Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 28, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 0-30351 | ||
Entity Registrant Name | SPI Energy Co., Ltd. | ||
Entity Central Index Key | 0001210618 | ||
Entity Tax Identification Number | 20-4956638 | ||
Entity Incorporation, State or Country Code | A1 | ||
Entity Address, Address Line One | 4677 Old Ironsides Drive, Suite 190 | ||
Entity Address, City or Town | Santa Clara | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 95054 | ||
City Area Code | (408) | ||
Local Phone Number | 919-8000 | ||
Title of 12(b) Security | Ordinary Shares, par value $0.0001 per share | ||
Trading Symbol | SPI | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 85,932,214 | ||
Entity Common Stock, Shares Outstanding | 26,376,783 | ||
ICFR Auditor Attestation Flag | true | ||
Auditor Firm ID | 5395 | ||
Auditor Name | Marcum Bernstein & Pinchuk LLP | ||
Auditor Location | New York, New York |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 9,765 | $ 38,882 |
Restricted cash | 8,080 | 900 |
Accounts receivable, net | 22,599 | 17,061 |
Contract asset | 1,621 | 0 |
Inventories | 23,242 | 17,260 |
Project assets held for sale | 8,946 | 0 |
Prepaid expenses and other current assets, net | 9,584 | 5,018 |
Amount due from related parties | 230 | 194 |
Total current assets | 84,067 | 79,315 |
Intangible assets, net | 3,433 | 4,058 |
Goodwill | 4,896 | 4,546 |
Other receivable, noncurrent | 268 | 299 |
Property and equipment, net | 35,750 | 32,802 |
Project assets, noncurrent | 15,969 | 19,740 |
Investment in affiliates | 69,606 | 69,606 |
Operating lease right-of-use assets | 13,923 | 6,585 |
Deferred tax assets, net | 168 | 82 |
Total assets | 228,080 | 217,033 |
Current liabilities: | ||
Accounts payable | 25,612 | 14,952 |
Accrued liabilities | 10,094 | 8,490 |
Income taxes payable | 1,684 | 31 |
Advance from customers | 4,924 | 1,377 |
Short-term borrowings and current portion of long-term borrowings | 9,120 | 3,266 |
Amount due to an affiliate | 10,603 | 9,756 |
Convertible bonds | 48,603 | 50,373 |
Derivative liability | 0 | 67 |
Accrued warranty reserve | 628 | 529 |
Operating lease liabilities, current | 1,351 | 605 |
Consideration payable | 61,219 | 62,114 |
Total current liabilities | 173,838 | 151,560 |
Long-term borrowings, excluding current portion | 12,800 | 6,355 |
Amount due to an affiliate, noncurrent | 0 | 832 |
Deferred tax liabilities, net | 2,970 | 3,966 |
Operating lease liabilities, non-current | 12,522 | 5,934 |
Total liabilities | 202,130 | 168,647 |
Equity: | ||
Ordinary shares, par $0.0001, 500,000,000 shares authorized, 25,352,060 and 22,340,689 shares issued and outstanding as of December 31, 2021 and 2020, respectively | 3 | 2 |
Additional paid in capital | 695,073 | 670,101 |
Accumulated other comprehensive loss | (35,257) | (32,947) |
Accumulated deficit | (637,390) | (591,899) |
Total equity attributable to the shareholders of SPI Energy Co., Ltd. | 22,429 | 45,257 |
Noncontrolling interests | 3,521 | 3,129 |
Total equity | 25,950 | 48,386 |
Total liabilities and equity | $ 228,080 | $ 217,033 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 25,352,060 | 22,340,689 |
Common stock, shares outstanding | 25,352,060 | 22,340,689 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Net sales | $ 161,993 | $ 138,628 | $ 97,883 |
Cost of revenue | 151,373 | 121,773 | 90,693 |
Gross profit | 10,620 | 16,855 | 7,190 |
Operating expenses: | |||
General and administrative | 41,780 | 13,485 | 15,158 |
Sales, marketing and customer service | 7,581 | 2,185 | 2,398 |
Provision for credit losses | 2,735 | 1,094 | 4,115 |
Impairment charges on property and equipment | 0 | 0 | 2,235 |
Impairment charges on project assets | 0 | 0 | 2,455 |
Total operating expenses | 52,096 | 16,764 | 26,361 |
Operating (loss) income | (41,476) | 91 | (19,171) |
Other income (expense): | |||
Interest expense, net | (5,137) | (3,790) | (3,768) |
Change in fair value of derivative liability | 67 | 496 | 285 |
Reversal of tax penalty | 0 | 0 | 6,890 |
Net foreign exchange gain (loss) | 2,694 | (5,411) | 1,261 |
Others | 472 | 2,807 | (553) |
Total other (expense) income, net | (1,904) | (5,898) | 4,115 |
Net loss before income taxes | (43,380) | (5,807) | (15,056) |
Income tax expense | 1,454 | 458 | 92 |
Net loss | (44,834) | (6,265) | (15,148) |
Less: Net income attributable to noncontrolling interests | (657) | (250) | (110) |
Net loss attributable to shareholders of SPI Energy Co., Ltd. | $ (45,491) | $ (6,515) | $ (15,258) |
Net loss per ordinary share: | |||
Basic and Diluted | $ (1.9) | $ (0.4) | $ (1.2) |
Weighted average shares outstanding | |||
Basic and Diluted | 24,192,815 | 15,907,144 | 12,733,062 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Net loss | $ (44,834) | $ (6,265) | $ (15,148) |
Other comprehensive income (loss), net of tax of nil: | |||
Foreign currency translation (loss) gain | (2,575) | 2,501 | (591) |
Total comprehensive loss | (47,409) | (3,764) | (15,739) |
Comprehensive income (loss) attributable to noncontrolling interests | 392 | 171 | (69) |
Comprehensive loss attributable to shareholders of SPI Energy Co., Ltd. | $ (47,801) | $ (3,935) | $ (15,670) |
STATEMENTS OF CHANGES IN STOCKH
STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY (DEFICIT) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Equity (Deficit) Attributable to Shareholders of SPI Energy Co [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2018 | $ 1 | $ 601,319 | $ (570,126) | $ (35,115) | $ (3,921) | $ 3,991 | $ 70 |
Beginning balance, shares at Dec. 31, 2018 | 7,914,125 | ||||||
Net loss | (15,258) | (15,258) | 110 | (15,148) | |||
Foreign currency translation losses | (412) | (412) | (179) | (591) | |||
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 | 6,600,000 | ||||||
Exercise of share options | 516 | 516 | 516 | ||||
Exercise of share options, shares | 107,000 | ||||||
Stock based compensation | 305 | 305 | 305 | ||||
Ending balance, value at Dec. 31, 2019 | $ 1 | 612,726 | (585,384) | (35,527) | (8,184) | 2,709 | (5,475) |
Ending balance, shares at Dec. 31, 2019 | 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 noncontrolling interest | 249 | 249 | |||||
Issuance of ordinary shares for acquisition of Phoenix | 9,033 | 9,033 | 9,033 | ||||
Issuance of ordinary shares for acquisition of Phoenix, shares | 934,720 | ||||||
Issuance of ordinary shares in offering | $ 1 | 46,809 | 46,810 | 46,810 | |||
Issuance of ordinary shares in offering, shares | 6,459,000 | ||||||
Redemption of convertible bond to ordinary shares | 443 | 443 | 443 | ||||
Redemption of convertible bond to ordinary shares, shares | 216,344 | ||||||
Forgiveness of payable to SPI China (HK) Limited | 378 | 378 | 378 | ||||
Exercise of share options | 397 | 397 | 397 | ||||
Exercise of share options, shares | 109,500 | ||||||
Stock based compensation | 315 | 315 | 315 | ||||
Ending balance, value at Dec. 31, 2020 | $ 2 | 670,101 | (591,899) | (32,947) | 45,257 | 3,129 | 48,386 |
Ending balance, shares at Dec. 31, 2020 | 22,340,689 | ||||||
Net loss | (45,491) | (45,491) | 657 | (44,834) | |||
Foreign currency translation losses | (2,310) | (2,310) | (265) | (2,575) | |||
Issuance of ordinary shares for acquisition of Phoenix | |||||||
Issuance of ordinary shares for acquisition of Phoenix, shares | 71,327 | ||||||
Issuance of ordinary shares in offering | $ 1 | 13,591 | 13,592 | 13,592 | |||
Issuance of ordinary shares in offering, shares | 1,365,375 | ||||||
Redemption of convertible bond to ordinary shares, shares | 1,075,169 | ||||||
Stock based compensation | 4 | 4,593 | 4,593 | ||||
Exercise of employee share option | 91 | 91 | 91 | ||||
Exercise of employee share option, shares | 25,000 | ||||||
Exercise of share option of Lighting Charm Limited | 1,092 | 1,092 | 1,092 | ||||
Exercise of share option of Lighting Charm Limited, shares | 285,500 | ||||||
Issuance of ordinary shares for purchasing services | 34 | 34 | 34 | ||||
Issuance of ordinary shares for purchasing services, shares | 5,000 | ||||||
Issuance of restricted stock units to employees | 1,196 | 1,196 | 1,196 | ||||
Issuance of restricted stock units to employees, shares | 184,000 | ||||||
Redemption of convertible debt with shares | 4,375 | 4,375 | 4,375 | ||||
Ending balance, value at Dec. 31, 2021 | $ 3 | $ 695,073 | $ (637,390) | $ (35,257) | $ 22,429 | $ 3,521 | $ 25,950 |
Ending balance, shares at Dec. 31, 2021 | 25,352,060 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net loss | $ (44,834) | $ (6,265) | $ (15,148) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 3,344 | 3,200 | 1,981 |
Amortization | 3,931 | 369 | 278 |
Change in fair value of derivative liability | (67) | (496) | (285) |
Write-down for inventory | 983 | 0 | 103 |
Provision for credit losses | 2,735 | 1,094 | 4,115 |
Impairment charges on property and equipment | 0 | 0 | 2,235 |
Impairment charges on project assets | 0 | 0 | 2,455 |
Share-based compensation expense | 5,789 | 315 | 821 |
Amortization of right-of-use assets | 1,768 | 680 | 434 |
Reversal of tax penalty | 0 | 0 | (6,890) |
Amortization of debt discount on convertible bonds | 540 | 452 | 594 |
Change in deferred taxes | (1,082) | (188) | (85) |
Loss (gain) on disposal of property and equipment | (57) | 3 | (45) |
Loss on disposal of subsidiaries | 0 | 32 | 385 |
Accrual (reversal) of warranty reserve | 99 | (1,538) | 0 |
Gain on forgiveness of PPP loan | (205) | (551) | 0 |
Gain on de-recognition of long-aged liabilities | 0 | (2,252) | 0 |
Other non-cash expense | 34 | 0 | 0 |
Changes in operating assets and liabilities | |||
Accounts receivable | 1,185 | 963 | 3,087 |
Amount due from related parties | (36) | 338 | 538 |
Notes receivable | 0 | 0 | 4,823 |
Project assets | (6,008) | 14,679 | 3,333 |
Inventories | (7,065) | (223) | (1,958) |
Prepaid expenses and other assets | (4,565) | (187) | (497) |
Accounts payable | 8,547 | (6,961) | 7,805 |
Advances from customers | 3,628 | (17,628) | (8,352) |
Income taxes payable | 1,653 | (530) | 268 |
Accrued liabilities and other liabilities | 3,971 | 9,711 | 1,264 |
Lease liability | (1,772) | (667) | (421) |
Bitcoin mining, net of mining pool operating fees | 0 | 0 | (3,630) |
Amount due to related parties | 0 | 0 | (79) |
Net cash used in operating activities | (27,484) | (5,650) | (2,871) |
Cash flows from investing activities: | |||
Proceeds from disposal of subsidiaries | 453 | 1,216 | 4,549 |
Proceeds from sale of bitcoins | 0 | 0 | 3,630 |
PDI asset purchase (Note 5) | (8,003) | 0 | 0 |
Acquisitions of Solar PV systems | 0 | 0 | (8,345) |
Acquisitions of property and equipment | (1,316) | (195) | (4,762) |
Proceeds from disposal of property and equipment | 0 | 0 | 166 |
Prepayment of purchase of land | 0 | 0 | (3,132) |
Acquisitions of subsidiaries, net of cash acquired | 0 | 364 | 0 |
Net cash (used in) provided by investing activities | (8,866) | 1,385 | (7,894) |
Cash flows from financing activities: | |||
Proceeds from issuance of ordinary shares | 13,591 | 46,810 | 7,656 |
Net payment for purchasing minority interests | 0 | 0 | (75) |
Proceeds from issuance of convertible note | 16,000 | 2,000 | 1,250 |
Repayment of convertible notes | (13,935) | (7,632) | 0 |
Proceeds from exercise of employee stock options | 91 | 397 | 0 |
Proceeds from exercise of options issued to Lighting Charm Limited during disposition of SPI China | 1,091 | 0 | 0 |
Proceeds from capital injection by noncontrolling shareholders | 0 | 249 | 0 |
Proceeds from line of credit and loans payable | 175,101 | 122,284 | 84,308 |
Repayments of line of credit and loans payable | (173,514) | (123,314) | (83,619) |
Net cash generated from financing activities | 18,425 | 40,794 | 9,520 |
Effect of exchange rate changes on cash | (4,012) | 250 | (351) |
(Decrease) increase in cash, cash equivalents and restricted cash | (21,937) | 36,779 | (1,596) |
Cash, cash equivalents and restricted cash at beginning of year | 39,782 | 3,003 | 4,599 |
Cash, cash equivalents and restricted cash at end of year | 17,845 | 39,782 | 3,003 |
Supplemental cash flow information: | |||
Interest paid | 1,236 | 552 | 645 |
Income tax paid | 58 | 1,372 | 0 |
Non-cash activities: | |||
Netting off balance due to/from third party | 0 | 0 | 2,109 |
Right of use assets obtained in exchange for operating lease obligations | 8,502 | 5,280 | 2,419 |
Forgiveness of loan by noncontrolling interest holders | 0 | 0 | 1,140 |
Loss on forgiveness of debt due from SPI China (Note 4(1) and Note 25) | 0 | 378 | 653 |
Reclassification from project asset to PPE | 3,683 | 0 | 0 |
Redemption of convertible bond to ordinary shares | $ 4,375 | $ 443 | $ 0 |
Reconciliation of Cash, Cash Eq
Reconciliation of Cash, Cash Equivalents and Restricted Cash - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||||
Cash and cash equivalents | $ 9,765 | $ 38,882 | $ 2,764 | |
Restricted cash | 8,080 | 900 | 239 | |
Total cash, cash equivalents, and restricted cash | $ 17,845 | $ 39,782 | $ 3,003 | $ 4,599 |
Description of Business and Org
Description of Business and Organization | 12 Months Ended |
Dec. 31, 2021 | |
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 engaged in the provision of photovoltaic (“PV”), roofing and solar energy systems installation, 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. The Group started to engage in sales and leasing of new zero-emission EVs in U.S. from 2020 and engage in roofing and solar energy systems installation in U.S. from 2021. 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 and 2021, no revenue was generated from these business transactions. Organization The major subsidiaries of the Group as of December 31, 2021 are summarized as below: Schedule of major subsidiaries Major Subsidiaries Abbreviation Location SolarJuice Co., Ltd SJ Cayman Cayman Solar Juice Pty Ltd. SJ Australia Australia Solarjuice American Inc. SJ US United States Italsolar S.r.l. SPI Italy Italy 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 Phoenix Motor Inc. Phoenix 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 filed an application for appeals but was turned down by the court in November 12, 2021. The Group furtherly filed an application of retrial and suspension of the enforcement of the awards. The application of suspension has been approved by court in December 15, 2021 but the application of retrial is still under assessment. (Note 23(b)). As of December 31, 2021 and 2020, investment in Sinsin was $ 69,606 61,219 62,114 2,702 2,605 2,563 On November 12, 2020, the Group acquired 100 |
Going concern
Going concern | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going concern | 2. Going concern The Group has recurring losses from operations. The Group has incurred a net loss of $ 44,834 89,771 27,484 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 projects; 2) negotiate for postponing of convertible bond payments; 3) improve the profitability of the business in US; 4) obtain equity financing from certain subsidiaries’ initial public offerings; 5) strictly control and reduce business, marketing and advertising expenses and 6) seek for certain credit facilities. While management believes that the measures in the plans will be adequate to allow the Group to meet its liquidity and cash flow requirements within one year after the date that the consolidated financial statements are issued, there is no assurance that the plans will be successfully implemented. If the Group fails to achieve these goals, the Group may need additional financing to repay debt obligations and execute its business plan, and the Group may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In the event that financing sources are not available, or that the Group is unsuccessful in increasing its gross profit margin and reducing operating losses, the Group may be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures, any of which would have a material adverse effect on the Group’s business, financial condition and results of operations and may materially adversely affect its ability to continue as a going concern. The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded assets or the amounts and classification of liabilities or any other adjustments that might be necessary should the Group be unable to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
