Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 14, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | EVmo, Inc. | |
Entity Central Index Key | 0001691077 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
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 Common Stock, Shares Outstanding | 35,370,899 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash | $ 155,476 | $ 72,890 |
Accounts receivable | 41,635 | 119,239 |
Prepaid expenses | 55,676 | 23,861 |
Total current assets | 252,787 | 215,990 |
Property and equipment, net | 48,133 | 1,908 |
Rental vehicles, net | 8,783,269 | 6,196,433 |
Right of use asset | 239,513 | |
Other assets | 200,000 | 200,000 |
TOTAL ASSETS | 9,523,702 | 6,614,331 |
Current Liabilities: | ||
Accounts payable (including $110,762 and $590,176 to related party) | 1,150,690 | 1,157,299 |
Accrued expenses | 253,928 | 961,704 |
Notes payables, current (net of discount of $184 and $1,973) | 639,370 | 666,132 |
Customer deposit - related party | 275,000 | 150,000 |
Advance from related parties | 569,281 | 100,000 |
Finance lease obligations, current | 2,091,533 | 1,426,425 |
Operating lease obligations, current | 128,673 | |
Total current liabilities | 5,108,475 | 4,461,560 |
Note payable, net of current portion | 149,414 | 149,414 |
Finance lease obligations, net of current portion | 2,348,901 | 926,453 |
Operating lease obligations, net of current portion | 122,894 | |
TOTAL LIABILITIES | 7,729,684 | 5,537,427 |
Commitments and contingencies | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.000001 par value; 10,000,000 shares authorized;nil shares issued and outstanding | ||
Common stock, $0.000001 par value; 90,000,000 shares authorized;35,127,524 and 31,981,374 shares issued and outstanding | 35 | 32 |
Additional paid-in capital | 34,885,638 | 29,750,864 |
Accumulated deficit | (33,091,655) | (28,673,992) |
Total stockholders' equity | 1,794,018 | 1,076,904 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 9,523,702 | $ 6,614,331 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts payable related party | $ 110,762 | $ 590,176 |
Net of debt discount, current | $ 184 | $ 1,973 |
Preferred stock, par value | $ 0.000001 | $ 0.000001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.000001 | $ 0.000001 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 35,127,524 | 31,981,374 |
Common stock, shares outstanding | 35,127,524 | 31,981,374 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 2,294,532 | $ 1,747,642 |
Cost of revenue | 1,780,903 | 1,401,291 |
Gross profit | 513,629 | 346,351 |
Operating expenses: | ||
Selling and marketing expenses | 165,748 | 131,509 |
Product development | 9,500 | |
General and administrative expenses | 1,439,101 | 1,896,206 |
Total operating expenses | 1,614,349 | 2,027,715 |
Loss from operations | (1,100,720) | (1,681,364) |
Other income (expense): | ||
Interest and financing costs | (3,324,943) | (79,856) |
Gain on forgiveness of debt | 8,000 | |
Total other income (expense) | (3,316,943) | (79,856) |
Net loss | $ (4,417,663) | $ (1,761,220) |
Weighted average shares outstanding : | ||
Basic | 33,383,431 | 29,427,803 |
Diluted | 33,383,431 | 29,427,803 |
Loss per share | ||
Basic | $ (0.13) | $ (0.06) |
Diluted | $ (0.13) | $ (0.06) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2019 | $ 29 | $ 28,735,894 | $ (25,171,915) | $ 3,564,008 |
Balance, shares at Dec. 31, 2019 | 29,427,803 | |||
Stock option expense | 457,242 | 457,242 | ||
Net loss | (1,761,220) | (1,761,220) | ||
Balance at Mar. 31, 2020 | $ 29 | 29,193,136 | (26,933,135) | 2,260,030 |
Balance, shares at Mar. 31, 2020 | 29,427,803 | |||
Balance at Dec. 31, 2020 | $ 32 | 29,750,864 | (28,673,992) | 1,076,904 |
Balance, shares at Dec. 31, 2020 | 31,981,374 | |||
Issuance of common stock for cash | 50,000 | 50,000 | ||
Issuance of common stock for cash, shares | 100,000 | |||
Issuance of common stock for exercise of stock options | 15,400 | 15,400 | ||
Issuance of common stock for exercise of stock options, shares | 35,000 | |||
Issuance of common stock for cashless exercise of stock options | $ 1 | (1) | ||
Issuance of common stock for cashless exercise of stock options, shares | 960,550 | |||
Issuance of common stock for settlement of litigation | 1,103,750 | 1,103,750 | ||
Issuance of common stock for settlement of litigation, shares | 225,000 | |||
Issuance of common stock for conversion of convertible debt | $ 1 | 499,999 | 500,000 | |
Issuance of common stock for conversion of convertible debt, shares | 1,000,000 | |||
Issuance of common stock for settlement agreement | $ 1 | 3,240,599 | 3,240,600 | |
Issuance of common stock for settlement agreement, shares | 825,000 | |||
Issuance of common stock for financing cost | 1,440 | 1,440 | ||
Issuance of common stock for financing cost, shares | 600 | |||
Beneficial conversion feature associated with convertible debt | 30,000 | 30,000 | ||
Stock option expense | 193,587 | 193,587 | ||
Net loss | (4,417,663) | (4,417,663) | ||
Balance at Mar. 31, 2021 | $ 35 | $ 34,885,638 | $ (33,091,655) | $ 1,794,018 |
Balance, shares at Mar. 31, 2021 | 35,127,524 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (4,417,663) | $ (1,761,220) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 463,251 | 314,785 |
Stock option expense | 193,587 | 457,242 |
Amortization of debt discounts | 31,789 | 9,953 |
Common stock issued for financing costs | 1,440 | |
Common stock issued for settlement agreement | 3,240,600 | |
Gain on forgiveness of debt | (8,000) | |
Operating lease expense | 18,708 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 77,604 | 21,492 |
Prepaid expenses | (31,815) | 14,460 |
Other assets | ||
Accounts payable | 402,141 | 529,974 |
Accrued expenses | (12,776) | (148,216) |
Customer deposit - related party | 125,000 | |
Operating lease liability | (6,654) | |
Net cash provided by (used in) operating activities | 77,212 | (561,530) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (47,051) | |
Deposit for vehicles | (35,537) | |
Net cash used in investing activities | (47,051) | (35,537) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from sale of common stock | 50,000 | |
Proceeds from exercise of stock options | 15,400 | |
Proceeds from advance from related parties | 503,766 | |
Repayment of advance from related parties | (34,485) | |
Proceeds from convertible note payable | 500,000 | |
Repayment of notes payable | (20,551) | |
Repayment of finance lease obligations | (961,705) | (621,783) |
Net cash provided by (used in) financing activities | 52,425 | (621,783) |
NET INCREASE (DECREASE) IN CASH | 82,586 | (1,218,850) |
CASH, BEGINNING OF PERIOD | 72,890 | 1,256,429 |
CASH, END OF PERIOD | 155,476 | 37,579 |
CASH PAID FOR: | ||
Interest | 51,114 | 69,903 |
Income taxes | ||
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Payment of accounts payable/accrued expenses with common stock | ||
