Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Apr. 14, 2020 | Jun. 28, 2019 | |
Document And Entity Information | |||
Entity Registrant Name | PECK Co HOLDINGS, INC. | ||
Entity Central Index Key | 0001634447 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity a Well-known Seasoned Issuer | No | ||
Entity a Voluntary Filer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 38,300,000 | ||
Entity Common Stock, Shares Outstanding | 5,298,159 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash | $ 95,930 | $ 313,217 |
Accounts receivable, net of allowance | 7,294,605 | 2,054,413 |
Costs and estimated earnings in excess of billings | 1,272,372 | 718,984 |
Due from stockholders | 0 | 2,858 |
Other current assets | 201,326 | 0 |
Total current assets | 8,864,233 | 3,089,472 |
Property and equipment: | ||
Building and improvements | 672,727 | 666,157 |
Vehicles | 1,283,364 | 1,147,371 |
Tools and equipment | 517,602 | 493,760 |
Solar arrays | 6,386,025 | 6,386,025 |
Property plant and equipment, gross | 8,859,718 | 8,693,313 |
Less accumulated depreciation | (2,193,007) | (1,571,774) |
Property plant and equipment, net | 6,666,711 | 7,121,539 |
Other Assets: | ||
Captive insurance investment | 140,875 | 80,823 |
Due from stockholders | 0 | 250,000 |
Cash surrender value - life insurance | 0 | 224,530 |
Other assets | 140,875 | 555,353 |
Total assets | 15,671,819 | 10,766,364 |
Current Liabilities: | ||
Accounts payable, includes book overdraft of $1,496,695 and $0 at December 31, 2019 and 2018, respectively | 4,274,517 | 1,495,785 |
Accrued expenses | 119,211 | 236,460 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 126,026 | 180,627 |
Accrued losses on contract in progress | 0 | 9,128 |
Due to stockholders | 342,718 | 33,463 |
Line of credit | 3,185,041 | 972,524 |
Current portion of deferred compensation | 27,880 | 27,057 |
Current portion of long-term debt | 426,254 | 410,686 |
Total current liabilities | 8,501,647 | 3,365,730 |
Long-term liabilities: | ||
Deferred compensation, net of current portion | 88,883 | 116,711 |
Deferred tax liability | 1,098,481 | 0 |
Long-term debt, net of current portion | 1,966,047 | 2,212,885 |
Total liabilities | 11,655,058 | 5,695,326 |
Commitments and Contingencies (Note 9) | 0 | 0 |
Stockholders' equity: | ||
Preferred stock - 0.0001 par value 1,000,000 shares authorized, 0 issued and outstanding | 0 | 0 |
Common stock - 0.0001 par value 49,000,000 shares authorized, 5,298,159 and 3,234,501 issued and outstanding as of December 31, 2019 and 2018, respectively | 529 | 323 |
Additional paid-in capital | 412,356 | 552,630 |
Retained earnings | 3,603,876 | 4,518,085 |
Total Stockholders' equity | 4,016,761 | 5,071,038 |
Total liabilities and stockholders' equity | $ 15,671,819 | $ 10,766,364 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Book overdraft | $ 1,496,695 | $ 0 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 49,000,000 | 49,000,000 |
Common stock, shares issued | 5,298,159 | 3,234,501 |
Common stock, shares outstanding | 5,298,159 | 3,234,501 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Earned revenue | $ 28,221,569 | $ 15,956,097 |
Cost of earned revenue | 24,050,197 | 12,806,767 |
Gross profit | 4,171,372 | 3,149,330 |
Warehouse and other operating expenses | 864,359 | 732,196 |
General and administrative expenses | 2,385,900 | 1,226,102 |
Total operating expenses | 3,250,259 | 1,958,298 |
Operating income | 921,113 | 1,191,032 |
Other income (expenses) | ||
Interest expense | (244,068) | (134,810) |
Income before income taxes | 677,045 | 1,056,222 |
Provision for income taxes | 1,104,840 | 250 |
Net (loss) income | (427,795) | 1,055,972 |
Pro forma information | ||
Net (loss) income | 677,045 | 1,056,222 |
Income tax expense | 187,677 | 292,785 |
Net Income | $ 489,368 | $ 763,437 |
Weighted average shares outstanding | ||
Basic | 4,447,681 | 3,234,501 |
Diluted | 4,447,681 | 3,234,501 |
Basic | $ (0.10) | $ 0.33 |
Diluted | $ (0.10) | $ 0.33 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2017 | $ 323 | $ 552,630 | $ 3,955,942 | $ 4,508,895 |
Balance, Shares at Dec. 31, 2017 | 3,234,501 | |||
Cash distributions to stockholders | $ 0 | 0 | (493,829) | (493,829) |
Net Income (loss) | 1,055,972 | 1,055,972 | ||
Balance at Dec. 31, 2018 | $ 323 | 552,630 | 4,518,085 | 5,071,038 |
Balance, Shares at Dec. 31, 2018 | 3,234,501 | |||
Cash distributions to stockholders | $ 0 | 0 | (486,414) | (486,414) |
Conversion of Rights to common shares | $ 42 | 0 | 0 | 42 |
Conversion of Rights to common shares, shares | 419,450 | |||
Combination with Peck Electric Co. | $ 182 | (129,324) | 0 | (129,142) |
Combination with Peck Electric Co., shares | 1,820,744 | |||
Shares issued for equity line | $ 8 | (10,976) | 0 | (10,968) |
Shares issued for equity line, shares | 81,263 | |||
Forfeitures | $ (26) | 26 | 0 | 0 |
Forfeitures, shares | (257,799) | |||
Net Income (loss) | (427,795) | (427,795) | ||
Balance at Dec. 31, 2019 | $ 529 | $ 412,356 | $ 3,603,876 | $ 4,016,761 |
Balance, Shares at Dec. 31, 2019 | 5,298,159 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities | ||
Net (loss) income | $ (427,795) | $ 1,055,972 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation | 621,233 | 537,484 |
Bad debt expense | 69,000 | 0 |
Deferred finance charge amortization | 1,544 | 0 |
Provision for deferred income taxes | 1,098,481 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (5,309,192) | 1,071,945 |
Prepaid expenses | (201,326) | 0 |
Costs and estimated earnings in excess of billings | (553,388) | (314,885) |
Accounts payable | 2,778,732 | (707,687) |
Accrued expenses | (117,249) | (87,677) |
Billings in excess of costs and estimated earnings on uncompleted contracts | (54,601) | (73,556) |
Accrued losses on contract in progress | (9,128) | 9,128 |
Deferred compensation | (27,005) | 143,768 |
Net cash (used in) provided by operating activities | (2,130,694) | 1,634,492 |
Cash flows from investing activities: | ||
Purchase of solar arrays and equipment | (39,612) | (2,729,089) |
Cash surrender value - life insurance | 224,530 | (83,897) |
Investment costs | (129,142) | 0 |
Investment in captive insurance | (60,052) | (44,823) |
Net cash used in investing activities | (4,276) | (2,857,809) |
Cash flows from financing activities: | ||
Net borrowings on line of credit | 2,212,517 | 972,524 |
Proceeds from long-term debt | 9,338 | 930,395 |
Deferred finance charges | (21,547) | 0 |
Payments of long-term debt | (347,356) | (387,622) |
Due to stockholders | 295,299 | (245,715) |
Equity line issuance costs | (10,968) | 0 |
Stockholder distributions paid | (219,600) | (493,829) |
Net cash provided by financing activities | 1,917,683 | 775,753 |
Net decrease in cash | (217,287) | (447,564) |
Cash, beginning of year | 313,217 | 760,781 |
Cash, end of year | 95,930 | 313,217 |
Cash paid during the year for: | ||
Interest | 244,068 | 134,810 |
Income taxes | 5,859 | 250 |
Supplemental schedule of non-cash investing and financing activities: | ||
Vehicles purchased and financed | 126,793 | 189,563 |
Shares of Common Stock issued for equity line, at par | 8 | 0 |
Accrued S corporation distributions which have not been paid | $ 266,814 | $ 0 |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Operations and Significant Accounting Policies | 1. SUMMARY OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES a) Organization The Peck Company Holdings, Inc. is a solar engineering, construction and procurement contractor for commercial and industrial customers across the Northeastern United States. The Company also provides electrical contracting services and data and communication services. The work is performed under fixed-price and modified fixed-price contracts and time and materials contracts. The Company is incorporated in the State of Delaware and has its corporate headquarters in South Burlington, Vermont. On February 26, 2019, Peck Electric Co., a privately held company, entered into a Share Exchange Agreement (the “Exchange Agreement”) with Jensyn Acquisition Corp. (“Jensyn”), a publicly held company whose primary business objective was to acquire, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination (the “Reverse Merger and Recapitalization”), with one or more target businesses (a special purpose acquisition company or “SPAC”). On June 20, 2019, with the approval of the stockholders of each of Peck Electric Co. and Jensyn, the Reverse Merger and Recapitalization was completed. In connection with the Reverse Merger and Recapitalization, Jensyn issued 3,234,501 shares of Jensyn’s Common Stock, par value $0.0001 per share (the “Common Stock”), to the stockholders of the Peck Electric Co. in exchange for all of the equity securities of Peck Electric Co., and Peck Electric Co. became a wholly-owned subsidiary of Jensyn. While Jensyn was the surviving legal entity, Peck Company Holdings, Inc. was deemed the acquiring entity for accounting purposes. Concurrent with the completion of the Reverse Merger and Recapitalization, Jensyn changed its name from “Jensyn Acquisition Corp.” to “The Peck Company Holdings, Inc.” and the symbol for its common stock traded on Nasdaq became “PECK”. Unless the context otherwise requires, “we,” “us,” “our,” “Peck Company” and the “Company” refer to the combined company. As a SPAC Jensyn had substantially no business operations prior to June 20, 2019. For financial accounting and reporting purposes the Exchange Agreement was accounted for as a “reverse recapitalization” in accordance with U.S. GAAP. Under this method of accounting, Jensyn was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on Peck Electric Co shareholders having a majority of the voting power of the combined company, Peck Electric Co. comprising the ongoing operations of the combined entity, Peck Electric Co. comprising a majority of the governing body of the combined company, and Peck Electric Co.’s senior management comprising the senior management of the combined company. Accordingly, for accounting purposes, the Exchange Agreement was treated as the equivalent of the Peck Electric Co. issuing stock for the net assets and equity of Jensyn, consisting of $0 assets, accompanied by a recapitalization (referred to as “the Exchange Agreement”). The net assets of Jensyn were stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Exchange Agreement are those of Peck Electric Co. Prior to June 20, 2019, Peck Electric Co. was a “pass-through” (S-corporation) entity for income tax purposes and had no material income tax accounting reflected in its financial statements for financial reporting purposes since taxable income and deductions were “passed through” to Peck Electric Co.’s stockholders. As of the date of the completion of the Exchange Agreement, Peck Electric effectively became a C-Corporation, which changed the level of taxation from the stockholders to the Company. The deferred tax assets and liabilities that arise out of the change of tax status have been recorded to account for the temporary differences that existed on the date of the resulting in a deferred tax liability of $1,506,362. The financial statements of the Company now account for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, Income taxes. Since Peck Electric was deemed the accounting acquirer and takes over the historical information for the Company, the consolidated Company uses the accounting policies of Peck as described in Note 1 to Peck’s audited financial statements as of and for the years ended December 31, 2019 and 2018. As a result of the Reverse Merger and Recapitalization, the Company implemented changes to the following accounting policies, adoption of an accounting policy for income taxes in the second quarter of 2019, updated accounting policy for earnings per share, deferred finance costs, fair value of financial instruments and the adoption of a new revenue recognition policy. b) Principles of Consolidation The accompanying consolidated financial statements include the accounts of The Peck Holdings Company, Inc. and its wholly owned operating subsidiary, Peck Electric Co. All material intercompany transactions have been eliminated upon consolidation of these entities. c) Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012, (the “JOBS Act”). Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. The Company would cease to be an “emerging growth company” upon the earliest to occur of: the last day of the fiscal year in which it has more than $1.07 billion in annual revenue; the date it qualifies as a “large accelerated filer,” with at least $700 million of equity securities held by non-affiliates; the issuance, in any three-year period, by it of more than $1.0 billion in non-convertible debt securities; or December 31, 2021. d) Revenue Recognition 1) Accounting Change In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). The ASU and all subsequently issued clarifying ASUs replaced most existing revenue recognition guidance in U.S. GAAP. The ASU also required expanded disclosures relating to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted the new standard in the fourth quarter 2019, effective January 1, 2019, the first day of the Company’s fiscal year, using the modified retrospective method. As part of the adoption of the ASU, the Company elected to use the following transition practical expedients: (i) completed contracts that begin and end in the same annual reporting period have not been restated; (ii) the Company used the known transaction price for completed contracts; (iii) to exclude disclosures of transaction prices allocated to remaining performance obligations when the Company expects to recognize such revenue for all periods prior to the date of initial application of the ASU; and (iv) the Company has reflected the aggregate of all contract modifications that occurred prior to the date of initial application when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price. The majority of the Company’s revenue is recognized over time based on the percentage of completion method with cost inputs. Revenue recognized over time primarily consists of performance obligations that are satisfied within one year or less. The adoption of this ASU did not have a significant impact on the Company’s financial statements. The majority of the Company’s revenue arrangements generally consist of a single performance obligation to transfer promised goods or services. Based on the Company’s evaluation process and review of its contracts with customers, the timing and amount of revenue recognized previously is consistent with how revenue is recognized under the new standard. No changes were required to previously reported revenues as a result of the adoption. 2) Revenue Recognition Policy Solar Power Systems Sales and Engineering, Procurement, and Construction Services The Company recognizes revenue from the sale of solar power systems, Engineering, Procurement and Construction (“EPC”) services, and other construction type contracts over time, as performance obligations are satisfied, due to the continuous transfer of control to the customer. Construction contracts, such as the sale of a solar power system combined with EPC services, are generally accounted for as a single unit of account (a single performance obligation) and are not segmented between types of services. Our contracts often require significant services to integrate complex activities and equipment into a single deliverable, and are therefore generally accounted for as a single performance obligation, even when delivering multiple distinct services. For such services, the Company recognizes revenue using the cost to cost method, based primarily on contract cost incurred to date compared to total estimated contract cost. The cost to cost method (an input method) is the most faithful depiction of the Company’s performance because it directly measures the value of the services transferred to the customer. Cost of revenue includes an allocation of indirect costs including depreciation and amortization. Subcontractor materials, labor and equipment, are included in revenue and cost of revenue when management believes that the Company is acting as a principal rather than as an agent (i.e., the Company integrates the materials, labor and equipment into the deliverables promised to the customer). Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined as assessed at the contract level. Pre-contract costs are expensed as incurred unless they are expected to be recovered from the customer As of December 31, 2019, the Company had $0 in pre-contract costs classified as a current asset under contract assets on the Consolidated Balance Sheet. Project mobilization costs are generally charged to project costs as incurred when they are an integrated part of the performance obligation being transferred to the client. Customer payments on construction contracts are typically due within 30 to 45 days of billing, depending on the contract. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. For sales of solar power systems in which the Company sells a controlling interest in the project to a customer, revenue is recognized for the consideration received when control of the underlying project is transferred to the customer. Revenue may also be recognized for the sale of a solar power system after it has been completed due to the timing of when a sales contract has been entered into with the customer. Energy Generation Revenue from net metering credits is recorded as electricity is generated from the solar arrays and billed to customers (PPA off-taker) at the price rate stated in the applicable power purchase agreement (PPA). Operation and Maintenance and Other Miscellaneous Services Revenue for time and materials contracts is recognized as the service is provided. 3) Disaggregation of Revenue from Contracts with Customers The following table disaggregates the Company’s revenue based on the timing of satisfaction of performance obligations for the years ended December 31: 2019 2018 Solar Operations Performance obligations satisfied at a point in time $ 4,220,000 $ 0 Performance obligations satisfied over time $ 17,849,945 $ 10,240,996 Total Electric Operations Performance obligations satisfied at a point in time $ 0 $ 0 Performance obligations satisfied over time $ 4,962,539 $ 4,007,650 Total Data and Network Operations Performance obligations satisfied at a point in time $ 0 $ 0 Performance obligations satisfied over time $ 1,189,085 $ 1,707,451 Total Performance obligations satisfied at a point in time $ 4,220,000 $ 0 Performance obligations satisfied over time $ 24,001,269 $ 15,956,097 Total 4) Variable Consideration The nature of the Company’s contracts gives rise to several types of variable consideration, including claims and unpriced change orders; award and incentive fees; and liquidated damages and penalties. The Company recognizes revenue for variable consideration when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company estimates the amount of revenue to be recognized on variable consideration using the expected value (i.e., the sum of a probability-weighted amount) or the most likely amount method, whichever is expected to better predict the amount. Factors considered in determining whether revenue associated with claims (including change orders in dispute and unapproved change orders in regard to both scope and price) should be recognized include the following: (a) the contract or other evidence provides a legal basis for the claim, (b) additional costs were caused by circumstances that were unforeseen at the contract date and not the result of deficiencies in the Company’s performance, (c) claim-related costs are identifiable and considered reasonable in view of the work performed, and (d) evidence supporting the claim is objective and verifiable. If the requirements for recognizing revenue for claims or unapproved change orders are met, revenue is recorded only when the costs associated with the claims or unapproved change orders have been incurred. Back charges to suppliers or subcontractors are recognized as a reduction of cost when it is determined that recovery of such cost is probable and the amounts can be reliably estimated. Disputed back charges are recognized when the same requirements described above for claims accounting have been satisfied. 5) Remaining Performance Obligation Remaining performance obligations, or backlog, represents the aggregate amount of the transaction price allocated to the remaining obligations that the Company has not performed under its customer contracts. The Company has elected to use the optional exemption in ASC 606-10-50-14, which exempts an entity from such disclosures if a performance obligation is part of a contract with an original expected duration of one year or less. 6) Warranties The Company generally provides limited warranties for work performed under its construction contracts. The warranty periods typically extend for a limited duration following substantial completion of the Company’s work on a project. Historically, warranty claims have not resulted in material costs incurred, and any estimated costs for warranties are included in the individual contract cost estimates for purposes of accounting for long-term contracts. 7) Practical Expedients If the Company has a right to consideration from a customer in an amount that corresponds directly with the value of the Company’s performance completed to date (a service contract in which the Company bills a fixed amount for each hour of service provided), the Company recognizes revenue in the amount to which it has a right to invoice for services performed. The Company does not adjust the contract price for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a service to a customer and when the customer pays for that service will be one year or less. e) Accounts Receivable Accounts receivable are recorded when invoices are issued and presented on the balance sheet net of the allowance for doubtful accounts. The allowance, which was $84,000 at December 31, 2019 and $15,000 at December 31, 2018, is estimated based on historical losses, the existing economic condition, and the financial stability of the Company’s customers. Accounts are written off against the reserve when they are determined to be uncollectible. f) Project Assets Project assets primarily consist of costs related to solar power projects that are in various stages of development that are capitalized prior to the completion of the sale of the project, and are actively marketed and intended to be sold. In contrast to contract assets, the Company holds a controlling interest in the project itself. These project related costs include costs for land, development, and construction of a PV solar power system. Development costs may include legal, consulting, permitting, transmission upgrade, interconnection, and other similar costs. The Company typically classifies project assets as noncurrent due to the nature of solar power projects (long-lived assets) and the time required to complete all activities to develop, construct, and sell projects, which is typically longer than 12 months. Once the Company enters into a definitive sales agreement, such project assets are classified as current until the sale is completed and the Company has met all of the criteria to recognize the sale as revenue. Any income generated by a project while it remains within project assets is accounted for as a reduction to the basis in the project. If a project is completed and begins commercial operation prior to the closing of a sales arrangement, the completed project will remain in project assets until placed in service. All expenditures related to the development and construction of project assets, whether fully or partially owned, are presented as a component of cash flows from operating activities. Project assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. A project is considered commercially viable or recoverable if it is anticipated to be sold for a profit once it is either fully developed or fully constructed. A partially developed or partially constructed project is considered to be commercially viable or recoverable if the anticipated selling price is higher than the carrying value of the related project assets. The Company examines a number of factors to determine if the project is expected to be recoverable, including whether there are any changes in environmental, permitting, market pricing, regulatory, or other conditions that may impact the project. Such changes could cause the costs of the project to increase or the selling price of the project to decrease. If a project is not considered recoverable, we impair the respective project assets and adjust the carrying value to the estimated fair value, with the resulting impairment recorded within “Selling, general and administrative” expense. Project Asset were $0 for the years ended December 31, 2019 and 2018, respectively. g) Property and Equipment Property and equipment greater than $1,000 are recorded at cost, less accumulated depreciation. Cost includes the price paid to acquire or construct the assets, required installation costs, and any expenditures that substantially add to the value or substantially extend the useful life of the assets. The solar arrays represent project assets that the Company may temporarily own and operate after being placed into service. The Company reports solar arrays at cost, less accumulated depreciation. The Company begins depreciation on the solar arrays when they are placed in service. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Buildings and improvements 39 years Vehicles 3-5 years Tools and equipment 3-7 years Solar arrays 20 years Total depreciation expense for the years ended December 31, 2019 and 2018 was $621,233 and $537,484, respectively. The cost of assets sold, retired, or otherwise disposed of, and the related allowance for depreciation are eliminated from the accounts and any resulting gain or loss is included in operations. The cost of maintenance and repairs are charged to expense as incurred, while significant renewals or betterments are capitalized. h) Long-Lived Assets The Company assesses long-lived assets, including property and equipment, for impairment whenever events or changes in circumstances arise, including consideration of technological obsolescence, that may indicate that the carrying amount of such assets may not be recoverable. These events and changes in circumstances may include a significant decrease in the market price of a long-lived asset; a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; a significant adverse change in the business climate that could affect the value of a long-lived asset; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; a current period operating or cash flow loss combined with a history of such losses or a projection of future losses associated with the use of a long-lived asset; or a current expectation that, more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. For purposes of recognition and measurement of an impairment loss, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. When impairment indicators are present, the Company compares undiscounted future cash flows, including the eventual disposition of the asset group at market value, to the asset group’s carrying value to determine if the asset group is recoverable. If the carrying value of the asset group exceeds the undiscounted future cash flows, the Company measures any impairment by comparing the fair value of the asset group to its carrying value. Fair value is generally determined by considering (i) internally developed discounted cash flows for the asset group, (ii) third-party valuations, and/or (iii) information available regarding the current market value for such assets. If the fair value of an asset group is determined to be less than its carrying value, an impairment in the amount of the difference is recorded in the period that the impairment indicator occurs. Estimating future cash flows requires significant judgment, and such projections may vary from the cash flows eventually realized. The Company considers a long-lived asset to be abandoned after the Company has ceased use of such asset and they have no intent to use or repurpose the asset in the future. Abandoned long-lived assets are recorded at their salvage value, if any. i) Asset Retirement Obligations The Company develops, constructs, and operates certain solar arrays with land lease agreements that include a requirement for the removal of the assets at the end of the term of the agreement. The Company recognizes such asset retirement obligations (“ARO”) in the period in which they are incurred based on the present value of estimated third-party recommissioning costs, and they capitalize the associated asset retirement costs as part of the carrying amount of the related assets. Once an asset is placed into service, the asset retirement cost is subsequently depreciated on a straight-line basis over the estimated useful life of the asset. Changes in AROs resulting from the passage of time are recognized as an increase in the carrying amount of the liability and as accretion expense. The AROs were not deemed significant to the financial statements and were therefore, not recorded as a liability at December 31, 2019 and 2018. j) Concentration and Credit Risks The Company occasionally has cash balances in a single financial institution during the year in excess of the Federal Deposit Insurance Corporation (FDIC) limit of up to $250,000 per financial institution. The differences between book and bank balances are outstanding checks and deposits in transit. At December 31, 2019, the uninsured balances were $0. k) Income Taxes Through June 20, 2019 (the date of the completion of the exchange agreement) the former Peck Electric had elected to be taxed as an S-Corporation under the Internal Revenue Code and similar codes in states in which the Company was subject to taxation. While this election was in effect, the income (whether distributed or not) was taxed for federal income tax purposes to former Peck Electric stockholders. Accordingly, no provision for federal income tax was required. However, the Company did calculate a proforma provision. The provision for income taxes for former Peck Electric was primarily for Vermont minimum taxes. As of the date of the completion of the Exchange Agreement, the Company effectively became a C-Corporation, which changed the level of taxation from the stockholders to the Company. The deferred tax assets and liabilities that arise out of the change of tax status have been recorded to account for the temporary differences that existed on the date of the change resulting in a deferred tax liability of $1,506,362. The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The financial statements of the Company account for deferred tax assets and liabilities in accordance with Accounting Standards Codification (“ASC”) 740, Income taxes. The Company also uses a more-likely-than-not measurement for all tax positions taken or expected to be taken on a tax return in order for those tax positions to be recognized in the financial statements. If the Company were to incur interest and penalties related to income taxes, these would be included in the provision for income taxes. Generally, the three tax years previously filed remain subject to examination by federal and state tax authorities. l) Sales Tax The Company’s accounting policy is to exclude state sales tax collected and remitted from revenues and costs of sales, respectively. m) Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates their estimates, including those related to inputs used to recognize revenue over time, specifically percentage-of-completion, and valuation of deferred tax assets. Actual results could differ from those estimates. n) Recently Issued Accounting Pronouncements Prior to June 20, 2019, the Company was defined as a non-public entity for purposes of applying transition guidance related to new or revised accounting standards under GAAP, and was required to adopt new or revised accounting standards after the required adoption dates that applied to public companies. Subsequent to June 20, 2019, the Company maintains its emerging growth company status until no later than December 31, 2021. The Company will maintain the election available to an emerging growth company to use any extended transition period applicable to non-public companies when complying with a new or revised accounting standard. The company retains its emerging growth status and therefore elects to adopt new or revised accounting standards on the adoption date required for a private company. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), Revenue from Contracts with Customers, In June 2016 the FASB issued ASU No. 2016-13, Financial Instruments-Credit losses (Topic 326) In August 2016 the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230). In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740). o) Deferred Finance Costs Deferred financing costs relate to the Company’s debt and equity instruments. Deferred financing costs relating to debt instruments are amortized over the terms of the related instrument using the effective interest method. The Company incurred $21,547 of deferred financing costs for the year ended December 31, 2019 in connection with a refinance of its revolving line of credit. Amortization expense associated with deferred financing costs, which is included in interest expense, totaled $1,544 and $0 for the years ended December 31, 2019 and 2018, respectively. Debt financing costs relating to the equity credit line were offset against additional paid in capital as the shares issued were fully earned on the execution of the agreement. The Company incurred $413,032 of deferred financing costs that was recorded to additional paid in capital for the year ended December 31, 2019. p) Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents, accounts receivable, cash collateral deposited with insurance carriers, deferred compensation plan liabilities, accounts payable and other current liabilities, and debt obligations. Fair value is the price that would be received to sell an asset or the amount paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value guidance establishes a valuation hierarchy, which requires maximizing the use of observable inputs when measuring fair value. The three levels of inputs that may be used are: (i) Level 1 - quoted market prices in active markets for identical assets or liabilities; (ii) Level 2 - observable market-based inputs or other observable inputs; and (iii) Level 3 - significant unobservable inputs that cannot be corroborated by observable market data, which are generally determined using valuation models incorporating management estimates of market participant assumptions. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Management’s assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. Fair values of financial instruments are estimated using public market prices, quotes from financial institutions and other available information. Due to their short-term maturity, the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and other current liabilities approximate their fair values. Management believes the carrying values of notes and other receivables, cash collateral depo |
Exchange Agreement_Reverse Merg
Exchange Agreement/Reverse Merger and Recapitalization | 12 Months Ended |
Dec. 31, 2019 | |
Exchange Agreementreverse Merger And Recapitalization | |
Exchange Agreement/Reverse Merger and Recapitalization | 2. EXCHANGE AGREEMENT/REVERSE MERGER AND RECAPITALIZATION As discussed in Note 1, on June 20, 2019, the Company consummated the business combination pursuant to the Exchange Agreement between Jensyn and Peck Electric Co. The material actions arising from the Exchange Agreement are outlined below: a) Exchange of Shares Upon the closing of the Exchange Agreement, the stockholders of Peck Electric Co. exchanged their shares of capital stock in Peck Electric Co. for 3,234,501 shares of the Jensyn’s Common Stock (the “Share Exchange”), representing approximately 59% of Jensyn’s outstanding shares after giving effect to the Reverse Merger and Recapitalization. As a result of the Share Exchange, Peck Electric became a wholly owned subsidiary of the Company. Upon the closing of the Reverse Merger and Recapitalization and after giving effect to the issuances of Common Stock and the conversion of 4,194,500 rights to purchase Common Stock into 419,450 shares of Common Stock. In addition, 1,819,482 shares of the Company were issued to Jensyn shareholders upon the closing of the Reverse Merger and Recapitalization. The Company also redeemed a total of 492,037 shares of its Common Stock pursuant to the terms of the Company’s Second Amended and Restated Certificate of Incorporation resulting in a total payment to redeeming stockholders of $5,510,814. i. warrants exercisable for 2,097,250 shares of Common Stock, consisting of 3,900,000 warrants originally sold as part of units in Jensyn’s initial public offering (the “IPO”) and 294,500 warrants sold as part of the units issued in a private placement simultaneously with the consummation of the Jensyn IPO. Each warrant entitles its holder to purchase one-half of one share of Common Stock at an exercise price of $5.75 per half share ($11.50 per whole share) ii. warrants exercisable for 195,000 shares of Common Stock, consisting of 390,000 private warrants originally sold as part of Firm Units in the IPO. Each warrant entitled its holder to purchase one-half of one share of Common Stock at an exercise price of $5.75 per half share ($11.50 per whole share). iii. Purchase option for 390,000 Units was originally sold as part of the IPO. Each Unit has an exercise price of $12.00 per Unit and consists of the following: o One share of Common Stock o One right to receive one-tenth (1/10) of a share of Common Stock issued upon exercise of the Unit One warrant entitling its holder to purchase one-half of one share of Common Stock at an exercise price of $5.75 per half share ($11.50 per whole share). b) Earnout In the event that the earnout provisions of Exchange Agreement are deemed to have been met by June 30, 2020, the end of the Earnout Period, then the Company shall issue 898,473 shares of Common Stock to the original Peck Electric Co. stockholders, issue 11,231 shares of Common Stock to Exit Strategy Partners, LLC, and issue shares of Common Stock to certain of the initial stockholders of the Company a number of shares of the Company’s Common Stock equal to the number of shares of the Company’s common stock forfeited and canceled by such stockholders to the extent that such shares are used to satisfy Company obligations or to induce investors to make an equity investment in the Company at or prior to the Closing as described below under “Issuance of Additional Shares and Forfeiture of Sponsor Shares.” Earnout provision will be met in the event that (a) the Company’s Adjusted EBITDA for the twelve (12) month period commencing on the first full month that is after the Closing Date (the “Earnout Period”) is $5,000,000 or more (the “Adjusted EBITDA Target) or (b) the closing Stock Price is $12.00 or more after the Closing Date (the “Stock Price Target”) and prior to the end of the Earnout Period. c) Issuance of Additional Shares and Forfeiture of Sponsor Shares In connection with the Reverse Merger and Recapitalization arising out of the Exchange Agreement, the Company issued 493,299 shares of Common Stock in exchange for the cancellation of approximately $5,618,675 of obligations and, as contemplated by the Exchange Agreement, certain insiders and their transferees have agreed to forfeit and cancel 281,758 shares of Common Stock. As of December 31, 2019, 257,799 shares of common stock were forfeited and new shares will be issued if the earnout provisions of Exchange Agreement are deemed to have been met by June 30, 2020, the end of the Earnout Period. The remaining 23,959 shares of Common Stock are pending forfeiture and cancellation as of December 31, 2019. |
Liquidity and Financial Conditi
Liquidity and Financial Condition | 12 Months Ended |
Dec. 31, 2019 | |
Liquidity And Financial Condition | |
Liquidity and Financial Condition | 3. LIQUIDITY AND FINANCIAL CONDITION In 2019, the Company experienced a net operating loss and negative cash flow from operations. At December 31, 2019, the Company had balances of cash of $95,930, working capital of $362,586 and total stockholders’ equity of $4,016,761. To date, the Company has relied predominantly on operating cash flow to fund its operations and borrowings from its credit facilities. The Company does not expect to continue to incur losses from operations as the net operating loss was a result of public company, legal and administrative related expenses incurred as well as the conversion to a C corporation at the time of the Reverse Merger and Recapitalization. Under the terms of the equity line of credit, Lincoln Park Capital is required to purchase shares up to a total value of $15,000,000 pursuant to certain terms and conditions. The Company can require the purchase of 50,000 shares of Common Stock under a regular purchase. On the next day following a regular purchase, the Company can require the purchase of an accelerated purchase equal to 200% of the shares sold in the regular purchase as well as an additional accelerated purchase equal to 300% of the shares sold in the regular purchase. The total number of shares authorized under the Purchase Agreement total 3,024,194 which would allow the Company to maximize the equity line of credit within 10 business days. The Company believes its current cash on hand, the availability under the equity line of credits, the collectability of its accounts receivable and project backlog are sufficient to meet its operating and capital requirements for at least the next twelve months from the date these financial statements are issued. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2019 | |
Credit Loss [Abstract] | |
Accounts Receivable | 4. ACCOUNTS RECEIVABLE Accounts receivable consist of: December 31, 2019 December 31, 2018 Accounts receivable - contracts in progress $ 7,190,412 $ 1,672,900 Accounts receivable - retainage 188,193 396,513 7,378,605 2,069,413 Allowance for doubtful accounts (84,000 ) (15,000 ) Total $ 7,294,605 $ 2,054,413 Bad debt expense was $69,000 and $0 for the years ended December 31, 2019 and 2018, respectively. Contract assets represent revenue recognized in excess of amounts billed, unbilled receivables, and retainage. Unbilled receivables represent an unconditional right to payment subject only to the passage of time, which are reclassified to accounts receivable when they are billed under the terms of the contract. Contract assets were as follows at December 31, 2019 and 2018: December 31, 2019 December 31, 2018 Costs in excess of billings $ 1,272,372 $ 718,984 Unbilled receivables 206,213 69,258 Retainage 188,193 396,513 $ 1,666,778 $ 1,184,755 Contract liabilities represent amounts billed to clients in excess of revenue recognized to date, billings in excess of costs, and retainage. The Company anticipates that substantially all incurred cost associated with contract assets as of December 31, 2019 will be billed and collected within one year. Contract liabilities were as follows at December 31, 2019 and 2018: December 31, 2019 December 31, 2018 Billings in excess of costs $ 126,026 $ 180,627 $ 126,026 $ 180,627 |
Contracts in Progress
Contracts in Progress | 12 Months Ended |
Dec. 31, 2019 | |
Contractors [Abstract] | |
Contracts in Progress | 5. CONTRACTS IN PROGRESS Information with respect to contracts in progress are as follows: December 31, December 31, Expenditures to date on uncompleted contracts $ 4,699,855 $ 5,870,664 Estimated earnings thereon 1,409,060 1,760,940 6,108,915 7,631,604 Less billings to date (5,168,782 ) (7,162,505 ) 940,133 469,099 Plus under billings remaining on contracts 100% complete 206,213 69,258 Total $ 1,146,346 $ 538,357 Included in accompany balance sheets under the following captions December 31, December 31, Cost and estimated earnings in excess of billings $ 1,272,372 $ 718,984 Billings in excess of costs and estimated earnings on uncompleted contracts (126,026 ) (180,627 ) $ 1,146,346 $ 538,357 |
Cash Surrender Value - Life Ins
Cash Surrender Value - Life Insurance | 12 Months Ended |
Dec. 31, 2019 | |
Insurance [Abstract] | |
Cash Surrender Value - Life Insurance | 6. CASH SURRENDER VALUE - LIFE INSURANCE The Company has purchased life insurance contracts on key employees as an investment. During 2019 the cash surrender value was settled for cash resulting a $0 balance as of December 31, 2019. Previously, the cash surrender value of these contracts was $224,530 as of December 31, 2018. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 7. LONG-TERM DEBT A summary of long-term debt is as follows: December 31, 2019 December 31, 2018 NBT Bank, National Association, 4.25% interest rate, secured by all business assets, payable in monthly installments of $5,869 through September 2026, with a balloon payment at maturity. $ 723,230 $ 0 NBT Bank, National Association, 4.00% interest rate, secured by all business assets, payable in monthly installments of $12,070 through January 2021. 153,258 0 NBT Bank, National Association, 4.20% interest rate, secured by building, payable in monthly installments of $3,293 through September 2026, with a balloon payment at maturity. 274,476 0 NBT Bank, National Association, 4.15% interest rate, secured by all business assets, payable in monthly installments of $3,677 through April 2026. 244,920 0 NBT Bank, National Association, 4.20% interest rate, secured by all business assets, payable in monthly installments of $5,598 through October 2026, with a balloon payment at maturity. 474,464 0 NBT Bank, National Association, 4.85% interest rate, secured by a piece of equipment, payable in monthly installments of $2,932 including interest, through May 2023. 110,413 139,416 Various vehicle loans, interest ranging from 0% to 6.99%, total current monthly installments of approximately $8,150, secured by vehicles, with varying terms through September 2025. 333,510 389,575 National Bank of Middlebury, 3.95% interest rate for the initial 5 years, after which the loan rate will adjust equal to the Federal Home Loan Bank of Boston 5/20 – year Advance Rate plus 2.75%, loan is subject to a floor rate of 3.95%, secured by solar panels and related equipment, payable in monthly installments of $2,388 including interest, through December 2024. 98,033 120,131 Community Bank, N.A. Loan paid in full through refinance 0 1,974,449 2,412,304 2,623,571 Less current portion (426,254 ) (410,686 ) 1,986,050 2,212,855 Less debt issuance costs (20,003) 0 $ 1,966,047 $ 2,212,885 Maturities of long-term debt are as follows: Year ending September 30: Amount 2020 $ 426,254 2021 306,504 2022 304,574 2023 262,008 2024 213,524 Thereafter 899,440 $ 2,412,304 |
Line of Credit
Line of Credit | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Line of Credit | 8. LINE OF CREDIT The Company has a working capital line of credit with NBT Bank with a limit of $3,000,000 and a variable interest rate based on the Wall Street Journal Prime rate, currently 4.75%. The maturity date is September 2020. The balance outstanding at December 31, 2019 was $2,663,124. Borrowing is based on 80% of eligible accounts receivable. The line is secured by all business assets and it and is subject to certain financial covenants. These financial covenants consist of a minimum debt service coverage ratio of 1.20 to 1.00 measured on a quarterly basis and are in effect beginning September 2020. The Company has a line of credit with NBT Bank with a limit of $2,000,000 to fund the development of certain solar arrays. The line has a variable interest rate based on the Wall Street Journal Prime rate, currently 4.75%. The maturity date is September 2020. The balance outstanding at December 31, 2019 was $510,100. The line is secured by all business assets and is subject to certain financial covenants. These financial covenants consist of a minimum debt service coverage ratio of 1.20 to 1.00 measured on a quarterly basis and are in effect beginning September 2020. The Company had a line of credit with Community Bank, N.A., with a limit of $2,100,000 and a variable interest rate of prime plus .5%, which was paid in full on September 17, 2019. The balance outstanding at December 31, 2018 was $972,524. The line and former Community Bank, N.A. notes were personally guaranteed by the two majority stockholders and were subject to the provisions of an agreement containing the covenants that require the maintenance of certain financial ratios. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. COMMITTMENTS AND CONTINGENCIES In 2015 the Company entered into two twenty-five-year non-cancelable lease agreements for land on which they constructed solar arrays. One lease has fixed annual rent of $2,500. The second lease has annual rent of $2,500 with an annual increase of 2%. In 2017 the Company entered into a twenty-year non-cancelable lease agreement for land on which it constructed solar arrays. The lease has annual rent of $3,500 with an annual increase of 2%. In 2018 the Company entered into a twenty-year non-cancelable lease agreement for land on which it constructed solar arrays. The lease has annual rent of $26,000. In 2019 the Company entered into a two-year non-cancelable lease agreement for equipment used in solar installations. The leases have a combined annual rent of $45,832. The Company leases a vehicle under a non-cancelable operating lease. In addition, the Company occasionally pays rent for storage on a month-to-month basis. Total rent expense for all of the non-cancelable leases above were $58,605 and $50,087 for the years ended December 31, 2019 and 2018, respectively. The Company also rents equipment to be used on jobs under varying terms not exceeding one year. Total rent expense under short term rental agreements was $384,536 and $193,442 for the year ended December 31, 2019 and 2018, respectively. Future minimum lease payments required under all of the non-cancelable operating leases are as follows: Year ending December 31: Amount 2020 $ 80,806 2021 54,201 2022 35,236 2023 35,371 2024 35,508 Thereafter 483,777 $ 724,899 |