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 credit losses, 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 (i) Restricted Cash Restricted cash represent bank deposits with designated use, which cannot be withdraw without certain approval or notice. As of December 31, 2021, the Group had restricted bank deposits of $ 8,080 6,140 1,940 As of December 31, 2020, the Group had restricted bank deposits of $ 900 (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, revenue from roofing and solar energy systems installation, electricity revenue with PPA, and sales and leasing of EVs. The Group maintains allowances for credit losses for estimated losses resulting from the inability of its customers to make required payments. Accounts receivable is considered past due based on its contractual terms. In establishing the allowance, management considers historical losses, the financial condition, the accounts receivables aging, the payment patterns and the forecasted information in pooling basis upon the use of the Current Expected Credit Loss Model (“CECL Model”) in accordance with ASC topic 326, Financial Instruments - Credit Losses. Accounts receivable that are deemed to be uncollectible are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. There is a time lag between when the Company estimates a portion of or the entire account balances to be uncollectible and when a write off of the account balances is taken. The Company takes a write off of the account balances when the Company can demonstrate all means of collection on the outstanding balances have been exhausted. 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 Inventories are stated at the lower of cost or net realizable 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, for estimated excess, obsolescence, or impaired balances if any. (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 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 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 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 and Equipment, net The Group accounts for its property and equipment at cost, less accumulated depreciation and any impairment. 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: Schedule of estimated useful lives of property, plant and equipment Furniture, fixtures and equipment 5 or 7 years Automobile 3, 5 or 7 years Computer equipment, bitcoin server 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, net 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 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 statement of operations would be recognized. (p) 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 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 quantitative impairment test, the Group 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. If the carrying amount of a reporting unit exceeds its fair value, the Group recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. 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. The judgment in estimating the fair value of reporting units includes estimating future cash flows, determining appropriate discount rates and making other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit. (q) 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, 2021, 2020 and 2019. (r) Revenue Recognition The Group adopted Accounting Standards Codification (“ASC”) No. 606, “Revenue from Contracts with Customers” (“ASC 606” or “Topic 606”). The Group’s accounting practices under ASC Topic 606 are as followings: The Group generates revenue from sales of PV components, roofing and solar energy systems installation, electricity revenue with Power Purchase Agreements (“PPAs”), sales of PV project assets, sales of pre-development solar projects, sales and leasing of EVs and others for the years ended December 31, 2021, 2020 and 2019. 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. Revenue from roofing and solar energy systems installation Revenue from roofing and solar energy system installation is recognized over time . For revenue from solar energy system installation, the Company’s principal performance obligation is to design and install a customize solar energy system, sometimes, reinstall the customer’s existing solar energy system that is interconnected to the local power grid and for which permission to operate has been granted by a utility company to the customer. For roofing the Company’s principal performance obligation is to design and build roof system per customer selection. All costs to obtain and fulfill contracts associated with system sales and other product sales are expensed to cost of revenue when the corresponding revenue is recognized. The Company recognizes revenue using a cost-based input method that recognizes revenue and gross profit as work is performed based on the relationship between actual costs incurred compared to the total estimated cost of the contract. In applying cost-based input method, the Company uses the actual costs incurred to the total estimated cost, to determine the Company’s progress towards contract completion and to calculate the corresponding amount of revenue and gross profit to recognize. 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 sales and leasing of EV The Group recognizes revenue from sales of EV 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. The Group determined that the government grants related to sales of EV should be considered as part of the transaction price because it is granted to the EV buyer and the buyer remains liable for such amount in the event the grants were not received by the Group or returned due to the buyer violates the government grant terms and conditions. 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 840 Leases, and revenues are recognized on a straight-line basis over the contractual term. Other revenue Other revenue mainly consist of revenue generated from bitcoin mining and related equipment sales and hosting service, sales of component and charging stations, sale of Alfalfa hay, engineering and maintenance service, shipping and delivery service and other. Revenue on bitcoin mining and related equipment sales, alfalfa hays and component and charging stations were recognized at a point in time following the transfer of control of such products to the customer, which typically occurs upon acceptance of the products made by the customer, 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. Revenue for hosting service, engineering and maintenance service and shipping and delivery service are recognized on a straight-line basis over the contractual term.is recognized over time as services are performed and based on the output method related to the time incurred during the service period. There was no revenue generated from bitcoin mining and related equipment sales and hosting service, or alfalfa hays sales during the years ended December 31, 2020 and 2021. Disaggregation of revenues The following table illustrates the disaggregation of revenue by revenue stream and by timing of revenue recognition for the years ended December 31, 2021, 2020 and 2019: Schedule of disaggregation of revenues By revenue stream For the year ended December 31, 2021 Sales of PV components Revenue from roofing and solar systems installation Electricity revenue with PPAs Sales of pre-development solar projects Sales and leasing of EV Others Total Australia $ 123,138 $ – $ – $ – $ – $ 1,110 $ 124,248 Japan – – – – – 65 65 Italy – – 690 – – – 690 United States – 29,028 – 894 2,336 835 33,093 United Kingdom – – 1,211 – – – 1,211 Greece – – 2,686 – – – 2,686 Total $ 123,138 $ 29,028 4,587 $ 894 $ 2,336 $ 2,010 $ 161,993 By revenue stream For the year ended December 31, 2020 Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Sales and leasing of EV Others Total Australia $ 112,442 $ – $ – $ – $ – $ 1,062 $ 113,504 Japan – – 3,788 – – – 3,788 Italy – 615 – – – 41 656 United States – – 16,113 101 377 271 16,862 United Kingdom – 1,023 – – – – 1,023 Greece – 2,783 – – – 12 2,795 Total $ 112,442 $ 4,421 $ 19,901 $ 101 $ 377 $ 1,386 $ 138,628 By revenue stream For the year ended December 31, 2019 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 Contract balance The following table provides information about contract assets and contract liabilities from contracts with customers: Schedule of accounts receivables and contract liabilities December 31, 2021 December 31, 2020 Accounts receivable $ 22,599 $ 17,061 Contract assets $ 1,621 $ – Advance from customers $ 4,924 $ 1,377 The contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date, primarily for the revenue from roofing and solar energy systems installation in the United States. The contract assets are transferred to receivables when the rights become unconditional after billing is issued. Advance from customers, which representing a contract liability, represents mostly unrecognized revenue amount received from customers. Advance from customers is recognized as (or when) the Group performs under the contract. During the years ended December 31, 2021, 2020 and 2019, the Group recognized $ 1,377 17,161 8,159 (s) Warranties Workmanship Warranty for roofing and solar energy systems installation For the revenue from roofing and solar energy systems installation in the United States, the Group provides a workmanship warranty for 10 years to cover the quality of the Group’s service. The warranty is designed to cover service defects and damages to customer properties caused by the Group’s installation of the solar energy systems or roofing service. The 10-year warranty is consistent with the term provided by competitors and is provided by the Group to remain market competitive. The Group determined that its 10-year workmanship warranty constitutes an assurance-type warranty and should continue to be accounted for under ASC 460 - Guarantees, instead of a service-type warranty which should be accounted for under Topic 606. Based on historical experience and projections of warranty claims, and estimated replacement costs, the Group currently provides a reserve for the workmanship warranty based on 1% of sales of roofing and solar energy system installation, to be periodically adjusted base |
Disposition of Italy Subsidiari
Disposition of Italy Subsidiaries | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition of Italy Subsidiaries | 4. 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 2,014 481 96 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 32 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [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 1,147,793 934,720 98,303 114,770 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: Schedule of allocation purchase price Identifiable assets acquired and liabilities assumed Cash $ 228 Account and other receivables 1,092 Inventories 1,565 Property and equipment 2,864 Identifiable intangible assets 3,043 Prepaid expenses and other assets, current and non-current 537 Accounts payables (1,449 ) Accrued and other liabilities (2,908 ) Other long-term liabilities (210 ) Identifiable assets acquired and liabilities assumed (a) 4,762 Consideration (b) 9,033 Goodwill (b-a) * $ 4,271 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. During the one-year measurement period since the acquisition date, the Group adjusted the fair value of the assets acquired and liabilities assumed, with the offset recorded as a $ 351 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’s consolidated results of operations. 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 among which acquisition of Heliostixio has been completed as of December 13, 2017 and other acquisitions are as below : (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 cash consideration for acquiring Heliohrisi is $ 4,013 4,190 (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 cash consideration for acquiring Thermi Sun is $ 8,476 8,432 Purchase agreements with Petersen-Dean, Inc. (“PDI”) Petersen-Dean, Inc. (“PDI”) specialized in residential roofing and solar installations and went bankruptcy in late 2020. On January 6, 2021 and February 25, 2021 respectively, SJ US participated in two of court auctions and emerged as the highest bidder for two asset packages, one for PDI’s consumer contracts and one for all remaining operating assets in the final auction, with total consideration of $ 7,239 7,725 278 11,000 |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Accounts Receivable, Net | 6. Accounts Receivable, Net The accounts receivable, net as of December 31, 2021 and 2020 consisted of the following: Schedule of accounts receivable December 31, December 31, 2021 2020 Accounts receivable $ 25,419 $ 17,306 Less: Allowance for credit losses (2,820 ) (245 ) Accounts receivable, net $ 22,599 $ 17,061 The movements of allowance for credit losses are as follows: Allowance for doubtful accounts roll forward 2021 2020 2019 Balance as of January 1 $ 245 $ 462 $ 633 Addition 2,760 187 101 Reversal (25 ) (12 ) (225 ) Written off (150 ) (396 ) (45 ) Foreign currency translation difference (10 ) 4 (2 ) Balance as of December 31 $ 2,820 $ 245 $ 462 On March 18, 2019, SJ Australia, entered into debtor finance agreements with Scottish Pacific (BFS) Pty Ltd. (“Scottish Pacific”), whereby Scottish Pacific provided SJ Australia invoice discounting facility (see Note 14). On February 26, 2021, SJ US entered into debtor finance agreements with LSQ, whereby LSQ provided SJ US invoice discounting facility (see Note 14). As of December 31, 2021 and 2020, all the outstanding accounts receivable of SJ Australia and SJ US was pledged to Scottish Pacific and LSQ for a total gross amount of $ 18,112 9,683 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 7. Inventories Inventories as of December 31, 2021 and 2020 consisted of the following: Schedule of inventories December 31, December 31, 2021 2020 Finished goods $ 17,108 $ 13,921 Goods in transit 2,846 1,045 Work in process 582 1,327 Raw materials 2,706 967 Total inventories $ 23,242 $ 17,260 During the years ended December 31, 2021, 2020 and 2019, inventories were written down by $ 983 nil 103 |
Project Assets
Project Assets | 12 Months Ended |
Dec. 31, 2021 | |
Project Assets | |
Project Assets | 8. Project Assets Project assets as of December 31, 2021 and 2020 consist of the following: Summary of project assets December 31, December 31, 2021 2020 Project assets completed for sale $ 10,353 $ 1,554 Project assets under development 14,562 18,186 Total project assets $ 24,915 $ 19,740 Current * $ 8,946 $ – Noncurrent $ 15,969 $ 19,740 * The current portion of the project assets represents the carrying value of projects that are expected to be sold within 1 year. During the years ended December 31, 2021, 2020 and 2019, impairment losses of nil nil 2,455 During the years ended December 31, 2021, 2020 and 2019, the Group recognized total revenue from sales of PV project assets and sales of pre-development solar projects of $ 894 19,901 6,728 nil 16,454 7,703 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets, Net | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021 and 2020 consist of the following: Summary of prepaid expenses and other current assets December 31, 2021 December 31, 2020 Value-added tax recoverable, current $ – $ 268 Deposit and prepayment for acquisitions, net of provision of $ 9,916 11,069 52 56 Other deposit and prepayment, net of provision of $ 648 841 7,674 2,891 Other receivable, net of provision of $ 2,306 2,466 1,858 1,803 Total prepaid expenses and other current assets, net $ 9,584 $ 5,018 (a) Other Deposit and Prepayment Other deposit and prepayment as of December 31, 2021 primarily include: i) purchase deposit and rent deposit of $ 2,506 1,018 5,166 1,088 nil 785 (b) Other receivable Other receivable as of December 31, 2021 mainly included: operational fund lent to a third party, Tocoo Corporation with no interest bearing of $ 1,389 1,686 |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | 10. Intangible Assets, Net Intangible assets, net as of December 31, 2021 and 2020 consisted of the following: Schedule of intangible assets Useful Life Accumulated Impairment (in months) Gross Amortization Charge Net As of December 31, 2021 Patent 57 $ 2,700 $ (2,700 ) $ – $ – Customer Relationship 120 7,642 (5,193 ) (1,519 ) 930 Tradename 60 1,400 (327 ) – 1,073 Technology 60 1,574 (367 ) – 1,207 Other 60 84 369 (146 ) – 223 $ 13,685 $ (8,733 ) $ (1,519 ) $ 3,433 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 The customer relationship was mainly contributed by the acquisition of SJ Australia in May 2015 and assets purchased from PDI in February 2021(see note 5). The customer relationship with clients of SJ Australia was the key driver of the revenue, which were expected to bring further economic benefit to the Group’s business, the balance of SJ Australia is amortized over the useful life of 10 years. The customer relationship for SJ US mainly represented the customer contracts in process, the Company could continue the execution of the contracts to generate profit by inputting material and labor cost. As of December 31, 2021, all the contracts in process purchased have either been executed or forfeited, and the cost has been fully amortized during the year ended December 31, 2021. The tradename and technology were contributed by the acquisition of Phoenix in the year of 2020. As tradename and technology were the key driver of the revenue for Phoenix, which were expected bring further economic benefit to the Group’s business. Therefore, the tradename and technology were separately identified as intangible assets on the acquisition date. The balances are amortized over the useful life of 5 years. No 3,931 369 278 As of December 31, 2021, the estimated future amortization expense related to intangible assets is as follows: Schedule of future amortization expense Year ending December 31, USD 2022 $ 935 2023 935 2024 935 2025 628 2026 and thereafter – $ 3,433 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 11. Property and Equipment, Net Property and equipment, net as of December 31, 2021 and 2020 consisted of the following: Schedule of property, plant and equipment, net December 31, December 31, 2021 2020 Photovoltaic solar systems $ 34,487 $ 33,174 Computer equipment, bitcoin server 4,147 4,155 Furniture, fixtures and equipment 2,587 2,220 Automobile 4,722 6,040 Leasehold improvements 332 599 Plant Equipment 3,138 – 49,413 46,188 Less: accumulated depreciation (11,335 ) (11,058 ) 38,078 35,130 Less: impairment (2,328 ) (2,328 ) $ 35,750 $ 32,802 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. The computer equipment-bitcoin server has been sold in January 2022. Depreciation of property and equipment was $ 3,344 3,200 1,981 nil nil 2,235 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 12. Fair Value Measurement As of December 31, 2020, the derivative liability was measured at fair value on a recurring basis in periods subsequent to their initial recognition using 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 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, which utilize significant unobservable internally-developed inputs: Schedule of fair value measurements of derivative liability on a recurring basis Valuation techniques Unobservable inputs Range of rates 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, 2021 and 2020 is nil 67 respectively, with the change in fair value of $ 67 and $ 496 recorded in the consolidated statements of operations for the years ended December 31, 2021 and 2020, respectively. The following method and assumptions were used to estimate the fair value on a non-recurring basis as of December 31, 2020: 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. Fair value measurements of warrants Valuation techniques Unobservable inputs Range of rates Warrants issued with ordinary shares in 2020 Binomial model Expected term 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, 2021, 2020 and 2019. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | 13. Accrued Liabilities Accrued liabilities as of December 31, 2021 and 2020 are as follows: Schedule of accrued liabilities December 31, 2021 December 31, 2020 Other payable $ 4,294 $ 3,787 Tax penalty payable (a) 2,780 2,780 Accrued expense 786 120 Other tax payables 1,086 972 Other accrual and payables 1,148 831 Total accrued liabilities $ 10,094 $ 8,490 (a) Tax Penalty Payable The tax penalty payable as of December 31, 2021 and 2020, 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 did not 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. On September 6, 2021 the Group received another notice from IRS which assessed penalties for Federal income tax for the tax years ended December 31, 2017 in the amount of $1,193 plus interest. The Group assessed it as a substation for the original letter received in 2019 as they were for the same period with same principle penalty amount with different addressee, which changed from SPI Solar Inc., a subsidiary of the Group to SPI Energy Co. Ltd and Subsidiaries, thus no additional provision of penalty was made. As of the issuance date of the consolidated financial statements, the Group has not received the result of the tax penalty from IRS. |
