useful Life Accumulated Impairment (in months) Gross Amortization Charge Net As of December 31, 2020 Patent 57 $ 2,700 $ (2,700 ) $ – $ – Customer Relationship 120 4,625 (1,900 ) (1,607 ) 1,118 Tradename 60 1,400 (47 ) – 1,353 Technology 60 1,574 (52 ) – 1,522 Other 84 168 (103 ) – 65 $ 10,467 $ (4,802 ) $ (1,607 ) $ 4,058 As of December 31, 2019 Patent 57 $ 2,700 $ (2,700 ) $ – $ – Customer Relationship 120 4,370 (1,547 ) (1,295 ) 1,528 $ 7,070 $ (4,247 ) $ (1,295 ) $ 1,528 |
Schedule of future amortization expense | As of December 31, 2020, the estimated future amortization expense related to other intangible assets is as follows: USD 2021 $ 884 2022 884 2023 882 2024 879 2025 529 $ 4,058 |
11. Property, Plant and Equip_2
11. Property, Plant and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment, net | December 31, December 31, 2020 2019 Photovoltaic solar systems $ 33,174 $ 32,288 Bitcoin mining equipment 4,155 4,045 Furniture, fixtures and equipment 2,220 759 Automobile 6,040 468 Leasehold improvements 599 187 46,188 37,747 Less: accumulated depreciation (11,058 ) (3,636 ) 35,130 34,111 Less: impairment (2,328 ) (2,328 ) $ 32,802 $ 31,783 |
12. Fair Value Measurement (Tab
12. Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value measurements of derivative liability on a recurring basis | Valuation techniques Unobservable inputs Range of rates Derivative liability in 2019 related to ILIAD convertible bond Black Scholes model Expected term 0.41-0.5 Risk-free interest rate 1.6%-2.38% Expected volatility 120%-160% Expected dividend yield 0 Derivative liability in 2020 related to ILIAD convertible bond Black Scholes model Expected term 0.31-0.40 Risk-free interest rate 1.56%-1.58% Expected volatility 75%-122% Expected dividend yield 0 Derivative liability in 2020 related to Streeterville convertible bond Binomial model Expected term 0.84-1.00 Risk-free interest rate 0.07%-0.12% Expected volatility 111.94%-119.90% Expected dividend yield 0 |
Estimate fair value of derivative liability | Valuation techniques Unobservable inputs Range of rates Warrants issued with ordinary shares in 2020 Binomial model Expected term Risk-free interest rate Expected volatility Expected dividend yield 5 years 0.58%-0.77% 82.20%-82.36% 0 |
13. Accrued Liabilities (Tables
13. Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | December 31, 2020 December 31, 2019 Tax penalty payable (a) $ 2,780 $ 2,780 Other payable 3,787 5,024 Other tax payables 972 296 Accrued expense 120 707 Others 831 370 Total accrued liabilities $ 8,490 $ 9,177 |
14. Short-term Borrowings and_2
14. Short-term Borrowings and Long-term Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of short-term borrowings and long-term borrowings | December 31, 2020 December 31, 2019 Debtor finance $ 2,789 $ 2,226 Other short-term borrowings 204 414 Current portion of long-term borrowings 273 217 Total short-term borrowings and current portion of long-term borrowings 3,266 2,857 Long term bank borrowings 6,573 6,256 Other long-term borrowings 55 – Total long-term borrowings 6,628 6,256 Less: current portion of long-term borrowings (273 ) (217 ) Total long-term borrowings, excluding current portion 6,355 6,039 Total borrowings $ 9,621 $ 8,896 |
Schedule of maturities of the long-term borrowings | As of December 31, 2020, the maturities of the long-term borrowings are as follows: USD 2021 $ 273 2022 498 2023 318 2024 375 2025 424 Thereafter 4,740 $ 6,628 |
15. Convertible Bonds (Tables)
15. Convertible Bonds (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Convertible Bonds | |
Convertible Bonds | December 31, 2020 December 31, 2019 Brilliant King Group Limited (1) $ 12,000 $ 12,000 Poseidon Sports Limited (1) 3,000 3,000 Magical Glaze Limited (1) 13,400 20,000 Vision Edge Limited (1) 20,000 20,000 Iliad Research and Trading, L.P. (2) – 907 Streeterville Capital, LLC (3) 1,973 – Total convertible bonds, current $ 50,373 $ 55,907 |
16. Amount Due to an Affiliate
16. Amount Due to an Affiliate (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Increase Decrease In Third Party Net | |
Amount Due to an Affiliate | December 31, December 31, 2020 2019 Amount due to an affiliate, current $ 9,756 $ 9,128 Amount due to an affiliate, noncurrent 832 1,728 Total amount due to an affiliate $ 10,588 $ 10,856 |
19. Share-based Compensation (T
19. Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of consolidated stock-based compensation expense, by type of awards | The following table summarizes the consolidated share-based compensation expense from continuing operations, by type of awards: For the Years Ended December 31, December 31, December 31, 2020 2019 2018 Employee stock options $ 315 $ 305 $ 1,799 Restricted stock grants – 516 927 Total share-based compensation expense $ 315 $ 821 $ 2,726 |
Summary of consolidated stock-based compensation by line items | The following table summarizes the consolidated share-based compensation by line items from continuing operations: For the Years Ended December 31, 2020 December 31, 2019 December 31, 2018 General and administrative $ 296 $ 768 $ 2,579 Sales, marketing and customer service 19 53 147 Total share-based compensation expense $ 315 $ 821 $ 2,726 Total share-based compensation expense after income taxes $ 315 $ 821 $ 2,726 |
Summary of assumptions used in the determination of the fair value of share-based payment awards using the Black-Scholes model for stock option grants | Assumptions used in the determination of the fair value of share-based payment awards using the Black-Scholes model for stock option grants were as follows: For the Years Ended December 31, 2020 December 31, 2019 December 31, 2018 Expected term 6.25 6.25 6.25 Risk-free interest rate 0.07%-0.09% 1.55%-2.51% 2.54%-3.03% Expected volatility 537%-762% 575%-605% 624%-756% Expected dividend yield 0% 0% 0% |
Summary of stock option activities | Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of December 31, 2017 501,260 66 7.03 $ 769 Granted 287,000 13 Exercised – – Forfeited/expired (528,060 ) 10 Outstanding as of December 31, 2018 260,200 212 8.59 $ – Granted 65,000 3 Exercised – – Forfeited/expired (70,000 ) 4 22.05 Outstanding as of December 31, 2019 255,200 19 6.70 $ – Granted 300,000 9 10.00 Exercised (109,500 ) 4 Forfeited/expired (56,800 ) 27 6.00 Outstanding as of December 31, 2020 388,900 11 7.52 $ 486 Vested and exercisable as of December 31, 2020 37,450 36 5.35 $ 49 Expected to vest as of December 31, 2020 215,229 13 7.44 $ 349 |
Summary of exercise price and remaining life information about options exercisable | Range of exercise price Shares Exercisable Weighted Average Remaining Contractual Life Weighted Average Aggregate Intrinsic ($000) $118 - $172 1,000 4.12 172.00 – $40 - $117 14,600 5.38 62.03 – $3 - $39 18,100 5.92 15.03 28 $1-$2 3,750 9.25 2.24 21 37,450 49 |
Summary of restricted stock awards | Following is a summary of our restricted stock awards as follows: Number of Shares Weighted Average Grant-Date Fair Value Restricted stock units at December 31, 2017 215,809 $ 151 Granted 663,460 $ 1 Forfeited (250 ) $ 185 Restricted stock units at December 31, 2018 879,019 $ 38 Granted 107,000 $ 3 Forfeited – $ – Restricted stock units at December 31, 2019 986,019 $ 34 Granted – $ – Forfeited – $ – Restricted stock units at December 31, 2020 986,019 $ 34 |
