Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 01, 2022 | |
Cover [Abstract] | ||
Entity Registrant Name | CHARGE ENTERPRISES, INC. | |
Entity Central Index Key | 0001277250 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Jun. 30, 2022 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 206,157,652 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-41354 | |
Entity Incorporation State Country Code | DE | |
Entity Tax Identification Number | 90-0471969 | |
Entity Interactive Data Current | Yes | |
Entity Address Address Line 1 | 125 Park Avenue | |
Entity Address Address Line 2 | 25th Floor | |
Entity Address City Or Town | New York | |
Entity Address State Or Province | NY | |
Entity Address Postal Zip Code | 10017 | |
City Area Code | 212 | |
Local Phone Number | 921-2100 | |
Security 12b Title | Common Stock, par value $0.0001 | |
Trading Symbol | CRGE | |
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 46,581,305 | $ 18,238,264 |
Accounts receivable net of allowances of $202,220 and $176,949, respectively | 75,068,872 | 73,334,183 |
Inventory | 168,430 | 111,070 |
Deposits, prepaids and other current assets | 3,034,526 | 1,721,222 |
Investments in marketable securities | 16,325,152 | 9,618,743 |
Investments in non-marketable securities | 100,000 | 100,000 |
Cost in excess of billings | 8,258,082 | 4,812,483 |
Total current assets | 149,536,367 | 107,935,965 |
Property, plant and equipment, net | 1,697,810 | 2,011,668 |
Intangible assets, net | 11,063,395 | 0 |
Finance lease asset | 381,110 | 469,645 |
Operating lease right-of-use asset | 3,800,935 | 1,558,052 |
Non-current assets | 232,000 | 0 |
Goodwill | 36,017,209 | 26,054,522 |
Deferred tax asset | 4,579,213 | 5,579,660 |
Total assets | 207,308,039 | 143,609,512 |
Current liabilities | ||
Accounts payable | 99,752,963 | 71,428,301 |
Accrued liabilities | 8,162,742 | 5,739,475 |
Deferred revenue | 5,276,074 | 7,017,392 |
Derivative liability | 40,442,518 | 0 |
Convertible notes payable, net of discount | 0 | 2,700,337 |
Line of credit | 2,757,218 | 1,898,143 |
Finance lease liability | 159,215 | 159,215 |
Operating lease liability | 1,325,013 | 125,191 |
Total current liabilities | 157,875,743 | 89,068,054 |
Non-current liabilities | ||
Finance lease liability, non-current | 134,639 | 218,825 |
Operating lease liability, non-current | 2,552,449 | 1,442,743 |
Notes payable, net of discount | 22,253,430 | 26,087,523 |
Convertible notes payable, net of discounts | 0 | 4,475,260 |
Total liabilities | 182,816,261 | 121,292,405 |
Mezzanine Equity | ||
Total Mezzanine Equity | 17,256,656 | 6,850,000 |
Stockholders Equity | ||
Common stock, $0.0001 par value; 750,000,000 shares authorized 206,082,652 and 184,266,934 issued and outstanding at June 30, 2022 and December 31, 2021 | 20,608 | 18,426 |
Common stock to be issued, 0 shares at June 30, 2022 and 6,587,897 December 31, 2021 | 0 | 658 |
Additional paid in capital | 182,479,967 | 126,869,604 |
Accumulated other comprehensive income (loss) | (32,859) | (32,289) |
Accumulated deficit | (175,232,712) | (111,389,529) |
Total stockholders' equity | 7,235,122 | 15,467,107 |
Total liabilities and stockholders' equity | 207,308,039 | 143,609,512 |
Series C Preferred Stock [Member] | ||
Stockholders Equity | ||
Total Mezzanine Equity | 16,571,656 | 0 |
Preferred stock, value | 0 | 237 |
Series D Preferred Stock [Member] | ||
Stockholders Equity | ||
Preferred stock, value | 118 | 0 |
Series B Preferred Stock [Member] | ||
Stockholders Equity | ||
Total Mezzanine Equity | $ 685,000 | 6,850,000 |
Preferred stock, value | $ 6,850,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Accounts receivable net of allowances | $ 202,220 | $ 176,949 |
Preferred stock, Par Value | $ 0.0001 | $ 0.0001 |
Preferred stock, Authorized | 10,000,000 | 10,000,000 |
Common stock, Par Value | $ 0.0001 | $ 0.0001 |
Common stock, Authorized | 750,000,000 | 750,000,000 |
Common stock, Issued | 206,082,652 | 206,082,652 |
Common stock, Outstanding | 184,266,934 | 184,266,934 |
Common stock to be issued | 0 | 6,587,897 |
Series C Preferred Stock [Member] | ||
Preferred stock issued | 2,370,370 | |
Preferred stock, Outstanding | 2,370,370 | |
Mezzanine equity, shares issued | 6,226,379 | |
Mezzanine equity, shares outstanding | 6,226,739 | |
Series D Preferred Stock [Member] | ||
Preferred stock issued | 1,177,023 | |
Preferred stock, Outstanding | 1,177,023 | |
Series B Preferred Stock [Member] | ||
Mezzanine equity, share issued | 239,510 | 2,395,105 |
Mezzanine equity, share outstanding | 239,510 | 2,395,105 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Consolidated Statements of Operations (Unaudited) | ||||
Revenues | $ 181,040,612 | $ 129,576,795 | $ 344,018,502 | $ 240,710,698 |
Cost of Goods Sold | 173,759,629 | 127,425,665 | 330,267,261 | 236,985,532 |
Gross Margin | 7,280,983 | 2,151,130 | 13,751,241 | 3,725,166 |
Operating expenses | ||||
Stock based compensation | 9,760,707 | 9,230,400 | 20,504,339 | 13,793,596 |
General and administrative | 3,907,831 | 2,140,701 | 6,904,515 | 3,395,701 |
Salaries and related benefits | 4,127,328 | 1,791,076 | 8,370,009 | 2,623,460 |
Professional fees | 848,122 | 585,449 | 1,912,609 | 832,601 |
Depreciation and amortization expense | 1,103,065 | 97,956 | 1,312,119 | 147,903 |
Total operating expenses | 19,747,053 | 13,845,582 | 39,003,591 | 20,793,261 |
(Loss) from operations | (12,466,070) | (11,694,452) | (25,252,350) | (17,068,095) |
Other income (expenses): | ||||
Income (loss) from investments, net | (912,369) | 859,614 | (1,022,375) | 4,261,328 |
Amortization of debt discount | (6,414,071) | (920,914) | (7,443,668) | (982,788) |
Amortization of debt discount, related party | 0 | 0 | 0 | (95,127) |
Interest expense | (745,728) | (267,681) | (1,480,781) | (448,683) |
Other income (expense), net | 715,238 | (10,508) | 913,591 | (10,838) |
Foreign exchange adjustments | 169,411 | (61,234) | (86,191) | (512,712) |
Total other expenses, net | (7,187,519) | (400,723) | (9,119,424) | 2,211,180 |
Income (loss) before income taxes | (19,653,589) | (12,095,175) | (34,371,774) | (14,856,915) |
Income tax benefit (expense) | 11,337 | 2,010,198 | 1,589,620 | 3,192,832 |
Net (loss) | (19,642,252) | (10,084,977) | (32,782,154) | (11,664,083) |
Deemed dividend | (32,841,317) | 0 | (36,697,317) | 0 |
Preferred dividends | (352,826) | 0 | (619,813) | 0 |
Net loss available to common stockholders | $ (52,836,395) | $ (10,084,977) | $ (70,099,284) | $ (11,664,083) |
Basic and diluted loss per share available to common stockholders | $ (0.27) | $ (0.07) | $ (0.37) | $ (0.08) |
Weighted average number of shares outstanding, basic and diluted | 193,507,946 | 151,120,416 | 190,965,948 | 149,463,702 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Consolidated Statements Of Comprehensive Income (Loss) (Unaudited) | ||||
Net loss | $ (19,642,252) | $ (10,084,977) | $ (32,782,154) | $ (11,664,083) |
Other comprehensive income (loss), net of tax | ||||
Foreign currency translation adjustment | (675) | (62,630) | (570) | (82,086) |
Other comprehensive income (loss), net of tax | (675) | (62,630) | (570) | (82,086) |
Comprehensive income (loss) | $ (19,642,927) | $ (10,147,607) | $ (32,782,724) | $ (11,746,169) |
Statements Of Stockholders' Equ
Statements Of Stockholders' Equity (Unaudited) - USD ($) | Total | Preferred Stock | Common Stock | Common Stock To Be Issued | Additional Paid-In Capital | Accumulated other comprehensive income | Accumulated Deficit |
Balance, shares at Dec. 31, 2020 | 1,000,000 | 140,018,383 | 13,425,750 | ||||
Balance, amount at Dec. 31, 2020 | $ 20,653,095 | $ 1,000 | $ 140,018 | $ 13,426 | $ 72,583,222 | $ 60,375 | $ (52,144,946) |
Shares of common stock from prior year issued, shares | 8,700,000 | (8,700,000) | |||||
Shares of common stock from prior year issued, amount | 0 | 0 | $ 8,700 | $ (8,700) | 0 | 0 | 0 |
Common stock issued for services, shares | 66,092 | ||||||
Common stock issued for services, amount | 167,348 | 0 | $ 66 | $ 0 | 167,282 | 0 | 0 |
Conversion of debt and accrued interest, shares | 644,499 | 3,478,795 | |||||
Conversion of debt and accrued interest, amount | 1,010,650 | 0 | $ 644 | $ 3,479 | 1,006,527 | 0 | 0 |
Stock-based compensation expense | 4,563,197 | 0 | 0 | 0 | 4,563,197 | 0 | 0 |
Adjustment to par value | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Net loss | (1,598,563) | $ 0 | $ 0 | $ 0 | 0 | (19,456) | (1,579,107) |
Balance, shares at Mar. 31, 2021 | 1,000,000 | 149,428,974 | 8,204,545 | ||||
Balance, amount at Mar. 31, 2021 | 24,795,727 | $ 1,000 | $ 149,428 | $ 8,205 | 78,320,228 | 40,919 | (53,724,053) |
Common stock issued for services, shares | 67,000 | ||||||
Common stock issued for services, amount | 111,555 | 0 | $ 67 | 0 | 111,488 | 0 | 0 |
Stock-based compensation expense | 9,230,399 | 0 | 0 | 0 | 9,230,399 | 0 | 0 |
Net loss | (10,147,607) | 0 | $ 0 | $ 0 | 0 | (62,630) | (10,084,977) |
Shares of common stock from prior period issued, shares | 2,783,089 | (2,783,089) | |||||
Shares of common stock from prior period issued, amount | 0 | 0 | $ 2,783 | $ (2,783) | 0 | 0 | 0 |
Warrants issued in connection with debt | 2,654,300 | 0 | 0 | 0 | 2,654,300 | 0 | 0 |
Derivative liability reclassed to equity | 750,000 | $ 0 | $ 0 | $ 0 | 750,000 | 0 | 0 |
Balance, shares at Jun. 30, 2021 | 1,000,000 | 152,279,063 | 5,421,456 | ||||
Balance, amount at Jun. 30, 2021 | 27,394,374 | $ 1,000 | $ 152,278 | $ 5,422 | 91,066,415 | (21,711) | (63,809,030) |
Balance, shares at Dec. 31, 2021 | 2,370,370 | 184,266,934 | 6,587,897 | ||||
Balance, amount at Dec. 31, 2021 | 15,467,107 | $ 237 | $ 18,426 | $ 658 | 126,869,604 | (32,289) | (111,389,529) |
Stock-based compensation expense | 10,743,632 | 0 | 0 | 0 | 10,743,632 | 0 | 0 |
Net loss | (13,139,797) | 0 | 0 | 0 | 0 | 105 | (13,139,902) |
Declaration of preferred dividends | (266,984) | $ 0 | 0 | 0 | 0 | 0 | (266,984) |
Series C Preferred Stock, shares | 3,856,000 | ||||||
Series C Preferred Stock, amount | 12,050,000 | $ 386 | 0 | 0 | 12,049,614 | 0 | 0 |
Beneficial conversion feature arising from preferred stock | 2,651,000 | 0 | 0 | 0 | 2,651,000 | 0 | 0 |
Deemed dividend in connection with Series C Preferred Stock | (3,856,000) | 0 | $ 0 | 0 | 0 | 0 | (3,856,000) |
Common stock issued for acquisition, shares | 5,201,863 | ||||||
Common stock issued for acquisition, amount | 17,530,278 | 0 | $ 520 | 0 | 17,529,758 | 0 | 0 |
Conversion of debt into common stock, shares | 319,950 | ||||||
Conversion of debt into common stock, amount | 79,990 | $ 0 | $ 33 | $ 0 | 79,957 | 0 | 0 |
Balance, shares at Mar. 31, 2022 | 6,226,370 | 189,788,747 | 6,587,897 | ||||
Balance, amount at Mar. 31, 2022 | 41,259,226 | $ 623 | $ 18,979 | $ 658 | 169,923,565 | (32,184) | (128,652,415) |
Stock-based compensation expense | 9,342,734 | 0 | 0 | 0 | 9,342,734 | 0 | 0 |
Net loss | (19,642,927) | 0 | 0 | 0 | 0 | (675) | (19,642,252) |
Declaration of preferred dividends | (352,827) | 0 | $ 0 | 0 | 0 | 0 | (352,827) |