Short-term Borrowings and Long-
Short-term Borrowings and Long-term Borrowings | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Short-term Borrowings and Long-term Borrowings | 14. Short-term Borrowings and Long-term Borrowings Schedule of short and long-term borrowings December 31, 2021 December 31, 2020 Debtor finance $ 3,677 $ 2,789 Other short-term borrowings 5,111 204 Current portion of long-term borrowings 332 273 Total short-term borrowings and current portion of long-term borrowings 9,120 3,266 Long term bank borrowings 12,366 6,573 Other long-term borrowings 766 55 Total long-term borrowings 13,132 6,628 Less: current portion of long-term borrowings (332 ) (273 ) Total long-term borrowings, excluding current portion 12,800 6,355 Total borrowings $ 21,920 $ 9,621 As of December 31, 2021, the maturities of the long-term borrowings are as follows: Schedule of maturities of the long-term borrowings USD 2022 $ 332 2023 411 2024 470 2025 517 2026 5,656 Thereafter 5,746 $ 13,132 Debtor Finance The Group’s subsidiary, SJ Australia, entered into debtor finance agreements with Scottish Pacific on March 18, 2018, whereby Scottish Pacific provided SJ Australia invoice discounting facility with a limit of $5,624, 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 2021 and 2020) based on the average daily debtor finance balance. The accounts receivable collection of SJ Australia was automatically transferred to Scottish Pacific for the debtor finance repayment at the ending of each work day. The Group’s subsidiary, SJ US, entered into debtor finance agreement with LSQ on February 24, 2021, whereby LSQ provided SJ US invoice discounting facility with a limit of $11,000, at funds usage daily fee of 0.0222% to 0.0333% per day based on the average amount of balance. LSQ shall maintain a reserve account from which to make advances to SJ US. Debtors of SJ US will pay directly to the account established by LSQ for repayment. 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 $ 551 551 586 On April 8, 2020, SPI Solar Inc., a subsidiary of the Group, was granted a PPP loan in the amount of $ 163 42 205 On May 18, 2021, SJ US was granted a PPP loan from East West Bank in the amount of $ 4,508 May 17, 2026 All PPP loans 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. All PPP loans bear interest at a rate of 1.00 EIDL Loan On May 26, 2020, Phoenix was granted a loan from the U.S. Small Business Association in the aggregate amount of $ 150 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 3.75 EWB Loan On February 24, 2021, SJ US was granted a loan from the East West Bank in the amount of $ 5,000 February 23, 2022 3.25 5,000 Long term bank borrowing As of December 31, 2021, long term bank borrowings primarily represent: 1) a 10-year long term loan borrowed from Santander Bank in the amount of $ 5,918 6,217 February 16, 2027 4,426 3.96 1,492 2.84 . 1,940 May 19, 2027 The interest expense of bank loans were $ 1,214 491 544 9.02 5.30 7.97 |
Convertible Bonds
Convertible Bonds | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Bonds | |
Convertible Bonds | 15. Convertible Bonds Schedule of Convertible Bonds December 31, 2021 December 31, 2020 Brilliant King Group Limited (1) $ 12,000 $ 12,000 Poseidon Sports Limited (1) 3,000 3,000 Magical Glaze Limited (2) – 13,400 Vision Edge Limited (1) 20,000 20,000 Streeterville Capital, LLC (3) 13,603 1,973 Total convertible bonds, current $ 48,603 $ 50,373 (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. (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. 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. The Group made $ 6,600 13,400 (3) 2020 and 2021 Convertible Promissory Note with Streeterville Capital, LLC On November 3, 2020, the Group entered into a convertible promissory note purchase agreement with Streeterville Capital, LLC (the “2020 Note”), with an initial principal amount of $ 2,110 16,840 10 Streeterville Capital, LLC 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 for 2020 Note and $700 for 2021 Note, the Group have the option to pay such redemptions in cash or the Group’s ordinary shares at the redemption conversion price, or by a combination thereof. The redemption conversion price for the 2020 Note 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 redemption feature embedded within the 2020 Note meets the definition of a derivative and the Group estimates a fair value of the derivative liability using the Binomial Model at the date of issuance. The Group recorded a total of $ 164 54 10 100 136 28 The Group recorded a total of $ 840 40 800 403 As of December 31, 2021 and 2020, the carrying amounts of the Group’s convertible bonds are $ 48,603 50,373 438 137 |
Amount Due to an Affiliate
Amount Due to an Affiliate | 12 Months Ended |
Dec. 31, 2021 | |
Amount Due To Affiliate | |
Amount Due to an Affiliate | 16. Amount Due to an Affiliate Schedule of amounts due to an affiliate December 31, December 31, 2021 2020 Amount due to an affiliate, current Payment made by Sinsin on behalf of the Group $ 10,603 $ 9,563 Borrowing from Sinsin, current (1) – 193 Amount due to an affiliate, noncurrent Borrowing from Sinsin, noncurrent (1) – 832 Total amount due to an affiliate $ 10,603 $ 10,588 ____________________________ (1) On February 20, 2019 and October 14, 2019, the Group borrowed $729 (EUR 650) and $1,308 (EUR 1,165) from Sinsin, with interest rates of 5% and 4.5% per annum, which will mature on December 31, 2024 and 2027, respectively. As of December 31, 2021, both of the loans have been repaid. |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Ordinary Shares | 17. Ordinary Shares During the years ended December 31, 2021 and 2020, the Group issued 184,000 nil 25,000 109,500 The Group entered into a Secured Convertible Promissory Note with Iliad Research and Trading, L.P.(“ILIAD”) on May 28, 2019 with an initial principal amount of $1,335, 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 ordinary shares 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. During the year ended December 31, 2020, ILIAD converted $ 300 216,344 On October 2, 2020, the Group entered into a securities purchase agreement with certain investors to sell 2,964,000 5.4 14,552 On December 7, 2020, the Group entered into a securities purchase agreement with certain investors to sell 3,495,000 32,258 10.02 On November 12, 2020, the Group completed the acquisition of Phoenix and issued 934,720 On February 8, 2021, the Group issued 1,365,375 13,591 10.79 During the year ended December 31, 2021, Streeterville Capital LLC converted $ 1,925 444,917 2,450 630,252 On August 30, 2018 when the Group disposed business in China, the Group granted Lighting Charm Limited options to purchase up to 1,000,000 3.82 285,500 On November 12, 2020, the Group completed the acquisition of 100% equity interest of Phoenix (Note 5) , 114,770 71,327 On March 6, 2021, the Company issued 5,000 |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2021 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | 18. Noncontrolling Interests In May 2020, the Group’s subsidiary, SJ Australia, issued its shares in accordance with its shareholders’ existing share proportion on pro rata basis, which the Group and the non-controlling shareholders of SJ Australia subscribed the shares and made capital investment of $996 and $249, respectively. The Group and the non-controlling shareholders own 80% and 20% equity interest of SJ Australia 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 On July 25, 2019, the Group purchased the 20 30 75 2,278 |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | 19. Share-based Compensation During the years ended December 31, 2021, 2020 and 2019, the share-based compensation expense were $ 5,789 315 821 Summary of consolidated stock-based compensation expense, by type of awards For the Years Ended December 31, December 31, December 31, 2021 2020 2019 Employee stock options $ 4,593 $ 315 $ 305 Restricted share grants 1,196 – 516 Total share-based compensation expense $ 5,789 $ 315 $ 821 The following table summarizes the consolidated share-based compensation by line items: Summary of consolidated stock-based compensation by line items For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 General and administrative $ 5,771 $ 296 $ 768 Sales, marketing and customer service 18 19 53 Total share-based compensation expense, net of nil income taxes $ 5,789 $ 315 $ 821 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: (a) 2015 Equity Incentive Plan 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 For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 Expected term 6.25 6.25 6.25 Risk-free interest rate 0.11 0.16 0.07 0.09 1.55 2.51 Expected volatility 713 719 537 762 575 605 Expected dividend yield 0 0 0 (b) 2021 Omnibus Equity Incentive Plan For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 Expected term 1-3 years – – Risk-free interest rate 1.52 – – Expected volatility 64.4 69.0 – – Expected dividend yield 0 – – (c) 2021 SolarJuice Equity Incentive Plan For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 Expected term 3 years – – Risk-free interest rate 1.52 – – Expected volatility 45.3 – – Expected dividend yield 0 – – Equity Incentive Plan (a) 2015 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. In the year ended December 31, 2021, the Group granted 969,000 6.93 During the years ended December 31, 2021, 2020 and 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 were 184,000 nil 107,000 Total intrinsic value of options exercised for the years ended December 31, 2021 and 2020 under the 2015 Plan were $ 1 520 The following table summarizes the Group’s stock option activities: Summary of stock option activities Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of January 1, 2019 260,200 212 8.59 $ – Granted 65,000 3 Exercised – – Forfeited/expired (70,000 ) 4 Outstanding as of December 31, 2019 255,200 19 6.70 $ – Granted 300,000 9 Exercised (109,500 ) 4 Forfeited/expired (56,800 ) 27 Outstanding as of December 31, 2020 388,900 11 7.52 $ 486 Granted 969,000 7 Exercised (25,000 ) 4 Forfeited/expired (117,000 ) 10 Outstanding as of December 31, 2021 1,215,900 8 9.04 $ 82 Exercisable as of December 31, 2021 113,900 16 7.45 $ 27 Non-vested as of December 31, 2021 1,102,000 7 9.21 $ 55 The following table presents the exercise price and remaining life information for options exercisable at December 31, 2021: 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 3.17 $ 172.00 – $ 40 117 12,600 4.41 $ 62.04 – $ 3 39 87,800 7.88 $ 9.23 1 $ 1 2 12,500 7.85 $ 1.61 26 113,900 27 The following table presents a summary of the restricted stock awards: Summary of restricted stock awards Number of Shares Weighted Average Grant-Date Fair Value Outstanding at January 1, 2019 1,250 $ 185 Granted 107,000 $ 3 Vested (108,250 ) $ 5 Restricted stock units at December 31, 2019 – – Granted – – Vested – – Restricted stock units at December 31, 2020 – – Granted 184,000 $ 6.34 Vested (184,000 ) $ 6.34 Restricted stock units at December 31, 2021 – – (b) 2021 Equity Incentive Plan of Phoenix On January 24, 2021, Phoenix has adopted the 2021 Equity Incentive Plan (the “2021 Plan”) which permits the Phoenix to grant stock options to directors, officers or employees of Phoenix or others to purchase shares of common stock of Phoenix through awards of incentive and nonqualified stock options (“Option”). The total number of shares may be issued under the 2021 Plan is 9% of the number of issued and outstanding common stocks of Phoenix. During the year ended December 31, 2021, 2,040,500 1.72 s $ 0.44 The following table summarizes the Phoenix’s stock option activities: Schedule of Phoenix’s stock option activities Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of December 31, 2020 – – – $ – Granted 2,040,500 $ 1.72 Exercised – Forfeited/expired (354,000) $ 1.72 Outstanding as of December 31, 2021 1,686,500 $ 1.72 9.45 $ 3,204 Exercisable as of December 31, 2021 – Non-vested as of December 31, 2021 1,686,500 $ 1.72 9.45 $ 3,204 (c) 2021 SolarJuice Equity Incentive Plan On May 17, 2021, options to purchase 6,117,160 0.48 $ 0.43 The following table summarizes the SJ Group’s stock option activities: Schedule of SJ group stock option activities Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of December 31, 2020 – – – $ – Granted 6,117,160 $ 0.48 Exercised – Forfeited/expired (1,652,860) $ 0.48 Outstanding as of December 31, 2021 4,464,300 $ 0.48 9.44 $ 1,607 Vested and exercisable as of December 31, 2021 – Non-vested as of December 31, 2021 4,464,300 $ 0.48 9.44 $ 1,607 Other Stock-based Compensation On January 24, 2021, an option to purchase 1,050,000 1.29 at $0.04 On February 28, 2021, options to purchase 6,000,000 0.48 Xiaofeng Denton Peng, the chairman of the board of directors of the Group. The option fair value as of the grant day is $ 0.43 There were no changes to the contractual life of any fully vested options during the years ended December 31, 2021, 2020 and 2019. As of December 31, 2021, there were $ 4,221 3.3 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
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: Schedule of loss before provision for income taxes by geographic locations 2021 2020 2019 United States $ (45,860 ) $ (7,525 ) $ (4,926 ) Foreign Countries 2,480 1,718 (10,130 ) $ (43,380 ) $ (5,807 ) $ (15,056 ) The provision for income taxes consists of the following for the years ended December 31: Schedule of provision for income taxes 2021 2020 2019 Current tax: Federal tax $ – $ – $ – State tax 4 12 7 Foreign countries 1,672 827 275 Total current tax 1,676 839 282 Deferred tax: Federal tax $ – (22 ) (9 ) State tax – – (4 ) Foreign countries (222 ) (359 ) (177 ) Total deferred tax (222 ) (381 ) (190 ) Total provision for income taxes $ 1,454 $ 458 $ 92 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: Schedule pre-tax (loss) income before provision for income taxes 2021 2020 2019 Provision for income taxes at U.S. Federal statutory rate $ (9,110 ) $ (1,219 ) $ (3,161 ) State taxes, net of federal benefit (10 ) (411 ) (944 ) Foreign taxes at different rate 869 458 314 Non-deductible expenses 12 211 (936 ) Tax law changes – – – Valuation allowance 9,645 2,150 6,463 Other (82 ) (743 ) (209 ) Disposition of subsidiaries – – – Share Based Compensation 130 12 12 Gain on debt modification – – – Reversal of tax penalty – – (1,447 ) Total provision for income taxes $ 1,454 $ 458 $ 92 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: Schedule of deferred tax assets and liabilities 2021 2020 Deferred tax assets: Net operating loss carry forwards $ 86,624 $ 78,319 Temporary differences due to accrued warranty costs 103 138 Investment in subsidiaries 4,459 4,459 Credits 16 16 Allowance for bad debts 2,076 1,545 Fair value adjustment arising from subsidiaries acquisition 30 29 Stock compensation 1,861 820 Unrealized loss on derivatives 5,095 5,109 Unrealized investment loss 3,407 4,390 Impairment of property and equipment, and project assets 541 541 Other temporary differences 7,726 6,841 Valuation allowance (111,770 ) (102,125 ) Total deferred tax assets 168 82 Deferred tax liabilities: Fair value adjustment arising from subsidiaries acquisition (2,970 ) (3,966 ) Other – – Total deferred tax liabilities (2,970 ) (3,966 ) Net deferred tax liabilities $ (2,802 ) $ (3,884 ) As of December 31, 2021, the Group had a net operating loss carry forward for federal income tax purposes of approximately $361,269 which will start to expire in the year 2029. The Group had a total state net operating loss carry forward of approximately $128,485, which will start to expire in the year 2022. The Group has foreign net operating loss carry forward of $14,713, some of which begin to expire in 2022. The Group had a federal AMT credit of $ 16 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 $9,645, $ 2,150 6,453 The Group had no 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, 2021 due to the recent enactment. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2021 | |