Finance lease obligations | $ 3,705,417 | $ 2,246,285 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1 - Organization and Basis of Presentation Organization and Line of Business EVmo, Inc. (the “Company”) was incorporated on June 21, 2016 under the laws of the state of Delaware originally as a limited liability company and subsequently changed to a C corporation. The Company was originally incorporated under the name of YayYo, Inc. and changed its name to Rideshare Rental, Inc. on September 11, 2020. On March 1, 2021, the Company changed its name from Rideshare Rental, Inc. to EVmo, Inc. The accompanying financial statements are retroactively restated to present the Company as a C corporation from June 21, 2016. The Company primarily rents vehicles to drivers for ridesharing Transportation Network Companies (“TNCs”) such as Uber and Lyft as well as drivers in the delivery gig-economy. Basis of Presentation The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (GAAP). Risk and Uncertainties On January 30, 2020, the World Health Organization declared the outbreak of the coronavirus disease (COVID-19) a “Public Health Emergency of International Concern,” and on March 11, 2020, the World Health Organization characterized the outbreak as a “pandemic.” In response, numerous states and cities ordered their residents to cease traveling to non-essential jobs and to curtail all unnecessary travel, and similar restrictions were recommended by the federal government. Beginning in the first quarter of 2020, which saw the initial rapid spread of COVID-19, rideshare companies were severely and negatively impacted, as demand plummeted. Consequently, the Company experienced a decline in revenue during the first half of 2020, which had a negative impact on its cash flows, but it then saw a positive upward movement in revenue during the second half of 2020, which has continued into the early months of 2021. As of the date of this quarterly report on Form 10-Q, several vaccinations for COVID-19 have received emergency-use authorization from the Food and Drug Administration and many of the lockdown restrictions imposed by state and local governments, including those of the markets in which the Company operates, appear to be abating. Still, the pandemic has not yet ended, and there have been multiple waves where infections, hospitalizations, and deaths have sharply increased. The Company therefore cannot predict the ultimate impact that COVID-19 may have on its business this year, and possibly beyond. Interim financial statements The unaudited condensed consolidated financial statements are prepared by the Company, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The information furnished herein reflects all adjustments, consisting only of normal recurring adjustments, which in the opinion of management, are necessary to fairly state the Company’s financial position, the results of its operations, and cash flows for the periods presented. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America were omitted pursuant to such rules and regulations. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results expected for the year ending December 31, 2021. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Distinct Cars, LLC and RideShare Car Rentals, LLC. All significant intercompany transactions and balances have been eliminated. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. It is possible that accounting estimates and assumptions may be material to the Company due to the levels of subjectivity and judgment involved. Cash Equivalents For the purpose of the statement of cash flows, cash equivalents include time deposits, certificate of deposits, and all highly liquid debt instruments with original maturities of three months or less. Property and Equipment and Rental Vehicles Property and Equipment and Rental Vehicles are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When equipment is retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of equipment and rental vehicles is provided using the straight-line method for substantially all assets with estimated lives as follows: Computer equipment 5 years Officer furniture 7 years Leasehold improvements 15 years or term of lease whichever is less Vehicles 5 years Long-Lived Assets The Company applies the provisions of ASC Topic 360, Property, Plant, and Equipment Revenue Recognition The Company recognizes all of its material revenue from renting its fleet of cars to TNC drivers. Revenue is recognized based on the rental agreements which are generally on a weekly basis. The Company recognizes revenue in accordance with FASB ASC 606, Revenue From Contracts with Customers Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The adoption had no effect on the Company’s consolidated financial statements. Stock-Based Compensation The Company records stock-based compensation in accordance with FASB ASC Topic 718, Compensation – Stock Compensation Basic and Diluted Earnings Per Share Earnings per share is calculated in accordance with ASC Topic 260, Earnings Per Share Advertising Costs The Company expenses the cost of advertising as incurred. Advertising costs for the three months ended March 31, 2021 and 2020 were $165,748 and $131,509, respectively. Fair Value Measurements The Company applies the provisions of ASC 820-10, “Fair Value Measurements and Disclosures.” ● Level 1 inputs to the valuation methodology are quoted, unadjusted prices for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, as well as other than quoted prices for identical assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement. For certain financial instruments, the carrying amounts reported in the balance sheets for cash and current liabilities, including convertible notes payable, each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. At March 31, 2021 and December 31, 2020, the Company did not identify any liabilities that are required to be presented on the balance sheet at fair value. Recent Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes Income Taxes In August 2020, the FASB issued ASU 2020-06 , Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. Derivatives and Hedging Derivatives and Hedging—Contracts in Entity’s Own Equity Management does not believe that any recently issued, but not yet effective, accounting standards could have a material effect on the accompanying financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 3 – Property and Equipment At March 31, 2021 and December 31, 2020, property and equipment consisted of the following: March 31, December 31, 2021 2020 Computer equipment $ 6,046 $ 6,046 Office furniture 17,401 - Leasehold improvement 29,650 - 53,097 6,046 Less accumulated depreciation (4,964 ) (4,138 ) Equipment, net $ 48,133 $ 1,908 Depreciation expense for equipment for the three months ended March 31, 2021 and 2020 was $826 and $302, respectively. |
Rental Vehicles
Rental Vehicles | 3 Months Ended |
Mar. 31, 2021 | |
Rental Vehicles | |
Rental Vehicles | Note 4 – Rental Vehicles At March 31, 2021 and December 31, 2020, all of the Company’s rental vehicles consisted of the following: March 31, December 31, 2021 2020 Rental vehicles $ 12,117,146 $ 9,067,885 12,117,146 9,067,885 Less accumulated depreciation (3,333,877 ) (2,871,452 ) Rental vehicles, net $ 8,783,269 $ 6,196,433 The Company’s leased assets, consisting of vehicles, are depreciated over their estimated useful life of five years. Depreciation expense for leased assets for the three months ended March 31, 2021 and 2020 was $462,425 and $314,483, respectively. The lease terms are generally for 30 to 36 months and the Company has the right to purchase the leased assets at the end of the lease terms for generally a nominal amount. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable | Note 5 – Notes Payable Notes payable at March 31, 2021 and December 31, 2020 consisted of the following: March 31, December 31, 2021 2020 Notes payable to individual investors; accrue interest at 8% per annum; principal payments equal to 1/12 of original balance plus interest due quarterly; due from dates ranging from August 9, 2020 to March 26, 2021; unsecured (A) $ 304,667 $ 304,667 Note payable to the Small Business Administration. The note bears interest at 3.75% per annum, requires monthly payments of $731 after 12 months from funding and is due 30 years from the date of issuance. 