Equity Financings
Equity Financings | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Equity Financings | 10. EQUITY FINANCINGS On September 26, 2019, the Company entered into a Purchase Agreement with Lincoln Park Capital Fund, LLC (“Lincoln Park”), pursuant to which, upon the terms and subject to the conditions and limitations set further therein, Lincoln Park has committed to purchase an aggregate of $15.0 million of the Company’s Common Stock from time to time at the sole discretion of the Company. (the “Purchase Agreement”) As consideration for entering into the Purchase Agreement, the Company issued to Lincoln Park as a commitment fee (the “Commitment Shares”) 81,263 share of Company Common Stock with a fair value of $4.96. The fair value of the shares issued was recorded to additional paid in capital at December 31, 2019. |
Union Assessments
Union Assessments | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Union Assessments | 11. UNION ASSESSMENTS The Company employs members of the International Brotherhood of Electrical Workers Local 300 (IBEW). The union fee assessments payable are both withholdings from employees and employer assessments. Union fees are for monthly dues, defined contribution pension, health and welfare funds as part of multi-employer plans. All union assessments are based on the number of hours worked or a percentage of gross wages as stipulated in the agreement with the Union. The Company has an agreement with the IBEW in respect to rates of pay, hours, benefits, and other employment conditions. During the years ended December 31, 2019 and 2018, the Company incurred the following union assessments. December 31, December 31, Pension fund $ 374,020 $ 300,962 Welfare fund 1,192,831 930,961 National employees benefit fund 131,982 97,316 Joint apprenticeship and training committee 17,829 11,637 401(k) matching 38,521 37,254 Total $ 1,755,183 $ 1,378,130 Multiemployer Plans The Company is party to collective bargaining agreements with unions representing certain of their employees, which require the Company to pay specified wages, provide certain benefits to their union employees and contribute certain amounts to Multi-Employer Pension Plans (“MEPP”). The Pension Plan Agreement (“PPA”) defines the funding rules for defined benefit pension plans and establishes funding classifications for U.S.-registered multiemployer pension plans. Under the PPA, plans are classified into one of the following five categories, based on multiple factors, also referred to as a plan’s “zone status”: Green (safe), Yellow (endangered), Orange (seriously endangered), and Red (critical or critical and declining). Factors included in the determination of a plan’s zone status include: funded percentage, cash flow position and whether the plan is projecting a minimum funding deficiency. A multiemployer plan that is so underfunded as to be in “endangered,” “seriously endangered,” “critical,” or “critical and declining” status (as determined under the PPA) is required to adopt a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”), which, among other actions, could include decreased benefits and increased employer contributions, which could take the form of a surcharge on benefit contributions. These actions are intended to improve their funding status over a period of years. If a pension fund is in critical status, a participating employer must pay an automatic surcharge in addition to contributions otherwise required under the collective bargaining agreement (“CBA”). With some exceptions, the surcharge is equal to 5% of required contributions for the initial critical year and 10% for each succeeding plan year in which the plan remains in critical status. The surcharge ceases on the effective date of a CBA (or other agreement) that includes contribution and benefit terms consistent with the rehabilitation plan. Certain plans in which the Company participates are in “endangered,” “seriously endangered,” “critical,” or “critical and declining” status. The amount of additional funds, if any, that the Company may be obligated to contribute to these plans in the future cannot be estimated due to the uncertainty of the future levels of work that could be required of the union employees covered by these plans, as well as the required future contribution rates and possible surcharges applicable to these plans. Details of significant multiemployer pension plans as of and for the periods indicated, based upon information available to the Company from plan administrators as well as publicly available information on the U.S. Department of Labor website, are provided in the following table: Contributions For the Years Ended Pension Protection Act Zone Status Multiemployer Pension Plan Employer Identification Number Plan Number 2019 2018 Expiration Date of CBA 2019 As of 2018 As of FIP/RP Status Surcharge National Electrical Benefit Fund 53-0181657 1 131,982 97,316 5/31/2022 Green 12/31/2018 Green 12/31/2017 NA No Total multiemployer pension plan contributions $ 131,982 $ 97,316 |
Provision for Income Taxes
Provision for Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes | 12. PROVISION FOR INCOME TAXES In connection with the closing of the Reverse Merger and Recapitalization the Company’s tax status changed from a S corporation to a C corporation. As a result, the Company is responsible for Federal and State income taxes and must record deferred tax assets and liabilities for the tax effects of any temporary differences that exist on the date of the change. When push down accounting does not apply as part of a business combination U.S. GAAP requires the effect of the change in tax status to be recognized in the financial statements and the effect is included in income (loss) from continuing operations. The Company recorded income tax expense and a deferred tax liability of $1,104,840 of which $1,506,362 was recorded at the time of conversion to a C Corporation. The Company’s statements of operations also present pro-forma income tax expense for periods prior to June 20, 2019 with an effective tax rate of 27.7%. The Merger between Jensyn and Peck Electric Co. and the Company’s recapitalization on June 20, 2019 caused a stock ownership change for purposes of Section 382 of the Internal Revenue Code. The Company recognized tax net operating losses which it expects to fully utilize over time subject to annual limitations as set forth in the Internal Revenue Code. The provision for income taxes for the year ended December 31, 2019 and 2018 consists of the following: 2019 2018 Current Federal $ 0 $ 0 State 6,359 250 Total Current 6,359 250 Deferred Federal 751,432 0 State 347,049 0 Total Deferred $ 1,098,481 0 Provision for Income Taxes $ 1,104,840 $ 250 The Company’s total deferred tax assets and liabilities at December 31, 2019 are as follows: 2019 2018 Deferred tax assets (liabilities) Accruals and reserves $ 4,157 $ 0 Net operating loss 421,940 0 Total deferred tax assets 426,097 0 Property and equipment (1,524,578 ) 0 Total deferred tax liabilities (1,524,578 ) 0 Net deferred tax asset (liabilities) $ (1,098,481 ) $ 0 The Company uses a more-likely-than-not measurement for all tax positions taken or expected to be taken on a tax return in order for those tax positions to be recognized in the financial statements. There were no uncertain tax positions as of December 31, 2019 and 2018. If the Company were to incur interest and penalties related to income taxes, these would be included in the provision for income taxes, there were none for the year ended December 31, 2019 and 2018 respectively. Generally, the three tax years previously filed remain subject to examination by federal and state tax authorities. The Company does not expect a material change in uncertain tax positions to occur within the next 12 months. Reconciliation between the effective tax on income from operations and the statutory tax rate is as follows: 2019 2018 Income tax expense at federal statutory rate $ 142,179 $ 221,754 Permanent tax differences 2,049 - Tax effect of conversion from S corporation 1,134,772 - Federal taxes on period Company was a flow through entity (220,005 ) (221,702 ) State and local taxes net of federal benefit 45,845 198 Income tax expense $ 1,104,840 $ 250 The Company has federal net operating losses of approximately $1,840,000 of which $1,195,000 will expire beginning in 2034, $645,000 of the net operating losses do not expire. Net operating losses incurred beginning in 2018 are not subject to expiration under the Tax Cuts and Jobs Act, but the annual usage is limited to 80% or pre net operating loss taxable income. We believe that it is more likely than not that the tax benefit of these net operating losses will be fully realized, as such no valuation allowance has been recorded. The deferred tax assets for the net operating losses are presented net with deferred tax liabilities, which primarily consist of book and tax depreciation differences. |
Captive Insurance
Captive Insurance | 12 Months Ended |
Dec. 31, 2019 | |
Captive Insurance | |
Captive Insurance | 13. CAPTIVE INSURANCE The Company and other companies are members of an offshore heterogeneous group captive insurance holding company entitled Navigator Casualty, LTD. (NCL). NCL is located in the Cayman Islands and insures claims relating to workers’ compensation, general liability, and auto liability coverage. Premiums are developed through the use of an actuarially determined loss forecast. Premiums paid totaled $174,891 and $117,528 for the years ended December 31, 2019 and 2018, respectively. The loss funding, derived from the actuarial forecast, is broken-out into two categories by the actuary known as the “A & B” Funds. The “A” Fund pays for the first $100,000 of any loss and the “B” Fund contributes to the remainder of the loss layer up to $300,000 total per occurrence. Each shareholder has equal ownership and invests a one-time cash capitalization of $36,000. This is broken out into two categories, $35,900 of redeemable preference shares and $100 for a single common share. Each shareholder represents a single and equal vote on NCL’s Board of Directors. Summary financial information on NCL as of September 30, 2019 is: Total assets $ 68,741,297 Total liabilities $ 34,086,013 Comprehensive income $ 5,762,011 NCL’s fiscal year end is September 30, 2019. 2019 2018 Investment in NCL Capital $ 36,000 $ 36,000 Cash security 101,555 43,340 Investment income in excess of losses (incurred and reserves) 3,320 1,483 Total deferred tax assets $ 140,875 $ 80,823 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. RELATED PARTY TRANSACTIONS In 2014, the minority stockholders of Peck Electric Co., who sold the building that the Company occupies, lent the proceeds to the majority stockholders of Peck Electric Co. who contributed $400,000 of the net proceeds as paid in capital. At December 31, 2019, the amount is included in the “due to stockholders” as there is a right to offset. In May 2018, stockholders of the Company bought out a minority stockholder of Peck Electric Co. The Company advanced $250,000 for the stock purchase which is included in the “due from stockholders” at December 31, 2018. At December 31, 2019, the amount is included in the “due to stockholders” as there is a right to offset. The Company’s majority stockholder loaned $295,299 to the Company to help with cash flow needs during the year ended December 31, 2019 which is included in the “due to stockholders”. The Company was an S-corporation through June 20, 2019 and as a result, the taxable income of the Company is allocated pro-rata to each stockholder and is reported on the stockholder’s tax returns. As a result, the Company has accrued a distribution for taxes of $266,814 to the owners of Peck Electric Co. for the period during which the Company was an S-corporation, which is included in the “due to stockholders”. The amounts below include amounts due to/from stockholders as of December 31, 2019 and December 31, 2018: 2019 2018 Due from stockholders consists of unsecured notes from stockholders with interest 2.18%. $ 0 $ 252,858 Due to stockholders consists of unsecured notes to stockholders with interest at the mid-term AFR rate (2.08% at December 31, 2019 ). $ 342,718 $ 33,463 |
Deferred Compensation Plan
Deferred Compensation Plan | 12 Months Ended |
Dec. 31, 2019 | |
Compensation Related Costs [Abstract] | |
Deferred Compensation Plan | 15. DEFERRED COMPENSATION PLAN In 2018, the Company entered into a deferred compensation agreement with a former minority stockholder. The agreement provides for deferred income benefits and is payable over the post-retirement period. The Company accrues the present value of the estimated future benefit payments over the period from the date of the agreement to the retirement date. The minimum commitment for future compensation under the agreement is $155,000, the net present value of which is $143,768. The Company will also pay the former stockholder a solar management fee of 24.5% of the available cash flow from the solar arrays put into service on or before December 31, 2017 over the life of the arrays. The amount is de minimis and therefore not recorded on the balance sheet as of December 31, 2019 and recorded in the statement of operations when incurred. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 16. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. As a result of the Merger, the Company has retrospectively adjusted the weighted average of shares of common stock outstanding prior to June 20, 2019 by multiplying them by the exchange ratio used to determine the number of shares of common stock into which they converted. Years Ended December 31, 2019 2018 Numerator: Net Income (loss) $ (427,795 ) $ 1,055,972 Denominator: Weighted average shares outstanding: Basic 4,447,681 3,234,501 Diluted 4,447,681 3,234,501 Basic income (loss) per share (0.10 ) 0.33 Diluted income (loss) per share (0.10 ) 0.33 Pro forma C-corporation Earnings per share: Numerator Net Income $ 489,368 $ 763,437 Denominator: Weighted average shares outstanding: Basic 4,447,681 3,234,501 Diluted 4,447,681 3,234,501 Basic income per share 0.11 0.24 Diluted income per share 0.11 0.24 The Company has contingent share arrangements and warrants arising from the Merger and Jensyn’s IPO as discussed in Note 2. The potential issuance of additional stock from these arrangements were excluded from the diluted EPS calculation because the prevailing market and operating conditions at the present time do not indicate that any additional shares of stock will be issued. These instruments could result in dilution in future periods. Below is a schedule of the potential shares arising from these contingencies that were excluded from the calculations above: Years Ended December 31, 2019 2018 Earnout provision, includes new shares of Common Stock that may be issued to former Peck Electric Co. shareholders 898,473 0 Earnout provision, includes new shares of Common Stock that may be issued to Exit Strategy 11,231 0 Earnout provision, including new shares of Common Stock that may be issued to holders of forfeited and canceled shares 257,799 0 Option to purchase Common Stock, from Jensyn’s IPO 429,000 0 Warrants to purchase Common Stock, from Jensyn’s IPO 2,292,250 0 |