Conversion of debt into common stock, shares | 2,155,594 | ||||||
Conversion of debt into common stock, amount | $ 6,165,000 | $ 0 | $ 216 | 0 | $ 6,164,784 | 0 | 0 |
Series D Preferred Stock, shares | 12,498,889 | 1,177,023 | 12,498,771 | ||||
Series D Preferred Stock, amount | $ 118 | $ 0 | 0 | ||||
Common stock issued for private placement, shares | 1,428,575 | ||||||
Common stock issued for private placement, amount | $ 4,695,864 | 0 | $ 143 | 0 | $ 4,695,721 | 0 | 0 |
Issuance of warrants for private placement | 5,304,161 | 0 | $ 0 | $ 0 | 5,304,161 | 0 | 0 |
Issuance of shares committed in prior period, shares | 1,862,146 | (1,862,146) | |||||
Issuance of shares committed in prior period, amount | $ 0 | 0 | $ 186 | $ (186) | 0 | 0 | 0 |
Settlement of holdback shares for acquisition, shares | 1 | 4,725,748 | (4,725,748) | ||||
Settlement of holdback shares for acquisition, amount | 0 | $ 472 | $ (471) | ||||
Exercise of warrants, shares | 10,000 | 5,973,515 | |||||
Exercise of warrants, amount | $ 1,072,424 | 0 | $ 597 | 0 | 1,071,827 | 0 | 0 |
Exercise of stock options, shares | 10,000 | ||||||
Exercise of stock options, amount | 20,000 | 0 | $ 1 | 0 | 19,999 | 0 | 0 |
Exercise of restricted stock units, shares | 138,327 | ||||||
Exercise of restricted stock units, amount | 14 | $ 0 | $ 14 | 0 | 0 | 0 | |
Classification of Preferred C to Mezzanine Equity, shares | (6,226,370) | ||||||
Classification of Preferred C to Mezzanine Equity, amount | (12,684,917) | $ (623) | 0 | 0 | (18,940,395) | 0 | 6,256,100 |
Deemed dividend in connection with reclass of warrants to Derivative Liability | (40,442,518) | 0 | 0 | $ 0 | (7,601,201) | 0 | (32,841,317) |
Other, shares | 3 | ||||||
Other, amount | (1) | $ 0 | $ 0 | $ (1) | 1 | 0 | (1) |
Balance, shares at Jun. 30, 2022 | 1,177,023 | 206,082,652 | |||||
Balance, amount at Jun. 30, 2022 | $ 7,235,122 | $ 118 | $ 20,608 | $ 0 | $ 182,479,967 | $ (32,859) | $ (175,232,712) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (32,782,154) | $ (11,664,083) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,312,119 | 147,903 |
Stock-based compensation | 20,086,367 | 13,819,067 |
Stock issued for services | 0 | 278,903 |
Change in fair value of derivative liabilities | 0 | 400 |
Amortization of debt discount | 7,443,668 | 982,788 |
Amortization of debt discount, related party | 0 | 95,127 |
Amortization of debt issue costs | 0 | 10,438 |
Loss on foreign currency exchange | 86,191 | 533,663 |
Net (income) loss from investments | 1,022,375 | (4,261,328) |
Other (income) expense, net | (854,850) | 0 |
Income tax (benefit) expense | (1,589,620) | (3,195,383) |
Changes in working capital requirements: | ||
Accounts receivable | (1,733,639) | 5,630,739 |
Accrued revenue | 3,842,574 | (654,303) |
Inventory | (57,360) | (25,759) |
Deposits, prepaids and other current assets | (304,368) | 2,317,539 |
Other assets | (29,538) | (103,260) |
Costs in excess of billings | (7,288,173) | 0 |
Accounts payable | 27,162,062 | (3,031,568) |
Accrued expenses | 1,235,985 | 482,204 |
Other current liabilities | (173,601) | 0 |
Deferred Revenue | (1,741,320) | 0 |
Other comprehensive income | (571) | (82,086) |
Net cash used in operating activities | 15,636,147 | 1,281,000 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of fixed assets | (70,542) | (801,254) |
Sale of intellectual property | 159,434 | 0 |
Purchase of marketable securities | (43,255,509) | (42,529,309) |
Sale of marketable securities | 34,901,415 | 39,731,309 |
Purchase of non-marketable securities | 0 | (100,000) |
Acquisition of ANS | 0 | (12,948,324) |
Acquisition of EV Depot | (1,231,250) | 0 |
Cash acquired in acquisition | 104,485 | 40,940 |
Net cash (used in) provided by investing activities | (9,391,967) | (16,606,638) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash receipts from issuance of notes payable | 0 | 10,000,000 |
Cash receipts from issuance of convertible notes payable | 0 | 5,000,000 |
Proceeds from sale of Common Stock | 10,000,025 | 0 |
Proceeds from sale of Series C Preferred Stock | 10,845,000 | 0 |
Proceeds from exercise of warrants | 1,072,424 | 0 |
Proceeds from exercise of stock options | 20,000 | 0 |
Draws from revolving line of credit, net | 859,075 | (703,650) |
Cash paid for contingent liability | 0 | (61,232) |
Payment on financing lease | (102,295) | (7,525) |
Payment of dividends | (498,598) | 0 |
Net cash provided by financing activities | 22,195,631 | 14,227,593 |
Foreign currency adjustment | (96,770) | (485,222) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 28,343,041 | (1,583,267) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 18,238,264 | 11,629,303 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 46,581,305 | 10,046,036 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest expense | 1,476,842 | 247,900 |
Non-cash investing and financing activities: | ||
Issuance of Series B Preferred Stock for acquisition | 0 | 6,850,000 |
Issuance of common stock for acquisition | 17,530,278 | 0 |
Debt discount associated with promissory notes | $ 0 | $ 4,296,911 |
Nature of operations
Nature of operations | 6 Months Ended |
Jun. 30, 2022 | |
Nature of operations | |
Note 1 Nature Of Operations | Note 1 Nature of operations Charge Enterprises, Inc., through its subsidiaries (sometimes referred to herein as “we,” “us,” “our,” “Charge” or the “Company”) consists of a portfolio of global businesses with a vision to build the electrification and telecommunications infrastructure that will address and service requirements for EVC (“Electrical Vehicle Charging”) and WNI (“Wireless Network Infrastructure”) which includes 5G, tower, distributed antennae systems (“DAS”), small cell, and electrical infrastructure. The Company operates in two segments: Telecommunications, which provides connection of voice calls, data and Short Message Services (SMS) to global carriers and Infrastructure which builds physical wireless network elements, provides electrical construction services and installs and maintains EV charging stations and infrastructure. Financial information about each business segment is contained in Note 14 Reportable segments. |
Summary of significant accounti
Summary of significant accounting policies | 6 Months Ended |
Jun. 30, 2022 | |
Summary of significant accounting policies | |
Note 2 Summary Of Significant Accounting Policies | Note 2 Summary of significant accounting policies Basis of Presentation The accompanying unaudited consolidated financial statements of the Company as of June 30, 2022 and for the three and six months ended June 30, 2022 and 2021 have not been audited by an independent registered public accounting firm. These unaudited consolidated financial statements have been prepared on the same basis as our audited consolidated financial statements for the year ended December 31, 2021 and reflect all normal recurring adjustments which are, in the opinion of management, necessary to present fairly the Company’s financial position as of June 30, 2022 and the results of operations, equity, comprehensive income (loss) and cash flows for the periods presented herein. Certain information and footnote disclosures normally included in financial statements prepared in accordance with Generally Accepted Accounting Principles (“GAAP”) in the United States have been omitted pursuant to such rules and regulations. References to GAAP in these notes are to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification™, sometimes referred to as the codification or “ASC.” These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission ("SEC") on March 29, 2022. During the second quarter ended June 30, 2022, the Company identified Series C Preferred Stock that should be presented as Mezzanine Equity that previously had been presented in Preferred Stock for $237 and $623 and Additional Paid-in Capital for $7.4 million and $19.5 million within Stockholders’ Equity on the consolidated balance sheet at December 31, 2021 and March 31, 2022 respectively. The Series C Preferred Stock is reflected in Mezzanine Equity net of a beneficial conversion feature at $16.6 million on the consolidated balance sheet as of June 30, 2022. The Company concluded that this correction to presentation is not material to the prior year. The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, and the Company has and intends to continue to take advantage of certain exemptions from various reporting requirements. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The consolidated financial statements and related disclosures, presented in U.S. dollars, have been prepared in accordance with GAAP and pursuant to the rules and regulations of the SEC. The results and trends in these consolidated financial statements may not be representative of these for any future periods or full year. Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Credit Losses - Measurement of Credit Losses on Financial Instruments In August 2020, the FASB issued ASU No. 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805) |
Property plant and equipment
Property plant and equipment | 6 Months Ended |
Jun. 30, 2022 | |
Property plant and equipment | |
Note 3 Property, Plant And Equipment | Note 3 Property, plant and equipment Property, plant and equipment consisted of the following: June 30, 2022 December 31, 2021 Equipment $ 5,949,692 $ 5,924,332 Computer hardware 468,122 468,122 Computer software 36,932 36,932 Furniture and fixtures 106,424 106,424 Vehicles 2,841,820 2,830,883 Leasehold improvements 5,560 5,560 9,408,550 9,372,253 Less: Accumulated depreciation (7,710,740 ) (7,360,584 ) Property, plant and equipment - net $ 1,697,810 $ 2,011,668 Depreciation expense was $241,843 and $450,897 for the three and six months ended June 30, 2022, respectively. Depreciation expense was $97,956 and $147,903 for the three and six months ended June 30, 2021, respectively. |
Marketable securities and other
Marketable securities and other investments | 6 Months Ended |
Jun. 30, 2022 | |
Marketable securities and other investments | |
Note 4 Marketable Securities And Other Investments | Note 4 Marketable securities and other investments Our marketable securities are stated at fair value in accordance with ASC Topic 321, Investments- Equity Securities The value of these marketable securities is as follows: June 30, 2022 December 31, 2021 Description of Securities Brokerage Account Other Securities Total Brokerage Account Other Securities Total Cost $ 18,169,580 $ 120,000 $ 18,289,580 $ 10,428,724 $ 120,800 $ 10,549,524 Gross Unrealized Gains - - - - - - Gross Unrealized Losses (1,853,728 ) (110,700 ) (1,964,428 ) (840,881 ) (89,900 ) (930,781 ) Fair Value $ 16,315,852 $ 9,300 $ 16,325,152 $ 9,587,843 $ 30,900 $ 9,618,743 The above marketable securities are reflected as level 1 assets as the security prices are quotes in an established market. During the three and six months ended June 30, 2022, the Company recognized a net loss of $912,369 and $1,022,375 respectively, within income (loss) from investments, net on the Consolidated Statement of Operations, which includes $205,554 of realized loss and $301,419 of realized gains, respectively, and unrealized loss of $706,815 and $1,323,794, respectively. |