148,863 149,414 Note payable issued under the Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act in the amount of $192,775. The loan has terms of 24 months and accrues interest at 1% per annum. During the year ended December 31, 2020, $184,775 of this loan has been forgiven as provided for in the CARES Act. - 8,000 Notes payable to a finance company, default interest at 14% per annum; monthly principal payments ranging from $10,000 to $40,000 with unpaid principal due on December 15, 2021 335,438 355,438 Total notes payable 788,968 817,519 Unamortized debt discount (184 ) (1,973 ) Notes payable, net discount 788,784 815,546 Less current portion (642,166 ) (666,132 ) Long-term portion $ 146,618 $ 149,414 (A) In connection with the issuance of these notes payable in 2018 and 2017, the Company also issued an aggregate of 24,050 shares of its Common Stock to these note holders as additional incentive to make the loans. The aggregate relative fair value of these shares of Common Stock was $119,875 and was recorded as a discount on the note payable and as additional paid in capital. The discount of $119,875 is being amortized over the term of the notes payable. During the three months ended March 31, 2021 and 2020, $1,789 and $9,953, respectively, was charged to interest expense as amortization of the discounts, with an unamortized balance of $184 at March 31, 2021. A rollforward of notes payable from December 31, 2020 to March 31, 2021 is below: Notes payable, December 31, 2020 $ 815,546 Forgiveness of note payable (8,000 ) Repayments (20,551 ) Amortization of debt discounts 1,789 Notes payable, March 31, 2021 $ 788,784 |
Convertible Note
Convertible Note | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Note | Note 6 – Convertible Note On January 8, 2021, the Company, issued a stand-alone $500,000 convertible promissory note to Mr. John Gray, principal of one of the Company’s largest stockholders, the Gray Mars Venus Trust, Arizona 2015, an Arizona asset management limited partnership. The convertible note accrues interest at a fixed rate of 6% and will mature on January 6, 2022. Any unpaid principal balance on the convertible note may be converted at any time, at the option of Mr. Gray, into shares of the Company’s Common Stock at a price of $0.50 per share. The Company recorded a beneficial conversion feature associated with this convertible note of $30,000 which was recorded as a debt discount. On February 12, 2021, Mr. Gray converted the full amount of the convertible promissory note into 1,000,000 shares of the Company’s Common Stock. |
Financing Lease Obligations
Financing Lease Obligations | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Financing Lease Obligations | Note 7 – Financing Lease Obligations Lease obligations at March 31, 2021 and December 31, 2020 consisted of the following: March 31, December 31, 2021 2020 Lease obligations $ 4,440,434 $ 2,352,878 Less current portion (2,091,533 ) (1,426,425 ) Long-term portion $ 2,348,901 $ 926,453 A rollforward of lease obligations from December 31, 2020 to March 31, 2021 is below: Lease obligations, December 31, 2020 $ 2,352,878 New lease obligations 3,049,261 Payments on lease obligations (961,705 ) Lease obligations, March 31, 2021 $ 4,440,434 Future payments under lease obligations are as follows: Twelve Months Ending March 31, 2022 $ 2,271,153 2023 1,460,669 2024 1,011,377 Total payments 4,743,199 Less: imputed interest (302,765 ) Total obligation 4,440,434 Less: current portion (2,091,533 ) Non-current capital leases obligations $ 2,348,901 |
Operating Lease Obligations
Operating Lease Obligations | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Operating Lease Obligations | Note 8 – Operating Lease Obligations The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of a finance or operating lease. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, the Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company discounts lease payments based on an estimate of its incremental borrowing rate. The Company leases its corporate office space under an operating lease that expires in 2013. The Company accounts for this lease under the provision of ASC 842 Leases. The table below presents the lease related assets and liabilities recorded on the Company’s consolidated balance sheets as of March 31, 2021: March 31, Classification on Balance Sheet 2021 Assets Operating lease assets Operating lease right of use assets $ 239,513 Total lease assets $ 239,513 Liabilities Current liabilities Operating lease liability Current operating lease liability $ 128,673 Noncurrent liabilities Operating lease liability Long-term operating lease liability 122,894 Total lease liability $ 251,567 Lease obligations at March 31, 2021 consisted of the following: Twelve Months Ending March 31, 2022 $ 157,800 2023 131,500 Total payments 289,300 Less: imputed interest (37,733 ) Total obligation 251,567 Less: current portion (128,673 ) Non-current capital leases obligations $ 122,894 The lease expense for the three months ended March 31, 2021 was $25,204. The cash paid under operating leases for the three months ended March 31, 2021 was $13,150. At March 31, 2021, the weighted average remaining lease terms were 1.76 years and the weighted average discount rate was 15%. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Note 8 – Stockholders’ Equity The Company authorized 100,000,000 shares of capital stock with consists of 90,000,000 shares of Common Stock, $0.000001 par value per share and 10,000,000 shares of preferred stock, $0.000001 par value per share. Common Stock During the three months ended March 31, 2021, the Company: ● issued 100,0000 shares of Common Stock to a member of the Company’s Board of Directors, in a negotiated transaction for $0.50 per share, or aggregate cash consideration of $50,000; ● issued 35,000 shares of Common Stock for the exercise of 35,000 stock options for cash consideration of $15,400; ● issued 960,550 shares of Common Stock for the cashless exercise of 1,000,000 stock options; ● issued 600 shares of Common Stock to an investor in connection with a prior note payable agreement; ● issued 1,000,000 shares of Common Stock in connection with the conversion of a convertible note payable for $500,000; ● issued an aggregate of 225,000 shares of Common Stock in connection with legal settlements. The shares were valued at $1,103,750 which was based on the market price of the Common Stock on the grant date; and ● issued 825,000 shares to Acuitas Group Holdings, LLC, (“Acuitas”) which is now the Company’s largest shareholder, in connection with a settlement agreement between Acuitas and X, LLC, a company owned by the Company’s former chief executive officer. The board of directors deemed it was in the best interest of the Company to issue the shares to Acuitas. The value of the shares was $3,240,600 which is based on the market price of the Company’s Common Stock at the grant date. The $3,240,600 was expensed as financing costs as the dispute underlying the settlement agreement related to an anti-dilution of a prior investment in the Company by Acuitas. Stock Options The following is a summary of stock option activity: Weighted Weighted Average Average Remaining Aggregate Options Exercise Contractual Intrinsic Outstanding Price Life Value Outstanding, December 31, 2020 2,540,000 $ 0.22 4.52 $ 1,074,245 Granted 250,000 0.51 Forfeited - 0.00 Exercised (1,035,000 ) 0.220 Outstanding, March 31, 2021 1,755,000 $ 0.25 4.34 $ 5,525,075 Exercisable, March 31, 2021 899,250 $ 0.27 4.37 $ 2,815,349 The exercise price for options outstanding and exercisable at March 31, 2021: Outstanding Exercisable Number of Exercise Number of Exercise Options Price Options Price 20,000 $ 0.210 20,000 $ 0.210 1,505,000 0.215 716,750 0.215 25,000 0.220 7,500 0.220 205,000 0.530 155,000 0.530 1,755,000 899,250 The following is a summary of warrant activity: Weighted Weighted Average Average Remaining Aggregate Warrants Exercise Contractual Intrinsic Outstanding Price Life Value Outstanding, December 31, 2020 1,631,250 $ 4.08 2.38 $ - Granted - Forfeited - Exercised - Outstanding, March 31, 2021 1,631,250 $ 4.08 2.13 $ - Exercisable, March 31, 2021 1,631,250 $ 4.08 2.13 $ - The exercise price for warrants outstanding at March 31, 2021: Outstanding and Exerciseable Number of Exercise Warrants Price 1,500,000 $ 4.00 131,250 5.00 1,631,250 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 10 – Related Party Transactions During the three months ended March 31, 2021 and 2020, the Company expensed $897,281 and $515,092, respectively, in insurance expense related to insuring the Company fleet of vehicles from an insurance brokerage firm whose owner is also a stockholder of the Company. At March 31, 2021 and December 31, 2020, $110,762 and $265,257, respectively, was owed to this insurance brokerage from and is included in accounts payable in the accompanying consolidated balance sheets. The Company’s Executive Chairman and former CEO have made advances the Company. At March 31, 2021, the Company owed its Executive Chairman and former CEO $503,767 and $65,514, respectively. At December 31, 2020, the Company owed its former CEO $100,000. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Note 11 – Contingencies Legal Proceedings From time to time, the Company may become involved in lawsuits and other legal proceedings that arise in the course of business. Litigation is subject to inherent uncertainties, and it is not possible to predict the outcome of litigation with total confidence. The Company is currently not aware of any legal proceedings or potential claims against it whose outcome would be likely, individually or in the aggregate, to have a material adverse effect on the Company’s business, financial condition, operating results, or cash flows. Anthony Davis v. YayYo, Inc., and Ramy El-Batrawi A typical commercial dispute led to a complaint filed on March 5, 2020, in the LA Superior Court. Plaintiff Anthony Davis (“Davis”) was hired by the Company as its Chief Executive Officer in or about December 2016, although he worked there for only a matter of months. Mr. El-Batrawi, the founder of the Company and a former CEO and director, and was involved, the complaint alleges, in Davis’ hiring and termination. As part of his compensation, Mr. Davis alleges that he expected to receive stock options in the Company. Davis admits that he resigned from his executive officer and director positions, but asserts that he did not receive his stock options (he also included a spurious claim for wage and hour violations). The Company denied liability and has asserted that it has paid Davis all amounts due to him under the contract, while in the fact that Davis failed to exercise his stock options before they expired on December 31, 2018. The Company has filed a demurrer to the complaint which resulted in the plaintiff filing an amended complaint to which we will file a demurrer to be heard on September 8, 2021 in LA Superior Court. The lawsuit entirely lacks merit, and will have no material impact on the company’s business or prospects. Ivan Rung v. YayYo, Inc., Ramy El-Batrawi, et al., 20STCV27876 and Michael Vanbecelaere v. YayYo, Inc., Ramy El-Batrawi, et al., 20STCV28066 (Vanbecelaere)(hereafter the “State Cases”) On July 22 and July 23, 2020 two, twin actions (with virtually identical complaints) were filed in the LA Superior Court. The State Case complaints differed only by a few words and the random punctuation mark. Plaintiff Ivan Rung and Michael Vanbecelaere each claimed to have purchased the Company’s stock in the IPO ; they purported to bring a securities class action on behalf of all purchasers of the Company’s stock pursuant to the Registration Statement and Prospectus issued in connection with the Company’s November 14, 2019 IPO. Lifting allegations freely from the FirstFire case complaint, the State Case Complaint is vague about alleged misrepresentation and material omissions, detailing instead a supposed chronology of events leading to the Company’s voluntary decision to delist its stock from NASDAQ following some business setbacks in early 2020. The Company announced in an 8K filed on February10, 2020 that it was voluntarily delisting from NASDAQ. Although YayYo obviously admits that its stock was delisted on NASDAQ, Company has denied liability and asserts that it accurately and completely disclosed all materially adverse facts and occurrences in its Registration Statement, related public filings and other public statements, and the Complaint’s alleged violations of Sections 11 & 15 of the Securities Act of 1933 are baseless. If the mediation is unsuccessful, YayYo intends to vigorously defend the lawsuit as it entirely lacks merit. The litigation is presently stayed Jason Hamlin v. YayYo, Inc., Ramy El-Batrawi, et al., 20-cv-8235 (SVW) and William Koch v. YayYo, Inc., Ramy El-Batrawi, et al, 20-cv-8591 (SVW)(now consolidate in “In re YayYo Securities Litigation”) These two copy-cat actions were filed on September 9, 2020 and September18, 2020, respectively, in the United States District Court for the Central District of California, both cases as purported class actions. Plaintiffs Jason Hamlin and William Koch each claim to have purchased the Company’s stock “traceable to the IPO” and like plaintiffs Vanbecelaere and Rung in the state court actions, purport to bring a securities class action pursuant to Sections 11 & 15 of the Securities Act of 1933 on behalf of all purchasers of the Company’s stock. The first amended complaint alleges false statements and material omissions of material fact in connection with the Registration Statement and Prospectus issued in connection with the Company’s November 14, 201 9 initial stock offering (IPO). The defendants include directors of the company and the Underwriters to the IPO, Westpark Capital and Aegis Capital Corp. The federal court has consolidated the two matters for all purposes, and an initial status conference has been scheduled and held. As with the Vanbecelaere state court case, the Company denies liability and asserts that it accurately and completely disclosed all materially adverse facts, events and occurrences in its Registration Statement and related public filings, and the complaint’s alleged violations of Sections 11 & 15 of the Securities Act of 1933 are baseless. The Company intends to vigorously defend the lawsuit in federal court. All the securities lawsuits, in both federal and state court, are presently stayed pending the outcome of this mediation. Konop v. El-Batrawi, 1:20-cv-1379- MN (Filed in Del. District Court) Finally, on October 12, 2020 another cookie cutter complaint was filed in Delaware District Court, which has now been transferred to the U.S. District Court for the Central District of California, and assigned as a related case to Judge Wilson who, as noted, has the pending federal securities action assigned to him. Although styled as a “Derivative action” the complaint in Konop is another cut-and-paste job based on the original FirstFire complaint filed in the SDNY. It recites a litany of false allegations of mismanagement by YayYo’s principal, Mr. El-Batrawi and members of the Board of Directors, and purports to sue for damages caused by poor management by the officers and directors. The allegations of the complaint are spurious and no damages can or will be proved at trial. Uptick Media v. YayYo, Inc., AAA Arbitration pending in New York Plaintiff a consulting firm based in New York and Miami entered into a “consulting agreement” with the company in 2017 in which Uptick promised to deliver strategic services and other professional services to YayYo in exchange for $5,000 in cash and $100,000 worth of stock. They never provided any consultation or services or advice and the contract was not renewed. Uptick is suing the company for $100,000 in stock claiming breach of contract. The Company has denied liability on the basis of non-performance. This dispute is being arbitrated by AAA in New York. |
Settlements
Settlements | 3 Months Ended |
Mar. 31, 2021 | |
Settlements | |