Summary of changes in non-vested stock awards | Changes in the Group’s non-vested stock awards are summarized as follows: Time-based Options Restricted Stock Shares Weighted Average Exercise Price Per Share Shares Weighted Average Grant-Date Fair Value Per Share Non-vested as of December 31, 2017 379,920 $ 9 1,313 $ 264 Granted 287,000 13 663,460 1 Vested (87,285 ) 25 (663,273 ) 1 Forfeited (396,335 ) 13 (250 ) 185 Non-vested as of December 31, 2018 183,300 $ 8 1,250 $ 185 Granted 65,000 3 107,000 3 Vested (70,050 ) 17 (108,250 ) 5 Forfeited (62,500 ) 4 – – Non-vested as of December 31, 2019 115,750 $ 11 – $ – Granted 300,000 9 – – Vested (50,350 ) 9 – – Forfeited (13,950 ) 50 – – Non-vested as of December 31, 2020 351,450 $ 8 – $ – |
20. Income Taxes (Tables)
20. Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of loss before provision for income taxes by geographic locations | 2020 2019 2018 United States $ (7,525 ) $ (4,926 ) $ (6,946 ) Foreign Countries 1,718 (10,130 ) 1,141 $ (5,807 ) $ (15,056 ) $ (5,805 ) |
Schedule of provision for income taxes | 2020 2019 2018 Current tax: Federal tax $ – $ – $ – State tax 12 7 7 Foreign countries 827 275 408 Total current tax 839 282 415 Deferred tax: Federal tax $ (22 ) (9 ) 15 State tax – (4 ) – Foreign countries (359 ) (177 ) (98 ) Total deferred tax (381 ) (190 ) (83 ) Total provision for income taxes $ 458 $ 92 $ 332 |
Schedule of reconciliation between the actual income tax expense and income tax computed by applying the statutory U.S. Federal income tax rate of 35% to pre-tax (loss) income before provision for income taxes | 2020 2019 2018 Provision for income taxes at U.S. Federal statutory rate $ (1,219 ) $ (3,161 ) $ (1,219 ) State taxes, net of federal benefit (411 ) (944 ) (168 ) Foreign taxes at different rate 458 314 902 Non-deductible expenses 211 (936 ) (231 ) Tax law changes – – 188 Valuation allowance 2,150 6,463 45,870 Other (743 ) (209 ) – Disposition of subsidiaries – – (45,193 ) Share Based Compensation 12 12 579 Gain on debt modification – – (396 ) Reversal of tax penalty – (1,447 ) – $ 458 $ 92 $ 332 |
Schedule of deferred tax assets and liabilities | 2020 2019 Deferred tax assets: Net operating loss carry forwards $ 78,319 $ 77,101 Temporary differences due to accrued warranty costs 138 467 Investment in subsidiaries 4,459 3,670 Credits 16 16 Allowance for bad debts 1,545 1,502 Fair value adjustment arising from subsidiaries acquisition 29 806 Stock compensation 820 858 Unrealized loss on derivatives 5,109 5,095 Unrealized investment loss 4,390 5,409 Impairment of property, plant and equipment, and project assets 541 1,464 Other temporary differences 6,841 3,646 Valuation allowance (102,125 ) (99,976 ) Total deferred tax assets 82 58 Deferred tax liabilities: Fair value adjustment arising from subsidiaries acquisition (3,966 ) (3,227 ) Other – (279 ) Total deferred tax liabilities (3,966 ) (3,506 ) Net deferred tax liabilities $ (3,884 ) $ (3,448 ) |
21. Net Loss Per Share (Tables)
21. Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of calculation of basic and diluted net loss per share | December 31, December 31, December 31, 2020 2019 2018 Numerator: Numerator for net loss from continuing operations per share-basic and diluted $ (6,515 ) $ (15,258 ) $ (6,168 ) Numerator for net loss from discontinued operations per share-basic and diluted $ – $ – $ (6,114 ) Denominator: Basic weighted-average ordinary shares 15,907,144 12,733,062 7,262,023 Diluted weighted-average ordinary shares 15,907,144 12,733,062 7,262,023 Basic and diluted net loss per share-continuing operations $ (0.4 ) $ (1.2 ) $ (0.9 ) Basic and diluted net loss per share-discontinued operations $ – $ – $ (0.8 ) |
Schedule securities excluded from the computation of diluted net loss per share | For years ended December 31, 2020 2019 2018 Share options and non-vested restricted stock 14,158 255,200 261,450 Convertible bonds (see Note 15) 392,992 598,580 465,430 Committed shares (see Note 5) 213,073 – – Total 620,223 853,780 726,880 |
22. Leases (Tables)
22. Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Maturities of operating lease liabilities | Maturities of operating lease liabilities as of December 31, 2020 were as follows: Maturity of Lease Liabilities Operating Leases 2021 $ 1,028 2022 673 2023 493 2024 437 2025 444 Thereafter 9,858 Total lease payments 12,933 Less: interest (6,394 ) Present value of lease payments $ 6,539 Operating lease liabilities, current $ 605 Operating lease liabilities, noncurrent $ 5,934 |
Supplemental information related to operating leases | Supplemental information related to operating leases was as follows: For the years ended December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities $ 949 $ 497 New operating lease assets obtained in exchange for operating lease liabilities $ 8,198 $ 2,419 |
1. Description of Business an_3
1. Description of Business and Organization (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Investment | $ 69,606 | $ 69,606 | |
Impairment of investments | 0 | 0 | $ 0 |
Consideration payable | 62,114 | 54,000 | |
Sinsin Renewable Investment Limited [Member] | |||
Investment | 69,606 | 69,606 | |
Consideration payable | $ 60,421 | $ 54,000 |
2. Going Concern (Details Narra
2. Going Concern (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss from continuing operations | $ (6,265) | $ (15,148) | $ (6,137) |
Working capital | (72,245) | ||
Accumulated deficit | (591,899) | $ (585,384) | |
Convertible debt, current | $ 50,373 |
3. Summary of Significant Acc_4
3. Summary of Significant Accounting Policies (Details - PPE useful lives) | 12 Months Ended |
Dec. 31, 2020 | |
Automobiles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3, 5 or 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | The shorter of the estimated life or the lease term |
PV Solar System [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 20 or 25 years |
Bitcoin Mining Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3 years |
Furniture And Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 or 7 years |
3. Summary of Significant Acc_5
3. Summary of Significant Accounting Policies (Details - Disaggregation of revenue by revenue stream) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | $ 138,628 | $ 97,883 | $ 125,582 |
JAPAN | |||
Revenues | 3,788 | 9,563 | 12,437 |
ITALY | |||
Revenues | 656 | 1,365 | 1,733 |
AUSTRALIA | |||
Revenues | 113,504 | 80,518 | 91,381 |
GREECE | |||
Revenues | 2,795 | 1,138 | 378 |
UNITED KINGDOM | |||
Revenues | 1,023 | 979 | 932 |
UNITED STATES | |||
Revenues | 16,862 | 4,320 | 18,721 |
Electricity Revenue with PPA's [Member] | |||
Revenues | 4,421 | 3,368 | 3,043 |
Electricity Revenue with PPA's [Member] | JAPAN | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | ITALY | |||
Revenues | 615 | 1,365 | 1,733 |
Electricity Revenue with PPA's [Member] | AUSTRALIA | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | GREECE | |||