Business acquisitions
Business acquisitions | 6 Months Ended |
Jun. 30, 2022 | |
Business acquisitions | |
Note 5 Business Acquisitions | Note 5 Business acquisitions EV Group Holdings LLC The Company entered into an agreement and plan of merger, dated January 14, 2022, with the shareholders of EV Group Holdings LLC (“EV Depot”) pursuant to which the Company agreed to purchase all the issued and outstanding shares of EV Depot for an aggregate purchase price of $18,787,105. $17,530,278 of the aggregate purchase price payable to the shareholders of EV Depot will be payable through the issuance of 5,201,863 shares of common stock. The agreement includes a clause protecting the sellers whereby if the average price of Charge’s common stock for the month ending December 31, 2022 is less than the per share price of Charge’s common stock determined at closing, the Company will increase the number of shares of common stock issued. The Company recorded this as a contingent consideration liability. The agreement also included a clause for gross margin protection to the Company should the 2022 gross margin of EV Depot fall below target levels, the Company will reduce the number of shares of common stock to be issued to EV Depot. The Company recorded this as a contingent consideration asset. These contingent consideration clauses will be settled on December 31, 2022. The acquisition closed on January 14, 2022. This acquisition has been accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date. The final determination of the fair value of certain assets and liabilities will be completed within the one-year measurement period from the date of acquisition as required by Accounting Standards Codification (ASC) Topic 805, Business Combinations. The following table summarizes the total considerations as well as the preliminary fair values of the net assets acquired and liabilities assumed as of the January 14, 2022 acquisition date. Cash $ 1,231,250 Accrued expenses 18,750 Contingent consideration liability, net of $72,748 of contingent consideration asset 6,827 Common Stock (5,201,863 Shares) 17,530,278 Total consideration $ 18,787,105 Fair values of identifiable net assets and liabilities: Assets Cash $ 104,485 Deposits, prepaids and other current assets, net (11,167 ) Operating lease right-of-use asset 2,016,700 Non-current assets 390,625 Total assets 2,500,643 Liabilities Accrued liabilities 27,407 Deferred revenue 166,984 Operating lease liability 2,016,700 Total liabilities 2,211,091 Total fair value of identifiable net assets and liabilities 289,552 Goodwill (consideration given minus fair value of identifiable net assets and liabilities) $ 18,497,553 The determination of goodwill in the amount of approximately $18.5 million was recognized for the EV Depot acquisition as the excess of consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets which cannot be individually identified and separately recognized. The recorded goodwill is not deductible for tax purposes. The inclusion of the EV Depot acquisition in our Consolidated Financial Statements is not deemed material with respect to the requirement to provide pro-forma results of operations. As such, pro-forma information is not presented. B W Electrical Services LLC Our wholly owned subsidiary, Charge Infrastructure, Inc., entered into a securities purchase agreement, dated December 22, 2021, with the shareholders of B W Electrical Services LLC (“BW”) pursuant to which we agreed to purchase all the issued and outstanding shares of BW for an aggregate purchase price of $18,038,570. $4,538,570 of the aggregate purchase price payable to the shareholders of BW through the issuance of 1,285,714 shares of common stock. The acquisition closed on December 27, 2021. While we continue to finalize the preliminary fair values of the net assets acquired and liabilities assumed as of the December 27, 2021 acquisition date, we did not recognize any adjustments in the period ended June 30, 2022. Any potential adjustments could be material in relation to the preliminary values presented previously. ANS The Company entered into a securities purchase agreement, dated May 7, 2021, with the shareholders of Nextridge, Inc. and its wholly owned subsidiary, Advanced Network Solutions (collectively “ANS”) pursuant to which we agreed to purchase all the issued and outstanding shares of ANS for an aggregate purchase price of $19,798,324. $6,850,000 of the aggregate purchase price payable to the shareholders of ANS was payable through the issuance of 2,395,105 shares of our Series B preferred stock (the “Series B Preferred”). The acquisition closed on May 21, 2021. The Company analyzed the acquisition under applicable guidance and determined that the acquisition should be accounted for as a business combination. The acquisition resulted in $5,017,682 in goodwill which was recorded on the reporting unit’s books. The recorded goodwill is not deductible for income tax purposes. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: Preliminary Estimate Measurement Period Adjustments (1) Revised and Final Identifiable intangible asset $ - $ 11,924,617 $ 11,924,617 Tangible assets acquired (net of tangible liabilities assumed) 6,380,152 (497,339 ) 5,882,813 Goodwill 13,418,172 (8,400,490 ) 5,017,682 Deferred Tax for Identifiable intangible asset - (3,026,788 ) (3,026,788 ) Total $ 19,798,324 $ - $ 19,798,324 (1) |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2022 | |
Intangible Assets | |
Note 6 Intangible Assets | Note 6 Intangible Assets Intangible assets, which consists of Customer Relationships, are amortized on a straight-line basis over 15 years. The entire gross carrying value balance of customer relationships as of June 30, 2022 relates to the acquisition of ANS and was recorded in the second quarter of the intangible assets is, a measurement period adjustment to Goodwill (see Note 5- Business Acquisitions) along. The amortization expense for the intangible assets of $861,222 is included within “Depreciation and amortization expense” for the three and six months ended June 30, 2022 on the Consolidated Statement of Operations. As of June 30, 2022, the following is included in “Intangible Assets” on the Consolidated Balance Sheet: with amortization expense of $861,222, upon finalization of purchase accounting, net consisted of the following: June 30, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer Relationships $ 11,924,617 $ (861,222 ) $ 11,063,395 Total $ 11,924,617 $ (861,222 ) $ 11,063,395 |
Related party
Related party | 6 Months Ended |
Jun. 30, 2022 | |
Related party | |
Note 7 Related Party | Note 7 Related party During the first quarter of 2021, the Company granted Mr. Deutsch, a Board member of the Company, options to acquire 1,500,000 shares of common stock, at an exercise price of $2.00, for services rendered related to financial consulting. During 2021, the Company paid $320,000 to Korr Acquisition Group, Inc. related to successful acquisition efforts. Kenneth Orr, the former Chairman of the Company, has sole voting and dispositive power over the shares held by KORR Acquisitions Group, Inc. During the second quarter of 2022, the Company entered into a Special Advisor Agreement with Korr Acquisitions Group. The agreement includes an upfront payment of $500,000 and a monthly advisory fee. Kenneth Orr, the former Chairman of the Company, has sole voting and dispositive power over Korr Acquisitions Group. |
Convertible notes payable
Convertible notes payable | 6 Months Ended |
Jun. 30, 2022 | |
Convertible notes payable | |
Note 8 Convertible Notes Payable | Note 8 Convertible notes payable The Company’s outstanding convertible notes payables as of June 30, 2022 and December 31, 2021 are summarized below: Convertible Notes Payable: June 30, 2022 December 31, 2021 Issued on May 8, 2020 (8% interest) $ - $ 3,000,000 Issued on November 3, 2020 (8% interest) - 3,888,889 Issued on May 19, 2021 (8% interest) - 5,610,000 Issued on April 30, 2021 (6% interest) - 66,400 Total face value - 12,565,289 Less: unamortized discount - (5,389,693 ) Total convertible notes payable $ - $ 7,175,597 On June 30, 2022 Convertible Notes Payable of Arena Investors LP with a face value of $12,498,889 (net discounted value of $8,205,504) were exchanged for Series D Preferred Stock. See Note 15 Equity for more details. April 30, 2020 Sutton Global Note $227,525 Face Value On April 30, 2020, the former CEO converted his payable into a convertible note with a face value of $ 300,000. The note has a coupon rate of 6% and a maturity date of December 31, 2021. The note is convertible at a rate of $0.0005 per share. Since the note added a conversion option, it resulted in a debt modification requiring the Company to record a loss on modification of debt in the amount of $98,825. On March 25, 2021, Sutton Global Associates converted $149,000 in principal and $12,125 in accrued interest into 644,499 shares of the Company’s common stock. The remaining note balance was subsequently sold to an unrelated party who converted the entire principal and accrued interest balance into 319,950 shares of the company common stock on March 12, 2022. Interest expense and amortization of debt discount and debt issuance costs for the convertible notes payables is as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Interest Expense $ 249,978 $ 198,303 $ 497,053 $ 344,770 Amortization of debt discount 4,845,236 920,914 5,391,022 982,788 Amortization of debt issuance costs - - - 7,397 Total $ 5,095,214 $ 1,119,217 $ 5,888,075 $ 1,334,955 The accrued interest relating to the convertible notes payable as of June 30, 2022 and December 2021 was $0 and $183,067, respectively. |
Convertible notes payable relat
Convertible notes payable related parties | 6 Months Ended |
Jun. 30, 2022 | |
Convertible notes payable related parties | |