Settlements | Note 12 – Settlements FirstFire Settlement On February 11, 2021, the Company, entered into a settlement agreement and mutual release (the “Settlement Agreement”) with FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (“FirstFire”), relating to a pending action in the U.S. District Court in the Southern District of New York, FirstFire Global Opportunities Fund, LLC v. WestPark Capital, Inc. et. al. This litigation was commenced by FirstFire in April 2020 and subsequently amended in December 2020. FirstFire was a subscriber to the Company’s initial public offering of Common Stock, in November 2019 (the “IPO”). It alleged in the Litigation that the Company and the other named defendants had, in connection with the IPO and the registration statement on Form S-1 filed thereto, committed violations of Sections 11, 12(a) and 15 of the Securities Act of 1933, as amended (the “Securities Act”), Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated under the Exchange Act. Each of the Company, WestPark, Mr. Rappaport and Mr. El-Batrawi vigorously denied and disputed these allegations. In consideration of the releases, covenants, terms and conditions set forth in the Settlement Agreement, FirstFire agreed to dismiss the litigation with prejudice, to not file any further litigation relating to the IPO, and to waive and relinquish any and all claims on shares of Common Stock other than as specified in the Settlement Agreement. The Company agreed to sell to FirstFire one hundred fifty thousand (150,000) shares of Common Stock (the “Settlement Shares”), with such shares issued pursuant to the exemption from registration under Rule 506(b) of the Act. The purchase price of the Settlement Shares was $0.066667 per share, or an aggregate of $10,000. Any resale of the Settlement Shares by FirstFire shall be subject to the conditions of Rule 144 of the Act. None of WestPark, Mr. Rappaport or Mr. El-Batrawi contributed to the Settlement Shares or any other consideration under the Settlement Agreement. Social Reality Settlement On February 19, 2021, the Company entered into a confidential settlement agreement and mutual release with SRAX, Inc., a Delaware corporation formerly known as Social Reality, Inc. (“SRAX”), relating to an action brought by SRAX against the Company in Los Angeles Superior Court on or around February 11, 2020. A description of this litigation has been included by the Company in its prior filings. The Company and SRAX mutually agreed to keep the material terms of this settlement confidential, subject to disclosure as required by applicable law or regulation. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13 – Subsequent Events The Company has evaluated subsequent events through May 14, 2021. The Company has determined there were no subsequent events that require recognition or disclosure in the financial statements, except as discussed below. On April 12, 2021, the Company, entered into a securities purchase agreement with a certain investor in connection with the issuance, as of that same date, of a 12.5% original issue discount convertible promissory note and a Common Stock purchase warrant. The Note has an original principal amount of $2,250,000, with an original issue discount of $250,000. It bears interest at a fixed rate of ten percent (10%), is convertible into shares of Common Stock at a price of $3.00 per share (subject to adjustment as set forth in the Note), and matures on January 12, 2022. The warrant grants the right to purchase 187,500 shares of Common Stock at an exercise price of $3.00, subject to adjustment as set forth therein, and is exercisable at any time within five (5) years of the date of issuance. The Agreement provides that additional warrants, each for 93,750 shares of Common Stock with an exercise price of $3.00 per share, will be issued by the Company to the Investor on the 12 th On May 12, 2021, the Company issued another warrant for an additional 93,750 common shares to the same investor pursuant to the terms of the agreement. Subsequent to March 31, 2021, the Company issued 50,000 shares of Common Stock for the payment of legal fees and issued 193,375 shares of Common Stock upon the exercise of stock |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Distinct Cars, LLC and RideShare Car Rentals, LLC. All significant intercompany transactions and balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. It is possible that accounting estimates and assumptions may be material to the Company due to the levels of subjectivity and judgment involved. |
Cash Equivalents | Cash Equivalents For the purpose of the statement of cash flows, cash equivalents include time deposits, certificate of deposits, and all highly liquid debt instruments with original maturities of three months or less. |
Property and Equipment and Rental Vehicles | Property and Equipment and Rental Vehicles Property and Equipment and Rental Vehicles are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When equipment is retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of equipment and rental vehicles is provided using the straight-line method for substantially all assets with estimated lives as follows: Computer equipment 5 years Officer furniture 7 years Leasehold improvements 15 years or term of lease whichever is less Vehicles 5 years |
Long-Lived Assets | Long-Lived Assets The Company applies the provisions of ASC Topic 360, Property, Plant, and Equipment |
Revenue Recognition | Revenue Recognition The Company recognizes all of its material revenue from renting its fleet of cars to TNC drivers. Revenue is recognized based on the rental agreements which are generally on a weekly basis. The Company recognizes revenue in accordance with FASB ASC 606, Revenue From Contracts with Customers |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes Under ASC 740, a tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. The adoption had no effect on the Company’s consolidated financial statements. |
Stock-Based Compensation | Stock-Based Compensation The Company records stock-based compensation in accordance with FASB ASC Topic 718, Compensation – Stock Compensation |
Basic and Diluted Earnings Per Share | Basic and Diluted Earnings Per Share Earnings per share is calculated in accordance with ASC Topic 260, Earnings Per Share |
Advertising Costs | Advertising Costs The Company expenses the cost of advertising as incurred. Advertising costs for the three months ended March 31, 2021 and 2020 were $165,748 and $131,509, respectively. |
Fair Value Measurements | Fair Value Measurements The Company applies the provisions of ASC 820-10, “Fair Value Measurements and Disclosures.” ● Level 1 inputs to the valuation methodology are quoted, unadjusted prices for identical assets or liabilities in active markets. ● Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, as well as other than quoted prices for identical assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. ● Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement. For certain financial instruments, the carrying amounts reported in the balance sheets for cash and current liabilities, including convertible notes payable, each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. At March 31, 2021 and December 31, 2020, the Company did not identify any liabilities that are required to be presented on the balance sheet at fair value. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes Income Taxes In August 2020, the FASB issued ASU 2020-06 , Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. Derivatives and Hedging Derivatives and Hedging—Contracts in Entity’s Own Equity Management does not believe that any recently issued, but not yet effective, accounting standards could have a material effect on the accompanying financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Lives of Equipment | Depreciation of equipment and rental vehicles is provided using the straight-line method for substantially all assets with estimated lives as follows: Computer equipment 5 years Officer furniture 7 years Leasehold improvements 15 years or term of lease whichever is less Vehicles 5 years |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Equipment | At March 31, 2021 and December 31, 2020, property and equipment consisted of the following: March 31, December 31, 2021 2020 Computer equipment $ 6,046 $ 6,046 Office furniture 17,401 - Leasehold improvement 29,650 - 53,097 6,046 Less accumulated depreciation (4,964 ) (4,138 ) Equipment, net $ 48,133 $ 1,908 |