Reclassification of Prior Year
Reclassification of Prior Year Financial Statements | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Reclassification of Prior Year Financial Statements | 17. RECLASSIFICATION OF PRIOR YEAR FINANCIAL STATEMENTS Certain amounts in the 2018 financial statement were reclassified to conform to the 2019 financial statement presentation. |
Summary of Operations and Sig_2
Summary of Operations and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | a) Organization The Peck Company Holdings, Inc. is a solar engineering, construction and procurement contractor for commercial and industrial customers across the Northeastern United States. The Company also provides electrical contracting services and data and communication services. The work is performed under fixed-price and modified fixed-price contracts and time and materials contracts. The Company is incorporated in the State of Delaware and has its corporate headquarters in South Burlington, Vermont. On February 26, 2019, Peck Electric Co., a privately held company, entered into a Share Exchange Agreement (the “Exchange Agreement”) with Jensyn Acquisition Corp. (“Jensyn”), a publicly held company whose primary business objective was to acquire, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination (the “Reverse Merger and Recapitalization”), with one or more target businesses (a special purpose acquisition company or “SPAC”). On June 20, 2019, with the approval of the stockholders of each of Peck Electric Co. and Jensyn, the Reverse Merger and Recapitalization was completed. In connection with the Reverse Merger and Recapitalization, Jensyn issued 3,234,501 shares of Jensyn’s Common Stock, par value $0.0001 per share (the “Common Stock”), to the stockholders of the Peck Electric Co. in exchange for all of the equity securities of Peck Electric Co., and Peck Electric Co. became a wholly-owned subsidiary of Jensyn. While Jensyn was the surviving legal entity, Peck Company Holdings, Inc. was deemed the acquiring entity for accounting purposes. Concurrent with the completion of the Reverse Merger and Recapitalization, Jensyn changed its name from “Jensyn Acquisition Corp.” to “The Peck Company Holdings, Inc.” and the symbol for its common stock traded on Nasdaq became “PECK”. Unless the context otherwise requires, “we,” “us,” “our,” “Peck Company” and the “Company” refer to the combined company. As a SPAC Jensyn had substantially no business operations prior to June 20, 2019. For financial accounting and reporting purposes the Exchange Agreement was accounted for as a “reverse recapitalization” in accordance with U.S. GAAP. Under this method of accounting, Jensyn was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on Peck Electric Co shareholders having a majority of the voting power of the combined company, Peck Electric Co. comprising the ongoing operations of the combined entity, Peck Electric Co. comprising a majority of the governing body of the combined company, and Peck Electric Co.’s senior management comprising the senior management of the combined company. Accordingly, for accounting purposes, the Exchange Agreement was treated as the equivalent of the Peck Electric Co. issuing stock for the net assets and equity of Jensyn, consisting of $0 assets, accompanied by a recapitalization (referred to as “the Exchange Agreement”). The net assets of Jensyn were stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Exchange Agreement are those of Peck Electric Co. Prior to June 20, 2019, Peck Electric Co. was a “pass-through” (S-corporation) entity for income tax purposes and had no material income tax accounting reflected in its financial statements for financial reporting purposes since taxable income and deductions were “passed through” to Peck Electric Co.’s stockholders. As of the date of the completion of the Exchange Agreement, Peck Electric effectively became a C-Corporation, which changed the level of taxation from the stockholders to the Company. The deferred tax assets and liabilities that arise out of the change of tax status have been recorded to account for the temporary differences that existed on the date of the resulting in a deferred tax liability of $1,506,362. The financial statements of the Company now account for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, Income taxes. Since Peck Electric was deemed the accounting acquirer and takes over the historical information for the Company, the consolidated Company uses the accounting policies of Peck as described in Note 1 to Peck’s audited financial statements as of and for the years ended December 31, 2019 and 2018. As a result of the Reverse Merger and Recapitalization, the Company implemented changes to the following accounting policies, adoption of an accounting policy for income taxes in the second quarter of 2019, updated accounting policy for earnings per share, deferred finance costs, fair value of financial instruments and the adoption of a new revenue recognition policy. |
Principles of Consolidation | b) Principles of Consolidation The accompanying consolidated financial statements include the accounts of The Peck Holdings Company, Inc. and its wholly owned operating subsidiary, Peck Electric Co. All material intercompany transactions have been eliminated upon consolidation of these entities. |
Emerging Growth Company Status | c) Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012, (the “JOBS Act”). Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. The Company would cease to be an “emerging growth company” upon the earliest to occur of: the last day of the fiscal year in which it has more than $1.07 billion in annual revenue; the date it qualifies as a “large accelerated filer,” with at least $700 million of equity securities held by non-affiliates; the issuance, in any three-year period, by it of more than $1.0 billion in non-convertible debt securities; or December 31, 2021. |
Revenue Recognition | d) Revenue Recognition 1) Accounting Change In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). The ASU and all subsequently issued clarifying ASUs replaced most existing revenue recognition guidance in U.S. GAAP. The ASU also required expanded disclosures relating to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted the new standard in the fourth quarter 2019, effective January 1, 2019, the first day of the Company’s fiscal year, using the modified retrospective method. As part of the adoption of the ASU, the Company elected to use the following transition practical expedients: (i) completed contracts that begin and end in the same annual reporting period have not been restated; (ii) the Company used the known transaction price for completed contracts; (iii) to exclude disclosures of transaction prices allocated to remaining performance obligations when the Company expects to recognize such revenue for all periods prior to the date of initial application of the ASU; and (iv) the Company has reflected the aggregate of all contract modifications that occurred prior to the date of initial application when identifying the satisfied and unsatisfied performance obligations, determining the transaction price, and allocating the transaction price. The majority of the Company’s revenue is recognized over time based on the percentage of completion method with cost inputs. Revenue recognized over time primarily consists of performance obligations that are satisfied within one year or less. The adoption of this ASU did not have a significant impact on the Company’s financial statements. The majority of the Company’s revenue arrangements generally consist of a single performance obligation to transfer promised goods or services. Based on the Company’s evaluation process and review of its contracts with customers, the timing and amount of revenue recognized previously is consistent with how revenue is recognized under the new standard. No changes were required to previously reported revenues as a result of the adoption. 2) Revenue Recognition Policy Solar Power Systems Sales and Engineering, Procurement, and Construction Services The Company recognizes revenue from the sale of solar power systems, Engineering, Procurement and Construction (“EPC”) services, and other construction type contracts over time, as performance obligations are satisfied, due to the continuous transfer of control to the customer. Construction contracts, such as the sale of a solar power system combined with EPC services, are generally accounted for as a single unit of account (a single performance obligation) and are not segmented between types of services. Our contracts often require significant services to integrate complex activities and equipment into a single deliverable, and are therefore generally accounted for as a single performance obligation, even when delivering multiple distinct services. For such services, the Company recognizes revenue using the cost to cost method, based primarily on contract cost incurred to date compared to total estimated contract cost. The cost to cost method (an input method) is the most faithful depiction of the Company’s performance because it directly measures the value of the services transferred to the customer. Cost of revenue includes an allocation of indirect costs including depreciation and amortization. Subcontractor materials, labor and equipment, are included in revenue and cost of revenue when management believes that the Company is acting as a principal rather than as an agent (i.e., the Company integrates the materials, labor and equipment into the deliverables promised to the customer). Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined as assessed at the contract level. Pre-contract costs are expensed as incurred unless they are expected to be recovered from the customer As of December 31, 2019, the Company had $0 in pre-contract costs classified as a current asset under contract assets on the Consolidated Balance Sheet. Project mobilization costs are generally charged to project costs as incurred when they are an integrated part of the performance obligation being transferred to the client. Customer payments on construction contracts are typically due within 30 to 45 days of billing, depending on the contract. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. For sales of solar power systems in which the Company sells a controlling interest in the project to a customer, revenue is recognized for the consideration received when control of the underlying project is transferred to the customer. Revenue may also be recognized for the sale of a solar power system after it has been completed due to the timing of when a sales contract has been entered into with the customer. Energy Generation Revenue from net metering credits is recorded as electricity is generated from the solar arrays and billed to customers (PPA off-taker) at the price rate stated in the applicable power purchase agreement (PPA). Operation and Maintenance and Other Miscellaneous Services Revenue for time and materials contracts is recognized as the service is provided. 3) Disaggregation of Revenue from Contracts with Customers The following table disaggregates the Company’s revenue based on the timing of satisfaction of performance obligations for the years ended December 31: 2019 2018 Solar Operations Performance obligations satisfied at a point in time $ 4,220,000 $ 0 Performance obligations satisfied over time $ 17,849,945 $ 10,240,996 Total Electric Operations Performance obligations satisfied at a point in time $ 0 $ 0 Performance obligations satisfied over time $ 4,962,539 $ 4,007,650 Total Data and Network Operations Performance obligations satisfied at a point in time $ 0 $ 0 Performance obligations satisfied over time $ 1,189,085 $ 1,707,451 Total Performance obligations satisfied at a point in time $ 4,220,000 $ 0 Performance obligations satisfied over time $ 24,001,269 $ 15,956,097 Total 4) Variable Consideration The nature of the Company’s contracts gives rise to several types of variable consideration, including claims and unpriced change orders; award and incentive fees; and liquidated damages and penalties. The Company recognizes revenue for variable consideration when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. The Company estimates the amount of revenue to be recognized on variable consideration using the expected value (i.e., the sum of a probability-weighted amount) or the most likely amount method, whichever is expected to better predict the amount. Factors considered in determining whether revenue associated with claims (including change orders in dispute and unapproved change orders in regard to both scope and price) should be recognized include the following: (a) the contract or other evidence provides a legal basis for the claim, (b) additional costs were caused by circumstances that were unforeseen at the contract date and not the result of deficiencies in the Company’s performance, (c) claim-related costs are identifiable and considered reasonable in view of the work performed, and (d) evidence supporting the claim is objective and verifiable. If the requirements for recognizing revenue for claims or unapproved change orders are met, revenue is recorded only when the costs associated with the claims or unapproved change orders have been incurred. Back charges to suppliers or subcontractors are recognized as a reduction of cost when it is determined that recovery of such cost is probable and the amounts can be reliably estimated. Disputed back charges are recognized when the same requirements described above for claims accounting have been satisfied. 5) Remaining Performance Obligation Remaining performance obligations, or backlog, represents the aggregate amount of the transaction price allocated to the remaining obligations that the Company has not performed under its customer contracts. The Company has elected to use the optional exemption in ASC 606-10-50-14, which exempts an entity from such disclosures if a performance obligation is part of a contract with an original expected duration of one year or less. 6) Warranties The Company generally provides limited warranties for work performed under its construction contracts. The warranty periods typically extend for a limited duration following substantial completion of the Company’s work on a project. Historically, warranty claims have not resulted in material costs incurred, and any estimated costs for warranties are included in the individual contract cost estimates for purposes of accounting for long-term contracts. 7) Practical Expedients If the Company has a right to consideration from a customer in an amount that corresponds directly with the value of the Company’s performance completed to date (a service contract in which the Company bills a fixed amount for each hour of service provided), the Company recognizes revenue in the amount to which it has a right to invoice for services performed. The Company does not adjust the contract price for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a service to a customer and when the customer pays for that service will be one year or less. |
Accounts Receivable | e) Accounts Receivable Accounts receivable are recorded when invoices are issued and presented on the balance sheet net of the allowance for doubtful accounts. The allowance, which was $84,000 at December 31, 2019 and $15,000 at December 31, 2018, is estimated based on historical losses, the existing economic condition, and the financial stability of the Company’s customers. Accounts are written off against the reserve when they are determined to be uncollectible. |