Note 9 Convertible Notes Payable, Related Parties | Note 9 Convertible notes payable, related parties The Company did not have any outstanding convertible notes payables, related parties as of June 30, 2022 and December 31, 2021. Interest expense and amortization of debt discount for the six months ended June 30,2021 was $6,019 and $95,127, respectively. KORR Value Financing In May and June 2020, the Company entered into a securities purchase agreement with KORR Value LP, an entity controlled by Kenneth Orr, pursuant to which the Company issued convertible notes in an aggregate principal amount of $550,000 for an aggregate purchase price of $495,000 (collectively, the “KORR Notes”). In connection with the issuance of the KORR Notes, the Company issued to KORR Value warrants to purchase an aggregate of 1,151,515 shares of Common Stock (collectively, the “KORR Warrants”). The KORR Notes and KORR Warrants are on substantially the same terms as the Notes and Warrants issued to the Selling Shareholders except that the KORR Notes are subordinated to the Notes. On August 27, 2020, notes totaling $288,889 and 658,667 warrants were assigned to an unrelated party. On March 15, 2021, KORR Value converted $261,111 in principal and $17,798 in accrued interest related to the convertible notes issued May 8, 2020 into 1,115,638 shares of the Company’s common stock. 9 Madison Inc. Financing On September 2, 2020, the Company entered into a securities purchase agreement with 9 Madison, Inc., an entity controlled by Andrew Fox, the Company’s CEO, pursuant to which the Company issued a convertible note in the amount of $110,000 for an aggregate purchase price of $100,000. The notes are convertible at the holder’s option at a conversion price of $0.25 per share. In connection with the issuance of the Notes, the Company issued to 9 Madison warrants to purchase an aggregate of 440,000 shares of Common Stock On March 15, 2021, 9 Madison converted $110,000 in principal and $4,677 in accrued interest related to the convertible notes issued September 2, 2020 into 458,709 shares of common stock. |
Line of credit
Line of credit | 6 Months Ended |
Jun. 30, 2022 | |
Line of credit | |
Note 10 Line Of Credit | Note 10 Line of credit Advanced Networks Services, LLC (“ANS”) has a revolving $4,000,000 line of credit available with a bank, collateralized by all the assets of ANS. Interest is payable monthly at the Wall Street Journal prime rate (4.75% on June 30, 2022, 3.50% on March 31, 2022, and 3.25% on December 31, 2021). There are no financial commitments or covenants on the line of credit. As of June 30, 2022, and December 31, 2021, the Company had an outstanding balance of $2,757,218 and $1,898,143 respectively on this line of credit. ANS also has a $750,000 equipment and vehicle line of credit available with a bank. Interest is payable monthly at the Wall Street Journal prime rate. As of June 30, 2022 and December 31, 2021, ANS had no borrowings under this line of credit. BW has a revolving $3,000,000 line of credit available with a bank, collateralized by all the assets of BW. Interest is payable monthly at the Wall Street Journal prime rate (4.75% as of June 30, 2022, and 3.25% at December 31, 2021). There are no financial commitments or covenants on the line of credit. On May 26, 2022, BW renewed the facility with substantially the same terms and an expiration of August 1, 2023. As of June 30, 2022 and December 31, 2021, the Company had no outstanding balance on the line of credit. |
Notes payable
Notes payable | 6 Months Ended |
Jun. 30, 2022 | |
Notes payable | |
Note 11 Notes Payable | Note 11 Notes payable The Company’s notes payables as of June 30, 2022 and December 31, 2021 are summarized below: June 30, December 31, 2022 2021 Paycheck Protection Program loan issued February 10, 2021 $ - $ 2,000,000 Notes payable issued May 19, 2021 (8% interest) 11,860,055 11,860,055 Notes payable issued December 17, 2021 (7.5% interest) 15,925,926 15,925,926 Total face value 27,785,981 29,785,981 Less: unamortized discount (5,532,551 ) (3,698,458 ) Carrying value $ 22,253,430 $ 26,087,523 Prior to our acquisition, BW was approved for a Paycheck Protection Program loan on February 10, 2021 from the Small Business Administration (“SBA”) in the amount of $ 2,000,000. In the second quarter of 2022, the loan was forgiven by the SBA. Although the loan was forgiven by the SBA, per our purchase agreement with the sellers of BW in December 2021, if such an event occurred, the Company is obligated to reimburse the SBA loan of $2,000,000 to such sellers. As such, the $2,000,000 SBA loan was reclassified from Notes payable to Accrued liability on the Consolidated Balance Sheet as of June 30, 2022 and will be settled by the end of September 30, 2022. Interest expense and amortization of debt discount for the notes payable is as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Interest Expense $ 484,639 $ - $ 969,278 $ - Amortization of debt discount 1,568,835 - 2,052,644 - Total $ 2,053,474 $ - $ 3,021,922 $ - The accrued interest relating to the notes payable as of June 30, 2022 and December 2021 was $0 and $115,250, respectively. |
Derivative liabilities
Derivative liabilities | 6 Months Ended |
Jun. 30, 2022 | |
Derivative liabilities | |
Note 12 Derivative Liabilities | Note 12 Derivative liabilities The Company does not use financial derivative instruments to manage risk. In June 2022, the Company exchanged the outstanding convertible debt for Series D Preferred Stock. Concurrently, the warrants that were granted along with the original convertible debt were amended to provide, at the holders’ choice, the option to exercise for a to-be-issued class of our preferred stock, which shall be convertible into the same number of shares of Common Stock as would have been issued upon exercise of such warrants under the original terms. This amendment caused the instruments to be treated as a derivative liability beginning on June 30, 2022. The warrants were reclassified from equity to derivative liability and measured at fair value using a Black Scholes model (Level 2 of GAAP fair value hierarchy). The impact was a derivative liability of approximately $40.4 million and a deemed dividend of approximately $32.8 million. This derivative liability will be revalued on a recurring basis through the Consolidated Statement of Operations. The Company recorded a derivative liability in 2020 related to convertible debt that contained certain cash true up provisions that were not clearly and closely related to the host debt agreement in terms of economic risks and characteristics. No cash payment was triggered, the true up provision expired on June 1, 2021, and the derivative balance was reclassed to additional paid-in-capital in the second quarter of 2021. For the six months ended June 30, 2022 and 2021, the changes in fair value inputs and assumptions related to the derivative liability, which is reflected in “Other income (expense), net” in the Consolidated Statement of Operations are as follows: Six months ended June 30, 2022 2021 Derivative Liability balance at December 31, $ - $ 749,600 Reclass of derivative 40,442,518 (749,200 ) Change in fair value of derivative liabilities - (400 ) Derivative Liability balance at June 30, $ 40,442,518 $ - |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases | |
Note 13 Leases | Note 13 Leases In connection with the Company’s acquisition of EV Depot (see Note 5 Business acquisitions), the Company, as the lessor, recorded $1.3 million and $2.4 million of lease revenue relating to EV Depot’s operating leases in Revenues for the three and six months ended June 30, 2022. |
Reportable segments
Reportable segments | 6 Months Ended |
Jun. 30, 2022 | |
Reportable segments | |
Note 14 Reportable Segments | Note 14 Reportable segments The Company currently has one primary reportable geographic segment - United States. The Company has two reportable operating segments - Telecommunications and Infrastructure. The Company also have included a Non-operating Corporate segment. All inter-segment revenues are eliminated. Summary information with respect to the Company’s operating segments is as follows for the three and six months ended June 30: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Revenue Telecommunications $ 155,606,953 $ 125,960,397 $ 298,967,241 $ 237,085,903 Infrastructure 25,433,659 3,616,398 45,051,261 3,624,795 Total revenue $ 181,040,612 $ 129,576,795 $ 344,018,502 $ 240,710,698 Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (Loss) Income from operations Telecommunications $ 360,590 $ 587,094 $ 887,252 $ 1,276,565 Infrastructure 1,656,342 (271,449 ) 3,293,159 (739,966 ) Non-operating corporate (14,483,002 ) (12,010,097 ) (29,432,761 ) (17,604,694 ) Total (loss) from operations $ (12,466,070 ) $ (11,694,452 ) $ (25,252,350 ) $ (17,068,095 ) A reconciliation of the Company's consolidated segment loss from operations to consolidated loss from operations before income taxes and net income (loss) for the three and six months ended June 30, 2022 and 2021 are as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Loss from operations $ (12,466,070 ) $ (11,694,452 ) $ (25,252,350 ) $ (17,068,095 ) Income (loss) from investments, net (912,369 ) 859,614 (1,022,375 ) 4,261,328 Amortization of debt discount (6,414,071 ) (920,914 ) (7,443,668 ) (982,788 ) Amortization of debt discount, related party - - - (95,127 ) Interest expense (745,728 ) (267,681 ) (1,480,781 ) (448,683 ) Other income (expense), net 715,238 (10,508 ) 913,591 (10,838 ) Foreign exchange adjustments 169,411 (61,234 ) (86,191 ) (512,712 ) Total other expenses (7,187,519 ) (400,723 ) (9,119,424 ) 2,211,180 Loss from operations before income taxes (19,653,589 ) (12,095,175 ) (34,371,774 ) (14,856,915 ) Income tax (expense) benefit 11,337 2,010,198 1,589,620 3,192,832 Net income (loss) $ (19,642,252 ) $ (10,084,977 ) $ (32,782,154 ) $ (11,664,083 ) Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Depreciation and Amortization Telecommunications $ 42,422 $ 49,648 $ 85,922 $ 99,595 Infrastructure 1,060,643 48,308 1,226,197 48,308 Total $ 1,103,065 $ 97,956 $ 1,312,119 $ 147,903 June 30, December 31, 2022 2021 Capital Expenditures Telecommunications $ - $ - Infrastructure 70,542 1,355,297 Total $ 70,542 $ 1,355,297 June 30, December 31, 2022 2021 Investments Telecommunications $ - $ - Infrastructure 1,488,152 2,279,978 Non-operating corporate 14,937,000 7,438,765 Total $ 16,425,152 $ 9,718,743 June 30, December 31, 2022 2021 Total Assets Telecommunications $ 97,257,845 $ 73,658,598 Infrastructure 80,850,627 56,700,602 Non-operating corporate 111,328,924 79,579,215 Eliminations (82,129,357 ) (66,328,903 ) Total $ 207,308,039 $ 143,609,512 |
Equity
Equity | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders Equity | |