Revenues | 2,783 | 1,024 | 378 |
Electricity Revenue with PPA's [Member] | UNITED KINGDOM | |||
Revenues | 1,023 | 979 | 932 |
Electricity Revenue with PPA's [Member] | UNITED STATES | |||
Revenues | 0 | 0 | 0 |
Other Services [Member] | |||
Revenues | 1,763 | 6,846 | 2,389 |
Other Services [Member] | JAPAN | |||
Revenues | 0 | 0 | 23 |
Other Services [Member] | ITALY | |||
Revenues | 41 | 0 | 0 |
Other Services [Member] | AUSTRALIA | |||
Revenues | 1,062 | 1,048 | 1,314 |
Other Services [Member] | GREECE | |||
Revenues | 12 | 114 | 0 |
Other Services [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
Other Services [Member] | UNITED STATES | |||
Revenues | 648 | 5,684 | 1,052 |
Pre-development Solar Projects [Member] | |||
Revenues | 101 | (2,835) | 15,794 |
Pre-development Solar Projects [Member] | JAPAN | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | ITALY | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | AUSTRALIA | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | GREECE | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | UNITED STATES | |||
Revenues | 101 | (2,835) | 15,794 |
PV Components [Member] | |||
Revenues | 112,442 | 80,941 | 93,547 |
PV Components [Member] | JAPAN | |||
Revenues | 0 | 0 | 1,605 |
PV Components [Member] | ITALY | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | AUSTRALIA | |||
Revenues | 112,442 | 79,470 | 90,067 |
PV Components [Member] | GREECE | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | UNITED STATES | |||
Revenues | 0 | 1,471 | 1,875 |
PV project assets [Member] | |||
Revenues | 19,901 | 9,563 | 10,809 |
PV project assets [Member] | JAPAN | |||
Revenues | 3,788 | 9,563 | 10,809 |
PV project assets [Member] | ITALY | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | AUSTRALIA | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | GREECE | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | UNITED STATES | |||
Revenues | 16,113 | 0 | 0 |
PV project assets and pre-development solar projects [Member] | |||
Revenues | $ 19,901 | $ 6,728 | $ 26,603 |
3. Summary of Significant Acc_6
3. Summary of Significant Accounting Policies (Details - Contract balance) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Accounts receivable, current and noncurrent | $ 17,061 | $ 16,539 |
Advance from customers | $ 1,377 | $ 17,632 |
3. Summary of Significant Acc_7
3. Summary of Significant Accounting Policies (Details - Capitalized interest) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | |||
Interest cost capitalized | $ 0 | $ 0 | $ 292 |
Interest cost charged to income | 3,795 | 3,923 | 6,665 |
Total interest cost | $ 3,795 | $ 3,923 | $ 6,957 |
3. Summary of Significant Acc_8
3. Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | |||
Cash equivalents | $ 0 | $ 0 | |
Allowance against notes receivable | 0 | 0 | |
Uncertain tax positions | 0 | 0 | $ 0 |
Restricted cash | 900 | 239 | 458 |
Advance from customers | 17,161 | 8,159 | $ 11,365 |
Bitcoin balance | $ 0 | $ 0 |
4. Disposition (Details - State
4. Disposition (Details - Statement of operation) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Loss from discontinued operations, net of tax | $ 0 | $ 0 | $ (6,122) |
SPI China [Member] | Discontinued Operations [Member] | |||
Net sales | 0 | 0 | 4,681 |
Cost of sales | 0 | 0 | 2,027 |
Gross profit | 0 | 0 | 2,654 |
General and administrative | 0 | 0 | 2,904 |
Sales, marketing and customer service | 0 | 0 | 887 |
Provision for doubtful accounts, notes and other receivable | 0 | 0 | 195 |
Total operating expense | 0 | 0 | 3,986 |
Total other income (expense), net | 0 | 0 | (4,790) |
Loss from discontinued operations before income tax | 0 | 0 | (6,122) |
Income tax expense (benefit) | 0 | 0 | 0 |
Loss from discontinued operations, net of tax | $ 0 | $ 0 | $ (6,122) |
4. Disposition (Details Narrati
4. Disposition (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
SR II [Member] | |||
Sale of shares | $ 2,802 | ||
Gain loss on disposal | (481) | ||
SR V [Member] | |||
Sale of shares | 2,014 | ||
Gain loss on disposal | $ 96 | ||
Lighting Charm [Member] | |||
Options granted | 1,000,000 | ||
Fair value of options granted | $ 1,260 | ||
SR I [Member] | |||
Gain loss on disposal | $ (32) | ||
SPI China [Member] | Discontinued Operations [Member] | |||
Additional paid in capital for excess of SPI China's book value of liabilities over assets | 107,867 | ||
Loss on debt forgiveness | $ 536 |
5. Acquisitions (Details - Allo
5. Acquisitions (Details - Allocation of purchase price) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | |
Nov. 12, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | |
Identifiable assets acquired and liabilities assumed | |||
Goodwill (b-a) | $ 626 | $ 4,546 | |
Phoenix [Member] | |||
Identifiable assets acquired and liabilities assumed | |||
Cash | $ 364 | ||
Account and other receivables | 970 | ||
Inventories | 2,302 | ||
Property, plant and equipment | 3,065 | ||
Identifiable intangible assets | 3,043 | ||
Prepaid expenses and other assets, current and non-current | 656 | ||
Accounts payables | (1,557) | ||
Accrued and other liabilities | (2,335) | ||
Deferred tax liabilities | (624) | ||
Other long-term liabilities | (771) | ||
Identifiable assets acquired and liabilities assumed | 5,113 | ||
Consideration (b) | 9,033 | ||
Goodwill (b-a) | $ 3,920 | ||
Thermi Sun S.A [Member] | |||
Identifiable assets acquired and liabilities assumed | |||
Identifiable assets acquired and liabilities assumed | 8,432 | ||
Consideration (b) | 8,476 | ||
Heliohrisi S.A [Member] | |||
Identifiable assets acquired and liabilities assumed | |||
Identifiable assets acquired and liabilities assumed | 4,190 | ||
Consideration (b) | $ 4,013 |
5. Acquisitions (Details Narrat
5. Acquisitions (Details Narrative) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | ||
Nov. 12, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash paid for acquisition | $ 0 | $ 8,345 | $ 0 | |
Revenue | 138,628 | 97,883 | 125,582 | |
Net income | (6,515) | (15,258) | $ (12,282) | |
Goodwill | $ 4,546 | 626 | ||
Phoenix [Member] | ||||
Total consideration for acquisition | $ 9,033 | |||
Stock issued for acquisition, shares | 934,720 | |||
Stock to be issued for acquisition, shares | 98,303 | |||
Stock to be issued for employee incentive plan, shares | 114,700 | |||
Revenue | $ 621 | |||
Net income | 16 | |||
Goodwill | 3,920 | |||
Excess of consideration over fair value of assets acquired | $ 5,113 | |||
Thermi Sun S.A [Member] | ||||
Total consideration for acquisition | 8,476 | |||
Cash paid for acquisition | 8,476 | |||
Excess of consideration over fair value of assets acquired | 8,432 | |||
Heliohrisi S.A [Member] | ||||
Total consideration for acquisition | 4,013 | |||
Cash paid for acquisition | 4,013 | |||
Excess of consideration over fair value of assets acquired | $ 4,190 |
6. Accounts Receivable, net (De
6. Accounts Receivable, net (Details - Accounts receivable) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Receivables [Abstract] | ||||
Accounts receivable | $ 17,306 | $ 17,001 | ||