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, 2021, 2020 and 2019, 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: Schedule of calculation of basic and diluted net loss per share December 31, December 31, December 31, 2021 2020 2019 Numerator: Net loss attributable to shareholders of SPI Energy Co., Ltd. $ (45,491 ) $ (6,515 ) $ (15,258 ) Denominator: Weighted-average number of ordinary shares-basic and diluted 24,192,815 15,907,144 12,733,062 Basic and diluted net loss per share $ (1.9 ) $ (0.4 ) $ (1.2 ) For the years ended December 31, 2021, 2020 and 2019, the following securities were excluded from the computation of diluted net loss per share as inclusion would have been anti-dilutive. Schedule securities excluded from the computation of diluted net loss per share For years ended December 31, 2021 2020 2019 Share options and non-vested restricted stock 53,300 14,158 255,200 Convertible bonds (Note 15) 702,000 392,992 598,580 Committed shares (Note 5) – 213,073 – Total 755,300 620,223 853,780 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
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 $ 1,772 876 1,080 Maturities of operating lease liabilities as of December 31, 2021 were as follow: Maturities of operating lease liabilities Maturity of Lease Liabilities Operating Leases 2022 $ 2,305 2023 2,173 2024 2,208 2025 2,162 2026 2,278 Thereafter 10,502 Total lease payments 21,628 Less: interest (7,755 ) Present value of lease payments $ 13,873 Operating lease liabilities, current $ 1,351 Operating lease liabilities, noncurrent $ 12,522 Supplemental information related to operating leases was as follows: Supplemental information related to operating leases For the years ended December 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities $ 1,772 $ 667 New operating lease assets obtained in exchange for operating lease liabilities $ 8,502 $ 5,280 As of December 31, 2021 and 2020, the operating leases had a weighted average remaining lease term of 12.3 20.8 6.16 6.16 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 23. Commitments and Contingencies (a) Capital Commitments As of December 31, 2021 and 2020, the Group had capital commitments of approximately $ 1,992 1,063 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 filed an application for appeals in the court of Malta but was turned down by the court in November 2021. The Group furtherly filed an application of retrial and suspension of the enforcement of the awards. The application of retrial was rejected by the court on March 30, 2022. No further appeal or right of retrial exists in Malta, and the management is preparing for any other available options to suspend the enforcement of the arbitration decision. 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. |
Concentration Risk
Concentration Risk | 12 Months Ended |
Dec. 31, 2021 | |
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 no customer of which the revenue accounted for 10% or more of total net revenue for the year ended December 31, 2021 and 2019. There was one customer of which the revenue accounted for 12 As of December 31, 2021, there was one customer of which the accounts receivable accounted for 21 32 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 25. Related Party Transactions The amount due from related parties were $ 230 194 During years ended December 31, 2020 and 2019, SPI China paid operation expenses of $ 378 653 |
Segment information
Segment information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Information | |
Segment information | 26. Segment information For the year ended December 31, 2021, there are three operating segments: (1) EV business, (2) renewable energy solutions business and (3) solar projects development business. The Group’s CODM assess the performance of each segments based on revenue, cost of sales and total assets. Other than the information provided below, the CODM does not use any other measures by segments. The Group have reflected this change in all historical periods presented. Summarized information by segments for the years ended December 31, 2021, 2020 and 2019 is as follows: Schedule of Segment information For the year ended December 31, 2021 Renewable energy solutions Solar projects development Electric vehicles Others Total USD USD USD USD USD Revenues from external customers $ 152,166 $ 5,481 $ 2,977 $ 1,369 $ 161,993 Cost of sales 142,441 2,133 3,540 3,259 151,373 Gross profit (loss) $ 9,725 $ 3,348 $ (563 ) $ (1,890 ) $ 10,620 For the year ended December 31, 2020 Renewable energy solutions Solar projects development Electric vehicles Others Total USD USD USD USD USD Revenues from external customers $ 112,442 $ 24,423 $ 377 $ 1,386 $ 138,628 Cost of sales 104,022 19,314 479 (2,042 ) 121,773 Gross profit (loss) $ 8,420 $ 5,109 $ (102 ) $ 3,428 $ 16,855 For the year ended December 31, 2019 Renewable energy solutions Solar projects development Electric vehicles Others Total USD USD USD USD USD Revenues from external customers $ 80,941 $ 10,096 $ – $ 6,846 $ 97,883 Cost of sales 75,439 9,307 – 5,947 90,693 Gross profit (loss) $ 5,502 $ 789 $ – $ 899 $ 7,190 Schedule of Segment assets As of December 31, 2021 2020 USD USD Segment assets Renewable energy solutions $ 52,946 $ 43,567 Solar projects development 144,852 63,092 Electric vehicles 17,738 29,367 Others 12,544 81,007 Total segment assets $ 228,080 $ 217,033 Total long-lived assets excluding financial instruments, intangible assets, long-term investment and goodwill by country were as follows: Schedule of intangible assets, long-term investment and goodwill As of December 31, 2021 2020 USD USD Australia $ 577 $ 916 United States 37,021 26,929 Japan 1,414 1,556 Italy 1,749 2,042 United Kingdom 9,477 10,251 Greece 15,404 17,433 Total long-lived assets $ 65,642 $ 59,127 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 27. Subsequent Events Purchase commitment made for new business of assembly factory On February 16, 2022, the Group entered into an agreement with Yingkou Jinchen Machinery Co., Ltd. (“the Seller”), where by, the Group purchased two sets of solar automation line from the Seller with total consideration of $6,940. Extension of bank loan On February 7, 2022, the Group entered into a supplementary agreement with East West Bank (“the Lender”), where by, the loan of $5,000 borrowed on February 23, 2021(Note 14) was extended from February 23, 2022 to February 23, 2023. 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. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
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 credit losses, 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: 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. |
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 |
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, 2021, the Group had restricted bank deposits of $ 8,080 6,140 1,940 As of December 31, 2020, the Group had restricted bank deposits of $ 900 |
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, revenue from roofing and solar energy systems installation, electricity revenue with PPA, and sales and leasing of EVs. The Group maintains allowances for credit losses for estimated losses resulting from the inability of its customers to make required payments. Accounts receivable is considered past due based on its contractual terms. In establishing the allowance, management considers historical losses, the financial condition, the accounts receivables aging, the payment patterns and the forecasted information in pooling basis upon the use of the Current Expected Credit Loss Model (“CECL Model”) in accordance with ASC topic 326, Financial Instruments - Credit Losses. Accounts receivable that are deemed to be uncollectible are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. There is a time lag between when the Company estimates a portion of or the entire account balances to be uncollectible and when a write off of the account balances is taken. The Company takes a write off of the account balances when the Company can demonstrate all means of collection on the outstanding balances have been exhausted. 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 | (k) Inventories Inventories are stated at the lower of cost or net realizable 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, for estimated excess, obsolescence, or impaired balances if any. |
Project Assets | (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 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 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 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 and Equipment, net | (m) Property and Equipment, net The Group accounts for its property and equipment at cost, less accumulated depreciation and any impairment. 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: Schedule of estimated useful lives of property, plant and equipment Furniture, fixtures and equipment 5 or 7 years Automobile 3, 5 or 7 years Computer equipment, bitcoin server 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, net | (n) Intangible Assets other than Goodwill, net 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 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 statement of operations would be recognized. |
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Goodwill | (p) 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 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 quantitative impairment test, the Group 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. If the carrying amount of a reporting unit exceeds its fair value, the Group recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. 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. The judgment in estimating the fair value of reporting units includes estimating future cash flows, determining appropriate discount rates and making other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit. |
Income Taxes | (q) 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, 2021, 2020 and 2019. |
Revenue Recognition | (r) Revenue Recognition The Group adopted Accounting Standards Codification (“ASC”) No. 606, “Revenue from Contracts with Customers” (“ASC 606” or “Topic 606”). The Group’s accounting practices under ASC Topic 606 are as followings: The Group generates revenue from sales of PV components, roofing and solar energy systems installation, electricity revenue with Power Purchase Agreements (“PPAs”), sales of PV project assets, sales of pre-development solar projects, sales and leasing of EVs and others for the years ended December 31, 2021, 2020 and 2019. 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. Revenue from roofing and solar energy systems installation Revenue from roofing and solar energy system installation is recognized over time . For revenue from solar energy system installation, the Company’s principal performance obligation is to design and install a customize solar energy system, sometimes, reinstall the customer’s existing solar energy system that is interconnected to the local power grid and for which permission to operate has been granted by a utility company to the customer. For roofing the Company’s principal performance obligation is to design and build roof system per customer selection. All costs to obtain and fulfill contracts associated with system sales and other product sales are expensed to cost of revenue when the corresponding revenue is recognized. The Company recognizes revenue using a cost-based input method that recognizes revenue and gross profit as work is performed based on the relationship between actual costs incurred compared to the total estimated cost of the contract. In applying cost-based input method, the Company uses the actual costs incurred to the total estimated cost, to determine the Company’s progress towards contract completion and to calculate the corresponding amount of revenue and gross profit to recognize. 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 sales and leasing of EV The Group recognizes revenue from sales of EV 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. The Group determined that the government grants related to sales of EV should be considered as part of the transaction price because it is granted to the EV buyer and the buyer remains liable for such amount in the event the grants were not received by the Group or returned due to the buyer violates the government grant terms and conditions. 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 840 Leases, and revenues are recognized on a straight-line basis over the contractual term. Other revenue Other revenue mainly consist of revenue generated from bitcoin mining and related equipment sales and hosting service, sales of component and charging stations, sale of Alfalfa hay, engineering and maintenance service, shipping and delivery service and other. Revenue on bitcoin mining and related equipment sales, alfalfa hays and component and charging stations were recognized at a point in time following the transfer of control of such products to the customer, which typically occurs upon acceptance of the products made by the customer, 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. Revenue for hosting service, engineering and maintenance service and shipping and delivery service are recognized on a straight-line basis over the contractual term.is recognized over time as services are performed and based on the output method related to the time incurred during the service period. There was no revenue generated from bitcoin mining and related equipment sales and hosting service, or alfalfa hays sales during the years ended December 31, 2020 and 2021. Disaggregation of revenues The following table illustrates the disaggregation of revenue by revenue stream and by timing of revenue recognition for the years ended December 31, 2021, 2020 and 2019: Schedule of disaggregation of revenues By revenue stream For the year ended December 31, 2021 Sales of PV components Revenue from roofing and solar systems installation Electricity revenue with PPAs Sales of pre-development solar projects Sales and leasing of EV Others Total Australia $ 123,138 $ – $ – $ – $ – $ 1,110 $ 124,248 Japan – – – – – 65 65 Italy – – 690 – – – 690 United States – 29,028 – 894 2,336 835 33,093 United Kingdom – – 1,211 – – – 1,211 Greece – – 2,686 – – – 2,686 Total $ 123,138 $ 29,028 4,587 $ 894 $ 2,336 $ 2,010 $ 161,993 By revenue stream For the year ended December 31, 2020 Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Sales and leasing of EV Others Total Australia $ 112,442 $ – $ – $ – $ – $ 1,062 $ 113,504 Japan – – 3,788 – – – 3,788 Italy – 615 – – – 41 656 United States – – 16,113 101 377 271 16,862 United Kingdom – 1,023 – – – – 1,023 Greece – 2,783 – – – 12 2,795 Total $ 112,442 $ 4,421 $ 19,901 $ 101 $ 377 $ 1,386 $ 138,628 By revenue stream For the year ended December 31, 2019 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 Contract balance The following table provides information about contract assets and contract liabilities from contracts with customers: Schedule of accounts receivables and contract liabilities December 31, 2021 December 31, 2020 Accounts receivable $ 22,599 $ 17,061 Contract assets $ 1,621 $ – Advance from customers $ 4,924 $ 1,377 The contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date, primarily for the revenue from roofing and solar energy systems installation in the United States. The contract assets are transferred to receivables when the rights become unconditional after billing is issued. Advance from customers, which representing a contract liability, represents mostly unrecognized revenue amount received from customers. Advance from customers is recognized as (or when) the Group performs under the contract. During the years ended December 31, 2021, 2020 and 2019, the Group recognized $ 1,377 17,161 8,159 |
Warranties | (s) Warranties Workmanship Warranty for roofing and solar energy systems installation For the revenue from roofing and solar energy systems installation in the United States, the Group provides a workmanship warranty for 10 years to cover the quality of the Group’s service. The warranty is designed to cover service defects and damages to customer properties caused by the Group’s installation of the solar energy systems or roofing service. The 10-year warranty is consistent with the term provided by competitors and is provided by the Group to remain market competitive. The Group determined that its 10-year workmanship warranty constitutes an assurance-type warranty and should continue to be accounted for under ASC 460 - Guarantees, instead of a service-type warranty which should be accounted for under Topic 606. Based on historical experience and projections of warranty claims, and estimated replacement costs, the Group currently provides a reserve for the workmanship warranty based on 1% of sales of roofing and solar energy system installation, to be periodically adjusted based on historical actual workmanship warranty expenses. The Group’s product warranty liability was $ 268 Product Warranty for products used in roofing and solar energy systems installation The Group purchases products like panels and batteries from third-party manufacturers, sometimes with its “Solar4America” label and delivers the products together with its installation service. The Group receives product warranty from the manufactures and transfers the product warranty to the clients in the builder or home improvement contracts. The product manufacturers will service their warranties by repairing or replacing the products. The workmanship warranty does not include the product warranties (panels and inverters) which are covered directly by the manufacturers. Product Warranty for vehicles or components The Group provides warranties on all vehicles or components sold in addition to pass through warranties from third party component suppliers. The Group accrues a warranty reserve for the products sold by the Group, which includes the Group’s best estimate of the projected costs to repair or replace items under warranties. These estimates are based on actual claims incurred to date and an estimate of the nature, frequency and costs of future claims. These estimates are inherently uncertain given the Group’s relatively short history of sales, and changes to the Group’s historical or projected warranty experience may cause material changes to the warranty reserve in the future. The Group considers the warranty provided is not providing incremental service to customers rather an assurance to the quality of the vehicle, and therefore is not a separate performance obligation and should be accounted for in accordance with ASC 460 - Guarantees. Warranty expense is recorded as a component of cost of sales in the consolidated statements of operations. The balance of warranty reserves was $ 360 529 |