Note 15 Equity | Note 15 Equity Permanent Equity Preferred Stock The Company has 10,000,000 shares of Preferred Stock authorized with a par value of $0.0001. No shares of Series A Preferred Stock were issued and outstanding as of June 30,2022 and December 31,2021. The Company has evaluated each series of the Preferred Stock for proper classification under ASC 480 and ASC 815. ASC 480 generally requires liability classification for financial instruments that are certain to be redeemed, as they represent obligations to purchase shares of stock or represent obligations to issue a variable number of common shares. Both Preferred Series B and Preferred Series C are classified as liabilities within mezzanine equity on the consolidated balance sheets as of June 30, 2022. Series D: The Series D Preferred has the following designations as of June 30, 2022: · Convertible at the option of the holder into Common Stock at $0.4248 per share · The Series D liquidation preference is equal to $10.6191 per share · The holders will receive a quarterly dividend at a fixed annual rate of 2.25% of the liquidation preference, or $0.23893 per share · No voting rights In addition to the exchange of convertible notes, the related 11.8 million outstanding warrants to purchase Common Stock were amended to allow the holder to exercise for a to-be-issued class of our preferred stock, which shall be convertible into the same number of shares of Common Stock as would have been issued upon exercise of such warrants under the original terms. This amendment caused the instruments to be treated as a derivative liability beginning on June 30, 2022. The transition to derivative accounting created a derivative liability of $40.4 million and a related deemed dividend of $32.8 million. Future changes in the fair value of the derivative liability will be marked to market through Statement of Operations in the respective period. Common Stock On April 20, 2022, the Company entered into a securities purchase agreement with an affiliate of Island Capital Group, LLC pursuant to which the Company issued 1,428,575 shares of Charge’s Common Stock and three-year warrants to purchase up to 2,000,000 shares of Charge’s Common Stock at $8.50 per share for an aggregate purchase price of $10,000,025. The purchase price was allocated between Common Stock and warrants and is reported within Common Stock and Additional Paid-in Capital. Mezzanine Equity Preferred Stock Series B: The Series B Preferred has the following designations as of June 30, 2022 and December 31, 2021: · Convertible at option of holder · The holders are entitled to receive cumulative dividends at 4% per annum, payable quarterly on January 1, April 1, July 1 and October 1 · 1 preferred share is convertible to 1 common share · The Series B holders are entitled to receive liquidation in preference to the common holders or any other class or series of preferred stock · The Series B holders are entitled to vote together with the common holders as a single class · Mandatorily redeemable 180 days following the mandatory redemption date The 239,510 shares of Series B Preferred Stock, with a value of $685,000, are mandatorily redeemable, and therefore are required to be classified as a liability in the mezzanine section on the Consolidated balance sheet as of June 30, 2022. Series C : On February 25, 2022, the Company entered into a securities purchase agreement with an affiliate of Island Capital Group LLC (the “February 2022 Investors”) pursuant to which it issued 3,856,000 Series C Preferred Stock in an aggregate face value of $12,050,000 for an aggregate purchase price of $10,845,000. The Company has valued and recorded the beneficial conversion feature of the Series C Preferred Stock resulting in a deemed dividend at the time of issuance. As of June 30, 2022 and December 31, 2021, there were 6,226,370 and 2,370,370 shares of Series C Preferred Stock issued and outstanding. The Series C Preferred has the following designations as of June 30, 2022 and December 31, 2021: · Convertible at option of holder at a conversion price of $3.125 per share · The holders are entitled to receive dividends · In the event of reorganization this class of Preferred will not be affected by any such capital reorganization · The Series C liquidation preference is equal to the stated value, plus any accrued and unpaid dividends · Change of control provision whereby the Series C Preferred shareholders would receive their stated value before all other shareholders · No voting rights · Redemption features: ○ If the closing price exceeds 200% of the effective conversion price, the Company may force the conversion of preferred stock with 10 days written notice; ○ At any time after the original issue date, the Company has the option to redeem some or all the outstanding preferred stock for cash with 10 days written notice; and ○ On the third anniversary of the issue date, the holder may request redemption, at the Company’s option of cash or common stock, at the conversion price equal to the four-year redemption amount (a) 100% of the aggregate stated value then outstanding, (b) accrued but unpaid dividends (c) additional cash consideration in order for the Purchasers to achieve a 20% internal rate of return and (d) all liquidated damages and other amounts due in respect of the Preferred Stock. The 6,226,370 shares of Series C Preferred Stock provides that the Company shall redeem the preferred stock for cash or common stock at the Company’s option and therefore not considered mandatorily redeemable. However, due to the change in control provision, the Series C Preferred Stock have liquidation preference and are deemed a liability and presented within Mezzanine Equity on the Consolidated balance sheet as of June 30, 2022. |
Commitments contingencies and c
Commitments contingencies and concentration risk | 6 Months Ended |
Jun. 30, 2022 | |
Commitments contingencies and concentration risk | |
Note 16 Commitments, Contingencies And Concentration Risk | Note 16 Commitments, contingencies, and concentration risk Contingencies During the normal course of business, the Company may be named from time to time as a party to lawsuits arising in the ordinary course of business related to its sales, marketing, and the provision of its services and equipment. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with ASC 450, Contingencies Other Commitments: Indemnities The Company generally indemnifies its customers for the services it provides under its contracts, as well as other specified liabilities, which may subject the Company to indemnity claims, liabilities and related litigation. As of June 30, 2022 and December 31, 2021, the Company was not aware of any material asserted or unasserted claims in connection with these indemnity obligations. Performance and Payment Bonds Many customers, particularly in connection with new construction within Infrastructure, require the Company to post performance and payment bonds issued by a financial institution known as a surety. If the Company fails to perform under the terms of a contract or to pay subcontractors and vendors who provided goods or services under a contract, the customer may demand that the surety make payments or provide services under the bond. The Company must reimburse the surety for any expenses or outlays it incurs. To date, the Company is not aware of any losses to their sureties in connection with bonds the sureties have posted on their behalf, and do not expect such losses to be incurred in the foreseeable future. Generally, 10% of bonding needs are held in cash on the balance sheet. Concentration of Credit Risk The Company maintains accounts with financial institutions. All cash in checking accounts is non-interest bearing and is insured by the Federal Deposit Insurance Corporation (FDIC) up to a $250,000 limit. At times, cash balances may exceed the maximum coverage provided by the FDIC on insured depositor accounts. The Company believes it mitigates its risk by depositing its cash and cash equivalents with major financial institutions. At June 30, 2022 and December 31, 2021, the Company had $44,516,287 and $17,503,737 in excess of FDIC insurance, respectively. Major Customer Concentration There are no customers whose individual accounts receivable represented 10% or more of the Company’s total accounts receivable as of June 30, 2022. The company had two customers whose accounts receivable individually represented 10% or more of the Company’s total accounts receivable and whose accounts receivable in aggregate accounted for approximately 25% of the Company’s total accounts receivable as of December 31, 2021. The Company has two customers whose revenue individually represented 10% or more of the Company’s total revenue and whose revenue in aggregate accounted for approximately 32% and 27% of the Company’s total revenue for the three and six months ended June 30, 2022, respectively. The Company had three customers whose revenue individually represented 10% or more of the Company’s total revenue and in aggregate accounted for approximately 40% and 41% of the Company’s total revenue for the three and six months ended June 30, 2021, respectively. Labor Concentration One of our operating subsidiaries within Infrastructure sources direct labor from local unions, which have collective bargaining agreements expiring at various times over the next four years. Although the Company’s past experience has been favorable with respect to resolving conflicting demands with these unions, it is possible that contract negotiations are unsuccessful which could impact the renewal of the collective bargaining agreements. |
Income taxes
Income taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income taxes | |
Note 17 Income Taxes | Note 17 Income taxes The following table includes the Company’s income (loss) before income taxes, income tax (expense) benefit and effective benefit tax rate: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Income (loss) before income tax benefit $ (19,653,589 ) $ (12,095,175 ) $ (34,371,774 ) $ (14,856,915 ) Income tax benefit 11,337 2,010,198 1,589,620 3,192,832 Effective tax rate 0.1 % 16.6 % 4.6 % 21.5 % For the three and six months ended June 30, 2022 and 2021, the Company utilized the discrete effective tax rate method, as allowed by ASC 740-270-30-18. The discrete method treats the year-to-date period as if it was the annual period and calculates the income tax expense or benefit on a discrete basis. Currently, the Company believes the use of the discrete method represents the best estimate of our annual effective tax rate. The Company’s effective tax rate differed from the statutory rate primarily due to unfavorable permanent book-tax differences related to non-deductible stock based compensation and other non-deductible book expenses. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Summary of significant accounting policies | |
Basis Of Presentation | The accompanying unaudited consolidated financial statements of the Company as of June 30, 2022 and for the three and six months ended June 30, 2022 and 2021 have not been audited by an independent registered public accounting firm. These unaudited consolidated financial statements have been prepared on the same basis as our audited consolidated financial statements for the year ended December 31, 2021 and reflect all normal recurring adjustments which are, in the opinion of management, necessary to present fairly the Company’s financial position as of June 30, 2022 and the results of operations, equity, comprehensive income (loss) and cash flows for the periods presented herein. Certain information and footnote disclosures normally included in financial statements prepared in accordance with Generally Accepted Accounting Principles (“GAAP”) in the United States have been omitted pursuant to such rules and regulations. References to GAAP in these notes are to the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification™, sometimes referred to as the codification or “ASC.” These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission ("SEC") on March 29, 2022. During the second quarter ended June 30, 2022, the Company identified Series C Preferred Stock that should be presented as Mezzanine Equity that previously had been presented in Preferred Stock for $237 and $623 and Additional Paid-in Capital for $7.4 million and $19.5 million within Stockholders’ Equity on the consolidated balance sheet at December 31, 2021 and March 31, 2022 respectively. The Series C Preferred Stock is reflected in Mezzanine Equity net of a beneficial conversion feature at $16.6 million on the consolidated balance sheet as of June 30, 2022. The Company concluded that this correction to presentation is not material to the prior year. The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, and the Company has and intends to continue to take advantage of certain exemptions from various reporting requirements. |