Less: Allowance for doubtful accounts | (245) | (462) | $ (633) | $ (1,520) |
Accounts receivable, net | $ 17,061 | $ 16,539 |
6. Accounts Receivable, net (_2
6. Accounts Receivable, net (Details - Allowance for Doubtful Accounts) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Receivables [Abstract] | |||
Balance at beginning of the year | $ 462 | $ 633 | $ 1,520 |
Addition | 187 | 101 | 202 |
Written off | (396) | (45) | 0 |
Reversal | (12) | (225) | (1,002) |
Foreign currency translation difference | 4 | (2) | (87) |
Balance at end of the year | $ 245 | $ 462 | $ 633 |
6. Accounts Receivable, net (_3
6. Accounts Receivable, net (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Solar Juice [Member] | ||
Accounts receivable pledged | $ 9,683 | $ 9,761 |
7. Inventories, net (Details)
7. Inventories, net (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 13,921 | $ 12,216 |
Goods in Transit | 1,045 | 1,326 |
Work in process | 1,327 | 0 |
Raw materials | 967 | 239 |
Total inventories, net | $ 17,260 | $ 13,781 |
7. Inventories, net (Details Na
7. Inventories, net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |||
Inventory write down | $ 0 | $ 103 | $ 366 |
8. Project Assets, net (Details
8. Project Assets, net (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Project assets | $ 19,740 | $ 34,337 |
Project assets, current | 0 | 17,842 |
Project assets, noncurrent | 19,740 | 16,495 |
Completed for sale | ||
Project assets | 1,554 | 17,847 |
Under development [Member] | ||
Project assets | $ 18,186 | $ 16,490 |
8. Project Assets, net (Detai_2
8. Project Assets, net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Project impairment loss | $ 0 | $ 2,455 | $ 0 |
Revenues | 138,628 | 97,883 | 125,582 |
Cost of revenue | 121,773 | 90,693 | 114,525 |
AUSTRALIA | |||
Revenues | 113,504 | 80,518 | 91,381 |
JAPAN | |||
Revenues | 3,788 | 9,563 | 12,437 |
GREECE | |||
Revenues | 2,795 | 1,138 | 378 |
UNITED KINGDOM | |||
Revenues | 1,023 | 979 | 932 |
UNITED STATES | |||
Revenues | 16,862 | 4,320 | 18,721 |
ITALY | |||
Revenues | 656 | 1,365 | 1,733 |
Electricity Revenue with PPA's [Member] | |||
Revenues | 4,421 | 3,368 | 3,043 |
Electricity Revenue with PPA's [Member] | AUSTRALIA | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | JAPAN | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | GREECE | |||
Revenues | 2,783 | 1,024 | 378 |
Electricity Revenue with PPA's [Member] | UNITED KINGDOM | |||
Revenues | 1,023 | 979 | 932 |
Electricity Revenue with PPA's [Member] | UNITED STATES | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | ITALY | |||
Revenues | 615 | 1,365 | 1,733 |
Other Services [Member] | |||
Revenues | 1,763 | 6,846 | 2,389 |
Other Services [Member] | AUSTRALIA | |||
Revenues | 1,062 | 1,048 | 1,314 |
Other Services [Member] | JAPAN | |||
Revenues | 0 | 0 | 23 |
Other Services [Member] | GREECE | |||
Revenues | 12 | 114 | 0 |
Other Services [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
Other Services [Member] | UNITED STATES | |||
Revenues | 648 | 5,684 | 1,052 |
Other Services [Member] | ITALY | |||
Revenues | 41 | 0 | 0 |
Pre-development Solar Projects [Member] | |||
Revenues | 101 | (2,835) | 15,794 |
Pre-development Solar Projects [Member] | AUSTRALIA | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | JAPAN | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | GREECE | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | UNITED STATES | |||
Revenues | 101 | (2,835) | 15,794 |
Pre-development Solar Projects [Member] | ITALY | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | |||
Revenues | 19,901 | 9,563 | 10,809 |
PV project assets [Member] | AUSTRALIA | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | JAPAN | |||
Revenues | 3,788 | 9,563 | 10,809 |
PV project assets [Member] | GREECE | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
PV project assets [Member] | UNITED STATES | |||
Revenues | 16,113 | 0 | 0 |
PV project assets [Member] | ITALY | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | |||
Revenues | 112,442 | 80,941 | 93,547 |
PV Components [Member] | AUSTRALIA | |||
Revenues | 112,442 | 79,470 | 90,067 |
PV Components [Member] | JAPAN | |||
Revenues | 0 | 0 | 1,605 |
PV Components [Member] | GREECE | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | UNITED KINGDOM | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | UNITED STATES | |||
Revenues | 0 | 1,471 | 1,875 |
PV Components [Member] | ITALY | |||
Revenues | 0 | 0 | 0 |
PV project assets and pre-development solar projects [Member] | |||
Revenues | 19,901 | 6,728 | 26,603 |
Cost of revenue | 16,454 | 7,703 | 23,418 |
Certain project assets [Member] | |||
Project impairment loss | $ 0 | $ 2,455 | $ 0 |
9. Prepaid expenses and other_3
9. Prepaid expenses and other current assets, net (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Value-added tax recoverable, current | $ 268 | $ 193 |
Deposit and prepayment for acquisitions, net of provision of $11,069 and $10,921, respectively | 56 | 56 |
Other deposit and prepayment, net of provision of $3,973 and $3,584, respectively | 2,891 | 2,659 |
Other receivable, net of provision of $2,466 and $1,968, respectively | 1,803 | 2,262 |
Total prepaid expenses and other current assets | $ 5,018 | $ 5,170 |
9. Prepaid expenses and other_4
9. Prepaid expenses and other current assets, net (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Provision for deposit and prepayment for acquisitions | $ 11,069 | $ 10,921 |
Provision for other deposits and prepayments | 3,973 | 3,584 |
Provision for other receivables | 2,466 | 1,968 |
Other receivable | 1,803 | 2,262 |
Third Parties [Member] | ||
Provision for other receivables | 2,466 | 1,968 |
Other receivable | 2,583 | 2,910 |
Tacoo Corporation [Member] | ||
Provision for other receivables | 0 | 0 |
Other receivable | $ 1,686 | $ 1,320 |
10. Intangible Assets, net (Det
10. Intangible Assets, net (Details - Intangible Assets) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 10,467 | $ 7,070 |
Intangible assets, Accumulated Amortization | (4,802) | (4,247) |
Intangible assets, Impairment Charge | (1,607) | (1,295) |
Intangible assets, Net | $ 4,058 | $ 1,528 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 57 months | 57 months |
Intangible assets, Gross | $ 2,700 | $ 2,700 |
Intangible assets, Accumulated Amortization | (2,700) | (2,700) |
Intangible assets, Impairment Charge | 0 | 0 |
Intangible assets, Net | $ 0 | $ 0 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 120 months | 120 months |
Intangible assets, Gross | $ 4,625 | $ 4,370 |
Intangible assets, Accumulated Amortization | (1,900) | (1,547) |
Intangible assets, Impairment Charge | (1,607) | (1,295) |
Intangible assets, Net | $ 1,118 | $ 1,528 |
Tradename [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 60 months | |
Intangible assets, Gross | $ 1,400 | |
Intangible assets, Accumulated Amortization | (47) | |
Intangible assets, Impairment Charge | 0 | |
Intangible assets, Net | $ 1,353 | |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 60 months | |
Intangible assets, Gross | $ 1,574 | |