Rental Vehicles (Tables)
Rental Vehicles (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Rental Vehicles | |
Schedule of Rental Vehicles | At March 31, 2021 and December 31, 2020, all of the Company’s rental vehicles consisted of the following: March 31, December 31, 2021 2020 Rental vehicles $ 12,117,146 $ 9,067,885 12,117,146 9,067,885 Less accumulated depreciation (3,333,877 ) (2,871,452 ) Rental vehicles, net $ 8,783,269 $ 6,196,433 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Notes payable at March 31, 2021 and December 31, 2020 consisted of the following: March 31, December 31, 2021 2020 Notes payable to individual investors; accrue interest at 8% per annum; principal payments equal to 1/12 of original balance plus interest due quarterly; due from dates ranging from August 9, 2020 to March 26, 2021; unsecured (A) $ 304,667 $ 304,667 Note payable to the Small Business Administration. The note bears interest at 3.75% per annum, requires monthly payments of $731 after 12 months from funding and is due 30 years from the date of issuance. 148,863 149,414 Note payable issued under the Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act in the amount of $192,775. The loan has terms of 24 months and accrues interest at 1% per annum. During the year ended December 31, 2020, $184,775 of this loan has been forgiven as provided for in the CARES Act. - 8,000 Notes payable to a finance company, default interest at 14% per annum; monthly principal payments ranging from $10,000 to $40,000 with unpaid principal due on December 15, 2021 335,438 355,438 Total notes payable 788,968 817,519 Unamortized debt discount (184 ) (1,973 ) Notes payable, net discount 788,784 815,546 Less current portion (642,166 ) (666,132 ) Long-term portion $ 146,618 $ 149,414 (A) In connection with the issuance of these notes payable in 2018 and 2017, the Company also issued an aggregate of 24,050 shares of its Common Stock to these note holders as additional incentive to make the loans. The aggregate relative fair value of these shares of Common Stock was $119,875 and was recorded as a discount on the note payable and as additional paid in capital. The discount of $119,875 is being amortized over the term of the notes payable. During the three months ended March 31, 2021 and 2020, $1,789 and $9,953, respectively, was charged to interest expense as amortization of the discounts, with an unamortized balance of $184 at March 31, 2021. |
Schedule of Outstanding Notes Payable | A rollforward of notes payable from December 31, 2020 to March 31, 2021 is below: Notes payable, December 31, 2020 $ 815,546 Forgiveness of note payable (8,000 ) Repayments (20,551 ) Amortization of debt discounts 1,789 Notes payable, March 31, 2021 $ 788,784 |
Financing Lease Obligations (Ta
Financing Lease Obligations (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule of Lease Obligations | Lease obligations at March 31, 2021 and December 31, 2020 consisted of the following: March 31, December 31, 2021 2020 Lease obligations $ 4,440,434 $ 2,352,878 Less current portion (2,091,533 ) (1,426,425 ) Long-term portion $ 2,348,901 $ 926,453 |
Schedule of Outstanding Lease Obligations | A rollforward of lease obligations from December 31, 2020 to March 31, 2021 is below: Lease obligations, December 31, 2020 $ 2,352,878 New lease obligations 3,049,261 Payments on lease obligations (961,705 ) Lease obligations, March 31, 2021 $ 4,440,434 |
Schedule of Future Lease Obligations | Future payments under lease obligations are as follows: Twelve Months Ending March 31, 2022 $ 2,271,153 2023 1,460,669 2024 1,011,377 Total payments 4,743,199 Less: imputed interest (302,765 ) Total obligation 4,440,434 Less: current portion (2,091,533 ) Non-current capital leases obligations $ 2,348,901 |
Operating Lease Obligations (Ta
Operating Lease Obligations (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule of Operating Lease Obligations | The table below presents the lease related assets and liabilities recorded on the Company’s consolidated balance sheets as of March 31, 2021: March 31, Classification on Balance Sheet 2021 Assets Operating lease assets Operating lease right of use assets $ 239,513 Total lease assets $ 239,513 Liabilities Current liabilities Operating lease liability Current operating lease liability $ 128,673 Noncurrent liabilities Operating lease liability Long-term operating lease liability 122,894 Total lease liability $ 251,567 |
Schedule of Lease Obligation Maturity | Lease obligations at March 31, 2021 consisted of the following: Twelve Months Ending March 31, 2022 $ 157,800 2023 131,500 Total payments 289,300 Less: imputed interest (37,733 ) Total obligation 251,567 Less: current portion (128,673 ) Non-current capital leases obligations $ 122,894 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Summary of Stock Option Activity | The following is a summary of stock option activity: Weighted Weighted Average Average Remaining Aggregate Options Exercise Contractual Intrinsic Outstanding Price Life Value Outstanding, December 31, 2020 2,540,000 $ 0.22 4.52 $ 1,074,245 Granted 250,000 0.51 Forfeited - 0.00 Exercised (1,035,000 ) 0.220 Outstanding, March 31, 2021 1,755,000 $ 0.25 4.34 $ 5,525,075 Exercisable, March 31, 2021 899,250 $ 0.27 4.37 $ 2,815,349 |
Schedule of Options Outstanding by Exercise Price Range | The exercise price for options outstanding and exercisable at March 31, 2021: Outstanding Exercisable Number of Exercise Number of Exercise Options Price Options Price 20,000 $ 0.210 20,000 $ 0.210 1,505,000 0.215 716,750 0.215 25,000 0.220 7,500 0.220 205,000 0.530 155,000 0.530 1,755,000 899,250 |
Summary of Warrant Activity | The following is a summary of warrant activity: Weighted Weighted Average Average Remaining Aggregate Warrants Exercise Contractual Intrinsic Outstanding Price Life Value Outstanding, December 31, 2020 1,631,250 $ 4.08 2.38 $ - Granted - Forfeited - Exercised - Outstanding, March 31, 2021 1,631,250 $ 4.08 2.13 $ - Exercisable, March 31, 2021 1,631,250 $ 4.08 2.13 $ - |
Schedule of Warrants Outstanding by Exercise Price Range | The exercise price for warrants outstanding at March 31, 2021: Outstanding and Exerciseable Number of Exercise Warrants Price 1,500,000 $ 4.00 131,250 5.00 1,631,250 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details Narrative) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Date of incorporation | Jun. 21, 2016 |
Place of incorporation | DE |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Impairment charge | |||
Tax Examination, Description | The tax position is recognized as a benefit only if it is "more likely than not" that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the "more likely than not" test, no tax benefit is recorded. | ||
Number of warrant shares outstanding | 1,631,250 | 1,631,250 | |
Common stock, par value | $ 0.000001 | $ 0.000001 | |
Potentially dilutive securities outstanding | 3,386,250 | 2,347,250 | |
Advertising costs | $ 165,748 | $ 131,509 | |
Warrants [Member] | |||
Number of warrant shares outstanding | 1,631,250 | 1,631,250 | |
Options [Member] | |||
Number of stock options shares outstanding | 1,755,000 | 716,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Estimated Lives of Equipment (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Computer Equipment [Member] | |