Cost of Revenues | (t) Cost of Revenues Cost of sale of PV components is mainly from direct purchase price of PV components. Cost of revenue from roofing and solar energy systems installation include all direct material, labor and indirect costs related to contract performance, such as indirect labor, utility and truck rental. Costs of electricity revenue with PPAs include depreciation of solar power project assets and costs associated with operation and maintenance of the project assets. Cost of sale of 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 bitcoin mining include depreciation of bitcoin miners and hosting service fee. Cost of other revenue contains: 1) Cost of sales of EV includes direct parts, material and labor costs, manufacturing overheads, and shipping and logistics costs; 2) Cost of leasing of EV includes the depreciation of operating lease vehicles over the lease term and other leasing related charges including vehicle insurance and upfront leasing costs; 3) Cost of bitcoin mining equipment sales and hosting service include direct purchase of mining equipment, electricity fee and other indirect expense; 4) Cost of sale of Alfalfa hay 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. There was no |
Segment Reporting | (x) 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 and 2019. With the expansion and development of the Group’s businesses, it divided its operations into three operating segments including EV business, renewable energy solutions business and solar projects development business and its remaining businesses are combined and disclosed as “Others”, starting from the year ended December 31, 2021, to better align with the Group’s strategic development plan. The Group’s EV business generates revenue from sales and leasing of EV, renewable energy solutions business generated revenue from sale of PV components and providing roofing and solar energy systems installation service, and solar projects development business generated revenue from developing and selling or owning and operating solar projects which sell electricity to the grid in multiple countries. The Group’s CODM evaluates segment performance based on the measures of revenues, costs of sales and gross profit (loss). The Group has reflected this change in all historical periods presented. See Note 26 for financial information by segment. |
Net Loss Per Share | (y) 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. |
Accumulated Other Comprehensive Income (Loss) | (z) Accumulated Other Comprehensive Income (Loss) The components of other comprehensive income or loss consist solely of foreign currency translation adjustments. |
Commitments and Contingencies | (aa) 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 | (ab) Leases The Group adopted Leases (ASC Topic 842), using the modified retrospective transition method effective January 1, 2019. The Group categorizes leases with contractual terms longer than twelve months as either operating or finance lease. The Group has no finance leases for any of the periods presented. Right-of-use (“ROU”) assets represent the Group’s rights to use underlying assets for the lease term and lease liabilities represent the Group’s obligation to make lease payments arising from the lease. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date and ROU assets are recognized at amount of lease liabilities and any prepaid lease payments. 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 ROU assets and liabilities. Lease expense for lease payments is recognized on a straight-line basis over the lease term. 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. |
Sale of Ordinary Shares and Warrant | (ac) 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 | (ad) Recent Accounting Pronouncements Recently Adopted Accounting Standards 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 adoption of ASU No. 2019-12 did not have a material impact on the Group’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles (Topic 350): Goodwill and Other. This ASU simplifies the accounting for goodwill impairment and removes Step 2 of the goodwill impairment test. Goodwill impairment will be the amount by which a reporting unit’s carrying value exceeds its fair value limited to the total amount of goodwill allocated to that reporting unit. Entities will continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. The ASU is effective for interim and annual periods beginning after December 15, 2021, with early adoption permitted. The Group adopted this ASU from January 1, 2021, and the adoption did not have a material impact on its consolidated financial statements and related disclosures. 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 adoption did not have a material impact on its consolidated financial statements. Accounting Pronouncements Issued But Not Yet Adopted In November 2021, The FASB issued ASU No. 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance. This guidance requires business entities to make annual disclosures about transactions with a government (including government assistance) they account for by analogizing to a grant or contribution accounting model (e.g., IAS 20, Accounting for Government Grants and Disclosure of Government Assistance). The required disclosures include the nature of the transaction, the entity’s related accounting policy, the financial statement line items affected and the amounts reflected in the current period financial statements, as well as any significant terms and conditions. An entity that omits any of this information because it is legally prohibited from being disclosed needs to include a statement to that effect. The guidance is effective for financial statements issued for annual periods beginning after December, 15 2021, and early adoption is permitted. The Group concludes that there is no material impact on its consolidated financial statements. 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. |
Description of Business and O_2
Description of Business and Organization (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of major subsidiaries | Schedule of major subsidiaries Major Subsidiaries Abbreviation Location SolarJuice Co., Ltd SJ Cayman Cayman Solar Juice Pty Ltd. SJ Australia Australia Solarjuice American Inc. SJ US United States Italsolar S.r.l. SPI Italy Italy 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 Phoenix Motor Inc. Phoenix United States Phoenix Motorcars Leasing LLC PML United States |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives of property, plant and equipment | Schedule of estimated useful lives of property, plant and equipment Furniture, fixtures and equipment 5 or 7 years Automobile 3, 5 or 7 years Computer equipment, bitcoin server 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 | Schedule of disaggregation of revenues By revenue stream For the year ended December 31, 2021 Sales of PV components Revenue from roofing and solar systems installation Electricity revenue with PPAs Sales of pre-development solar projects Sales and leasing of EV Others Total Australia $ 123,138 $ – $ – $ – $ – $ 1,110 $ 124,248 Japan – – – – – 65 65 Italy – – 690 – – – 690 United States – 29,028 – 894 2,336 835 33,093 United Kingdom – – 1,211 – – – 1,211 Greece – – 2,686 – – – 2,686 Total $ 123,138 $ 29,028 4,587 $ 894 $ 2,336 $ 2,010 $ 161,993 By revenue stream For the year ended December 31, 2020 Sales of PV components Electricity revenue with PPAs Sales of PV project asset Sales of pre-development solar projects Sales and leasing of EV Others Total Australia $ 112,442 $ – $ – $ – $ – $ 1,062 $ 113,504 Japan – – 3,788 – – – 3,788 Italy – 615 – – – 41 656 United States – – 16,113 101 377 271 16,862 United Kingdom – 1,023 – – – – 1,023 Greece – 2,783 – – – 12 2,795 Total $ 112,442 $ 4,421 $ 19,901 $ 101 $ 377 $ 1,386 $ 138,628 By revenue stream For the year ended December 31, 2019 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 |
Schedule of accounts receivables and contract liabilities | Schedule of accounts receivables and contract liabilities December 31, 2021 December 31, 2020 Accounts receivable $ 22,599 $ 17,061 Contract assets $ 1,621 $ – Advance from customers $ 4,924 $ 1,377 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of allocation purchase price | Schedule of allocation purchase price Identifiable assets acquired and liabilities assumed Cash $ 228 Account and other receivables 1,092 Inventories 1,565 Property and equipment 2,864 Identifiable intangible assets 3,043 Prepaid expenses and other assets, current and non-current 537 Accounts payables (1,449 ) Accrued and other liabilities (2,908 ) Other long-term liabilities (210 ) Identifiable assets acquired and liabilities assumed (a) 4,762 Consideration (b) 9,033 Goodwill (b-a) * $ 4,271 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Schedule of accounts receivable | Schedule of accounts receivable December 31, December 31, 2021 2020 Accounts receivable $ 25,419 $ 17,306 Less: Allowance for credit losses (2,820 ) (245 ) Accounts receivable, net $ 22,599 $ 17,061 |
Allowance for doubtful accounts roll forward | Allowance for doubtful accounts roll forward 2021 2020 2019 Balance as of January 1 $ 245 $ 462 $ 633 Addition 2,760 187 101 Reversal (25 ) (12 ) (225 ) Written off (150 ) (396 ) (45 ) Foreign currency translation difference (10 ) 4 (2 ) Balance as of December 31 $ 2,820 $ 245 $ 462 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Schedule of inventories December 31, December 31, 2021 2020 Finished goods $ 17,108 $ 13,921 Goods in transit 2,846 1,045 Work in process 582 1,327 Raw materials 2,706 967 Total inventories $ 23,242 $ 17,260 |
Project Assets (Tables)
Project Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Project Assets | |
Summary of project assets | Summary of project assets December 31, December 31, 2021 2020 Project assets completed for sale $ 10,353 $ 1,554 Project assets under development 14,562 18,186 Total project assets $ 24,915 $ 19,740 Current * $ 8,946 $ – Noncurrent $ 15,969 $ 19,740 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of prepaid expenses and other current assets | Summary of prepaid expenses and other current assets December 31, 2021 December 31, 2020 Value-added tax recoverable, current $ – $ 268 Deposit and prepayment for acquisitions, net of provision of $ 9,916 11,069 52 56 Other deposit and prepayment, net of provision of $ 648 841 7,674 2,891 Other receivable, net of provision of $ 2,306 2,466 1,858 1,803 Total prepaid expenses and other current assets, net $ 9,584 $ 5,018 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Schedule of intangible assets Useful Life Accumulated Impairment (in months) Gross Amortization Charge Net As of December 31, 2021 Patent 57 $ 2,700 $ (2,700 ) $ – $ – Customer Relationship 120 7,642 (5,193 ) (1,519 ) 930 Tradename 60 1,400 (327 ) – 1,073 Technology 60 1,574 (367 ) – 1,207 Other 60 84 369 (146 ) – 223 $ 13,685 $ (8,733 ) $ (1,519 ) $ 3,433 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 |
Schedule of future amortization expense | Schedule of future amortization expense Year ending December 31, USD 2022 $ 935 2023 935 2024 935 2025 628 2026 and thereafter – $ 3,433 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment, net | Schedule of property, plant and equipment, net December 31, December 31, 2021 2020 Photovoltaic solar systems $ 34,487 $ 33,174 Computer equipment, bitcoin server 4,147 4,155 Furniture, fixtures and equipment 2,587 2,220 Automobile 4,722 6,040 Leasehold improvements 332 599 Plant Equipment 3,138 – 49,413 46,188 Less: accumulated depreciation (11,335 ) (11,058 ) 38,078 35,130 Less: impairment (2,328 ) (2,328 ) $ 35,750 $ 32,802 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value measurements of derivative liability on a recurring basis | Schedule of fair value measurements of derivative liability on a recurring basis Valuation techniques Unobservable inputs Range of rates 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 |
Fair value measurements of warrants | Fair value measurements of warrants Valuation techniques Unobservable inputs Range of rates Warrants issued with ordinary shares in 2020 Binomial model Expected term 5 years 0.58%-0.77% 82.20%-82.36% 0 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Schedule of accrued liabilities December 31, 2021 December 31, 2020 Other payable $ 4,294 $ 3,787 Tax penalty payable (a) 2,780 2,780 Accrued expense 786 120 Other tax payables 1,086 972 Other accrual and payables 1,148 831 Total accrued liabilities $ 10,094 $ 8,490 |
Short-term Borrowings and Lon_2
Short-term Borrowings and Long-term Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of short and long-term borrowings | Schedule of short and long-term borrowings December 31, 2021 December 31, 2020 Debtor finance $ 3,677 $ 2,789 Other short-term borrowings 5,111 204 Current portion of long-term borrowings 332 273 Total short-term borrowings and current portion of long-term borrowings 9,120 3,266 Long term bank borrowings 12,366 6,573 Other long-term borrowings 766 55 Total long-term borrowings 13,132 6,628 Less: current portion of long-term borrowings (332 ) (273 ) Total long-term borrowings, excluding current portion 12,800 6,355 Total borrowings $ 21,920 $ 9,621 |
Schedule of maturities of the long-term borrowings | Schedule of maturities of the long-term borrowings USD 2022 $ 332 2023 411 2024 470 2025 517 2026 5,656 Thereafter 5,746 $ 13,132 |
Convertible Bonds (Tables)
Convertible Bonds (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Bonds | |
Schedule of Convertible Bonds | Schedule of Convertible Bonds December 31, 2021 December 31, 2020 Brilliant King Group Limited (1) $ 12,000 $ 12,000 Poseidon Sports Limited (1) 3,000 3,000 Magical Glaze Limited (2) – 13,400 Vision Edge Limited (1) 20,000 20,000 Streeterville Capital, LLC (3) 13,603 1,973 Total convertible bonds, current $ 48,603 $ 50,373 |
Amount Due to an Affiliate (Tab
Amount Due to an Affiliate (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Amount Due To Affiliate | |
Schedule of amounts due to an affiliate | Schedule of amounts due to an affiliate December 31, December 31, 2021 2020 Amount due to an affiliate, current Payment made by Sinsin on behalf of the Group $ 10,603 $ 9,563 Borrowing from Sinsin, current (1) – 193 Amount due to an affiliate, noncurrent Borrowing from Sinsin, noncurrent (1) – 832 Total amount due to an affiliate $ 10,603 $ 10,588 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of consolidated stock-based compensation expense, by type of awards | Summary of consolidated stock-based compensation expense, by type of awards For the Years Ended December 31, December 31, December 31, 2021 2020 2019 Employee stock options $ 4,593 $ 315 $ 305 Restricted share grants 1,196 – 516 Total share-based compensation expense $ 5,789 $ 315 $ 821 |
Summary of consolidated stock-based compensation by line items | Summary of consolidated stock-based compensation by line items For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 General and administrative $ 5,771 $ 296 $ 768 Sales, marketing and customer service 18 19 53 Total share-based compensation expense, net of nil income taxes $ 5,789 $ 315 $ 821 |
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 | 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 For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 Expected term 6.25 6.25 6.25 Risk-free interest rate 0.11 0.16 0.07 0.09 1.55 2.51 Expected volatility 713 719 537 762 575 605 Expected dividend yield 0 0 0 (b) 2021 Omnibus Equity Incentive Plan For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 Expected term 1-3 years – – Risk-free interest rate 1.52 – – Expected volatility 64.4 69.0 – – Expected dividend yield 0 – – (c) 2021 SolarJuice Equity Incentive Plan For the Years Ended December 31, 2021 December 31, 2020 December 31, 2019 Expected term 3 years – – Risk-free interest rate 1.52 – – Expected volatility 45.3 – – Expected dividend yield 0 – – |
Summary of stock option activities | Summary of stock option activities Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of January 1, 2019 260,200 212 8.59 $ – Granted 65,000 3 Exercised – – Forfeited/expired (70,000 ) 4 Outstanding as of December 31, 2019 255,200 19 6.70 $ – Granted 300,000 9 Exercised (109,500 ) 4 Forfeited/expired (56,800 ) 27 Outstanding as of December 31, 2020 388,900 11 7.52 $ 486 Granted 969,000 7 Exercised (25,000 ) 4 Forfeited/expired (117,000 ) 10 Outstanding as of December 31, 2021 1,215,900 8 9.04 $ 82 Exercisable as of December 31, 2021 113,900 16 7.45 $ 27 Non-vested as of December 31, 2021 1,102,000 7 9.21 $ 55 |