Principles Of Consolidation | The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The consolidated financial statements and related disclosures, presented in U.S. dollars, have been prepared in accordance with GAAP and pursuant to the rules and regulations of the SEC. The results and trends in these consolidated financial statements may not be representative of these for any future periods or full year. |
Recent Accounting Pronouncements | In June 2016, the FASB issued ASU No. 2016-13, Credit Losses - Measurement of Credit Losses on Financial Instruments In August 2020, the FASB issued ASU No. 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805) |
Property plant and equipment (T
Property plant and equipment (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property plant and equipment | |
Property and equipment | June 30, 2022 December 31, 2021 Equipment $ 5,949,692 $ 5,924,332 Computer hardware 468,122 468,122 Computer software 36,932 36,932 Furniture and fixtures 106,424 106,424 Vehicles 2,841,820 2,830,883 Leasehold improvements 5,560 5,560 9,408,550 9,372,253 Less: Accumulated depreciation (7,710,740 ) (7,360,584 ) Property, plant and equipment - net $ 1,697,810 $ 2,011,668 |
Marketable securities and oth_2
Marketable securities and other investments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Marketable securities and other investments (Tables) | |
Marketable Securities | June 30, 2022 December 31, 2021 Description of Securities Brokerage Account Other Securities Total Brokerage Account Other Securities Total Cost $ 18,169,580 $ 120,000 $ 18,289,580 $ 10,428,724 $ 120,800 $ 10,549,524 Gross Unrealized Gains - - - - - - Gross Unrealized Losses (1,853,728 ) (110,700 ) (1,964,428 ) (840,881 ) (89,900 ) (930,781 ) Fair Value $ 16,315,852 $ 9,300 $ 16,325,152 $ 9,587,843 $ 30,900 $ 9,618,743 |
Business acquisitions (Tables)
Business acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business acquisitions (Tables) | |
Preliminary Fair Values Of The Net Assets Acquired And Liabilities | Cash $ 1,231,250 Accrued expenses 18,750 Contingent consideration liability, net of $72,748 of contingent consideration asset 6,827 Common Stock (5,201,863 Shares) 17,530,278 Total consideration $ 18,787,105 Fair values of identifiable net assets and liabilities: Assets Cash $ 104,485 Deposits, prepaids and other current assets, net (11,167 ) Operating lease right-of-use asset 2,016,700 Non-current assets 390,625 Total assets 2,500,643 Liabilities Accrued liabilities 27,407 Deferred revenue 166,984 Operating lease liability 2,016,700 Total liabilities 2,211,091 Total fair value of identifiable net assets and liabilities 289,552 Goodwill (consideration given minus fair value of identifiable net assets and liabilities) $ 18,497,553 Preliminary Estimate Measurement Period Adjustments (1) Revised and Final Identifiable intangible asset $ - $ 11,924,617 $ 11,924,617 Tangible assets acquired (net of tangible liabilities assumed) 6,380,152 (497,339 ) 5,882,813 Goodwill 13,418,172 (8,400,490 ) 5,017,682 Deferred Tax for Identifiable intangible asset - (3,026,788 ) (3,026,788 ) Total $ 19,798,324 $ - $ 19,798,324 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Intangible Assets (Tables) | |
Intangible Assets | June 30, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer Relationships $ 11,924,617 $ (861,222 ) $ 11,063,395 Total $ 11,924,617 $ (861,222 ) $ 11,063,395 |
Convertible notes payable (Tabl
Convertible notes payable (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Convertible notes payable (Tables) | |
Summary Of Outstanding Convertible Notes Payable | Convertible Notes Payable: June 30, 2022 December 31, 2021 Issued on May 8, 2020 (8% interest) $ - $ 3,000,000 Issued on November 3, 2020 (8% interest) - 3,888,889 Issued on May 19, 2021 (8% interest) - 5,610,000 Issued on April 30, 2021 (6% interest) - 66,400 Total face value - 12,565,289 Less: unamortized discount - (5,389,693 ) Total convertible notes payable $ - $ 7,175,597 |
Schedule Of Interest Expense And Amortization Of Debt Discount And Debt Issuance Cost Of Convertible Notes | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Interest Expense $ 249,978 $ 198,303 $ 497,053 $ 344,770 Amortization of debt discount 4,845,236 920,914 5,391,022 982,788 Amortization of debt issuance costs - - - 7,397 Total $ 5,095,214 $ 1,119,217 $ 5,888,075 $ 1,334,955 |
Notes payable (Tables)
Notes payable (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Notes payable | |
Summary Of Notes Payable | June 30, December 31, 2022 2021 Paycheck Protection Program loan issued February 10, 2021 $ - $ 2,000,000 Notes payable issued May 19, 2021 (8% interest) 11,860,055 11,860,055 Notes payable issued December 17, 2021 (7.5% interest) 15,925,926 15,925,926 Total face value 27,785,981 29,785,981 Less: unamortized discount (5,532,551 ) (3,698,458 ) Carrying value $ 22,253,430 $ 26,087,523 |
Interest Expense And Amortisation Debt Discount | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Interest Expense $ 484,639 $ - $ 969,278 $ - Amortization of debt discount 1,568,835 - 2,052,644 - Total $ 2,053,474 $ - $ 3,021,922 $ - |
Derivative liabilities (Tables)
Derivative liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Derivative liabilities (Tables) | |
Schedule of Derivative Liabilities at Fair Value | Six months ended June 30, 2022 2021 Derivative Liability balance at December 31, $ - $ 749,600 Reclass of derivative 40,442,518 (749,200 ) Change in fair value of derivative liabilities - (400 ) Derivative Liability balance at June 30, $ 40,442,518 $ - |
Reportable segments (Tables)
Reportable segments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Reportable segments | |
Summary Of Operating Segment | Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Revenue Telecommunications $ 155,606,953 $ 125,960,397 $ 298,967,241 $ 237,085,903 Infrastructure 25,433,659 3,616,398 45,051,261 3,624,795 Total revenue $ 181,040,612 $ 129,576,795 $ 344,018,502 $ 240,710,698 Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (Loss) Income from operations Telecommunications $ 360,590 $ 587,094 $ 887,252 $ 1,276,565 Infrastructure 1,656,342 (271,449 ) 3,293,159 (739,966 ) Non-operating corporate (14,483,002 ) (12,010,097 ) (29,432,761 ) (17,604,694 ) Total (loss) from operations $ (12,466,070 ) $ (11,694,452 ) $ (25,252,350 ) $ (17,068,095 ) Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Loss from operations $ (12,466,070 ) $ (11,694,452 ) $ (25,252,350 ) $ (17,068,095 ) Income (loss) from investments, net (912,369 ) 859,614 (1,022,375 ) 4,261,328 Amortization of debt discount (6,414,071 ) (920,914 ) (7,443,668 ) (982,788 ) Amortization of debt discount, related party - - - (95,127 ) Interest expense (745,728 ) (267,681 ) (1,480,781 ) (448,683 ) Other income (expense), net 715,238 (10,508 ) 913,591 (10,838 ) Foreign exchange adjustments 169,411 (61,234 ) (86,191 ) (512,712 ) Total other expenses (7,187,519 ) (400,723 ) (9,119,424 ) 2,211,180 Loss from operations before income taxes (19,653,589 ) (12,095,175 ) (34,371,774 ) (14,856,915 ) Income tax (expense) benefit 11,337 2,010,198 1,589,620 3,192,832 Net income (loss) $ (19,642,252 ) $ (10,084,977 ) $ (32,782,154 ) $ (11,664,083 ) |
Reconciliation Of Operating Segment | Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Depreciation and Amortization Telecommunications $ 42,422 $ 49,648 $ 85,922 $ 99,595 Infrastructure 1,060,643 48,308 1,226,197 48,308 Total $ 1,103,065 $ 97,956 $ 1,312,119 $ 147,903 June 30, December 31, 2022 2021 Capital Expenditures Telecommunications $ - $ - Infrastructure 70,542 1,355,297 Total $ 70,542 $ 1,355,297 June 30, December 31, 2022 2021 Investments Telecommunications $ - $ - Infrastructure 1,488,152 2,279,978 Non-operating corporate 14,937,000 7,438,765 Total $ 16,425,152 $ 9,718,743 June 30, December 31, 2022 2021 Total Assets Telecommunications $ 97,257,845 $ 73,658,598 Infrastructure 80,850,627 56,700,602 Non-operating corporate 111,328,924 79,579,215 Eliminations (82,129,357 ) (66,328,903 ) Total $ 207,308,039 $ 143,609,512 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders Equity | |
Stock Option Activity | Shares Weighted Average Exercise Price Options outstanding December 31, 2021 44,920,000 $ 1.78 Options granted 2,550,000 3.47 Options exercised - - Options cancelled (565,000 ) (3.16 ) Options outstanding at March 31, 2022 46,905,000 1.85 Options exercisable at March 31, 2022 14,737,501 $ 1.14 Options granted 3,475,000 5.00 Options exercised (10,000 ) (2.00 ) Options cancelled (687,500 ) (2.99 ) Options outstanding at June 30, 2022 49,682,500 1.69 Options exercisable at June 30, 2022 18,361,001 $ 1.47 |
Warrant Activity | Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Life Warrants outstanding - December 31, 2021 24,084,772 $ 1.74 3.0 years Issued - - - Exercised - - - Expired - - - Warrants outstanding - March 31, 2022 24,084,772 $ 1.74 2.7 years Warrants exercisable - March 31, 2022 24,084,772 $ 1.74 2.7 years Issued 2,000,000 8.50 2.8 years Exercised (8,044,848 ) (1.21 ) - Expired - Warrants outstanding - June 30, 2022 18,039,924 $ 2.55 2.3 years Warrants exercisable - June 30, 2022 18,039,924 $ 2.55 2.3 years |
Income taxes (Tables)
Income taxes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Income taxes | |
Components Of Income Tax Expense | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Income (loss) before income tax benefit $ (19,653,589 ) $ (12,095,175 ) $ (34,371,774 ) $ (14,856,915 ) Income tax benefit 11,337 2,010,198 1,589,620 3,192,832 Effective tax rate 0.1 % 16.6 % 4.6 % 21.5 % |
Nature of operations (Details N
Nature of operations (Details Narrative) | 6 Months Ended |
Jun. 30, 2022 integer | |
Nature of operations | |
Number of Operating Segments | 2 |
Summary of significant accoun_3
Summary of significant accounting policies (Details Narrative) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Mezzanine Equity net | $ 16,600,000 | ||
Additional Paid-in Capital | $ 182,479,967 | $ 126,869,604 | |
Preferred Stock Series C [Member] | |||
Preferred Stock | $ 237 | 623 | |
Additional Paid-in Capital | $ 19,500,000 | $ 7,400,000 |