Intangible assets, Accumulated Amortization | (52) | |
Intangible assets, Impairment Charge | 0 | |
Intangible assets, Net | $ 1,522 | |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 84 months | |
Intangible assets, Gross | $ 168 | |
Intangible assets, Accumulated Amortization | (103) | |
Intangible assets, Impairment Charge | 0 | |
Intangible assets, Net | $ 65 |
10. Intangible Assets, net (D_2
10. Intangible Assets, net (Details - Future Amortization) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2021 | $ 884 | |
2022 | 884 | |
2023 | 882 | |
2024 | 879 | |
2025 | 529 | |
Intangible assets, Net | $ 4,058 | $ 1,528 |
10. Intangible Assets, net (D_3
10. Intangible Assets, net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment of intangibles | $ 0 | $ 0 | $ 0 |
Amortization expense for other intangible assets | $ 369 | $ 278 | $ 300 |
11. Property, Plant and Equip_3
11. Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 46,188 | $ 37,747 |
Less: accumulated depreciation | (11,058) | (3,636) |
Property plant and equipment, net before construction in progress and impairment | 35,130 | 34,111 |
Impairment of property, plant and equipment | (2,328) | (2,328) |
Property plant and equipment, net | 32,802 | 31,783 |
Bitcoin Mining Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 4,155 | 4,045 |
P V Solar Systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 33,174 | 32,288 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 599 | 187 |
Furniture And Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 2,220 | 759 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 6,040 | 468 |
Other Items [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 0 |
11. Property, Plant and Equip_4
11. Property, Plant and Equipment, net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 3,200 | $ 1,981 | $ 1,204 |
Impairment of property, plant and equipment | $ 0 | $ 2,235 | $ 0 |
12. Fair value measurement (Det
12. Fair value measurement (Details - ILIAD and Streeterville Capital) - Derivative Liability [Member] | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
ILIAD Convertible Bond [Member] | Measurement Input, Expected Term [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 0.31-0.40 | 0.84-1.00 |
ILIAD Convertible Bond [Member] | Measurement Input, Price Volatility [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 75%-122% | 111.94%-119.90% |
ILIAD Convertible Bond [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 1.56%-1.58% | 0.07%-0.12% |
ILIAD Convertible Bond [Member] | Measurement Input, Expected Dividend Rate [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 0% | 0% |
Streeterville Convertible Bond [Member] | Measurement Input, Expected Term [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 0.41-0.5 | |
Streeterville Convertible Bond [Member] | Measurement Input, Price Volatility [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 120%-160% | |
Streeterville Convertible Bond [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 1.6%-2.38% | |
Streeterville Convertible Bond [Member] | Measurement Input, Expected Dividend Rate [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Fair Value Measurement | 0% |
12. Fair Value Measurement (D_2
12. Fair Value Measurement (Details - Warrants) - Warrant [Member] | 12 Months Ended |
Dec. 31, 2020 | |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement | 0.58%-0.77% |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement | 82.20%-82.36% |
Measurement Input, Expected Dividend Rate [Member] | |
Fair Value Measurement | 0% |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement | 5 years |
12. Fair Value Measurement (D_3
12. Fair Value Measurement (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Fair Value Measurement Details [Line Items] | ||
Derivative liability | $ 67 | $ 652 |
Change in fair value | 496 | $ 285 |
Fair Value Inputs Level 3 [Member] | ||
Schedule Of Fair Value Measurement Details [Line Items] | ||
Warrants fair value | $ 19,013 |
13. Accrued Liabilities (Detail
13. Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Tax penalty payable | $ 2,780 | $ 2,780 |
Other payable | 3,787 | 5,024 |
Other tax payables | 972 | 296 |
Accrued expense | 120 | 707 |
Other accrual and payables | 831 | 370 |
Total accrued liabilities | $ 8,490 | $ 9,177 |
14. Short-term Borrowings and_3
14. Short-term Borrowings and Long-term Borrowings (Details - Debt) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Debtor finance | $ 2,789 | $ 2,226 |
Other short-term borrowings | 204 | 414 |
Current portion of long-term borrowings | 273 | 217 |
Total short-term borrowings and current portion of long-term borrowings | 3,266 | 2,857 |
Long term bank borrowings | 6,573 | 6,256 |
Other long-term borrowings | 55 | 0 |
Total long-term borrowings | 6,628 | 6,256 |
Less: current portion of long-term borrowings | (273) | (217) |
Total long-term borrowings, excluding current portion | 6,355 | 6,039 |
Total borrowings | $ 9,621 | $ 8,896 |
14. Short-term Borrowings and_4
14. Short-term Borrowings and Long-term Borrowings (Details - Maturities) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
2021 | $ 273 | |
2022 | 498 | |
2023 | 318 | |
2024 | 375 | |
2025 | 424 | |
Thereafter | 4,740 | |
Total long-term borrowings | $ 6,628 | $ 6,256 |
14. Short-term Borrowings and_5
14. Short-term Borrowings and Long-term Borrowings (Details Narrative) - USD ($) $ in Thousands | May 05, 2020 | Apr. 12, 2020 | Apr. 08, 2020 | May 26, 2020 | Oct. 21, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule Of Loans Payable Details [Line Items] | ||||||||
Gain on extinguishment of debt | $ 0 | $ 0 | $ 0 | |||||
Interest expenses of bank loans from continuing operations | 491 | 544 | $ 525 | |||||
Debtor finance balance | 2,789 | 2,226 | ||||||
Amount available on debt facility | $ 2,835 | $ 3,398 | ||||||
Shortterm Borrowings [Member] | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||
Average interest rate on short-term, borrowings | 5.30% | 7.97% | 7.39% | |||||
Paycheck Protection Program [Member] | Phoenix [Member] | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||
Proceeds from loan | $ 551 | |||||||
Debt forgiven | $ 551 | |||||||
Gain on extinguishment of debt | $ 551 | |||||||
Paycheck Protection Program [Member] | SPI Solar Inc [Member] | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||
Proceeds from loan | $ 163 | |||||||
Debt stated interest rate | 1.00% | |||||||
Debt maturity date | April 8, 2022 | |||||||
Paycheck Protection Program [Member] | Knight Holding Corporation [Member] | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||
Proceeds from loan | $ 42 | |||||||
Debt stated interest rate | 1.00% | |||||||
Debt maturity date | April 12, 2022 | |||||||
EIDL Loan [Member] | U.S. Small Business Association [Member] | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||
Proceeds from loan | $ 150 | |||||||
Debt stated interest rate | 3.75% | |||||||
Debt maturity date | May 26, 2050 | |||||||
Santander Bank [Member] | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||
Bank loan | $ 6,217 | $ 6,256 | ||||||