Summary of exercise price and remaining life information about options exercisable | 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 3.17 $ 172.00 – $ 40 117 12,600 4.41 $ 62.04 – $ 3 39 87,800 7.88 $ 9.23 1 $ 1 2 12,500 7.85 $ 1.61 26 113,900 27 |
Summary of restricted stock awards | Summary of restricted stock awards Number of Shares Weighted Average Grant-Date Fair Value Outstanding at January 1, 2019 1,250 $ 185 Granted 107,000 $ 3 Vested (108,250 ) $ 5 Restricted stock units at December 31, 2019 – – Granted – – Vested – – Restricted stock units at December 31, 2020 – – Granted 184,000 $ 6.34 Vested (184,000 ) $ 6.34 Restricted stock units at December 31, 2021 – – |
Schedule of Phoenix’s stock option activities | Schedule of Phoenix’s stock option activities Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of December 31, 2020 – – – $ – Granted 2,040,500 $ 1.72 Exercised – Forfeited/expired (354,000) $ 1.72 Outstanding as of December 31, 2021 1,686,500 $ 1.72 9.45 $ 3,204 Exercisable as of December 31, 2021 – Non-vested as of December 31, 2021 1,686,500 $ 1.72 9.45 $ 3,204 |
Schedule of SJ group stock option activities | Schedule of SJ group stock option activities Shares Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value ($000) Outstanding as of December 31, 2020 – – – $ – Granted 6,117,160 $ 0.48 Exercised – Forfeited/expired (1,652,860) $ 0.48 Outstanding as of December 31, 2021 4,464,300 $ 0.48 9.44 $ 1,607 Vested and exercisable as of December 31, 2021 – Non-vested as of December 31, 2021 4,464,300 $ 0.48 9.44 $ 1,607 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of loss before provision for income taxes by geographic locations | Schedule of loss before provision for income taxes by geographic locations 2021 2020 2019 United States $ (45,860 ) $ (7,525 ) $ (4,926 ) Foreign Countries 2,480 1,718 (10,130 ) $ (43,380 ) $ (5,807 ) $ (15,056 ) |
Schedule of provision for income taxes | Schedule of provision for income taxes 2021 2020 2019 Current tax: Federal tax $ – $ – $ – State tax 4 12 7 Foreign countries 1,672 827 275 Total current tax 1,676 839 282 Deferred tax: Federal tax $ – (22 ) (9 ) State tax – – (4 ) Foreign countries (222 ) (359 ) (177 ) Total deferred tax (222 ) (381 ) (190 ) Total provision for income taxes $ 1,454 $ 458 $ 92 |
Schedule pre-tax (loss) income before provision for income taxes | Schedule pre-tax (loss) income before provision for income taxes 2021 2020 2019 Provision for income taxes at U.S. Federal statutory rate $ (9,110 ) $ (1,219 ) $ (3,161 ) State taxes, net of federal benefit (10 ) (411 ) (944 ) Foreign taxes at different rate 869 458 314 Non-deductible expenses 12 211 (936 ) Tax law changes – – – Valuation allowance 9,645 2,150 6,463 Other (82 ) (743 ) (209 ) Disposition of subsidiaries – – – Share Based Compensation 130 12 12 Gain on debt modification – – – Reversal of tax penalty – – (1,447 ) Total provision for income taxes $ 1,454 $ 458 $ 92 |
Schedule of deferred tax assets and liabilities | Schedule of deferred tax assets and liabilities 2021 2020 Deferred tax assets: Net operating loss carry forwards $ 86,624 $ 78,319 Temporary differences due to accrued warranty costs 103 138 Investment in subsidiaries 4,459 4,459 Credits 16 16 Allowance for bad debts 2,076 1,545 Fair value adjustment arising from subsidiaries acquisition 30 29 Stock compensation 1,861 820 Unrealized loss on derivatives 5,095 5,109 Unrealized investment loss 3,407 4,390 Impairment of property and equipment, and project assets 541 541 Other temporary differences 7,726 6,841 Valuation allowance (111,770 ) (102,125 ) Total deferred tax assets 168 82 Deferred tax liabilities: Fair value adjustment arising from subsidiaries acquisition (2,970 ) (3,966 ) Other – – Total deferred tax liabilities (2,970 ) (3,966 ) Net deferred tax liabilities $ (2,802 ) $ (3,884 ) |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of calculation of basic and diluted net loss per share | Schedule of calculation of basic and diluted net loss per share December 31, December 31, December 31, 2021 2020 2019 Numerator: Net loss attributable to shareholders of SPI Energy Co., Ltd. $ (45,491 ) $ (6,515 ) $ (15,258 ) Denominator: Weighted-average number of ordinary shares-basic and diluted 24,192,815 15,907,144 12,733,062 Basic and diluted net loss per share $ (1.9 ) $ (0.4 ) $ (1.2 ) |
Schedule securities excluded from the computation of diluted net loss per share | Schedule securities excluded from the computation of diluted net loss per share For years ended December 31, 2021 2020 2019 Share options and non-vested restricted stock 53,300 14,158 255,200 Convertible bonds (Note 15) 702,000 392,992 598,580 Committed shares (Note 5) – 213,073 – Total 755,300 620,223 853,780 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
Maturities of operating lease liabilities | Maturities of operating lease liabilities Maturity of Lease Liabilities Operating Leases 2022 $ 2,305 2023 2,173 2024 2,208 2025 2,162 2026 2,278 Thereafter 10,502 Total lease payments 21,628 Less: interest (7,755 ) Present value of lease payments $ 13,873 Operating lease liabilities, current $ 1,351 Operating lease liabilities, noncurrent $ 12,522 |
Supplemental information related to operating leases | Supplemental information related to operating leases For the years ended December 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities $ 1,772 $ 667 New operating lease assets obtained in exchange for operating lease liabilities $ 8,502 $ 5,280 |
Segment information (Tables)
Segment information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Information | |
Schedule of Segment information | Schedule of Segment information For the year ended December 31, 2021 Renewable energy solutions Solar projects development Electric vehicles Others Total USD USD USD USD USD Revenues from external customers $ 152,166 $ 5,481 $ 2,977 $ 1,369 $ 161,993 Cost of sales 142,441 2,133 3,540 3,259 151,373 Gross profit (loss) $ 9,725 $ 3,348 $ (563 ) $ (1,890 ) $ 10,620 For the year ended December 31, 2020 Renewable energy solutions Solar projects development Electric vehicles Others Total USD USD USD USD USD Revenues from external customers $ 112,442 $ 24,423 $ 377 $ 1,386 $ 138,628 Cost of sales 104,022 19,314 479 (2,042 ) 121,773 Gross profit (loss) $ 8,420 $ 5,109 $ (102 ) $ 3,428 $ 16,855 For the year ended December 31, 2019 Renewable energy solutions Solar projects development Electric vehicles Others Total USD USD USD USD USD Revenues from external customers $ 80,941 $ 10,096 $ – $ 6,846 $ 97,883 Cost of sales 75,439 9,307 – 5,947 90,693 Gross profit (loss) $ 5,502 $ 789 $ – $ 899 $ 7,190 |
Schedule of Segment assets | Schedule of Segment assets As of December 31, 2021 2020 USD USD Segment assets Renewable energy solutions $ 52,946 $ 43,567 Solar projects development 144,852 63,092 Electric vehicles 17,738 29,367 Others 12,544 81,007 Total segment assets $ 228,080 $ 217,033 |
Schedule of intangible assets, long-term investment and goodwill | Schedule of intangible assets, long-term investment and goodwill As of December 31, 2021 2020 USD USD Australia $ 577 $ 916 United States 37,021 26,929 Japan 1,414 1,556 Italy 1,749 2,042 United Kingdom 9,477 10,251 Greece 15,404 17,433 Total long-lived assets $ 65,642 $ 59,127 |
Description of Business and O_3
Description of Business and Organization (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Solar Juice Co Ltd [Member] | |
Abbreviation | SJ Cayman |
Location | Cayman |
Solar Juice Pty Ltd [Member] | |
Abbreviation | SJ Australia |
Location | Australia |
Solarjuice American Inc [Member] | |
Abbreviation | SJ US |
Location | United States |
Italsolar Srl [Member] | |
Abbreviation | SPI Italy |
Location | Italy |
S P I Solar Japan G K [Member] | |
Abbreviation | SPI Japan |
Location | Japan |
Solar Power Inc U K Service Limited [Member] | |
Abbreviation | SPI UK |
Location | United Kingdom |
S P I Solar Inc [Member] | |
Abbreviation | SPI US |
Location | United States |
Heliostixio S A [Member] | |
Abbreviation | Heliostixio |
Location | Greece |
Heliohrisi S.A [Member] | |
Abbreviation | Heliohrisi |
Location | Greece |
Thermi Sun S.A. [Member] | |
Abbreviation | Thermi Sun |
Location | Greece |
Knight Holding Corporation [Member] | |
Abbreviation | Knight |
Location | United States |
Edisonfuture Inc [Member] | |
Abbreviation | Edisonfuture |
Location | United States |
Phoenix Motor Inc [Member] | |
Abbreviation | Phoenix |
Location | United States |
Phoenix Motorcars Leasing L L C [Member] | |
Abbreviation | PML |
Location | United States |
Description of Business and O_4
Description of Business and Organization (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Nov. 12, 2020 | Dec. 31, 2019 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Investment | $ 69,606 | $ 69,606 | ||
Phoenix [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Membership interest | 100.00% | |||
Sinsin [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Investment | 69,606 | |||
Investment payable | 61,219 | 62,114 | ||
Interest Payable | $ 2,702 | 2,605 | $ 2,563 | |
Sinsin Renewable Investment Limited [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Investment | $ 69,606 |
Going concern (Details Narrativ
Going concern (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss from continuing operations | $ 44,834 | ||
Working capital | 89,771 | ||
Net cash used in operating activities | $ 27,484 | $ 5,650 | $ 2,871 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details - PPE useful lives) | 12 Months Ended |
Dec. 31, 2021 | |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 or 7 years |
Automobiles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3, 5 or 7 years |
Bitcoin Mining Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3 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 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details - Disaggregation of revenue by revenue stream) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Product Information [Line Items] | |||
Revenues | $ 161,993 | $ 138,628 | $ 97,883 |
AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 124,248 | 113,504 | 80,518 |
JAPAN | |||
Product Information [Line Items] | |||
Revenues | 65 | 3,788 | 9,563 |
ITALY | |||
Product Information [Line Items] | |||
Revenues | 690 | 656 | 1,365 |
UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 33,093 | 16,862 | 4,320 |
UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 1,211 | 1,023 | 979 |
GREECE | |||
Product Information [Line Items] | |||
Revenues | 2,686 | 2,795 | 1,138 |
PV Components [Member] | |||
Product Information [Line Items] | |||
Revenues | 123,138 | 112,442 | 80,941 |
PV Components [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 123,138 | 112,442 | 79,470 |
PV Components [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 1,471 |
PV Components [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
PV Components [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Roofing Solar System [Member] | |||
Product Information [Line Items] | |||
Revenues | 29,028 | ||
Roofing Solar System [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 0 | ||
Roofing Solar System [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 0 | ||
Roofing Solar System [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 0 | ||
Roofing Solar System [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 29,028 | ||
Roofing Solar System [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 0 | ||
Roofing Solar System [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | 0 | ||
Electricity Revenue with PPA's [Member] | |||
Product Information [Line Items] | |||
Revenues | 4,587 | 4,421 | 3,368 |
Electricity Revenue with PPA's [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 690 | 615 | 1,365 |
Electricity Revenue with PPA's [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Electricity Revenue with PPA's [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 1,211 | 1,023 | 979 |
Electricity Revenue with PPA's [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | 2,686 | 2,783 | 1,024 |
Pre-development Solar Projects [Member] | |||
Product Information [Line Items] | |||
Revenues | 894 | 101 | (2,835) |
Pre-development Solar Projects [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 894 | 101 | (2,835) |
Pre-development Solar Projects [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Pre-development Solar Projects [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Sales And Lease Of E V [Member] | |||
Product Information [Line Items] | |||
Revenues | 2,336 | 377 | |
Sales And Lease Of E V [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
Sales And Lease Of E V [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
Sales And Lease Of E V [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
Sales And Lease Of E V [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 2,336 | 377 | |
Sales And Lease Of E V [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
Sales And Lease Of E V [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
Other Services [Member] | |||
Product Information [Line Items] | |||
Revenues | 2,010 | 1,386 | 6,846 |
Other Services [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 1,110 | 1,062 | 1,048 |
Other Services [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 65 | 0 | 0 |
Other Services [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 0 | 41 | 0 |
Other Services [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 835 | 271 | 5,684 |
Other Services [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Other Services [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | $ 0 | 12 | 114 |
PV project assets [Member] | |||
Product Information [Line Items] | |||
Revenues | 19,901 | 9,563 | |
PV project assets [Member] | AUSTRALIA | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
PV project assets [Member] | JAPAN | |||
Product Information [Line Items] | |||
Revenues | 3,788 | 9,563 | |
PV project assets [Member] | ITALY | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
PV project assets [Member] | UNITED STATES | |||
Product Information [Line Items] | |||
Revenues | 16,113 | 0 | |
PV project assets [Member] | UNITED KINGDOM | |||
Product Information [Line Items] | |||
Revenues | 0 | 0 | |
PV project assets [Member] | GREECE | |||
Product Information [Line Items] | |||
Revenues | $ 0 | $ 0 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details - Contract balance) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Accounts receivable | $ 22,599 | $ 17,061 |
Contract assets | 1,621 | 0 |
Advance from customers | $ 4,924 | $ 1,377 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Cash equivalents | $ 0 | $ 0 | |
Restricted cash | 8,080,000 | 900,000 | $ 239,000 |
Advance from customers | 1,377,000 | 17,161,000 | 8,159,000 |
Product warrant liability | 268 | ||
Warrant reserves | 360 | 529 | |
Capitalized interest | 0 | 0 | $ 0 |
Secure Loan And Debtor Financing [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 6,140,000 | $ 900,000 | |
Project contribution for Oahu SPE [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 1,940,000 |
Disposition of Italy Subsidia_2
Disposition of Italy Subsidiaries (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain (Loss) on Disposition of Stock in Subsidiary | $ 0 | $ 32 | $ 385 |
Gain (Loss) on Disposition of Stock in Subsidiary | $ 0 | (32) | (385) |
Sun Roof II [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from divestiture of subsidiary | 2,802 | ||
Gain (Loss) on Disposition of Stock in Subsidiary | 481 | ||
Gain (Loss) on Disposition of Stock in Subsidiary | (481) | ||
Sun Roof V [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from divestiture of subsidiary | 2,014 | ||
Gain (Loss) on Disposition of Stock in Subsidiary | (96) | ||
Gain (Loss) on Disposition of Stock in Subsidiary | $ 96 | ||
Sun Roof I [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from divestiture of subsidiary | 1,211 | ||
Gain (Loss) on Disposition of Stock in Subsidiary | 32 | ||
Gain (Loss) on Disposition of Stock in Subsidiary | $ (32) |
Acquisitions (Details - Allocat
Acquisitions (Details - Allocation of purchase price) - USD ($) $ in Thousands | Nov. 12, 2020 | Nov. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill (b-a) | $ 4,896 | $ 4,546 | ||
Phoenix [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 228 | $ 228 | ||
Account and other receivables | 1,092 | 1,092 | ||
Inventories | 1,565 | 1,565 | ||
Property, plant and equipment | 2,864 | 2,864 | ||
Identifiable intangible assets | 3,043 | 3,043 | ||
Prepaid expenses and other assets, current and non-current | 537 | 537 | ||
Accounts payables | (1,449) | (1,449) | ||
Accrued and other liabilities | (2,908) | (2,908) | ||
Other long-term liabilities | (210) | (210) | ||
Identifiable assets acquired and liabilities assumed | 4,762 | 4,762 | ||
Consideration (b) | 9,033 | 9,033 | ||
Goodwill (b-a) | $ 4,271 | $ 4,271 |
Acquisitions (Details Narrative
Acquisitions (Details Narrative) - USD ($) $ in Thousands | Nov. 12, 2020 | Nov. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 25, 2021 |
Business Acquisition [Line Items] | ||||||
Cash paid for acquisition | $ 0 | $ 0 | $ 8,345 | |||
Phoenix [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration for acquisition | $ 9,033 | $ 9,033 | ||||
Stock Issued During Period, Shares, Acquisitions | 1,147,793 | |||||
Decrease in goodwill | 351 | |||||
Excess of consideration over fair value of assets acquired | $ 2,864 | $ 2,864 | ||||
Phoenix [Member] | Holdback Shares [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Stock Issued During Period, Shares, Acquisitions | 98,303 | |||||