Project Assets | f) Project Assets Project assets primarily consist of costs related to solar power projects that are in various stages of development that are capitalized prior to the completion of the sale of the project, and are actively marketed and intended to be sold. In contrast to contract assets, the Company holds a controlling interest in the project itself. These project related costs include costs for land, development, and construction of a PV solar power system. Development costs may include legal, consulting, permitting, transmission upgrade, interconnection, and other similar costs. The Company typically classifies project assets as noncurrent due to the nature of solar power projects (long-lived assets) and the time required to complete all activities to develop, construct, and sell projects, which is typically longer than 12 months. Once the Company enters into a definitive sales agreement, such project assets are classified as current until the sale is completed and the Company has met all of the criteria to recognize the sale as revenue. Any income generated by a project while it remains within project assets is accounted for as a reduction to the basis in the project. If a project is completed and begins commercial operation prior to the closing of a sales arrangement, the completed project will remain in project assets until placed in service. All expenditures related to the development and construction of project assets, whether fully or partially owned, are presented as a component of cash flows from operating activities. Project assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. A project is considered commercially viable or recoverable if it is anticipated to be sold for a profit once it is either fully developed or fully constructed. A partially developed or partially constructed project is considered to be commercially viable or recoverable if the anticipated selling price is higher than the carrying value of the related project assets. The Company examines a number of factors to determine if the project is expected to be recoverable, including whether there are any changes in environmental, permitting, market pricing, regulatory, or other conditions that may impact the project. Such changes could cause the costs of the project to increase or the selling price of the project to decrease. If a project is not considered recoverable, we impair the respective project assets and adjust the carrying value to the estimated fair value, with the resulting impairment recorded within “Selling, general and administrative” expense. Project Asset were $0 for the years ended December 31, 2019 and 2018, respectively. |
Property and Equipment | g) Property and Equipment Property and equipment greater than $1,000 are recorded at cost, less accumulated depreciation. Cost includes the price paid to acquire or construct the assets, required installation costs, and any expenditures that substantially add to the value or substantially extend the useful life of the assets. The solar arrays represent project assets that the Company may temporarily own and operate after being placed into service. The Company reports solar arrays at cost, less accumulated depreciation. The Company begins depreciation on the solar arrays when they are placed in service. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Buildings and improvements 39 years Vehicles 3-5 years Tools and equipment 3-7 years Solar arrays 20 years Total depreciation expense for the years ended December 31, 2019 and 2018 was $621,233 and $537,484, respectively. The cost of assets sold, retired, or otherwise disposed of, and the related allowance for depreciation are eliminated from the accounts and any resulting gain or loss is included in operations. The cost of maintenance and repairs are charged to expense as incurred, while significant renewals or betterments are capitalized. |
Long-Lived Assets | h) Long-Lived Assets The Company assesses long-lived assets, including property and equipment, for impairment whenever events or changes in circumstances arise, including consideration of technological obsolescence, that may indicate that the carrying amount of such assets may not be recoverable. These events and changes in circumstances may include a significant decrease in the market price of a long-lived asset; a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; a significant adverse change in the business climate that could affect the value of a long-lived asset; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; a current period operating or cash flow loss combined with a history of such losses or a projection of future losses associated with the use of a long-lived asset; or a current expectation that, more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. For purposes of recognition and measurement of an impairment loss, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. When impairment indicators are present, the Company compares undiscounted future cash flows, including the eventual disposition of the asset group at market value, to the asset group’s carrying value to determine if the asset group is recoverable. If the carrying value of the asset group exceeds the undiscounted future cash flows, the Company measures any impairment by comparing the fair value of the asset group to its carrying value. Fair value is generally determined by considering (i) internally developed discounted cash flows for the asset group, (ii) third-party valuations, and/or (iii) information available regarding the current market value for such assets. If the fair value of an asset group is determined to be less than its carrying value, an impairment in the amount of the difference is recorded in the period that the impairment indicator occurs. Estimating future cash flows requires significant judgment, and such projections may vary from the cash flows eventually realized. The Company considers a long-lived asset to be abandoned after the Company has ceased use of such asset and they have no intent to use or repurpose the asset in the future. Abandoned long-lived assets are recorded at their salvage value, if any. |
Asset Retirement Obligations | i) Asset Retirement Obligations The Company develops, constructs, and operates certain solar arrays with land lease agreements that include a requirement for the removal of the assets at the end of the term of the agreement. The Company recognizes such asset retirement obligations (“ARO”) in the period in which they are incurred based on the present value of estimated third-party recommissioning costs, and they capitalize the associated asset retirement costs as part of the carrying amount of the related assets. Once an asset is placed into service, the asset retirement cost is subsequently depreciated on a straight-line basis over the estimated useful life of the asset. Changes in AROs resulting from the passage of time are recognized as an increase in the carrying amount of the liability and as accretion expense. The AROs were not deemed significant to the financial statements and were therefore, not recorded as a liability at December 31, 2019 and 2018. |
Concentration and Credit Risks | j) Concentration and Credit Risks The Company occasionally has cash balances in a single financial institution during the year in excess of the Federal Deposit Insurance Corporation (FDIC) limit of up to $250,000 per financial institution. The differences between book and bank balances are outstanding checks and deposits in transit. At December 31, 2019, the uninsured balances were $0. |
Income Taxes | k) Income Taxes Through June 20, 2019 (the date of the completion of the exchange agreement) the former Peck Electric had elected to be taxed as an S-Corporation under the Internal Revenue Code and similar codes in states in which the Company was subject to taxation. While this election was in effect, the income (whether distributed or not) was taxed for federal income tax purposes to former Peck Electric stockholders. Accordingly, no provision for federal income tax was required. However, the Company did calculate a proforma provision. The provision for income taxes for former Peck Electric was primarily for Vermont minimum taxes. As of the date of the completion of the Exchange Agreement, the Company effectively became a C-Corporation, which changed the level of taxation from the stockholders to the Company. The deferred tax assets and liabilities that arise out of the change of tax status have been recorded to account for the temporary differences that existed on the date of the change resulting in a deferred tax liability of $1,506,362. The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The financial statements of the Company account for deferred tax assets and liabilities in accordance with Accounting Standards Codification (“ASC”) 740, Income taxes. The Company also uses a more-likely-than-not measurement for all tax positions taken or expected to be taken on a tax return in order for those tax positions to be recognized in the financial statements. If the Company were to incur interest and penalties related to income taxes, these would be included in the provision for income taxes. Generally, the three tax years previously filed remain subject to examination by federal and state tax authorities. |
Sales Tax | l) Sales Tax The Company’s accounting policy is to exclude state sales tax collected and remitted from revenues and costs of sales, respectively. |
Use of Estimates | m) Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates their estimates, including those related to inputs used to recognize revenue over time, specifically percentage-of-completion, and valuation of deferred tax assets. Actual results could differ from those estimates. |
Recently Issued Accounting Pronouncements | n) Recently Issued Accounting Pronouncements Prior to June 20, 2019, the Company was defined as a non-public entity for purposes of applying transition guidance related to new or revised accounting standards under GAAP, and was required to adopt new or revised accounting standards after the required adoption dates that applied to public companies. Subsequent to June 20, 2019, the Company maintains its emerging growth company status until no later than December 31, 2021. The Company will maintain the election available to an emerging growth company to use any extended transition period applicable to non-public companies when complying with a new or revised accounting standard. The company retains its emerging growth status and therefore elects to adopt new or revised accounting standards on the adoption date required for a private company. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), Revenue from Contracts with Customers, In June 2016 the FASB issued ASU No. 2016-13, Financial Instruments-Credit losses (Topic 326) In August 2016 the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230). In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740). |
Deferred Finance Costs | o) Deferred Finance Costs Deferred financing costs relate to the Company’s debt and equity instruments. Deferred financing costs relating to debt instruments are amortized over the terms of the related instrument using the effective interest method. The Company incurred $21,547 of deferred financing costs for the year ended December 31, 2019 in connection with a refinance of its revolving line of credit. Amortization expense associated with deferred financing costs, which is included in interest expense, totaled $1,544 and $0 for the years ended December 31, 2019 and 2018, respectively. Debt financing costs relating to the equity credit line were offset against additional paid in capital as the shares issued were fully earned on the execution of the agreement. The Company incurred $413,032 of deferred financing costs that was recorded to additional paid in capital for the year ended December 31, 2019. |
Fair Value of Financial Instruments | p) Fair Value of Financial Instruments The Company’s financial instruments include cash and cash equivalents, accounts receivable, cash collateral deposited with insurance carriers, deferred compensation plan liabilities, accounts payable and other current liabilities, and debt obligations. Fair value is the price that would be received to sell an asset or the amount paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value guidance establishes a valuation hierarchy, which requires maximizing the use of observable inputs when measuring fair value. The three levels of inputs that may be used are: (i) Level 1 - quoted market prices in active markets for identical assets or liabilities; (ii) Level 2 - observable market-based inputs or other observable inputs; and (iii) Level 3 - significant unobservable inputs that cannot be corroborated by observable market data, which are generally determined using valuation models incorporating management estimates of market participant assumptions. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Management’s assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. Fair values of financial instruments are estimated using public market prices, quotes from financial institutions and other available information. Due to their short-term maturity, the carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and other current liabilities approximate their fair values. Management believes the carrying values of notes and other receivables, cash collateral deposited with insurance carriers, and outstanding balances on its credit facilities approximate their fair values. The earnout provision of the Share Exchange is considered a Level 3 measurement. Given that the probability of such provisions being achieved is highly unlikely, no value was assigned to the earnout provision. |
Subsequent Events | q) Subsequent Events The Company has evaluated subsequent events through the date of this filing and based on its evaluation there are no events that are required to be disclosed herein. |
Cash and Cash Equivalents | r) Cash and cash equivalents The Company considers all highly liquid instruments with an original maturity of three months or less as cash equivalents. |
Summary of Operations and Sig_3
Summary of Operations and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Disaggregation of Revenue from Contracts with Customers | The following table disaggregates the Company’s revenue based on the timing of satisfaction of performance obligations for the years ended December 31: 2019 2018 Solar Operations Performance obligations satisfied at a point in time $ 4,220,000 $ 0 Performance obligations satisfied over time $ 17,849,945 $ 10,240,996 Total Electric Operations Performance obligations satisfied at a point in time $ 0 $ 0 Performance obligations satisfied over time $ 4,962,539 $ 4,007,650 Total Data and Network Operations Performance obligations satisfied at a point in time $ 0 $ 0 Performance obligations satisfied over time $ 1,189,085 $ 1,707,451 Total Performance obligations satisfied at a point in time $ 4,220,000 $ 0 Performance obligations satisfied over time $ 24,001,269 $ 15,956,097 Total |
Schedule of Estimated Useful Lives | The estimated useful lives are as follows: Buildings and improvements 39 years Vehicles 3-5 years Tools and equipment 3-7 years Solar arrays 20 years |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Credit Loss [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable consist of: December 31, 2019 December 31, 2018 Accounts receivable - contracts in progress $ 7,190,412 $ 1,672,900 Accounts receivable - retainage 188,193 396,513 7,378,605 2,069,413 Allowance for doubtful accounts (84,000 ) (15,000 ) Total $ 7,294,605 $ 2,054,413 |
Schedule of Contract Assets and Liabilities | Contract assets were as follows at December 31, 2019 and 2018: December 31, 2019 December 31, 2018 Costs in excess of billings $ 1,272,372 $ 718,984 Unbilled receivables 206,213 69,258 Retainage 188,193 396,513 $ 1,666,778 $ 1,184,755 Contract liabilities were as follows at December 31, 2019 and 2018: December 31, 2019 December 31, 2018 Billings in excess of costs $ 126,026 $ 180,627 $ 126,026 $ 180,627 |
Contracts in Progress (Tables)
Contracts in Progress (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Contractors [Abstract] | |
Schedule of Contracts in Progress Information | Information with respect to contracts in progress are as follows: December 31, December 31, Expenditures to date on uncompleted contracts $ 4,699,855 $ 5,870,664 Estimated earnings thereon 1,409,060 1,760,940 6,108,915 7,631,604 Less billings to date (5,168,782 ) (7,162,505 ) 940,133 469,099 Plus under billings remaining on contracts 100% complete 206,213 69,258 Total $ 1,146,346 $ 538,357 |