Property plant and equipment (D
Property plant and equipment (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Property And Equipment, Gross | $ 9,408,550 | $ 9,372,253 |
Accumulated Depreciation | (7,710,740) | (7,360,584) |
Property And Equipment, Net | 1,697,810 | 2,011,668 |
Computer Software | ||
Property And Equipment, Gross | 36,932 | 36,932 |
Furniture And Fixtures [Member] | ||
Property And Equipment, Gross | 106,424 | 106,424 |
Vehicles [Member] | ||
Property And Equipment, Gross | 2,841,820 | 2,830,883 |
Leasehold Improvements | ||
Property And Equipment, Gross | 5,560 | 5,560 |
Computer Hardware | ||
Property And Equipment, Gross | 468,122 | 468,122 |
Equipment [Member] | ||
Property And Equipment, Gross | $ 5,949,692 | $ 5,924,332 |
Property plant and equipment _2
Property plant and equipment (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Property plant and equipment | ||||
Depriciation Expenses | $ 241,843 | $ 97,956 | $ 450,897 | $ 147,903 |
Marketable securities and oth_3
Marketable securities and other investments (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Gross Unrealized Gains | $ 0 | $ 0 |
Gross Unrealized Losses | (1,964,428) | (930,781) |
Fair Value | 16,325,152 | 9,618,743 |
Cost | 18,289,580 | 10,549,524 |
Other Securities | ||
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (110,700) | (89,900) |
Fair Value | 9,300 | 30,900 |
Cost | 120,000 | 120,800 |
Brokerage Account | ||
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (1,853,728) | (840,881) |
Fair Value | 16,315,852 | 9,587,843 |
Cost | $ 18,169,580 | $ 10,428,724 |
Marketable securities and oth_4
Marketable securities and other investments (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Marketable securities and other investments | |||
Unrealized Losses | $ 706,815 | $ 1,323,794 | |
Realized gains loss | (205,554) | 301,419 | |
Investment In Marketable Securities | 16,325,152 | 16,325,152 | $ 9,618,743 |
Net Gains Within Net Income From Investments On Statement Of Operations | $ 912,369 | $ 1,022,375 |
Business acquisitions (Details)
Business acquisitions (Details) - USD ($) | Jan. 14, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Cash | $ 1,231,250 | ||
Accrued Expenses | 18,750 | ||
Contingent Consideration Liability, Net Of $72,748 Of Contingent Consideration Asset | 6,827 | ||
Common Stock (5,201,863 Shares) | 17,530,278 | $ 20,608 | $ 18,426 |
Total Consideration | 18,787,105 | ||
Deferred Revenue | 5,276,074 | 7,017,392 | |
Total fair value of identifiable net assets and liabilities | $ 36,017,209 | $ 26,054,522 | |
EV Group Holdings LLC [Member] | |||
Cash | 104,485 | ||
Deposits,prepaids And Other Current Assets,net | (11,167) | ||
Operating Lease | 2,016,700 | ||
Non Current Assets | 390,625 | ||
Total Assets | 2,500,643 | ||
Accrued Liabilities | 27,407 | ||
Deferred Revenue | 166,984 | ||
Operating Lease Liability | 2,016,700 | ||
Total Liabilities | 2,211,091 | ||
Total Fair Value Of Identifiable Net Assets And Liabilities | 289,552 | ||
Total fair value of identifiable net assets and liabilities | $ 18,497,553 |
Business acquisitions (Details
Business acquisitions (Details 1) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Identifiable intangible asset | $ 11,924,617 | |
Tangible assets acquired (net of tangible liabilities assumed) | 11,063,395 | |
Goodwill | 36,017,209 | $ 26,054,522 |
Measurement Period [Member] | ||
Identifiable intangible asset | 11,924,617 | |
Tangible assets acquired (net of tangible liabilities assumed) | 497,339 | |
Goodwill | (8,400,490) | |
Deferred Tax for Identifiable intangible asset | (3,026,788) | |
Total | 0 | |
Preliminary Estimate [Member] | ||
Identifiable intangible asset | 0 | |
Tangible assets acquired (net of tangible liabilities assumed) | 6,380,152 | |
Goodwill | 13,418,172 | |
Deferred Tax for Identifiable intangible asset | 0 | |
Total | 19,798,324 | |
Revised and Final [Member] | ||
Identifiable intangible asset | 11,924,617 | |
Tangible assets acquired (net of tangible liabilities assumed) | 5,882,813 | |
Goodwill | 5,017,682 | |
Deferred Tax for Identifiable intangible asset | (3,026,788) | |
Total | $ 19,798,324 |
Business acquisitions (Detail_2
Business acquisitions (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jan. 14, 2022 | May 07, 2021 | Dec. 22, 2021 | Jun. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Customer Relationship intangible asset | $ 11,924,617 | $ 11,924,617 | ||||
Deferred tax liability | 3,026,788 | 3,026,788 | ||||
Amortization expense | $ 861,222 | $ 861,222 | ||||
Total Consideration | $ 18,787,105 | |||||
Common Stock Issued | 206,082,652 | 206,082,652 | 206,082,652 | |||
EV Depot [Member] | ||||||
Aggregate Purchase Price Payable To Shareholders | 17,530,278 | |||||
Total Consideration | $ 18,787,105 | |||||
Common Stock Issued | 5,201,863 | |||||
Goodwill Impairment Loss | $ 18,500,000 | |||||
BW Electrical Services LLC [Member] | ||||||
Aggregate Purchase Price Payable To Shareholders | $ 4,538,570 | |||||
Total Consideration | $ 18,038,570 | |||||
Common Stock Issued | 1,285,714 | |||||
ANS [Member] | ||||||
Aggregate Purchase Price Payable To Shareholders | $ 6,850,000 | |||||
Total Consideration | $ 19,798,324 | |||||
Preferred Stock Issued | 2,395,105 | |||||
Acquisition resulted | $ 5,017,682 |
Intangible Assets (Details)
Intangible Assets (Details) | Jun. 30, 2022 USD ($) |
Gross Carrying | $ 11,924,617 |
Accumulated Amortization | 861,222 |
Net Carrying Amount | 11,063,395 |
Customer Relationships | |
Gross Carrying | 11,924,617 |
Accumulated Amortization | 861,222 |
Net Carrying Amount | $ 11,063,395 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Intangible Assets (Details) | ||
Amortization of Intangible Assets | $ 861,222 | $ 861,222 |
Related Party (Details Narrativ
Related Party (Details Narrative) | 6 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | |
Korr Acquisition Group Inc. [Member] | |
Business Acquisition Cost Related Party | $ 320,000 |
Chairman [Member] | |
Upfront payment | $ 500,000 |
Mr. Deutsch [Member] | |
Stock Issued For Service | shares | 1,500,000 |
Exercise Price | $ / shares | $ 2 |
Convertible notes payable (Deta
Convertible notes payable (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Total Face Value | $ 0 | $ 12,565,289 |
Less: Unamortized Discount And Debt Issue Costs | 0 | (5,389,693) |
Carrying Value | 0 | 7,175,597 |
Issued on May 8, 2020 [Member] | ||
Total Face Value | 3,000,000 | |
Issued on November 3, 2020 | ||
Total Face Value | 0 | 3,888,889 |
Issued on May 19, 2021 [Member] | ||
Total Face Value | 0 | 5,610,000 |
Issued on April 30, 2021 [Member] | ||
Total Face Value | $ 0 | $ 66,400 |
Convertible notes payable (De_2
Convertible notes payable (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Convertible notes payable | ||||
Interest Expense | $ 249,978 | $ 198,303 | $ 497,053 | $ 344,770 |
Amortization of debt discount | 4,845,236 | 920,914 | 5,391,022 | 982,788 |
Amortization Of Debt Issuance Costs | 0 | 0 | 0 | 7,397 |
Total | $ 5,095,214 | $ 1,119,217 | $ 5,888,075 | $ 1,334,955 |
Convertible notes payable (De_3
Convertible notes payable (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 12, 2022 | Apr. 30, 2020 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Convertible Notes Payable | $ 12,498,889 | $ 12,498,889 | ||||
Accrued Interest | $ 12,125 | 0 | $ 183,067 | |||
Discounted value | 8,205,504 | $ 8,205,504 | ||||
Conversion Of Stock | $ 6,165,000 | $ 79,990 | ||||
Sutton Global | ||||||
Accrued Interest | $ 12,125 | |||||
Initial Conversion Price | $ 0.0005 | |||||
Convertible Note Face Value | $ 300,000 | |||||
Coupon Rate | 6% | |||||
Loss On Modification Of Debt | $ 98,825 | |||||
Conversion Of Stock | $ 149,000 | |||||
Conversion Of Stock Shares | 319,950 | 644,499 |
Convertible notes payable rel_2
Convertible notes payable related parties (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2020 | Dec. 31, 2021 | Aug. 27, 2020 | |
Warrants | $ 658,667 | |||
Korr Value Converted | $ 261,111 | |||
Amortization of debt discount | 95,127 | |||
Interest expense | $ 6,019 | |||
Common Stock, Issued | 206,082,652 | 206,082,652 | ||
9 Madison Inc [Member] | ||||
Common Stock, Issued | 440,000 | |||
Accrued Interest or interest payable | $ 4,677 | |||
Face Value [Member] | 9 Madison Inc [Member] | ||||
Convertible Notes Payable Related Party | $ 110,000 | |||
K O R R Value L P [Member] | ||||
Common Stock, Issued | 1,115,638 | 1,151,515 | ||
Accrued Interest or interest payable | $ 17,798 | |||
Convertible Note Payable [Member] | ||||
Convertible Notes Issue | $ 550,000 | |||
Convertible Note Payable [Member] | Aggregate purchase [Member] | ||||
Convertible Notes Issue | 495,000 | |||
Convertible Note Payable [Member] | 9 Madison Inc | Aggregate purchase [Member] | ||||
Convertible Notes Issue | 100,000 | |||
September 2,2020 | Convertible Note Payable [Member] | ||||
Convertible Notes Payable Related Party | $ 110,000 |
Line of credit (Details Narrati
Line of credit (Details Narrative) - USD ($) | 6 Months Ended | ||
Jun. 30, 2022 | Mar. 30, 2022 | Dec. 31, 2021 | |
B W [Member] | |||
Line Of Credit Available With A Bank | $ 3,000,000 | ||
Lenders Index Rate | 3.50% | 3.25% | |
Interest Rate Description | There are no financial commitments or covenants on the line of credit | ||
ANS [Member] | |||
Line Of Credit Available With A Bank | $ 4,000,000 | ||
Collateral | There are no financial commitments or covenants on the line of credit | ||
Lenders Index Rate | 4.75% | 4.75% | 3.25% |
Outstanding Balance Of Line Of Credit | $ 2,757,218 | $ 1,898,143 | |
Equipment [Member] | ANS [Member] | |||
Line Of Credit Available With A Bank | $ 750,000 |
Notes payable (Details)
Notes payable (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Paycheck Protection Program Loan | $ 0 | $ 2,000,000 |
Notes Payable Issued | 11,860,055 | 11,860,055 |
Notes Payable Issued December | 15,925,926 | 15,925,926 |
Notes Payable | 22,253,430 | 26,087,523 |
Unamortized Discount | (5,532,551) | (3,698,458) |
Face Value [Member] | ||
Notes Payable | $ 27,785,981 | $ 29,785,981 |
Notes payable (Details 1)
Notes payable (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Notes payable | ||||
Interest Expense | $ 484,639 | $ 0 | $ 969,278 | $ 0 |
Amortization of debt discount | 1,568,835 | 0 | 2,052,644 | 0 |
Total | $ 2,053,474 | $ 0 | $ 3,021,922 | $ 0 |
Notes payable (Details Narrativ
Notes payable (Details Narrative) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Notes payable | ||
Reimburse The Sba Loan | $ 2,000,000 | |
Paycheck Protection Program Loan | 2,000,000 | |
SBA loan reclassified | 2,000,000 | |
Accrued Interest Notes | $ 0 | $ 115,250 |
Derivative liabilities (Details
Derivative liabilities (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Derivative liabilities (Details) | ||
Derivative Liability balance at December 31, | $ 0 | $ 749,600 |
Reclass of derivative | 40,442,518 | (749,200) |