Phoenix [Member] | Employee Incentive Plan [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Stock Issued During Period, Shares, Acquisitions | 114,770 | |||||
Phoenix [Member] | Seller Of Phoenix [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Stock Issued During Period, Shares, Acquisitions | 934,720 | |||||
Heliohrisi S.A [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Total consideration for acquisition | 4,013 | |||||
Excess of consideration over fair value of assets acquired | 4,190 | |||||
Thermi Sun S.A. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Total consideration for acquisition | 8,476 | |||||
Excess of consideration over fair value of assets acquired | $ 8,432 | |||||
Petersen Dean [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration for acquisition | 7,239 | |||||
Cash paid for acquisition | 7,725 | |||||
Transaction cost | $ 278 | |||||
Assumed liability | $ 11,000 |
Accounts Receivable, net (Detai
Accounts Receivable, net (Details - Accounts receivable) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||||
Accounts receivable | $ 25,419 | $ 17,306 | ||
Less: Allowance for credit losses | (2,820) | (245) | $ (462) | $ (633) |
Accounts receivable, net | $ 22,599 | $ 17,061 |
Accounts Receivable, net (Det_2
Accounts Receivable, net (Details - Allowance for Doubtful Accounts) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Receivables [Abstract] | |||
Balance as of January 1 | $ 245 | $ 462 | $ 633 |
Addition | 2,760 | 187 | 101 |
Reversal | (25) | (12) | (225) |
Written off | (150) | (396) | (45) |
Foreign currency translation difference | (10) | 4 | (2) |
Balance as of December 31 | $ 2,820 | $ 245 | $ 462 |
Accounts Receivable, Net (Det_3
Accounts Receivable, Net (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Scottish Pacific and LSQ [Member] | ||
Variable Interest Entity [Line Items] | ||
Accounts receivable pledged | $ 18,112 | $ 9,683 |
Inventories, net (Details)
Inventories, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 17,108 | $ 13,921 |
Goods in transit | 2,846 | 1,045 |
Work in process | 582 | 1,327 |
Raw materials | 2,706 | 967 |
Total inventories | $ 23,242 | $ 17,260 |
Inventories (Details Narrative)
Inventories (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |||
Inventory Write-down | $ 983 | $ 0 | $ 103 |
Project Assets, net (Details)
Project Assets, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long Lived Assets Held-for-sale [Line Items] | ||
Project assets | $ 24,915 | $ 19,740 |
Project assets, current | 8,946 | 0 |
Project assets, noncurrent | 15,969 | 19,740 |
Project assets, noncurrent | 19,740 | |
Completed for sale | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Project assets | 10,353 | 1,554 |
Under Development [Member] | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Project assets | $ 14,562 | $ 18,186 |
Project Assets (Details Narrati
Project Assets (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Impairment of Ongoing Project | $ 0 | $ 0 | $ 2,455 |
Revenues | 161,993 | 138,628 | 97,883 |
Cost of revenue | 151,373 | 121,773 | 90,693 |
Pv Project Assets And Predevelopment Solar Projects [Member] | |||
Revenues | 894 | 19,901 | 6,728 |
Cost of revenue | 0 | 16,454 | 7,703 |
Certain Project Assets [Member] | |||
Impairment of Ongoing Project | $ 0 | $ 0 | $ 2,455 |
Prepaid expenses and other cu_3
Prepaid expenses and other current assets, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Value-added tax recoverable, current | $ 0 | $ 268 |
Deposit and prepayment for acquisitions, net of provision of $9,916 and $11,069, respectively | 52 | 56 |
Provision for deposit and prepayment for acquisitions | 9,916 | 11,069 |
Other deposit and prepayment, net of provision of $648 and $841, respectively (a) | 7,674 | 2,891 |
Provision for other deposits and prepayments | 648 | 841 |
Other receivable, net of provision of $2,306 and $2,466, respectively (b) | 1,858 | 1,803 |
Provision for other receivables | 2,306 | 2,466 |
Total prepaid expenses and other current assets, net | $ 9,584 | $ 5,018 |
Prepaid Expenses and Other Cu_4
Prepaid Expenses and Other Current Assets, Net (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Deposits Assets, Current | $ 2,506 | |
[custom:PurchaseDeposit-0] | $ 1,018 | |
Prepaid Insurance | 5,166 | |
[custom:PurchaseOfRawMaterials-0] | 1,088 | |
[custom:DepositForAssetPurchase-0] | 0 | 785 |
Other receivable | 1,858 | 1,803 |
Tocoo Corporation [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Other receivable | $ 1,389 | $ 1,686 |
Intangible Assets, net (Details
Intangible Assets, net (Details - Intangible Assets) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 13,685 | $ 10,467 |
Intangible assets, Accumulated Amortization | (8,733) | (4,802) |
Intangible assets, Impairment Charge | (1,519) | (1,607) |
Intangible assets, Net | $ 3,433 | $ 4,058 |
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 | $ 7,642 | $ 4,625 |
Intangible assets, Accumulated Amortization | (5,193) | (1,900) |
Intangible assets, Impairment Charge | (1,519) | (1,607) |
Intangible assets, Net | $ 930 | $ 1,118 |
Tradename [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 60 months | 60 months |
Intangible assets, Gross | $ 1,400 | $ 1,400 |
Intangible assets, Accumulated Amortization | (327) | (47) |
Intangible assets, Impairment Charge | 0 | 0 |
Intangible assets, Net | $ 1,073 | $ 1,353 |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 60 months | 60 months |
Intangible assets, Gross | $ 1,574 | $ 1,574 |
Intangible assets, Accumulated Amortization | (367) | (52) |
Intangible assets, Impairment Charge | 0 | 0 |
Intangible assets, Net | 1,207 | $ 1,522 |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 84 months | |
Intangible assets, Gross | 369 | $ 168 |
Intangible assets, Accumulated Amortization | (146) | (103) |
Intangible assets, Impairment Charge | 0 | 0 |
Intangible assets, Net | $ 223 | $ 65 |
Other [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 60 months | |
Other [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Life (in months) | 84 months |
Intangible Assets, net (Detai_2
Intangible Assets, net (Details - Future Amortization) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2021 | $ 935 | |
2022 | 935 | |
2023 | 935 | |
2024 | 628 | |
2025 | 0 | |
Intangible assets, Net | $ 3,433 | $ 4,058 |
Intangible Assets, Net (Detai_3
Intangible Assets, Net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment of intangibles | $ 0 | $ 0 | $ 0 |
Amortization expense for other intangible assets | $ 3,931 | $ 369 | $ 278 |
Property, Plant and Equipment,
Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 49,413 | $ 46,188 |
Less: accumulated depreciation | (11,335) | (11,058) |
Property plant and equipment, net before construction in progress and impairment | 38,078 | 35,130 |
Impairment of property, plant and equipment | (2,328) | (2,328) |
Property plant and equipment, net | 35,750 | 32,802 |
P V Solar Systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 34,487 | 33,174 |
Computer Equipment Bitcoin Server [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 4,147 | 4,155 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 2,587 | 2,220 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 4,722 | 6,040 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | 332 | 599 |
Property, Plant and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment, gross | $ 3,138 | $ 0 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation, Depletion and Amortization, Nonproduction | $ 3,344,000 | $ 3,200,000 | $ 1,981,000 |
Asset Impairment Charges | $ 0 | $ 0 | $ 2,235,000 |
Fair value measurement (Details
Fair value measurement (Details - ILIAD and Streeterville Capital) - Finite Lived Intangible Assets Impairment Charge - Streeterville Convertible Bond [Member] | 12 Months Ended |
Dec. 31, 2021 | |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 0.84-1.00 |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 0.07%-0.12% |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 111.94%-119.90% |
Measurement Input, Expected Dividend Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 0 |
Fair value measurement (Detai_2
Fair value measurement (Details - Fair value of warrants) - Warrant [Member] | 12 Months Ended |
Dec. 31, 2021 | |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 5 years |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 0.58%-0.77% |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 82.20%-82.36% |
Measurement Input, Expected Dividend Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value Measurement | 0 |
Fair Value Measurement (Detai_3
Fair Value Measurement (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 07, 2020 | |
Fair Value Disclosures [Abstract] | |||
Derivative Liability | $ 0 | $ 67 | |
Increase (Decrease) in Derivative Liabilities | $ 67 | $ 496 | |
[custom:FairValueOfWarrants-0] | $ 19,013 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Other payable | $ 4,294 | $ 3,787 |
Tax penalty payable (a) | 2,780 | 2,780 |
Accrued expense | 786 | 120 |
Other tax payables | 1,086 | 972 |
Other accrual and payables | 1,148 | 831 |
Total accrued liabilities | $ 10,094 | $ 8,490 |
Short-term Borrowings and Lon_3
Short-term Borrowings and Long-term Borrowings (Details - Debt) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Debtor finance | $ 3,677 | $ 2,789 |
Other short-term borrowings | 5,111 | 204 |
Current portion of long-term borrowings | 332 | 273 |
Total short-term borrowings and current portion of long-term borrowings | 9,120 | 3,266 |
Long term bank borrowings | 12,366 | 6,573 |
Other long-term borrowings | 766 | 55 |
Total long-term borrowings | 13,132 | 6,628 |
Less: current portion of long-term borrowings | (332) | (273) |
Total long-term borrowings, excluding current portion | 12,800 | 6,355 |
Total borrowings | $ 21,920 | $ 9,621 |
Short-term Borrowings and Lon_4
Short-term Borrowings and Long-term Borrowings (Details - Maturities) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
2021 | $ 332 | |
2022 | 411 | |
2023 | 470 | |
2024 | 517 | |
2025 | 5,656 | |
Thereafter | 5,746 | |
Total long-term borrowings | $ 13,132 | $ 6,628 |
Short-term Borrowings and Lon_5
Short-term Borrowings and Long-term Borrowings (Details Narrative) - USD ($) $ in Thousands | May 05, 2020 | Apr. 12, 2020 | Apr. 08, 2020 | May 18, 2021 | Feb. 24, 2021 | Jan. 24, 2021 | May 26, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 13,132 | $ 6,628 | |||||||||
Interest expenses of bank loans from continuing operations | $ 1,214 | $ 491 | $ 544 | ||||||||
Short-term Debt [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Average interest rate on short-term, borrowings | 9.02% | 5.30% | 7.97% | ||||||||
Paycheck Protection Program [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt stated interest rate | 1.00% | ||||||||||
Paycheck Protection Program [Member] | Phoenix [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from loan | $ 551 | $ 586 | |||||||||
Gain on extinguishment of debt | $ 551 | ||||||||||
Paycheck Protection Program [Member] | S P I Solar Inc [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from loan | $ 163 | ||||||||||
Paycheck Protection Program [Member] | Knight Holding Corporation [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from loan | $ 42 | ||||||||||
Paycheck Protection Program [Member] | SPI Solar and Knight Holding [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Gain on extinguishment of debt | $ 205 | ||||||||||
Paycheck Protection Program [Member] | SJ US [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from loan | $ 4,508 | ||||||||||
Debt maturity date | May 17, 2026 | ||||||||||
EIDL Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from loan | $ 150 | ||||||||||
EIDL Loan [Member] | U S Small Business Association [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt stated interest rate | 3.75% | ||||||||||
Debt maturity date | May 26, 2050 | ||||||||||
East West Bank Loan [Member] | SJ US [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from loan | $ 5,000 | ||||||||||
Debt maturity date | Feb. 23, 2022 | ||||||||||
Debt stated interest rate | 3.25% | ||||||||||
Security Deposit | $ 5,000 | ||||||||||
Santander Bank [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt stated interest rate | 3.96% | 2.84% | |||||||||
Debt maturity date | February 16, 2027 | ||||||||||
Termination Loans | $ 5,918 | $ 6,217 | |||||||||
Interest Expense, Long-term Debt | $ 4,426 | $ 1,492 | |||||||||
E W B Bank [Member] | Solarjuice American [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt maturity date | May 19, 2027 | ||||||||||
Long-term Debt | $ 1,940 |
Convertible Bonds (Details)
Convertible Bonds (Details) - Convertible Bonds [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total convertible bonds, current | $ 48,603 | $ 50,373 |
Brilliant King Group Limited [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible bonds, current | 12,000 | 12,000 |
Poseidon Sports Limited [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible bonds, current | 3,000 | 3,000 |
Magical Glaze Limited [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible bonds, current | 0 | 13,400 |
Vision Edge Limited [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible bonds, current | 20,000 | 20,000 |
Streeterville Capital L L C [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible bonds, current | $ 13,603 | $ 1,973 |
Convertible Bonds (Details Narr
Convertible Bonds (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021 | Oct. 08, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Nov. 12, 2021 | Nov. 03, 2020 | |
Debt Instrument [Line Items] | |||||||
Repayment of convertible debt | $ 13,935,000 | $ 7,632,000 | $ 0 | ||||
Unamortized debt discount | 438 | 137 | |||||
Carrying amount | 48,603 | 50,373 | |||||
Convertible Bonds [Member] | Magical Glaze Limited [Member] | Third Amendment [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repayment of convertible debt | $ 13,400,000 | $ 6,600,000 | |||||
Convertible Promissory Note [Member] | Streeterville 2020 Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt face value | $ 2,110,000 | ||||||
Unamortized debt discount | $ 840,000 | 164,000 | |||||
Amortization of Debt Discount (Premium) | 136,000 | $ 28,000 | |||||
Convertible Promissory Note [Member] | Streeterville 2020 Note [Member] | Embedded Derivative Liability [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized debt discount | 54,000 | ||||||
Convertible Promissory Note [Member] | Streeterville 2020 Note [Member] | Direct Transaction Costs [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized debt discount | 10,000 | ||||||
Convertible Promissory Note [Member] | Streeterville 2020 Note [Member] | Discount At Issuance [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized debt discount | $ 100,000 | ||||||
Convertible Promissory Note [Member] | Streeterville 2021 Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt face value | 16,840,000 | ||||||
Amortization of Debt Discount (Premium) | $ 403,000 | ||||||
Convertible Promissory Note [Member] | Streeterville 2021 Note [Member] | Direct Transaction Costs [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized debt discount | 40,000 | ||||||
Convertible Promissory Note [Member] | Streeterville 2021 Note [Member] | Discount At Issuance [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unamortized debt discount | $ 800,000 | ||||||
Convertible Promissory Note [Member] | Streeterville Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% |
Amount Due to an Affiliate (Det
Amount Due to an Affiliate (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | |
Amount Due To Affiliate | |||
Payment made by Sinsin on behalf of the Group | $ 10,603 | $ 9,563 | |
Borrowing from Sinsin, current | [1] | 0 | 193 |
Borrowing from Sinsin, noncurrent | [1] | 0 | 832 |
Total amount due to an affiliate | $ 10,603 | $ 10,588 | |
[1] | On February 20, 2019 and October 14, 2019, the Group borrowed $729 (EUR 650) and $1,308 (EUR 1,165) from Sinsin, with interest rates of 5% and 4.5% per annum, which will mature on December 31, 2024 and 2027, respectively. As of December 31, 2021, both of the loans have been repaid. |
Ordinary Shares (Details Narrat
Ordinary Shares (Details Narrative) - USD ($) | Mar. 06, 2021 | Dec. 07, 2020 | Nov. 12, 2020 | Oct. 02, 2020 | Feb. 08, 2021 | Aug. 30, 2018 | Jul. 31, 2021 | Nov. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Redchip Companies [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Number of shares issued | 5,000 | |||||||||
Convertible Promissory Note [Member] | Streeterville 2020 Note [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Debt converted, amount converted | $ 1,925,000 | |||||||||
Debt converted, shares issued | 444,917,000 | |||||||||
Convertible Promissory Note [Member] | Streeterville 2021 Note [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Debt converted, amount converted | $ 2,450,000 | |||||||||
Debt converted, shares issued | 630,252,000 | |||||||||
Phoenix [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stock Issued During Period, Shares, Acquisitions | 1,147,793 | |||||||||
Stock to be issued for employee incentive plan, shares | 114,770 | |||||||||
Stock to be issued for employee incentive plan, shares | 71,327 | |||||||||
Securities Purchase Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stock issued new, shares | 3,495,000 | 2,964,000 | ||||||||
Share price | $ 10.02 | $ 5.4 | ||||||||
Proceeds from issuance of stock | $ 32,258,000 | $ 14,552,000 | ||||||||
Warrants issued, shares | 3,495,000 | |||||||||
Registered Direct Offering [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stock issued new, shares | 1,365,375 | |||||||||
Share price | $ 10.79 | |||||||||