Schedule of Balance Sheets Under Following Captions | Included in accompany balance sheets under the following captions December 31, December 31, Cost and estimated earnings in excess of billings $ 1,272,372 $ 718,984 Billings in excess of costs and estimated earnings on uncompleted contracts (126,026 ) (180,627 ) $ 1,146,346 $ 538,357 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt | A summary of long-term debt is as follows: December 31, 2019 December 31, 2018 NBT Bank, National Association, 4.25% interest rate, secured by all business assets, payable in monthly installments of $5,869 through September 2026, with a balloon payment at maturity. $ 723,230 $ 0 NBT Bank, National Association, 4.00% interest rate, secured by all business assets, payable in monthly installments of $12,070 through January 2021. 153,258 0 NBT Bank, National Association, 4.20% interest rate, secured by building, payable in monthly installments of $3,293 through September 2026, with a balloon payment at maturity. 274,476 0 NBT Bank, National Association, 4.15% interest rate, secured by all business assets, payable in monthly installments of $3,677 through April 2026. 244,920 0 NBT Bank, National Association, 4.20% interest rate, secured by all business assets, payable in monthly installments of $5,598 through October 2026, with a balloon payment at maturity. 474,464 0 NBT Bank, National Association, 4.85% interest rate, secured by a piece of equipment, payable in monthly installments of $2,932 including interest, through May 2023. 110,413 139,416 Various vehicle loans, interest ranging from 0% to 6.99%, total current monthly installments of approximately $8,150, secured by vehicles, with varying terms through September 2025. 333,510 389,575 National Bank of Middlebury, 3.95% interest rate for the initial 5 years, after which the loan rate will adjust equal to the Federal Home Loan Bank of Boston 5/20 – year Advance Rate plus 2.75%, loan is subject to a floor rate of 3.95%, secured by solar panels and related equipment, payable in monthly installments of $2,388 including interest, through December 2024. 98,033 120,131 Community Bank, N.A. Loan paid in full through refinance 0 1,974,449 2,412,304 2,623,571 Less current portion (426,254 ) (410,686 ) 1,986,050 2,212,855 Less debt issuance costs (20,003) 0 $ 1,966,047 $ 2,212,885 |
Schedule of Maturities of Long-term Debt | Maturities of long-term debt are as follows: Year ending September 30: Amount 2020 $ 426,254 2021 306,504 2022 304,574 2023 262,008 2024 213,524 Thereafter 899,440 $ 2,412,304 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Minimum Lease Payments | Future minimum lease payments required under all of the non-cancelable operating leases are as follows: Year ending December 31: Amount 2020 $ 80,806 2021 54,201 2022 35,236 2023 35,371 2024 35,508 Thereafter 483,777 $ 724,899 |
Union Assessments (Tables)
Union Assessments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Union Assessments | During the years ended December 31, 2019 and 2018, the Company incurred the following union assessments. December 31, December 31, Pension fund $ 374,020 $ 300,962 Welfare fund 1,192,831 930,961 National employees benefit fund 131,982 97,316 Joint apprenticeship and training committee 17,829 11,637 401(k) matching 38,521 37,254 Total $ 1,755,183 $ 1,378,130 |
Schedule of Significant Multiemployer Pension Plans | Details of significant multiemployer pension plans as of and for the periods indicated, based upon information available to the Company from plan administrators as well as publicly available information on the U.S. Department of Labor website, are provided in the following table: Contributions For the Years Ended Pension Protection Act Zone Status Multiemployer Pension Plan Employer Identification Number Plan Number 2019 2018 Expiration Date of CBA 2019 As of 2018 As of FIP/RP Status Surcharge National Electrical Benefit Fund 53-0181657 1 131,982 97,316 5/31/2022 Green 12/31/2018 Green 12/31/2017 NA No Total multiemployer pension plan contributions $ 131,982 $ 97,316 |
Provision for Income Taxes (Tab
Provision for Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The provision for income taxes for the year ended December 31, 2019 and 2018 consists of the following: 2019 2018 Current Federal $ 0 $ 0 State 6,359 250 Total Current 6,359 250 Deferred Federal 751,432 0 State 347,049 0 Total Deferred $ 1,098,481 0 Provision for Income Taxes $ 1,104,840 $ 250 |
Schedule of Deferred Tax Assets and Liabilities | The Company’s total deferred tax assets and liabilities at December 31, 2019 are as follows: 2019 2018 Deferred tax assets (liabilities) Accruals and reserves $ 4,157 $ 0 Net operating loss 421,940 0 Total deferred tax assets 426,097 0 Property and equipment (1,524,578 ) 0 Total deferred tax liabilities (1,524,578 ) 0 Net deferred tax asset (liabilities) $ (1,098,481 ) $ 0 |
Schedule of Reconciliation Between Effective Income Tax Operations and Statutory Tax Rate | Reconciliation between the effective tax on income from operations and the statutory tax rate is as follows: 2019 2018 Income tax expense at federal statutory rate $ 142,179 $ 221,754 Permanent tax differences 2,049 - Tax effect of conversion from S corporation 1,134,772 - Federal taxes on period Company was a flow through entity (220,005 ) (221,702 ) State and local taxes net of federal benefit 45,845 198 Income tax expense $ 1,104,840 $ 250 |
Captive Insurance (Tables)
Captive Insurance (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Captive Insurance Tables Abstract | |
Summary Financial Information on NCL | Summary financial information on NCL as of September 30, 2019 is: Total assets $ 68,741,297 Total liabilities $ 34,086,013 Comprehensive income $ 5,762,011 |
Schedule of Investments | NCL’s fiscal year end is September 30, 2019. 2019 2018 Investment in NCL Capital $ 36,000 $ 36,000 Cash security 101,555 43,340 Investment income in excess of losses (incurred and reserves) 3,320 1,483 Total deferred tax assets $ 140,875 $ 80,823 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Amounts Due To/from Stockholders | The amounts below include amounts due to/from stockholders as of December 31, 2019 and December 31, 2018: 2019 2018 Due from stockholders consists of unsecured notes from stockholders with interest 2.18%. $ 0 $ 252,858 Due to stockholders consists of unsecured notes to stockholders with interest at the mid-term AFR rate (2.08% at December 31, 2019 ). $ 342,718 $ 33,463 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Years Ended December 31, 2019 2018 Numerator: Net Income (loss) $ (427,795 ) $ 1,055,972 Denominator: Weighted average shares outstanding: Basic 4,447,681 3,234,501 Diluted 4,447,681 3,234,501 Basic income (loss) per share (0.10 ) 0.33 Diluted income (loss) per share (0.10 ) 0.33 Pro forma C-corporation Earnings per share: Numerator Net Income $ 489,368 $ 763,437 Denominator: Weighted average shares outstanding: Basic 4,447,681 3,234,501 Diluted 4,447,681 3,234,501 Basic income per share 0.11 0.24 Diluted income per share 0.11 0.24 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Below is a schedule of the potential shares arising from these contingencies that were excluded from the calculations above: Years Ended December 31, 2019 2018 Earnout provision, includes new shares of Common Stock that may be issued to former Peck Electric Co. shareholders 898,473 0 Earnout provision, includes new shares of Common Stock that may be issued to Exit Strategy 11,231 0 Earnout provision, including new shares of Common Stock that may be issued to holders of forfeited and canceled shares 257,799 0 Option to purchase Common Stock, from Jensyn’s IPO 429,000 0 Warrants to purchase Common Stock, from Jensyn’s IPO 2,292,250 0 |
Summary of Operations and Sig_4
Summary of Operations and Significant Accounting Policies (Details Narrative) - USD ($) | Jun. 20, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Stock issued for common stock, shares | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Deferred tax liability | $ 1,506,362 | ||
Emerging growth company status description | The Company would cease to be an "emerging growth company" upon the earliest to occur of: the last day of the fiscal year in which it has more than $1.07 billion in annual revenue; the date it qualifies as a "large accelerated filer," with at least $700 million of equity securities held by non-affiliates; the issuance, in any three-year period, by it of more than $1.0 billion in non-convertible debt securities; or December 31, 2021. | ||
Annual revenue | $ 1,070,000 | ||
Equity securities held | 700,000,000 | ||
Non-convertible debt securities | 1,000,000 | ||
Pre-contract costs | 0 | ||
Allowance for accounts receivable | 84,000 | $ 15,000 | |
Project asset | $ 0 | 0 | |
Property and equipment, description | Property and equipment greater than $1,000 are recorded at cost, less accumulated depreciation. Cost includes the price paid to acquire or construct the assets, required installation costs, and any expenditures that substantially add to the value or substantially extend the useful life of the assets. | ||
Property and equipment, costs | $ 1,000 | ||
Depreciation expense | 621,233 | 537,484 | |
Cash, FDIC insured amount | 250,000 | ||
Cash, uninsured amount | 0 | ||
Deferred financing costs | 21,547 | ||
Amortization expense | 1,544 | $ 0 | |
Deferred financing cost | $ 413,032 | ||
Share Exchange Agreement [Member] | |||
Stock issued for common stock, shares | 3,234,501 | ||
Common stock, par value | $ 0.0001 | ||
Issuing stock for net assets and equity | $ 0 | ||
Deferred tax liability | $ 1,506,362 |
Summary of Operations and Sig_5
Summary of Operations and Significant Accounting Policies - Schedule of Disaggregation of Revenue from Contracts with Customers (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue | $ 28,221,569 | $ 15,956,097 |
Performance Obligations Satisfied at a Point in Time [Member] | ||
Revenue | 4,220,000 | 0 |
Performance Obligations Satisfied Over Time [Member] | ||
Revenue | 24,001,269 | 15,956,097 |
Solar Operations [Member] | Performance Obligations Satisfied at a Point in Time [Member] | ||
Revenue | 4,220,000 | 0 |
Solar Operations [Member] | Performance Obligations Satisfied Over Time [Member] | ||
Revenue | 17,849,945 | 10,240,996 |
Electric Operations [Member] | Performance Obligations Satisfied at a Point in Time [Member] | ||
Revenue | 0 | 0 |
Electric Operations [Member] | Performance Obligations Satisfied Over Time [Member] | ||
Revenue | 4,962,539 | 4,007,650 |
Data and Network Operations [Member] | Performance Obligations Satisfied at a Point in Time [Member] | ||
Revenue | 0 | 0 |
Data and Network Operations [Member] | Performance Obligations Satisfied Over Time [Member] | ||
Revenue | $ 1,189,085 | $ 1,707,451 |
Summary of Operations and Sig_6
Summary of Operations and Significant Accounting Policies - Schedule of Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Buildings and Improvements [Member] | |
Estimated useful lives of property and equipment | 39 years |
Vehicles [Member] | Minimum [Member] | |
Estimated useful lives of property and equipment | 3 years |
Vehicles [Member] | Maximum [Member] | |
Estimated useful lives of property and equipment | 5 years |
Tools and Equipment [Member] | Minimum [Member] | |
Estimated useful lives of property and equipment | 3 years |
Tools and Equipment [Member] | Maximum [Member] | |
Estimated useful lives of property and equipment | 7 years |
Solar Arrays [Member] | |
Estimated useful lives of property and equipment | 20 years |
Exchange Agreement_Reverse Me_2
Exchange Agreement/Reverse Merger and Recapitalization (Details Narrative) - USD ($) | Jun. 20, 2019 | Jun. 20, 2019 | Jun. 30, 2020 | Dec. 31, 2019 |
Stock issued for common stock, shares | ||||
Share Exchange Agreement [Member] | ||||
Stock issued for common stock, shares | 3,234,501 | |||
Common stock exchange of outstanding percentage | 59.00% | |||
Conversion of stock shares converted | 4,194,500 | |||
Number of warrants exercisable | 2,097,250 | 2,097,250 | ||
Warrant exercise price | $ 11.50 | $ 11.50 | ||
Number of shares issued for business combination | 493,299 | |||
Number of shares issued for business combination, value | $ 5,618,675 | |||
Number of shares forfeited and canceled | 281,758 | |||
Number of forfeited new shares issued | 257,799 | |||
Number of remaining shares of common stock are pending forfeiture and cancellation | 23,959 | |||
Share Exchange Agreement [Member] | Peck Electric Co [Member] | Forecast [Member] | ||||
Stock issued for common stock, shares | 898,473 | |||
Share Exchange Agreement [Member] | Exit Strategy Partners, LLC [Member] | Forecast [Member] | ||||
Stock issued for common stock, shares | 11,231 | |||
Share Exchange Agreement [Member] | Peck Electric Co and Exit Strategy Partners, LLC [Member] | Forecast [Member] | ||||
Earnout provision, description | Earnout provision will be met in the event that (a) the Company's Adjusted EBITDA for the twelve (12) month period commencing on the first full month that is after the Closing Date (the "Earnout Period") is $5,000,000 or more (the "Adjusted EBITDA Target) or (b) the closing Stock Price is $12.00 or more after the Closing Date (the "Stock Price Target") and prior to the end of the Earnout Period. | |||
Share Exchange Agreement [Member] | Private Warrants [Member] | ||||
Number of warrants exercisable | 195,000 | 195,000 | ||
Warrant exercise price | $ 11.50 | $ 11.50 | ||
Share Exchange Agreement [Member] | Half Share [Member] | ||||
Warrant exercise price | 5.75 | 5.75 | ||
Share Exchange Agreement [Member] | Half Share [Member] | Private Warrants [Member] | ||||
Warrant exercise price | $ 5.75 | $ 5.75 | ||
Share Exchange Agreement [Member] | IPO [Member] | Private Warrants [Member] | ||||
Number of warrants exercisable | 390,000 | 390,000 | ||
Share Exchange Agreement [Member] | Common Stock [Member] | ||||
Stock issued for common stock, shares | 1,819,482 | |||
Conversion of stock shares converted | 419,450 | |||
Stock redeemed shares of common stock | 492,037 | |||
Stock redeemed shares of common stock, value | $ 5,510,814 | |||
Share Exchange Agreement [Member] | Warrant [Member] | ||||
Number of warrants exercisable | 3,900,000 | 3,900,000 | ||
Share Exchange Agreement [Member] | Warrant [Member] | Purchase Option [Member] | ||||
Number of warrants exercisable | 390,000 | 390,000 | ||
Warrant exercise price | $ 12 | $ 12 | ||
Warrants purchase option, description | Purchase option for 390,000 Units was originally sold as part of the IPO. Each Unit has an exercise price of $12.00 per Unit and consists of the following: 1. One share of Common Stock 2. One right to receive one-tenth (1/10) of a share of Common Stock issued upon exercise of the Unit 3. One warrant entitling its holder to purchase one-half of one share of Common Stock at an exercise price of $5.75 per half share ($11.50 per whole share). | |||
Share Exchange Agreement [Member] | Warrant [Member] | Private Placement [Member] | ||||
Number of warrants exercisable | 294,500 | 294,500 |
Liquidity and Financial Condi_2
Liquidity and Financial Condition (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash | $ 95,930 | $ 313,217 | |
Working capital | 362,586 | ||
Stockholders' equity | 4,016,761 | $ 5,071,038 | $ 4,508,895 |
Equity Line of Credit [Member] | Lincoln Park Capital [Member] | |||
Line of credit | $ 15,000,000 | ||
Equity line of credit, description | The Company can require the purchase of 50,000 shares of Common Stock under a regular purchase. On the next day following a regular purchase, the Company can require the purchase of an accelerated purchase equal to 200% of the shares sold in the regular purchase as well as an additional accelerated purchase equal to 300% of the shares sold in the regular purchase. The total number of shares authorized under the Purchase Agreement total 3,024,194 which would allow the Company to maximize the equity line of credit within 10 business days. | ||
Number of shares authorized | 3,024,194 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Credit Loss [Abstract] | ||
Bad debt expense | $ 69,000 | $ 0 |
Accounts Receivable - Schedule
Accounts Receivable - Schedule of Accounts Receivable (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts receivable, gross | $ 7,378,605 | $ 2,069,413 |
Allowance for doubtful accounts | (84,000) | (15,000) |