Estimated lives | 5 years |
Officer Furniture [Member] | |
Estimated lives | 7 years |
Leasehold Improvements [Member] | |
Estimated use of lives, description | 15 years or term of lease whichever is less |
Vehicles [Member] | |
Estimated lives | 5 years |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Depreciation expense | $ 826 | $ 302 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Equipment (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Equipment, gross | $ 53,097 | $ 6,046 |
Less accumulated depreciation | (4,964) | (4,138) |
Equipment, net | 48,133 | 1,908 |
Computer Equipment [Member] | ||
Equipment, gross | 6,046 | 6,046 |
Officer Furniture [Member] | ||
Equipment, gross | 17,401 | |
Leasehold Improvements [Member] | ||
Equipment, gross | $ 29,650 |
Rental Vehicles (Details Narrat
Rental Vehicles (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Depreciation expense for leased assets | $ 826 | $ 302 |
Minimum [Member] | ||
Finance lease term | 30 months | |
Maximum [Member] | ||
Finance lease term | 36 months | |
Vehicles [Member] | ||
Estimated useful life | 5 years | |
Depreciation expense for leased assets | $ 462,425 | $ 314,483 |
Rental Vehicles - Schedule of R
Rental Vehicles - Schedule of Rental Vehicles (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Rental Vehicles, gross | $ 12,117,146 | $ 9,067,885 |
Less accumulated depreciation | (3,333,877) | (2,871,452) |
Rental Vehicles, net | 8,783,269 | 6,196,433 |
Vehicles [Member] | ||
Rental Vehicles, gross | $ 12,117,146 | $ 9,067,885 |
Notes Payable - Schedule of Not
Notes Payable - Schedule of Notes Payable (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | |
Total notes payable | $ 788,968 | $ 817,519 | |
Unamortized debt discount | (184) | (1,973) | |
Notes payable, net discount | 788,784 | 815,546 | |
Less current portion | (639,370) | (666,132) | |
Long-term portion | 149,414 | 149,414 | |
Notes Payable One [Member] | |||
Total notes payable | [1] | 304,667 | 304,667 |
Notes Payable Two [Member] | |||
Total notes payable | 148,863 | 149,414 | |
Notes Payable Three [Member] | |||
Total notes payable | 8,000 | ||
Notes Payable Four [Member] | |||
Total notes payable | $ 335,438 | $ 355,438 | |
[1] | In connection with the issuance of these notes payable in 2018 and 2017, the Company also issued an aggregate of 24,050 shares of its Common Stock to these note holders as additional incentive to make the loans. The aggregate relative fair value of these shares of Common Stock was $119,875 and was recorded as a discount on the note payable and as additional paid in capital. The discount of $119,875 is being amortized over the term of the notes payable. During the three months ended March 31, 2021 and 2020, $1,789 and $9,953, respectively, was charged to interest expense as amortization of the discounts, with an unamortized balance of $184 at March 31, 2021. |
Notes Payable - Schedule of N_2
Notes Payable - Schedule of Notes Payable (Details) (Parenthetical) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt forgiven amount | $ 8,000 | |||
Amortization of debt discount | $ 31,789 | $ 9,953 | ||
Unsecured Note Payable To Individual Investors [Member] | ||||
Debt instrument interest rate | 8.00% | |||
Debt instrument payment terms | Principal payments equal to 1/12 of original balance plus interest due quarterly | |||
Shares issued during period as incentive for loans | 24,050 | 24,050 | ||
Shares issued during period as incentive for loans, value recorded as discount | $ 119,875 | $ 119,875 | ||
Amortization of debt discount | $ 119,875 | $ 119,875 | ||
Interest expense | $ 1,789 | $ 9,953 | ||
Unamortized debt discount | $ 193 | |||
Unsecured Note Payable To Individual Investors [Member] | Minimum [Member] | ||||
Debt instrument maturity date | Aug. 9, 2020 | |||
Unsecured Note Payable To Individual Investors [Member] | Maximum [Member] | ||||
Debt instrument maturity date | Mar. 26, 2021 | |||
Note payable to the Small Business Administration [Member] | ||||
Debt instrument interest rate | 3.75% | |||
Note payable to the Small Business Administration [Member] | ||||
Debt instrument payment terms | Requires monthly payments of $731 after 12 months from funding | |||
Debt instrument maturity date, description | Due 30 years from the date of issuance. | |||
Paycheck Protection Program [Member] | ||||
Debt instrument interest rate | 1.00% | |||
Debt instrument payment terms | The loan has terms of 24 months | |||
Debt instrument face amount | $ 192,775 | |||
Debt forgiven amount | $ 184,775 | |||
Notes Payable Finance Company [Member] | ||||
Debt instrument interest rate | 14.00% | |||
Debt instrument maturity date | Dec. 15, 2021 | |||
Notes Payable Finance Company [Member] | Minimum [Member] | ||||
Debt monthly principal payments | $ 10,000 | |||
Notes Payable Finance Company [Member] | Maximum [Member] | ||||
Debt monthly principal payments | $ 40,000 |
Notes Payable - Schedule of Out
Notes Payable - Schedule of Outstanding Notes Payable (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Notes payable, beginning of the period | $ 815,546 | |
Forgiveness of note payable | (8,000) | |
Repayments | (20,551) | |
Amortization of debt discounts | 1,789 | |
Notes payable, end of the period | $ 788,784 |
Convertible Note (Details Narra
Convertible Note (Details Narrative) - Mr. John Gray [Member] - USD ($) | Feb. 12, 2021 | Jan. 08, 2021 |
Convertible promissory note | $ 500,000 | |
Debt instrument interest rate | 6.00% | |
Debt instrument maturity date | Jan. 6, 2022 | |
Conversion price per share | $ 0.50 | |
Debt discount | $ 30,000 | |
Conversion of stock shares issued | 1,000,000 |
Financing Lease Obligations - S
Financing Lease Obligations - Schedule of Lease Obligations (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Lease obligations | $ 4,440,434 | $ 2,352,878 |
Less current portion | (2,091,533) | (1,426,425) |
Long-term portion | $ 2,348,901 | $ 926,453 |
Financing Lease Obligations -_2
Financing Lease Obligations - Schedule of Outstanding Lease Obligations (Details) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Leases [Abstract] | |
Lease obligations, beginning balance | $ 2,352,878 |
New lease obligations | 3,049,261 |
Payments on lease obligations | (961,705) |
Lease obligations, ending balance | $ 4,440,434 |
Financing Lease Obligations -_3
Financing Lease Obligations - Schedule of Future Lease Obligations (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
2022 | $ 2,271,153 | |
2023 | 1,460,669 | |
2024 | 1,011,377 | |
Total payments | 4,743,199 | |
Less: imputed interest | (302,765) | |
Total obligation | 4,440,434 | $ 2,352,878 |
Less: current portion | 2,091,533 | 1,426,425 |
Non-current capital leases obligations | $ 2,348,901 | $ 926,453 |
Operating Lease Obligations (De
Operating Lease Obligations (Details Narrative) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Leases [Abstract] | |
Operating lease expense | $ 25,204 |
Cash paid for operating lease | $ 13,150 |
Weighted average remaining lease terms | 1 year 9 months 3 days |
Weighted average discount rate | 15.00% |
Operating Lease Obligations - S
Operating Lease Obligations - Schedule of Operating Lease Obligations (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Total lease assets | $ 239,513 | |
Operating lease liability, Current | 128,673 | |
Operating lease liability, Noncurrent | 122,894 | |
Total lease liability | $ 251,567 |
Operating Lease Obligations -_2
Operating Lease Obligations - Schedule of Lease Obligation Maturity (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
2022 | $ 157,800 | |
2023 | 131,500 | |
Total payments | 289,300 | |
Less: imputed interest | (37,733) | |
Total obligation | 251,567 | |
Less: current portion | 128,673 | |
Non-current capital leases obligations | $ 122,894 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Capital stock shares authorized | 100,000,000 | |