Debt stated interest rate, description | 2.83% and 3.96% | |||||||
Debt maturity date | February 16, 2027 |
15. Convertible Bonds (Details)
15. Convertible Bonds (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Convertible Promissory Note [Member] | ||
Total convertible bonds, current | $ 50,510 | |
Convertible Bonds [Member] | ||
Total convertible bonds, current | 50,373 | $ 55,907 |
Convertible Bonds [Member] | Brilliant King Group Limited [Member] | ||
Total convertible bonds, current | 12,000 | 12,000 |
Convertible Bonds [Member] | Iliad Research and Trading, L.P. [Member] | ||
Total convertible bonds, current | 0 | 907 |
Convertible Bonds [Member] | Poseidon Sports Limited [Member] | ||
Total convertible bonds, current | 3,000 | 3,000 |
Convertible Bonds [Member] | Vision Edge Limited [Member] | ||
Total convertible bonds, current | 20,000 | 20,000 |
Convertible Bonds [Member] | MGL [Member] | ||
Total convertible bonds, current | 13,400 | 20,000 |
Convertible Bonds [Member] | Streeterville Capital, LLC [Member] | ||
Total convertible bonds, current | $ 1,973 | $ 0 |
15. Convertible Bonds (Details
15. Convertible Bonds (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 5 Months Ended | 6 Months Ended | 9 Months Ended | 10 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | May 28, 2019 | Jun. 29, 2018 | Oct. 08, 2020 | Nov. 03, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Proceeds from convertible debt | $ 2,000 | $ 1,250 | $ 0 | |||||
Gain from extinguishment of debt | 0 | 0 | 0 | |||||
Gain on troubled debt restructuring | 0 | 0 | 1,887 | |||||
Amortization of debt discount | 452 | 594 | 1,910 | |||||
Repayment of convertible debt | 7,632 | 0 | $ 0 | |||||
ILIAD [Member] | ||||||||
Debt converted, amount converted | $ 300 | |||||||
Debt converted, shares issued | 216,344 | |||||||
Convertible Bonds [Member] | ||||||||
Convertible notes, current | $ 50,373 | 55,907 | ||||||
Convertible Bonds [Member] | MGL [Member] | ||||||||
Convertible notes, current | 13,400 | 20,000 | ||||||
Convertible Bonds [Member] | Iliad Research and Trading, L.P. [Member] | ||||||||
Convertible notes, current | 0 | 907 | ||||||
Convertible Bonds [Member] | Vision Edge Limited [Member] | ||||||||
Convertible notes, current | 20,000 | 20,000 | ||||||
Convertible Bonds [Member] | Streeterville Capital, LLC [Member] | ||||||||
Convertible notes, current | 1,973 | 0 | ||||||
Convertible Bonds [Member] | Poseidon Sports Limited [Member] | ||||||||
Convertible notes, current | 3,000 | 3,000 | ||||||
Convertible Bonds [Member] | Brilliant King Group Limited [Member] | ||||||||
Convertible notes, current | 12,000 | 12,000 | ||||||
Convertible Bonds [Member] | Third Amendment Agreement [Member] | MGL [Member] | ||||||||
Repayment of convertible debt | $ 6,600 | |||||||
Convertible Bonds [Member] | Second Amendment Agreement [Member] | Union Sky [Member] | ||||||||
Debt interest rate | 0.00% | |||||||
Convertible bond value | $ 21,887 | |||||||
Gain on troubled debt restructuring | $ 1,887 | |||||||
Convertible Bonds [Member] | Subsequent Event [Member] | Third Amendment Agreement [Member] | MGL [Member] | ||||||||
Repayment of convertible debt | $ 13,400 | |||||||
Convertible Promissory Note [Member] | ||||||||
Original issue discount | 137 | 424 | ||||||
Convertible note balance | 50,373 | 55,907 | ||||||
Convertible notes, current | 50,510 | |||||||
Convertible Promissory Note [Member] | ILIAD Note [Member] | ||||||||
Debt face value | $ 1,335 | |||||||
Proceeds from convertible debt | 1,250 | |||||||
Payment of debt issuance costs | 19 | |||||||
Original issue discount | 62 | |||||||
Fair value of embedded derivative | $ 937 | |||||||
Debt interest rate | 10.00% | |||||||
Amortization of debt discount | $ 594 | |||||||
Repayment of convertible debt | 1,153 | |||||||
Debt maturity date | May 28, 2120 | |||||||
Debt converted, amount converted | $ 300 | |||||||
Debt converted, shares issued | 216,344 | |||||||
Convertible note balance | $ 0 | |||||||
Convertible Promissory Note [Member] | Streeterville Note [Member] | ||||||||
Debt face value | $ 2,110 | |||||||
Proceeds from convertible debt | 2,000 | |||||||
Payment of debt issuance costs | 10 | |||||||
Original issue discount | 100 | |||||||
Fair value of embedded derivative | $ 55 | |||||||
Amortization of debt discount | $ 27 |
16. Amount Due to an Affiliat_2
16. Amount Due to an Affiliate (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Increase Decrease In Third Party Net | ||
Amount due to an affiliate, current | $ 9,756 | $ 9,128 |
Amount due to an affiliate, noncurrent | 832 | 1,728 |
Total amount due to an affiliate | $ 10,588 | $ 10,856 |
16. Amount Due to an Affiliat_3
16. Amount Due to an Affiliate (Details Narrative) - USD ($) $ in Thousands | 2 Months Ended | 9 Months Ended | ||
Feb. 20, 2019 | Oct. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Amount due to an affiliate, current | $ 9,756 | $ 9,128 | ||
Amount due to an affiliate, noncurrent | 832 | 1,728 | ||
Sinsin [Member] | Other Borrowing [Member] | ||||
Amount due to an affiliate, current | $ 729 | |||
Debt interest rate | 5.00% | 4.50% | ||
Debt maturity date | Dec. 31, 2024 | Dec. 31, 2027 | ||
Amount due to an affiliate, noncurrent | $ 1,308 | |||
Sinsin [Member] | Payment made by Sinsin on the behalf of the Group [Member] | ||||
Amount due to an affiliate, current | $ 9,563 | $ 8,819 |
17. Ordinary Shares (Details Na
17. Ordinary Shares (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | 10 Months Ended | 11 Months Ended | 12 Months Ended | |
Oct. 01, 2020 | Nov. 12, 2020 | Dec. 07, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Management Members [Member] | |||||
Restricted ordinary shares issued | 0 | 107,000 | |||
SR II [Member] | |||||
Proceeds from issuance of stock | $ 2,802 | ||||
SR V [Member] | |||||
Proceeds from issuance of stock | $ 2,014 | ||||
ILIAD [Member] | |||||
Debt converted, amount converted | $ 300 | ||||
Debt converted, shares issued | 216,344 | ||||
Securities Purchase Agreement [Member] | |||||
Stock issued new, shares | 2,964,000 | 3,495,000 | |||
Proceeds from issuance of stock | $ 14,552 | $ 32,258 | |||
Common Stock | |||||
Stock issued for exercise of options | 109,500 | ||||
Phoenix [Member] | |||||
Stock issued for acquisition, shares | 934,720 |
18. Noncontrolling Interests (D
18. Noncontrolling Interests (Details Narrative) - USD ($) $ in Thousands | 5 Months Ended | 7 Months Ended | ||
May 31, 2020 | Jul. 25, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Noncontrolling interest | $ 3,129 | $ 2,709 | ||
Solar Juice Pty Ltd [Member] | ||||
Sale of stock offered to subsidiary | 100 | |||
Proceeds from sale of stock | $ 1,380 | |||
Increase in noncontrolling interest | $ 249 | |||
SR II and SR V [Member] | ||||
Payment for equity purchase | $ 75 | |||
Noncontrolling interest | $ 1,213 | $ (1,213) | ||
SR V [Member] | ||||
Equity interest percentage | 30.00% | |||
SR II [Member] | ||||
Equity interest percentage | 20.00% |
19. Share-based Compensation (D