Total | 7,294,605 | 2,054,413 |
Accounts Receivable - Contracts in Progress [Member] | ||
Accounts receivable, gross | 7,190,412 | 1,672,900 |
Accounts Receivable - Retainage [Member] | ||
Accounts receivable, gross | $ 188,193 | $ 396,513 |
Accounts Receivable - Schedul_2
Accounts Receivable - Schedule of Contract Assets and Liabilities (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Costs in excess of billings | $ 1,272,372 | $ 718,984 |
Unbilled receivables | 206,213 | 69,258 |
Retainage | 188,193 | 396,513 |
Contract assets | 1,666,778 | 1,184,755 |
Billings in excess of costs | 126,026 | 180,627 |
Contract liabilities | $ 126,026 | $ 180,627 |
Contracts in Progress - Schedul
Contracts in Progress - Schedule of Contracts in Progress Information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||
Expenditures to date on uncompleted contracts | $ 4,699,855 | $ 5,870,664 |
Estimated earnings thereon | 1,409,060 | 1,760,940 |
Total expenditure and estimated earnings | 6,108,915 | 7,631,604 |
Less billings to date | (5,168,782) | (7,162,505) |
Contracts in progress, gross | 940,133 | 469,099 |
Plus under billings remaining on contracts 100% complete | 206,213 | 69,258 |
Total | $ 1,146,346 | $ 538,357 |
Contracts in Progress - Sched_2
Contracts in Progress - Schedule of Balance Sheets Under Following Captions (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||
Cost and estimated earnings in excess of billings | $ 1,272,372 | $ 718,984 |
Billings in excess of costs and estimated earnings on uncompleted contracts | (126,026) | (180,627) |
Total | $ 1,146,346 | $ 538,357 |
Cash Surrender Value - Life I_2
Cash Surrender Value - Life Insurance (Details Narrative) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Insurance [Abstract] | ||
Cash surrender value - life insurance | $ 0 | $ 224,530 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Long-term debt | $ 2,412,304 | $ 2,623,571 |
Less current portion | (426,254) | (410,686) |
Long-term debt, non-current | 1,966,047 | 2,212,885 |
Less debt issuance costs | (20,003) | 0 |
Long-term debt, net of debt issuance cost | 1,966,047 | 2,212,885 |
NBT Bank, National Association, 4.25% [Member] | ||
Long-term debt | 723,230 | 0 |
NBT Bank, National Association, 4.00% [Member] | ||
Long-term debt | 153,258 | 0 |
NBT Bank, National Association, 4.20% [Member] | ||
Long-term debt | 274,476 | 0 |
NBT Bank, National Association, 4.15% [Member] | ||
Long-term debt | 244,920 | 0 |
NBT Bank, National Association, 4.20% (1) [Member] | ||
Long-term debt | 474,464 | 0 |
NBT Bank, National Association, 4.85% [Member] | ||
Long-term debt | 110,413 | 139,416 |
Vehicle Loans [Member] | ||
Long-term debt | 333,510 | 389,575 |
National Bank of Middlebury, 3.95% [Member] | ||
Long-term debt | 98,033 | 120,131 |
Community Bank, N.A. [Member] | ||
Long-term debt | $ 0 | $ 1,974,449 |
Long-Term Debt - Summary of L_2
Long-Term Debt - Summary of Long-term Debt (Details) (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
NBT Bank, National Association, 4.25% [Member] | ||
Debt instrument, interest rate | 4.25% | 4.25% |
Debt instrument, monthly installments | $ 5,869 | $ 5,869 |
Debt instrument, maturity date | Sep. 30, 2026 | Sep. 30, 2026 |
NBT Bank, National Association, 4.00% [Member] | ||
Debt instrument, interest rate | 4.00% | 4.00% |
Debt instrument, monthly installments | $ 12,070 | $ 12,070 |
Debt instrument, maturity date | Jan. 31, 2021 | Jan. 31, 2021 |
NBT Bank, National Association, 4.20% [Member] | ||
Debt instrument, interest rate | 4.20% | 4.20% |
Debt instrument, monthly installments | $ 3,293 | $ 3,293 |
Debt instrument, maturity date | Sep. 30, 2026 | Sep. 30, 2026 |
NBT Bank, National Association, 4.15% [Member] | ||
Debt instrument, interest rate | 4.15% | 4.15% |
Debt instrument, monthly installments | $ 3,677 | $ 3,677 |
Debt instrument, maturity date | Apr. 30, 2026 | Apr. 30, 2026 |
NBT Bank, National Association, 4.20% (1) [Member] | ||
Debt instrument, interest rate | 4.20% | 4.20% |
Debt instrument, monthly installments | $ 5,598 | $ 5,598 |
Debt instrument, maturity date | Oct. 31, 2026 | Oct. 31, 2026 |
NBT Bank, National Association, N.A., 4.85% [Member] | ||
Debt instrument, interest rate | 4.85% | |
Debt instrument, monthly installments | $ 2,932 | |
Debt instrument, maturity date | May 31, 2023 | |
Vehicle Loans [Member] | ||
Debt instrument, monthly installments | $ 8,150 | $ 8,150 |
Debt instrument, maturity date | Sep. 30, 2025 | Sep. 30, 2025 |
Vehicle Loans [Member] | Minimum [Member] | ||
Debt instrument, variable rate | 0.00% | 0.00% |
Vehicle Loans [Member] | Maximum [Member] | ||
Debt instrument, variable rate | 6.99% | 6.99% |
National Bank of Middlebury, 3.95% [Member] | ||
Debt instrument, interest rate | 3.95% | 3.95% |
Debt instrument, monthly installments | $ 2,388 | $ 2,388 |
Debt instrument, maturity date | Dec. 31, 2024 | Dec. 31, 2024 |
Debt instrument, term | 5 years | 5 years |
National Bank of Middlebury, 3.95% [Member] | Advance Rate Plus [Member] | ||
Debt instrument, variable rate | 2.75% | 2.75% |
National Bank of Middlebury, 3.95% [Member] | Floor Rate [Member] | ||
Debt instrument, variable rate | 3.95% | 3.95% |
NBT Bank, National Association, 4.85% [Member] | ||
Debt instrument, interest rate | 4.85% | |
Debt instrument, monthly installments | $ 2,932 | |
Debt instrument, maturity date | May 31, 2023 |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-term Debt (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
2020 | $ 426,254 | |
2021 | 306,504 | |
2022 | 304,574 | |
2023 | 262,008 | |
2024 | 213,524 | |
Thereafter | 899,440 | |
Total | $ 2,412,304 | $ 2,623,571 |
Line of Credit (Details Narrati
Line of Credit (Details Narrative) - Line of Credit [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Line of credit facility maximum borrowing capacity | $ 2,100,000 | |
Line of credit | $ 972,524 | |
NBT Bank [Member] | ||
Line of credit facility maximum borrowing capacity | 3,000,000 | |
Line of credit | 2,663,124 | |
NBT Bank [Member] | Certain Solar Arrays [Member] | ||
Line of credit facility maximum borrowing capacity | $ 2,000,000 | |
Debt instrument, variable rate | 4.75% | |
Debt instrument, maturity date | Sep. 30, 2020 | |
Line of credit | $ 510,100 | |
Debt instrument, covenant ratio description | These financial covenants consist of a minimum debt service coverage ratio of 1.20 to 1.00 measured on a quarterly basis and are in effect beginning September 2020. | |
Prime Rate [Member] | ||
Debt instrument, variable rate | 0.50% | |
Prime Rate [Member] | NBT Bank [Member] | ||
Debt instrument, variable rate | 4.75% | |
Debt instrument, maturity date | Sep. 30, 2020 | |
Line of credit facility, borrowing capacity percentage | 80.00% | |
Debt instrument, covenant ratio description | These financial covenants consist of a minimum debt service coverage ratio of 1.20 to 1.00 measured on a quarterly basis and are in effect beginning September 2020. |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Sep. 30, 2018 | |
Operating lease annual rent | $ 58,605 | $ 50,087 | |||
Non-cancelable Lease Agreements One [Member] | |||||
Operating lease term | 2 years | 25 years | 2 years | ||
Operating lease annual rent | $ 2,500 | ||||
Non-cancelable Lease Agreements Two [Member] | |||||
Operating lease term | 25 years | ||||
Operating lease annual rent | $ 2,500 | ||||
Operating lease annual increase percentage | 2.00% | ||||
Non-cancelable Lease Agreements [Member] | |||||
Operating lease term | 2 years | 20 years | 20 years | ||
Operating lease annual rent | $ 45,832 | $ 26,000 | $ 3,500 | ||
Operating lease annual increase percentage | 2.00% | ||||
Short Term Rental Agreements [Member] | |||||
Operating lease annual rent | $ 384,536 | $ 193,442 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Minimum Lease Payments (Details) | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 80,806 |
2021 | 54,201 |
2022 | 35,236 |
2023 | 35,371 |
2024 | 35,508 |
Thereafter | 483,777 |
Operating leases future minimum lease payments | $ 724,899 |
Equity Financings (Details Narr
Equity Financings (Details Narrative) - USD ($) | Sep. 26, 2019 | Dec. 31, 2019 |
Stock issued for common stock, shares | ||
Purchase Agreement [Member] | Lincoln Park Capital Fund, LLC [Member] | ||
Proceeds from issuance of common stock | $ 15,000,000 | |
Stock issued for common stock, shares | 81,263 | |
Fair value of common stock, price per share | $ 4.96 |
Union Assessments (Details Narr
Union Assessments (Details Narrative) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Pension fund, description | Some exceptions, the surcharge is equal to 5% of required contributions for the initial critical year and 10% for each succeeding plan year in which the plan remains in critical status. |
Union Assessments - Schedule of
Union Assessments - Schedule of Union Assessments (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Total | $ 1,755,183 | $ 1,378,130 |
Pension Fund [Member] | ||
Total | 374,020 | 300,962 |
Welfare Fund [Member] | ||
Total | 1,192,831 | 930,961 |
National Employees Benefit Fund [Member] | ||
Total | 131,982 | 97,316 |
Joint Apprenticeship and Training Committee [Member] | ||
Total | 17,829 | 11,637 |
401(k) Matching [Member] | ||
Total | $ 38,521 | $ 37,254 |
Union Assessments - Schedule _2
Union Assessments - Schedule of Significant Multiemployer Pension Plans (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Total multiemployer pension plan contributions | $ 131,982 | $ 97,316 |
Expiration date of CBA | May 31, 2022 | |
National Electrical Benefit Fund [Member] | ||
Total multiemployer pension plan contributions | $ 131,982 | $ 97,316 |
Multiemployer plans, General nature | Green | Green |
Multiemployer plans, certified zone status, date | Dec. 31, 2018 | Dec. 31, 2017 |
Multiemployer plans, FIP/RP Status | NA | |
Multiemployer plans. surcharge | No |
Provision for Income Taxes (Det
Provision for Income Taxes (Details Narrative) - USD ($) | Jun. 20, 2019 | Dec. 31, 2019 |
Income tax expense | $ 1,104,840 | |
Deferred tax liability | 1,506,362 | |
Effective tax rate | 27.70% | |
Income tax federal, net operating loss | $ 1,840,000 | |
Operating loss carryforwards limitations on use | Net operating losses incurred beginning in 2018 are not subject to expiration under the Tax Cuts and Jobs Act, but the annual usage is limited to 80% or pre net operating loss taxable income. | |
Expire Beginning in 2034 [Member] | ||
Income tax federal, net operating loss | $ 1,195,000 | |
Do Not Expire [Member] | ||
Income tax federal, net operating loss | $ 645,000 |
Provision for Income Taxes - Sc
Provision for Income Taxes - Schedule of Provision for Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Current: Federal | $ 0 | $ 0 |
Current: State | 6,359 | 250 |
Total Current | 6,359 | 250 |
Deferred: Federal | 751,432 | 0 |
Deferred: State | 347,049 | 0 |
Total Deferred | 1,098,481 | 0 |
Provision for income taxes | $ 1,104,840 | $ 250 |
Provision for Income Taxes - _2
Provision for Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Accruals and reserves | $ 4,157 | $ 0 |
Net operating loss | 421,940 | 0 |
Total deferred tax assets | 426,097 | 0 |
Property and equipment | (1,524,578) | 0 |
Total deferred tax liabilities | (1,524,578) | 0 |
Net deferred tax asset (liabilities) | $ (1,098,481) | $ 0 |
Provision for Income Taxes - _3
Provision for Income Taxes - Schedule of Reconciliation Between Effective Income Tax Operations and Statutory Tax Rate (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense at federal statutory rate | $ 142,179 | $ 221,754 |
Permanent tax differences | 2,049 | |
Tax effect of conversion from S corporation | 1,134,772 | |
Federal taxes on period Company was a flow through entity | (220,005) | (221,702) |
State and local taxes net of federal benefit | 45,845 | 198 |
Provision for income taxes | $ 1,104,840 | $ 250 |
Captive Insurance (Details Narr
Captive Insurance (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Captive insurance premiums paid | $ 174,891 | $ 117,528 |
Captive insurance investment | $ 140,875 | $ 80,823 |
Invests one-time capitalization description | Each shareholder has equal ownership and invests a one-time cash capitalization of $36,000. This is broken out into two categories, $35,900 of redeemable preference shares and $100 for a single common share. Each shareholder represents a single and equal vote on NCL's Board of Directors. | |
Investment a one-time cash capitalization | $ 36,000 | |
Redeemable preference shares | $ 35,900 | |
Single common share price | $ 100 | |
Fund A [Member] | ||
Captive insurance investment | $ 100,000 | |
Fund B [Member] | Maximum [Member] | ||
Captive insurance investment | $ 300,000 |
Captive Insurance - Summary Fin
Captive Insurance - Summary Financial Information on NCL (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Captive Insurance | |||
Total assets | $ 68,741,297 | $ 15,671,819 | $ 10,766,364 |
Total liabilities | 34,086,013 | $ 11,655,058 | $ 5,695,326 |
Comprehensive income | $ 5,762,011 |
Captive Insurance - Schedule of
Captive Insurance - Schedule of Investments (Details) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
Total deferred tax assets | $ 1,098,481 | $ 0 | ||
Navigator Casualty, LTD. [Member] | ||||
Total deferred tax assets | $ 140,875 | $ 80,823 | ||
Navigator Casualty, LTD. [Member] | Capital [Member] | ||||
Total deferred tax assets | 36,000 | 36,000 | ||
Navigator Casualty, LTD. [Member] | Cash Security [Member] | ||||
Total deferred tax assets | 101,555 | 43,340 | ||
Navigator Casualty, LTD. [Member] | Investment Income in Excess of Losses [Member] | ||||
Total deferred tax assets | $ 3,320 | $ 1,483 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 1 Months Ended | ||
May 31, 2018 | Dec. 31, 2019 | Jun. 20, 2019 | |
Majority Stockholders [Member] | |||
Paid in capital | $ 400,000 | ||
Related party transaction, amounts of transaction | $ 250,000 | ||
Due to related party | $ 295,299 | ||
Peck Electric Co [Member] | |||
Due to related party | $ 266,814 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Amounts Due To/from Stockholders (Details) - Majority Stockholders [Member] - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Due to stockholders | $ 295,299 | |
Unsecured Notes [Member] | ||
Due from stockholders | 0 | $ 252,858 |
Due to stockholders | $ 342,718 | $ 33,463 |
Related Party Transactions - _2
Related Party Transactions - Schedule of Amounts Due To/from Stockholders (Details) (Parenthetical) - Majority Stockholders [Member] - Unsecured Notes [Member] | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Debt instrument, interest rate | 2.18% | 2.18% |
Debt instrument, variable rate | 2.08% |
Deferred Compensation Plan (Det
Deferred Compensation Plan (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | |
Compensation Related Costs [Abstract] | ||
Deferred compensation arrangement | $ 155,000 | |
Deferred compensation arrangement, current | $ 143,768 | |
Solar management fee, percent | 24.50% |
Earnings (Loss) Per Share - Sch
Earnings (Loss) Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | ||
Net Income (loss) | $ (427,795) | $ 1,055,972 |
Weighted average shares outstanding: Basic | 4,447,681 | 3,234,501 |
Weighted average shares outstanding: Diluted | 4,447,681 | 3,234,501 |
Basic income (loss) per share | $ (0.10) | $ 0.33 |
Diluted income (loss) per share | $ (0.10) | $ 0.33 |
Pro forma C - Corporation Earnings per share: Net Income (loss) | $ 489,368 | $ 763,437 |
Weighted average shares outstanding: Basic | 4,447,681 | 3,234,501 |
Weighted average shares outstanding: Diluted | 4,447,681 | 3,234,501 |
Basic income (loss) per share | $ 0.11 | $ 0.24 |
Diluted income (loss) per share | $ 0.11 | $ 0.24 |
Earnings (Loss) Per Share - S_2
Earnings (Loss) Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Earnout provision, includes new shares of Common Stock that may be issued to former Peck Electric Co. shareholders | 898,473 | 0 |
Earnout provision, includes new shares of Common Stock that may be issued to Exit Strategy | 11,231 | 0 |
Earnout provision, including new shares of Common Stock that may be issued to holders of forfeited and canceled shares | 257,799 | 0 |
Warrant [Member] | ||
Option to purchase Common Stock, from Jensyn's IPO | 429,000 | 0 |
Warrants to purchase Common Stock, from Jensyn's IPO | 2,292,250 | 0 |