Common stock shares authorized | 90,000,000 | 90,000,000 |
Common stock par value | $ 0.000001 | $ 0.000001 |
Preferred stock shares authorized | 10,000,000 | 10,000,000 |
Preferred stock par value | $ 0.000001 | $ 0.000001 |
Number of shares issued during period, value | $ 50,000 | |
Number of shares issued for options exercised, value | 15,400 | |
Issuance of common stock for cashless exercise of stock options | ||
Acuitas Group Holdings, LLC [Member] | ||
Number of shares issued during period | 825,000 | |
Number of shares issued during period, value | $ 3,240,600 | |
Finance costs | $ 3,240,600 | |
Legal Settlements [Member] | ||
Number of shares issued during period | 225,000 | |
Number of shares issued during period, value | $ 1,103,750 | |
Convertible Note Payable [Member] | ||
Debt conversion shares issued | 1,000,000 | |
Debt conversion shares issued, value | $ 500,000 | |
Stock Options [Member] | ||
Number of shares issued for options exercised | 35,000 | |
Number of shares issued for options exercised, value | $ 15,400 | |
Issuance of common stock for cashless exercise of stock options, shares | 960,550 | |
Issuance of common stock for cashless exercise of stock options | $ 1,000,000 | |
Board of Director [Member] | ||
Number of shares issued during period | 1,000,000 | |
Shares issued price per share | $ 0.50 | |
Number of shares issued during period, value | $ 50,000 | |
Investors [Member] | ||
Number of shares issued during period | 600 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Option Activity (Details) - Stock Option [Member] | 3 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Number of Shares Options Outstanding, Beginning Balance | shares | 2,540,000 |
Number of Options, Granted | shares | 250,000 |
Number of Options, Forfeited | shares | |
Number of Options, Exercised | shares | (1,035,000) |
Number of Shares Options Outstanding, Ending Balance | shares | 1,755,000 |
Number of Shares Options, Exercisable | shares | 899,250 |
Weighted Average Exercise Price Outstanding, Beginning Balance | $ / shares | $ 0.22 |
Weighted Average Exercise Price, Granted | $ / shares | 0.51 |
Weighted Average Exercise Price, Forfeited | $ / shares | 0 |
Weighted Average Exercise Price, Exercised | $ / shares | 0.220 |
Weighted Average Exercise Price Outstanding, Ending Balance | $ / shares | 0.25 |
Weighted Average Exercise Price, Exercisable Ending Balance | $ / shares | $ 0.27 |
Weighted Average Remaining Contractual Life Outstanding, Beginning | 4 years 6 months 7 days |
Weighted Average Remaining Contractual Life Outstanding, Ending | 4 years 4 months 2 days |
Weighted Average Remaining Contractual Life, Exercisable | 4 years 4 months 13 days |
Aggregate Intrinsic Value Outstanding, Beginning Balance | $ | $ 1,074,245 |
Aggregate Intrinsic Value Outstanding, Ending Balance | $ | 5,525,075 |
Aggregate Intrinsic Value Outstanding, Exercisable Ending | $ | $ 2,815,349 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Options Outstanding by Exercise Price Range (Details) | Mar. 31, 2021$ / sharesshares |
Number of Options Outstanding | 1,755,000 |
Number of Options Exercisable | 899,250 |
Exercise Price Range One [Member] | |
Number of Options Outstanding | 20,000 |
Exercise Price Outstanding | $ / shares | $ 0.210 |
Number of Options Exercisable | 20,000 |
Exercise Price Exercisable | $ / shares | $ 0.210 |
Exercise Price Range Two [Member] | |
Number of Options Outstanding | 1,505,000 |
Exercise Price Outstanding | $ / shares | $ 0.215 |
Number of Options Exercisable | 716,750 |
Exercise Price Exercisable | $ / shares | $ 0.215 |
Exercise Price Range Three [Member] | |
Number of Options Outstanding | 25,000 |
Exercise Price Outstanding | $ / shares | $ 0.220 |
Number of Options Exercisable | 7,500 |
Exercise Price Exercisable | $ / shares | $ 0.220 |
Exercise Price Range Four [Member] | |
Number of Options Outstanding | 205,000 |
Exercise Price Outstanding | $ / shares | $ 0.530 |
Number of Options Exercisable | 155,000 |
Exercise Price Exercisable | $ / shares | $ 0.530 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Warrant Activity (Details) | 3 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Equity [Abstract] | |
Number of Shares, Warrants Outstanding Beginning | shares | 1,631,250 |
Number of Shares, Warrants Granted | shares | |
Number of Shares, Warrants Forfeited | shares | |
Number of Shares, Warrants Exercised | shares | |
Number of Shares, Warrants Outstanding Ending | shares | 1,631,250 |
Number of Shares, Warrants Exercisable Ending | shares | 1,631,250 |
Weighted Average Exercise Price, Warrants Outstanding Beginning | $ / shares | $ 4.08 |
Weighted Average Exercise Price, Warrants Granted | $ / shares | |
Weighted Average Exercise Price, Warrants Forfeited | $ / shares | |
Weighted Average Exercise Price, Warrants Exercised | $ / shares | |
Weighted Average Exercise Price, Warrants Outstanding Ending | $ / shares | 4.08 |
Weighted Average Exercise Price, Per Share Exercisable | $ / shares | $ 4.08 |
Weighted Average Remaining Contractual Life, Warrants Outstanding Beginning | 2 years 4 months 17 days |
Weighted Average Remaining Contractual Life, Warrants Outstanding Ending | 2 years 1 month 16 days |
Weighted Average Remaining Contractual Life, Warrants Exercisable | 2 years 1 month 16 days |
Aggregate Intrinsic Value, Warrants Outstanding Beginning | $ | |
Aggregate Intrinsic Value, Warrants Outstanding Ending | $ | |
Aggregate Intrinsic Value, Exercisable | $ |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Warrants Outstanding by Exercise Price Range (Details) | Mar. 31, 2021$ / sharesshares |
Number of Warrants Outstanding and Exercisable | 1,631,250 |
Exercise Price Range One [Member] | |
Number of Warrants Outstanding and Exercisable | 1,500,000 |
Exercise Price Outstanding and Exercisable | $ / shares | $ 4 |
Exercise Price Range Two [Member] | |
Number of Warrants Outstanding and Exercisable | 131,250 |
Exercise Price Outstanding and Exercisable | $ / shares | $ 5 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Insurance Brokerage Firm [Member] | |||
Insurance expenses paid during period for related party | $ 897,281 | $ 515,092 | |
Accounts payable to related party | 110,762 | $ 265,257 | |
Executive Chairman [Member] | |||
Due to related parties | 503,767 | ||
Chief Executive Officer [Member] | |||
Due to related parties | $ 65,514 | $ 100,000 |
Contingencies (Details Narrativ
Contingencies (Details Narrative) - Uptick Capital, LLC [Member] - Advisory Agreement [Member] | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Potential liabilities in cash | $ 5,000 |
Potential liabilities in stock | 100,000 |
Claim amount | $ 100,000 |
Settlements (Details Narrative)
Settlements (Details Narrative) - Settlement Agreement [Member] - FirstFire Global Opportunities Fund, LLC [Member] | Feb. 11, 2021USD ($)$ / sharesshares |
Number of shares sold | shares | 150,000 |
Sale of stock price per share | $ / shares | $ 0.066667 |
Aggregate amount | $ | $ 10,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] - USD ($) | Apr. 12, 2021 | May 17, 2021 | May 12, 2021 |
Number of shares issued for common stock for the payment of legal | 50,000 | ||
Number of shares common stock exercise of stock options | 193,375 | ||
Securities Purchase Agreement [Member] | Warrants [Member] | |||
Warrants to purchase common stock | 93,750 | 93,750 | |
Warrants exercise price per share | $ 3 | ||
Convertible Promissory Note [Member] | Securities Purchase Agreement [Member] | |||
Original issue discount rate | 12.50% | ||
Debt face value | $ 2,250,000 | ||
Original issue discount | $ 250,000 | ||
Interest rate | 10.00% | ||
Conversion price per share | $ 3 | ||
Debt instrument maturity date | Jan. 12, 2022 | ||
Warrants to purchase common stock | 187,500 | ||
Warrants exercise price per share | $ 3 |