19. Share-based Compensation (Details - Stock-Based Compensation Expense by Award type) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 315 | $ 821 | $ 2,726 |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 315 | 305 | 1,799 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 0 | $ 516 | $ 927 |
19. Share-based Compensation _2
19. Share-based Compensation (Details - Compensation expense by line item) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 315 | $ 821 | $ 2,726 |
Total stock-based compensation expense after income taxes | 315 | 821 | 2,726 |
General And Administrative Expense [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 296 | 768 | 2,579 |
Selling And Marketing Expense [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 19 | $ 53 | $ 147 |
19. Share-based Compensation _3
19. Share-based Compensation (Details - Assumptions) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement [Abstract] | |||
Expected term | 6 years 2 months 30 days | 6 years 2 months 30 days | 6 years 2 months 30 days |
Risk-free interest rate, minimum | 0.07% | 1.55% | 2.54% |
Risk-free interest rate, maximum | 0.09% | 2.51% | 3.03% |
Expected volatility, minimum | 537.00% | 575.00% | 624.00% |
Expected volatility, maximum | 762.00% | 605.00% | 756.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
19. Share-based Compensation _4
19. Share-based Compensation (Details - Option Activity) - Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Shares | ||||
Outstanding at the beginning of the period (in shares) | 255,200 | 260,200 | 501,260 | |
Granted (in shares) | 300,000 | 65,000 | 287,000 | |
Exercised (in shares) | (109,500) | 0 | 0 | |
Forfeited (in shares) | (56,800) | (70,000) | (528,060) | |
Outstanding at the end of the period (in shares) | 388,900 | 255,200 | 260,200 | 501,260 |
Vested and exercisable at the end of the period (in shares) | 37,450 | |||
Expected to vest at the end of the period (in shares) | 215,229 | |||
Weighted-Average Exercise Price Per Share | ||||
Outstanding at the beginning of the period (in dollars per share) | $ 19 | $ 212 | $ 66 | |
Granted (in dollars per share) | 9 | 3 | 13 | |
Exercised (in dollars per share) | 4 | |||
Forfeited (in dollars per share) | 27 | 4 | 10 | |
Outstanding at the end of the period (in dollars per share) | 11 | $ 19 | $ 212 | $ 66 |
Vested and exercisable at the end of the period (in dollars) | 36 | |||
Expected to vest at the end of the period (in dollars) | $ 13 | |||
Weighted-Average Remaining Contractual Term | ||||
Weighted Average Remaining Contractual Life | 7 years 6 months 7 days | 6 years 8 months 12 days | 8 years 7 months 2 days | 7 years 11 days |
Weighted Average Remaining Contractual Life, Granted | 10 years | |||
Weighted Average Remaining Contractual Life, Forfeited/expired | 6 years | 22 years 18 days | ||
Vested and exercisable at the end of the period | 5 years 4 months 6 days | |||
Expected to vest at the end of the period | 7 years 5 months 9 days | |||
Aggregate Intrinsic Value | ||||
Aggregate Intrinsic Value at the beginning | $ 0 | $ 0 | $ 769 | |
Aggregate Intrinsic Value at the end | 486 | $ 0 | $ 0 | $ 769 |
Vested and exercisable at year end | 49 | |||
Expected to vest at year end | $ 349 |
19. Share-based Compensation _5
19. Share-based Compensation (Details - Options by Exercise Price) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Exercisable | shares | 37,450 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 49 |
$40 - $117 [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Lower exercise price per share (in dollars per share) | $ 40 |
Upper exercise price per share (in dollars per share) | $ 117 |
Shares Exercisable | shares | 14,600 |
Weighted average remaining contractual life | 5 years 4 months 17 days |
Weighted average exercise price | $ 62.03 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 0 |
$2 - $39 [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Lower exercise price per share (in dollars per share) | $ 2 |
Upper exercise price per share (in dollars per share) | $ 39 |
Shares Exercisable | shares | 18,100 |
Weighted average remaining contractual life | 5 years 11 months 1 day |
Weighted average exercise price | $ 15.03 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 28 |
$1-$2 [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Lower exercise price per share (in dollars per share) | $ 1 |
Upper exercise price per share (in dollars per share) | $ 2 |
Shares Exercisable | shares | 3,750 |
Weighted average remaining contractual life | 9 years 2 months 30 days |
Weighted average exercise price | $ 2.24 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 21 |
$118-$172 [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Lower exercise price per share (in dollars per share) | $ 118 |
Upper exercise price per share (in dollars per share) | $ 172 |
Shares Exercisable | shares | 1,000 |
Weighted average remaining contractual life | 4 years 1 month 13 days |
Weighted average exercise price | $ 172 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 0 |
19. Share-based Compensation _6
19. Share-based Compensation (Details - RSU's) - Restricted Stock Units R S U [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Shares | |||
Restricted stock units at beginning of year (in shares) | 986,019 | 879,019 | 215,809 |
Granted (in shares) | 0 | 107,000 | 663,460 |
Forfeited (in shares) | 0 | 0 | (250) |
Restricted stock units at end of year (in shares) | 986,019 | 986,019 | 879,019 |
Weighted Average Grant-Date Fair Value | |||
Restricted stock units at beginning of year (in dollars per share) | $ 34 | $ 38 | $ 151 |
Granted (in dollars per share) | 3 | 1 | |
Forfeited (in dollars per share) | 185 | ||
Restricted stock units at end of year (in dollars per share) | $ 34 | $ 34 | $ 38 |
19. Share-based Compensation _7
19. Share-based Compensation (Details - Non-vested options) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Options [Member] | |||
Shares | |||
Granted (in shares) | 300,000 | 65,000 | 287,000 |
Weighted Average Exercise Price Per Share | |||
Granted (in dollars per share) | $ 9 | $ 3 | $ 13 |
Forfeited (in dollars per share) | $ 27 | $ 4 | $ 10 |
Options [Member] | Nonvested [Member] | |||
Shares | |||
Non-vested shares at beginning of year (in shares) | 115,750 | 183,300 | 379,920 |
Granted (in shares) | 300,000 | 65,000 | 287,000 |
Vested (in shares) | (50,350) | (70,050) | (87,285) |
Forfeited (in shares) | (13,950) | (62,500) | (396,335) |
Non-vested shares at end of year (in shares) | 351,450 | 115,750 | 183,300 |
Weighted Average Exercise Price Per Share | |||
Non-vested shares at beginning of year (in dollars per share) | $ 11 | $ 8 | $ 9 |
Granted (in dollars per share) | 9 | 3 | 13 |
Vested (in dollars per share) | 9 | 17 | 25 |
Forfeited (in dollars per share) | 50 | 4 | 13 |
Non-vested shares at end of year (in dollars per share) | $ 8 | $ 11 | $ 8 |
Restricted Stock [Member] | Nonvested [Member] | |||
Shares | |||
Non-vested shares at beginning of year (in shares) | 0 | 1,250 | 1,313 |
Granted (in shares) | 0 | 107,000 | 663,460 |
Vested (in shares) | 0 | (108,250) | (663,273) |
Forfeited (in shares) | 0 | 0 | (250) |
Non-vested shares at end of year (in shares) | 0 | 0 | 1,250 |