Change in fair value of derivative liabilities | 0 | (400) |
Derivative Liability balance at June 30, | $ 40,442,518 | $ 0 |
Derivative liabilities (Detai_2
Derivative liabilities (Details Narrative) $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Notes payable | |
Derivative liability | $ 40.4 |
Derivative deemed dividend | $ 32.8 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Commitments contingencies and concentration risk | ||
Lease Revenue | $ 1.3 | $ 2.4 |
Reportable segments (Details)
Reportable segments (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Total Revenue | $ 181,040,612 | $ 129,576,795 | $ 344,018,502 | $ 240,710,698 |
Total (loss) From Operations | (12,466,070) | (11,694,452) | (25,252,350) | (17,068,095) |
(Loss) Income from operations [Member] | ||||
Telecommunications | 360,590 | 587,094 | 887,252 | 1,276,565 |
Infrastructure | 1,656,342 | (271,449) | 3,293,159 | (739,966) |
Non-operating Corporate | (14,483,002) | (12,010,097) | (29,432,761) | (1,760,694) |
Total (loss) From Operations | (12,466,070) | (11,694,452) | (25,252,350) | (17,068,095) |
Revenue [Member] | ||||
Telecommunications | 155,606,953 | 125,960,397 | 298,967,241 | 237,085,903 |
Infrastructure | 25,433,659 | 3,616,398 | 45,051,261 | 3,624,795 |
Total Revenue | $ 181,040,612 | $ 129,576,795 | $ 344,018,502 | $ 240,710,698 |
Reportable segments (Details 1)
Reportable segments (Details 1) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Loss From Operations | $ (12,466,070) | $ (11,694,452) | $ (25,252,350) | $ (17,068,095) |
Income (loss) from investments, net | (912,369) | 859,614 | (1,022,375) | 4,261,328 |
Amortization Of Debt Discount, Related Party | 0 | 0 | 0 | 95,127 |
Other Income (expense), Net | 715,238 | (10,508) | 913,591 | (10,838) |
Foreign Exchange Adjustments | (86,191) | (533,663) | ||
Net loss | (19,642,252) | (10,084,977) | (32,782,154) | (11,664,083) |
Operating Segment [Member] | ||||
Loss From Operations | (12,466,070) | (11,694,452) | (25,252,350) | (17,068,095) |
Income (loss) from investments, net | (912,369) | 859,614 | (1,022,375) | 4,261,328 |
Amortization Of Debt Discount | 6,414,071 | 920,914 | 7,443,668 | 982,788 |
Amortization Of Debt Discount, Related Party | 0 | 0 | 0 | (95,127) |
Interest Expense | 745,728 | 267,681 | 1,480,781 | 448,683 |
Other Income (expense), Net | 715,238 | (10,508) | 913,591 | 10,838 |
Foreign Exchange Adjustments | 169,411 | (61,234) | 86,191 | 512,712 |
Total Other Expenses | (7,187,519) | (400,723) | (9,119,424) | (2,211,180) |
Loss From Operations Before Income Taxes | (19,653,589) | (12,095,175) | 34,371,774 | 14,856,915 |
Income Tax (expense) Benefit | 11,337 | 2,010,198 | 1,589,620 | 3,192,832 |
Net loss | $ (19,642,252) | $ (10,084,977) | $ (32,782,154) | $ 11,664,083 |
Reportable segments (Details 2)
Reportable segments (Details 2) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Depreciation And Amortization | $ 1,103,065 | $ 97,956 | $ 1,312,119 | $ 147,903 |
Telecommunications [Member] | ||||
Depreciation And Amortization | 42,422 | 49,648 | 85,922 | 99,595 |
Infracture [Member] | ||||
Depreciation And Amortization | $ 1,060,643 | $ 48,308 | $ 1,226,197 | $ 48,308 |
Reportable segments (Details 3)
Reportable segments (Details 3) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Capital Expenditures | ||
Total Capital Expenditures | $ 70,542 | $ 1,355,297 |
Telecommunications [Member] | ||
Capital Expenditures | ||
Total Capital Expenditures | 0 | 0 |
Infrastructure [Member] | ||
Capital Expenditures | ||
Total Capital Expenditures | $ 70,542 | $ 1,355,297 |
Reportable segments (Details 4)
Reportable segments (Details 4) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Investments | ||
Total Investments | $ 16,425,152 | $ 9,718,743 |
Telecommunications [Member] | ||
Investments | ||
Total Investments | 0 | 0 |
Infrastructure [Member] | ||
Investments | ||
Total Investments | 1,488,152 | 2,279,978 |
Non-operatingcorporate | ||
Investments | ||
Total Investments | $ 14,937,000 | $ 7,438,765 |
Reportable segments (Details 5)
Reportable segments (Details 5) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Total Assets | $ 207,308,039 | $ 143,609,512 |
Telecommunications [Member] | ||
Total Assets | 97,257,845 | 73,658,598 |
Infrastructure [Member] | ||
Total Assets | 80,850,627 | 56,700,602 |
Non-operatingcorporate | ||
Total Assets | 111,328,924 | 79,579,215 |
Eliminations [Member] | ||
Total Assets | $ 82,129,357 | $ 66,328,903 |
Equity (Details)
Equity (Details) - $ / shares | 3 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2022 | |
Shares | ||
Options Outstanding, beginning balance | 46,905,000 | 44,920,000 |
Options Granted | 3,475,000 | 2,550,000 |
Options Exercised | (10,000) | |
Options Cancelled | (687,500) | (565,000) |
Options Outstanding, ending balance | 49,682,500 | 46,905,000 |
Options Exercisable | 18,361,001 | 14,737,501 |
Weighted Average Exercise Price | ||
Options Outstanding, Beginning Balance | $ 1.85 | $ 1.78 |
Options Granted | 5 | 3.47 |
Options Exercised | (2) | 0 |
Options Cancelled | (2.99) | (3.16) |
Option outstanding, ending balance | 1.69 | 1.85 |
Options Exercisable | $ 1.47 | $ 1.14 |
Equity (Details 1)
Equity (Details 1) - $ / shares | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | |
Options Outstanding, Beginning Balance | $ 1.85 | $ 1.78 | |
Option outstanding, ending balance | $ 1.69 | $ 1.85 | $ 1.78 |
Warrants | |||
Warrants Outstanding, Beginning Balance | 24,084,772 | 24,084,772 | |
Issued | 2,000,000 | ||
Exercised | 8,044,848 | ||
Warrants Outstanding, Ending Balance | 18,039,924 | 24,084,772 | 24,084,772 |
Warrant exercisable | 18,039,924 | 24,084,772 | |
Options Outstanding, Beginning Balance | $ 1.74 | $ 1.74 | |
Weighted Average Exercise Price, Issued | 8.50 | ||
Weighted Average Exercise Price, Exercised | (1.21) | ||
Option outstanding, ending balance | 2.55 | $ 1.74 | $ 1.74 |
Weighted Average Exercise Price, Exercisable | $ 2.55 | ||
Weighted Average Remaining Contractual Life | 2 years 3 months 18 days | 2 years 8 months 12 days | 3 years |
Weighted Average Remaining Contractual Life, Issued | 2 years 9 months 18 days | 0 years | |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 3 months 18 days | 2 years 8 months 12 days |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Feb. 25, 2022 | Dec. 17, 2021 | Jun. 30, 2022 | Dec. 31, 2017 | Apr. 20, 2022 | Dec. 31, 2021 | May 21, 2021 | May 19, 2021 | Nov. 03, 2020 | May 08, 2020 | |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | ||||||||
Outstanding warrants to purchase Common Stock | 11,800,000 | |||||||||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 | ||||||||
Derivative liability | $ 40,400,000 | |||||||||
Deemed dividend amount | $ 32,800,000 | |||||||||
Weighted Average Remaining Life Stock Options | 4 years 9 months 29 days | |||||||||
Unrecognized Costs Related To Stock Options Granted | $ 39,245,445 | |||||||||
Common Stock, Issued | 206,082,652 | 206,082,652 | ||||||||
Convertible note principal amount | $ 0 | $ 4,475,260 | ||||||||
Common Stock | ||||||||||
Common Stock, Issued | 1,428,575 | |||||||||
Warrant share Purchase | 200,000 | |||||||||
Common Stock, Per share | $ 8.50 | |||||||||
Aggregate Purchase price of Common share | $ 10,000,025 | |||||||||
CEO | ||||||||||
Stock Issued During Period, New Issues, Shares | 200,000 | |||||||||
Related Party Advance, Converted Amount | $ 2,000,000 | |||||||||
Series D Preferred Stock [Member] | ||||||||||
Preferred Stock Value | $ 118 | $ 0 | ||||||||
Preferred Stock, Shares Outstanding | 1,177,023 | |||||||||
Redeemable Of Preferred Sotck | 6,226,370 | |||||||||
Preferred Stock, Shares Issued | 1,177,023 | |||||||||
Conversion Price Per Shares | $ 0.4248 | $ 3.125 | ||||||||
Preferred Stock, Conversion Basis | The Series D liquidation preference is equal to $10.6191 per share | |||||||||
Dividend fixed annual rate | 2.25% | |||||||||
Liquidation Preference share | $ 0.23893 | |||||||||
Preferred Stock, Shares Redeemed | 6,226,370 | |||||||||
Conversion Of Preferred Sotck | $ 3,550,747 | |||||||||
Conversion Of Warrant | 3,116,054 | |||||||||
Series B Preferred Stock [Member] | ||||||||||
Preferred Stock Value | $ 6,850,000 | |||||||||
Preferred Stock Series C [Member] | ||||||||||
Preferred Stock, Shares Outstanding | 6,226,370 | 2,370,370 | ||||||||
Preferred Stock, Shares Issued | 6,226,370 | 2,370,370 | ||||||||
Series D Preferred Stocks [Member] | February 2022 Investors [Member] | ||||||||||
Deemed Dividend | $ 3,856,000 | |||||||||
Aggregate Face Value | 12,050,000 | |||||||||
Preferred Stock, Shares Issued | 3,856,000 | |||||||||
Series D Convertible Preferred Stock | Arena Investors LP [Member] | ||||||||||
Aggregate Face Value | $ 7,407,406 | $ 12,498,889 | ||||||||
Preferred Stock, Shares Issued | 2,370,370 | 1,177,023 | 3,000,000 | |||||||
Convertible note principal amount | $ 3,550,747 | $ 5,610,000 | $ 3,888,889 | |||||||
Unamortized discount | $ 4,293,385 | |||||||||
Payment To Investors Amount | $ 75,000 | 75,000 | ||||||||
Business Acquisition, Equity Interests Issued | $ 10,845,000 | $ 6,666,800 | ||||||||
Preferred Stock, Shares Designations | 2,370,370 | |||||||||
Series B Convertible Preferred Stock | ||||||||||
Preferred Stock Value | $ 685,000 | |||||||||
Preferred Stock, Shares Allocated | 2,395,105 | |||||||||
Preferred Stock, Shares Outstanding | 239,510 | 2,395,105 | ||||||||
Converted common stock shares | 2,155,592 | |||||||||
Redeemable Of Preferred Sotck | 2,370,370 | |||||||||
Series B Convertible Preferred Stock | ANS | ||||||||||
Preferred Stock Value | $ 6,850,000 | |||||||||
Preferred Stock, Shares Issued | 239,510 | |||||||||
Series A Convertible Preferred Stock | ||||||||||
Preferred Stock, Shares Allocated | 1,000,000 | |||||||||
Preferred Stock, Conversion Basis | 1 preferred share is convertible to 1 common share |
Commitments contingencies and_2
Commitments contingencies and concentration risk (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Excess Of Fdic Insurance | $ 44,516,287 | $ 44,516,287 | $ 17,503,737 |
Federal Deposit Insurance Corporation | $ 250,000 | $ 250,000 | |
Revenue [Member] | Three Customer [Member] | |||
Aggregate Accounted Credit Risk Percentage | 40% | 41% | |
Concentration Of Credit Risk1 | 10% | ||
Revenue [Member] | Customer [Member] | |||
Concentration Of Credit Risk | 10% | ||
Account Receivable [Member] | Two Customer [Member] | |||
Concentration Of Credit Risk | 10% | ||
Aggregate Accounted Credit Risk Percentage | 32% | 27% | |
Account Receivable [Member] | One Customer [Member] | |||
Concentration Of Credit Risk | 10% | ||
Aggregate Accounted Credit Risk Percentage | 25% |
Income taxes (Details)
Income taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income taxes | ||||
Income (loss) Before Income Tax Benefit | $ (19,653,589) | $ (12,095,175) | $ (34,371,774) | $ (14,856,915) |
Income tax benefit (expense) | $ 11,337 | $ 2,010,198 | $ 1,589,620 | $ 3,192,832 |
Effective Tax Rate | 0.10% | 16.60% | 4.60% | 21.50% |