Proceeds from issuance of stock | $ 13,591 | |||||||||
Options Exercised [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Options exercised | 25,000 | 109,500 | ||||||||
Schedule Of Loans Payable Details [Line Items] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 184,000 | 0 | ||||||||
ILIAD [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Debt converted, amount converted | $ 300,000 | |||||||||
Debt converted, shares issued | 216,344 | |||||||||
Seller Of Phoenix [Member] | Phoenix [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Stock Issued During Period, Shares, Acquisitions | 934,720 | |||||||||
Lighting Charm Limited [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Options exercised | 285,500 | |||||||||
Number of options granted | 1,000,000 | |||||||||
Exercise price | $ 3.82 |
Noncontrolling Interests (Detai
Noncontrolling Interests (Details Narrative) - USD ($) $ in Thousands | Jul. 25, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | May 31, 2020 |
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 3,521 | $ 3,129 | ||
S R I I [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Equity interest percentage | 20.00% | |||
S R V [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Equity interest percentage | 30.00% | |||
SR II and SR V [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 2,278 | |||
Payment for equity purchase | $ 75 | |||
SJ Australia [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 249 |
Share-based Compensation (Detai
Share-based Compensation (Details - Stock-Based Compensation Expense by Award type) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 5,789 | $ 315 | $ 821 |
Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 4,593 | 315 | 305 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 1,196 | $ 516 |
Share-based Compensation (Det_2
Share-based Compensation (Details - Compensation expense by line item) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 5,789 | $ 315 | $ 821 |
Total stock-based compensation expense after income taxes | 5,789 | 315 | 821 |
General and Administrative Expense [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 5,771 | 296 | 768 |
Selling and Marketing Expense [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 18 | $ 19 | $ 53 |
Share-based Compensation (Det_3
Share-based Compensation (Details - Assumptions) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Risk-free interest rate, minimum | 0.11% | 0.07% | 1.55% |
Risk-free interest rate, maximum | 0.16% | 0.09% | 2.51% |
Expected volatility, minimum | 713.00% | 537.00% | 575.00% |
Expected volatility, maximum | 719.00% | 762.00% | 605.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Omnibus Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, minimum | 64.40% | ||
Expected volatility, maximum | 69.00% | ||
Expected dividend yield | 0.00% | ||
Expected term | 1-3 years | ||
Risk-free interest rate, | 1.52% | ||
2021 SolarJuice Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0.00% | ||
Expected term | 3 years | ||
Risk-free interest rate, | 1.52% | ||
Expected volatility | 45.30% |
Share-based Compensation (Det_4
Share-based Compensation (Details - Option Activity) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at the beginning of the period | 388,900 | 255,200 | 260,200 |
Outstanding at the beginning of the period | $ 11 | $ 19 | $ 212 |
Weighted Average Remaining Contractual Life, Forfeited/expired | 9 years 14 days | 7 years 6 months 7 days | 8 years 7 months 2 days |
Aggregate Intrinsic Value at the beginning | $ 486 | $ 0 | $ 0 |
Granted (in shares) | 969,000 | 300,000 | 65,000 |
Granted (in dollars per share) | $ 7 | $ 9 | $ 3 |
Exercised (in shares) | 25,000 | 109,500 | 0 |
Exercised (in dollars per share) | $ 4 | $ 4 | $ 0 |
Forfeited (in shares) | (117,000) | (56,800) | (70,000) |
Forfeited (in dollars per share) | $ 10 | $ 27 | $ 4 |
Weighted Average Remaining Contractual Life, Forfeited/expired | 6 years 8 months 12 days | ||
Exercised (in shares) | (25,000) | (109,500) | 0 |
Outstanding at the end of the period | 1,215,900 | 388,900 | 255,200 |
Outstanding at the end of the period | $ 8 | $ 11 | $ 19 |
Aggregate Intrinsic Value at the end | $ 82 | $ 486 | $ 0 |
Vested and exercisable at the end of the period (in shares) | 113,900 | ||
Vested and exercisable at the end of the period (in dollars) | $ 16 | ||
Vested and exercisable at the end of the period | 7 years 5 months 12 days | ||
Vested and exercisable at year end | $ 27 | ||
Expected to vest at the end of the period (in shares) | 1,102,000 | ||
Expected to vest at the end of the period (in dollars) | $ 7 | ||
Expected to vest at the end of the period | 9 years 2 months 15 days | ||
Expected to vest at year end | $ 55 |
Share-based Compensation (Det_5
Share-based Compensation (Details - Options by Exercise Price) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Exercisable | shares | 113,900 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 27 |
Price Range1 [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 | 3 years 2 months 1 day |
Weighted average exercise price | $ 172 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 0 |
Price Range2 [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 | 12,600 |
Weighted average remaining contractual life | 4 years 4 months 28 days |
Weighted average exercise price | $ 62.04 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 0 |
Price Range3 [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Lower exercise price per share (in dollars per share) | $ 3 |
Upper exercise price per share (in dollars per share) | $ 39 |
Shares Exercisable | shares | 87,800 |
Weighted average remaining contractual life | 7 years 10 months 17 days |
Weighted average exercise price | $ 9.23 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 1 |
Price Range 4 [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 | 12,500 |
Weighted average remaining contractual life | 7 years 10 months 6 days |
Weighted average exercise price | $ 1.61 |
Aggregate Intrinsic Value (in Dollars) | $ | $ 26 |
Share-based Compensation (Det_6
Share-based Compensation (Details - RSU's) - Restricted Stock Units (RSUs) [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units at beginning of year (in shares) | 0 | 0 | 1,250 |
Restricted stock units at beginning of year (in dollars per share) | $ 0 | $ 185 | |
Granted (in shares) | 184,000 | 0 | 107,000 |
Granted (in dollars per share) | $ 6.34 | $ 0 | $ 3 |
Forfeited (in shares) | (184,000) | 0 | (108,250) |
Forfeited (in dollars per share) | $ 6.34 | $ 0 | $ 5 |
Forfeited (in shares) | 184,000 | 0 | 108,250 |
Restricted stock units at end of year (in shares) | 0 | 0 | 0 |
Restricted stock units at end of year (in dollars per share) | $ 0 | $ 0 |
Share-based Compensation (Det_7
Share-based Compensation (Details - Phoenix's stock option activities) - Phoenix Stock Option [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding at the beginning of the period | 0 |
Outstanding at the beginning of the period | $ / shares | $ 0 |
Granted (in shares) | 2,040,500 |
Granted (in dollars per share) | $ / shares | $ 1.72 |
Exercised (in shares) | 0 |
Forfeited (in shares) | (354,000) |
Forfeited (in dollars per share) | $ / shares | $ 1.72 |
Outstanding at the end of the period | 1,686,500 |
Outstanding at the end of the period | $ / shares | $ 1.72 |
Exercisable | $ | $ 3,204 |
Vested and exercisable at the end of the period (in shares) | 0 |
Non-vested shares at end of year (in shares) | 1,686,500 |
Non-vested shares at end of year | $ / shares | $ 1.72 |
Weighted Average Remaining Contractual Life | 9 years 5 months 12 days |
Non vested | $ | $ 3,204 |
Share-based Compensation (Det_8
Share-based Compensation (Details - SJ group stock option activities) - S J Group Stock Option [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding at the beginning of the period | 0 |
Outstanding at the beginning of the period | $ / shares | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 6,117,160 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ / shares | $ 0.48 |
Exercise of share options, shares | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | (1,652,860) |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price | $ / shares | $ 0.48 |
Outstanding at the end of the period | 4,464,300 |
Outstanding at the end of the period | $ / shares | $ 0.48 |
Weighted Average Remaining Contractual Life | 9 years 5 months 8 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ | $ 1,607 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 4,464,300 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 0.48 |
Weighted Average Remaining Contractual Life | 9 years 5 months 8 days |
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToNonVestExercisableAggregateIntrinsicValue-0] | $ | $ 1,607 |
Share-based Compensation (Det_9
Share-based Compensation (Details Narrative) - USD ($) | Feb. 28, 2021 | Jan. 24, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | May 17, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Payment Arrangement, Noncash Expense | $ 5,789,000 | $ 315,000 | $ 821,000 | |||
Unrecognized share-based compensation expenses | $ 4,221 | |||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 3 years 3 months 18 days | |||||
SJ Cayman Options [Member] | Xiaofeng Denton Peng [Member] | SJ Cayman [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares issued and vested | 6,000,000 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.43 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 0.48 | |||||
Phoenix Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 1.72 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 1.72 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 1.72 | $ 0 | ||||
Phoenix Stock Option [Member] | Xiaofeng Denton Peng [Member] | Phoenix [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares issued and vested | 1,050,000 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 1.29 | |||||
2015 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares issued and vested | 969,000 | |||||
Weighted-average grant-date fair value | $ 6.93 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 1 | $ 520 | ||||
2015 Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 184,000 | 0 | 107,000 | |||
Equity Incentive Plan Phoenix [Member] | Options Held [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares issued and vested | 2,040,500 | |||||
Weighted-average grant-date fair value | $ 0.44 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 1.72 | |||||
2021 SolarJuice Equity Incentive Plan [Member] | SJ Cayman Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares issued and vested | 6,117,160 | |||||
Weighted-average grant-date fair value | $ 0.43 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 0.48 |
Income Taxes (Details - Loss be
Income Taxes (Details - Loss before Provision) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (45,860) | $ (7,525) | $ (4,926) |
Foreign | 2,480 | 1,718 | (10,130) |
Loss from continuing operations before income taxes | $ (43,380) | $ (5,807) | $ (15,056) |
Income Taxes (Details - Provisi
Income Taxes (Details - Provision for income taxes) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current tax: | |||
Federal tax | $ 0 | $ 0 | $ 0 |
State tax | 4 | 12 | 7 |
Foreign countries | 1,672 | 827 | 275 |
Total current tax | 1,676 | 839 | 282 |
Deferred tax: | |||
Federal tax | 0 | (22) | (9) |
State tax | 0 | 0 | (4) |
Foreign countries | 222 | 359 | 177 |
Total deferred tax | (222) | (381) | (190) |
Total provision for income taxes | $ 1,454 | $ 458 | $ 92 |
Income Taxes (Details - Tax rec
Income Taxes (Details - Tax reconciliation) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Provision for income taxes at U.S. Federal statutory rate | $ (9,110) | $ (1,219) | $ (3,161) |
State taxes, net of federal benefit | (10) | (411) | (944) |
Foreign taxes at different rate | 869 | 458 | 314 |
Non-deductible expenses | 12 | 211 | (936) |
Tax law changes | 0 | 0 | 0 |
Valuation allowance | 9,645 | 2,150 | 6,463 |
Other | (82) | (743) | (209) |
Disposition of subsidiaries | 0 | 0 | 0 |
Share Based Compensation | 130 | 12 | 12 |
Gain on debt modification | 0 | 0 | 0 |
Reversal of tax penalty | 0 | 0 | (1,447) |
Total provision for income taxes | $ 1,454 | $ 458 | $ 92 |
Income Taxes (Details - Deferre
Income Taxes (Details - Deferred income taxes) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Net operating loss carry forwards | $ 86,624 | $ 78,319 |
Temporary differences due to accrued warranty costs | 103 | 138 |
Investment in subsidiaries | 4,459 | 4,459 |
Credits | 16 | 16 |
Allowance for bad debts | 2,076 | 1,545 |
Fair value adjustment arising from subsidiaries acquisition | 30 | 29 |
Stock compensation | 1,861 | 820 |
Unrealized loss on derivatives | 5,095 | 5,109 |
Unrealized investment loss | 3,407 | 4,390 |
Impairment of property and equipment, and project assets | 541 | 541 |
Other temporary differences | 7,726 | 6,841 |
Valuation allowance | (111,770) | (102,125) |
Total deferred tax assets | 168 | 82 |
Deferred tax liabilities: | ||
Fair value adjustment arising from subsidiaries acquisition | (2,970) | (3,966) |
Other | 0 | 0 |
Total deferred tax liabilities | (2,970) | (3,966) |
Net deferred tax liabilities | $ (2,802) | $ (3,884) |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Federal AMT credit | $ 16 | ||
Increase (decrease) in valuation allowance | $ 2,150 | $ 6,453 | |
Unrecognized tax benefits | $ 0 | $ 0 |
Net Loss Per Share (Details - B
Net Loss Per Share (Details - Basic and Diluted) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | |||
Net loss attributable to shareholders of SPI Energy Co., Ltd. | $ (45,491) | $ (6,515) | $ (15,258) |
Denominator: | |||
Weighted-average number of ordinary shares-basic and diluted | 24,192,815 | 15,907,144 | 12,733,062 |
Basic and diluted net loss per share | $ (1.9) | $ (0.4) | $ (1.2) |
Net Loss Per Share (Details - A
Net Loss Per Share (Details - Antidilutive shares) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 755,300 | 620,223 | 853,780 |
Union Sky [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 53,300 | 14,158 | 255,200 |
Convertible Bonds [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 702,000 | 392,992 | 598,580 |
Committed Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 0 | 213,073 | 0 |
Leases (Details - Maturity of L
Leases (Details - Maturity of Lease Liabilities) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | ||
2021 | $ 2,305 | |
2022 | 2,173 | |
2023 | 2,208 | |
2024 | 2,162 | |
2025 | 2,278 | |
Thereafter | 10,502 | |
Total lease payments | 21,628 | |
Less: interest | (7,755) | |
Present value of lease payments | 13,873 | |
Operating lease liabilities, current | 1,351 | $ 605 |
Operating lease liabilities, noncurrent | $ 12,522 | $ 5,934 |
Leases (Details - Supplemental
Leases (Details - Supplemental information related to operating leases) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 1,772 | $ 667 |
New operating lease assets obtained in exchange for operating lease liabilities | $ 8,502 | $ 5,280 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases | |||
Operating lease expenses | $ 1,772 | $ 876 | $ 1,080 |
Weighted average remaining lease term | 12 years 3 months 18 days | 20 years 9 months 18 days | |
Weighted average discount rate | 6.16% | 6.16% |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Other commitment | $ 1,992 | $ 1,063 |
Concentration Risk (Details Nar
Concentration Risk (Details Narrative) - Customer Concentration Risk [Member] - One Customer [Member] | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue Benchmark [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 12.00% | |
Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 21.00% | 32.00% |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Due from related parties | $ 230 | $ 194 | |
Operation expenses | 52,096 | 16,764 | $ 26,361 |
S P I China [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Operation expenses | $ 378 | $ 653 |
Segment Information (Details -
Segment Information (Details - Segment information) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue | $ 161,993 | $ 138,628 | $ 97,883 |
Cost of sales | 151,373 | 121,773 | 90,693 |
Gross profit (loss) | 10,620 | 16,855 | 7,190 |
Renewable Energy Solutions [Member] | |||
Revenue | 152,166 | 112,442 | 80,941 |
Cost of sales | 142,441 | 104,022 | 75,439 |
Gross profit (loss) | 9,725 | 8,420 | 5,502 |
Solar Projects Development [Member] | |||
Revenue | 5,481 | 24,423 | 10,096 |
Cost of sales | 2,133 | 19,314 | 9,307 |
Gross profit (loss) | 3,348 | 5,109 | 789 |
Electric Vehicles [Member] | |||
Revenue | 2,977 | 377 | 0 |
Cost of sales | 3,540 | 479 | 0 |
Gross profit (loss) | (563) | (102) | 0 |
Others [Member] | |||
Revenue | 1,369 | 1,386 | 6,846 |
Cost of sales | 3,259 | (2,042) | 5,947 |
Gross profit (loss) | $ (1,890) | $ 3,428 | $ 899 |
Segment Information (Details _2
Segment Information (Details - Segment assets) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Segment Information | ||
Renewable energy solutions | $ 52,946 | $ 43,567 |
Solar projects development | 144,852 | 63,092 |
Electric vehicles | 17,738 | 29,367 |
Others | 12,544 | 81,007 |
Total segment assets | $ 228,080 | $ 217,033 |
Segment Information (Details _3
Segment Information (Details - intangible assets, long-term investment) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long-lived assets | $ 65,642 | $ 59,127 |
AUSTRALIA | ||
Long-lived assets | 577 | 916 |
UNITED STATES | ||
Long-lived assets | 37,021 | 26,929 |
JAPAN | ||
Long-lived assets | 1,414 | 1,556 |
ITALY | ||
Long-lived assets | 1,749 | 2,042 |
UNITED KINGDOM | ||
Long-lived assets | 9,477 | 10,251 |
GREECE | ||
Long-lived assets | $ 15,404 | $ 17,433 |