Weighted Average Grant Date Fair Value Per Share | |||
Non-vested shares at beginning of year (in dollars per share) | $ 185 | $ 264 | |
Granted (in dollars per share) | 3 | 1 | |
Vested (in dollars per share) | 5 | 1 | |
Forfeited (in dollars per share) | 185 | ||
Non-vested shares at end of year (in dollars per share) | 185 | ||
Restricted Stock Units R S U [Member] | |||
Weighted Average Grant Date Fair Value Per Share | |||
Granted (in dollars per share) | 3 | 1 | |
Forfeited (in dollars per share) | $ 185 |
19. Share-based Compensation _8
19. Share-based Compensation (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock-based compensation expense | $ 315 | $ 821 | $ 2,726 |
Continuing Operations [Member] | |||
Stock-based compensation expense | 315 | 821 | 2,726 |
Options [Member] | |||
Fair value of vested shares | $ 351 | $ 690 | $ 1,382 |
20. Income Taxes (Details - Los
20. Income Taxes (Details - Loss before Provision) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (7,525) | $ (4,926) | $ (6,946) |
Foreign | 1,718 | (10,130) | 1,141 |
Loss from continuing operations before income taxes | $ (5,807) | $ (15,056) | $ (5,805) |
20. Income Taxes (Details - Pro
20. Income Taxes (Details - Provision for income taxes) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current tax: | |||
Federal tax | $ 0 | $ 0 | $ 0 |
State tax | 12 | 7 | 7 |
Foreign countries | 827 | 275 | 408 |
Total current tax | 839 | 282 | 415 |
Deferred tax: | |||
Federal tax | (22) | (9) | 15 |
State tax | 0 | (4) | 0 |
Foreign countries | (359) | (177) | (98) |
Total deferred tax | (381) | (190) | (83) |
Total provision for income taxes | $ 458 | $ 92 | $ 332 |
20. Income Taxes (Details - Tax
20. Income Taxes (Details - Tax reconciliation) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Provision for income taxes at U.S. Federal statutory rate | $ (1,219) | $ (3,161) | $ (1,219) |
State taxes, net of federal benefit | (411) | (944) | (168) |
Foreign taxes at different rate | 458 | 314 | 902 |
Non-deductible expenses | 211 | (936) | (231) |
Tax law changes | 0 | 0 | 188 |
Valuation allowance | 2,150 | 6,463 | 45,870 |
Other | (743) | (209) | 0 |
Disposition of subsidiaries | 0 | 0 | (45,193) |
Share Based Compensation | 12 | 12 | 579 |
Gain on debt modification | 0 | 0 | (396) |
Reversal of tax penalty | 0 | (1,447) | 0 |
Total provision for income taxes | $ 458 | $ 92 | $ 332 |
20. Income Taxes (Details - Def
20. Income Taxes (Details - Deferred income taxes) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss carry forwards | $ 78,319 | $ 77,101 |
Temporary differences due to accrued warranty costs | 138 | 467 |
Investment in subsidiaries | 4,459 | 3,670 |
Credits | 16 | 16 |
Allowance for bad debts | 1,545 | 1,502 |
Fair value adjustment arising from subsidiaries acquisition | 29 | 806 |
Stock compensation | 820 | 858 |
Unrealized loss on derivatives | 5,109 | 5,095 |
Unrealized investment loss | 5,390 | 5,409 |
Impairment of property, plant and equipment, and project assets | 541 | 1,464 |
Other temporary differences | 6,841 | 3,646 |
Valuation allowance | (102,125) | (99,976) |
Total deferred tax assets | 82 | 58 |
Deferred income tax liabilities: | ||
Fair value adjustment arising from subsidiaries acquisition | (3,966) | (3,227) |
Other | 0 | (279) |
Total deferred tax liabilities | (3,966) | (3,506) |
Net deferred tax liabilities | $ (3,884) | $ (3,448) |
20. Income Taxes (Details Narra
20. Income Taxes (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Federal AMT credit | $ 16 | |||
Increase (decrease) in valuation allowance | 2,150 | $ 6,453 | $ 45,870 | |
Unrecognized tax benefits | 0 | $ 0 | 0 | |
Undistributed earnings | $ 32,450 | $ 33,591 | ||
Foreign [Member] | ||||
Net operating loss carryforward | $ 11,182 | |||
Operating loss carryforward beginning expiration date | Dec. 31, 2021 | |||
State [Member] | ||||
Net operating loss carryforward | $ 216,675 | |||
Operating loss carryforward beginning expiration date | Dec. 31, 2021 | |||
Federal [Member] | ||||
Net operating loss carryforward | $ 323,241 | |||
Operating loss carryforward beginning expiration date | Dec. 31, 2028 |
21. Net Loss Per Share (Details
21. Net Loss Per Share (Details - Basic and Diluted) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||
Net loss from continuing operations attributable to stockholders of the Company | $ (6,515) | $ (15,258) | $ (6,168) |
Numerator for net loss from discontinued operations per share-basic and diluted | $ 0 | $ 0 | $ (6,114) |
Denominator: | |||
Basic weighted-average ordinary shares | 15,907,144 | 12,733,062 | 7,262,023 |
Diluted weighted-average ordinary shares | 15,907,144 | 12,733,062 | 7,262,023 |
Basic and diluted net loss per share-continuing operations | $ (0.4) | $ (1.2) | $ (0.9) |
Basic and diluted net loss per share-discontinued operations | $ 0 | $ 0 | $ (0.8) |
21. Net Loss Per Share (Detai_2
21. Net Loss Per Share (Details - Antidilutive shares) - shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 620,223 | 853,780 | 726,880 |
Convertible Bonds [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 392,992 | 598,580 | 465,430 |
Share options and non-vested restricted stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 14,158 | 255,200 | 261,450 |
Committed stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 213,073 | 0 | 0 |
22. Leases (Details - Maturity
22. Leases (Details - Maturity of Lease Liabilities) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2021 | $ 1,028 | |
2022 | 673 | |
2023 | 493 | |
2024 | 437 | |
2025 | 444 | |
Thereafter | 9,858 | |
Total lease payments | 12,933 | |
Less: interest | (6,394) | |
Present value of lease payments | 6,539 | |
Operating lease liabilities, current | 605 | $ 426 |
Operating lease liabilities, noncurrent | $ 5,934 | $ 1,500 |
22. Leases (Details - Supplemen
22. Leases (Details - Supplemental information related to operating leases) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 949 | $ 497 |
New operating lease assets obtained in exchange for operating lease liabilities | $ 8,198 | $ 2,419 |
22. Leases (Details Narrative)
22. Leases (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Operating lease expenses | $ 876 | $ 1,080 | $ 1,133 |
Weighted average remaining lease term | 20 years 29 days | 11 years 9 months 18 days | |
Weighted average discount rate | 6.16% | 6.16% |
23. Commitments and Contingen_2
23. Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
Other commitment | $ 1,063 | $ 5,144 |
24. Concentration Risk (Details
24. Concentration Risk (Details Narrative) - Customer Concentration Risk [Member] - One Customer [Member] | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Accounts Receivable [Member] | ||
Concentration risk percentage | 32.00% | 32.00% |
Revenue Benchmark [Member] | ||
Concentration risk percentage | 12.00% |
25. Related Party Transactions
25. Related Party Transactions (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Due from related parties | $ 194 | $ 154 | |
Operation expenses | 16,764 | 26,361 | $ 14,009 |
SPI China [Member] | |||
Operation expenses | $ 378 | $ 653 |