Cover
Cover | 12 Months Ended |
Dec. 31, 2023 | |
Entity Addresses [Line Items] | |
Document Type | S-1/A |
Amendment Flag | true |
Amendment Description | Amendment No. 4 |
Entity Registrant Name | EzFill Holdings, Inc. |
Entity Central Index Key | 0001817004 |
Entity Primary SIC Number | 5500 |
Entity Tax Identification Number | 83-4260623 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 67 NW 183rd St. |
Entity Address, City or Town | Miami |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 33169 |
City Area Code | 305 |
Local Phone Number | 791-1169 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | true |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 67 NW 183rd St. |
Entity Address, City or Town | Miami |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 33169 |
City Area Code | 305 |
Local Phone Number | 791-1169 |
Contact Personnel Name | Yehuda Levy |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 226,985 | $ 2,066,793 |
Investment in debt securities | 2,120,082 | |
Accounts receivable – net | 1,192,340 | 766,692 |
Inventory | 134,057 | 151,248 |
Prepaids and other | 220,909 | 329,351 |
Total Current Assets | 1,774,291 | 5,434,166 |
Vehicle – net | 3,310,187 | 4,589,159 |
Deposits | 49,063 | 52,737 |
Total Assets | 5,717,332 | 10,597,844 |
Current Liabilities | ||
Line of credit | 1,000,000 | |
Total Current Liabilities | 6,984,960 | 3,298,009 |
Long Term Liabilities | ||
Notes payable- net | 353,490 | 1,198,380 |
Total Long Term Liabilities | 638,578 | 1,514,388 |
Total Liabilities | 7,623,538 | 4,812,397 |
Commitments and Contingencies (Note 4) | ||
Stockholders’ Equity (Deficit) | ||
Preferred stock - $0.0001 par value; 5,000,000 shares authorized none issued and outstanding, respectively | ||
Common stock, par value $0.001: authorized 100,000 shares, 100,000 issued and outstanding as of December 31, 2023 and December 31, 2022, respectively | 451 | 334 |
Common stock issuable | 26 | |
Additional paid-in capital | 43,410,367 | 40,674,864 |
Accumulated (deficit) earnings | (45,317,050) | (34,845,161) |
Accumulated other comprehensive loss | (44,590) | |
Total Stockholders’ Equity (Deficit) | (1,906,206) | 5,785,447 |
Total Liabilities and Stockholders’ Equity (Deficit) | 5,717,332 | 10,597,844 |
Next Charging LLC [Member] | ||
Current Assets | ||
Cash and cash equivalents | 544,276 | 1,457 |
Escrow deposit | 250,000 | |
Note receivable, related party, net of allowance | 2,582,675 | 72,191 |
Total Current Assets | 3,376,951 | 73,648 |
Vehicle – net | 78,742 | |
Total Assets | 3,455,693 | 73,648 |
Current Liabilities | ||
Total Current Liabilities | 3,942,091 | 38,566 |
Long Term Liabilities | ||
Total Liabilities | 3,942,091 | 38,566 |
Commitments and Contingencies (Note 4) | ||
Stockholders’ Equity (Deficit) | ||
Common stock, par value $0.001: authorized 100,000 shares, 100,000 issued and outstanding as of December 31, 2023 and December 31, 2022, respectively | 100 | 100 |
Additional paid-in capital | 77,521 | 2,962 |
Accumulated (deficit) earnings | (564,019) | 32,020 |
Total Stockholders’ Equity (Deficit) | (486,398) | 35,082 |
Total Liabilities and Stockholders’ Equity (Deficit) | 3,455,693 | 73,648 |
Nonrelated Party [Member] | ||
Current Assets | ||
Operating lease - right-of-use asset | 297,394 | 521,782 |
Current Liabilities | ||
Accounts payable and accrued expenses | 845,275 | 1,256,479 |
Notes payable – related party | 946,228 | 811,516 |
Operating lease liability | 246,880 | 230,014 |
Long Term Liabilities | ||
Operating lease liability | 69,128 | 316,008 |
Nonrelated Party [Member] | Next Charging LLC [Member] | ||
Current Liabilities | ||
Accounts payable and accrued expenses | 72,441 | 3,916 |
Related Party [Member] | ||
Current Assets | ||
Operating lease - right-of-use asset | 286,397 | |
Current Liabilities | ||
Accounts payable and accrued expenses | 72,428 | |
Notes payable – related party | 4,802,115 | |
Operating lease liability | 72,034 | |
Long Term Liabilities | ||
Operating lease liability | 215,960 | |
Related Party [Member] | Next Charging LLC [Member] | ||
Current Assets | ||
Note receivable, related party, net of allowance | 2,582,675 | 72,191 |
Current Liabilities | ||
Notes payable – related party | $ 3,869,650 | $ 34,650 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Apr. 27, 2023 | Dec. 31, 2022 |
Restructuring Cost and Reserve [Line Items] | |||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 5,000,000 | 50,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 50,000,000 | 500,000,000 | 50,000,000 |
Common stock, shares issued | 4,776,531 | 3,335,674 | |
Common stock, shares outstanding | 4,776,531 | 3,335,674 | |
Next Charging LLC [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Common stock, par value | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 100,000 | 100,000 | |
Common stock, shares issued | 100,000 | 100,000 | |
Common stock, shares outstanding | 100,000 | 100,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Revenues | $ 23,216,423 | $ 15,044,721 |
Costs and expenses | ||
Cost of sales | 21,845,574 | 15,218,234 |
General and administrative | 9,087,223 | 15,543,145 |
Depreciation | 1,108,186 | 1,769,621 |
Total operating expenses | 32,040,983 | 32,531,000 |
Loss from operations | (8,824,560) | (17,486,279) |
Other income (expense) | ||
Interest income | 34,327 | 84,603 |
Other income | 64,800 | |
Interest expense | (1,719,296) | (98,834) |
Loss on sale of marketable debt securities – net | (27,160) | (5,255) |
Total other income (expense) - net | (1,647,329) | (19,486) |
Net loss | $ (10,471,889) | $ (17,505,765) |
Earnings Per Share - Basic | $ (2.79) | $ (5.30) |
Earnings Per Share - Diluted | $ (2.79) | $ (5.30) |
Weighted Average Shares - Basic | 3,753,038 | 3,301,484 |
Weighted Average Shares - Diluted | 3,753,038 | 3,301,484 |
Comprehensive loss: | ||
Net loss | $ (10,471,889) | $ (17,505,765) |
Change in fair value of debt securities | (39,517) | |
Total comprehensive loss: | (10,471,889) | (17,545,282) |
Next Charging LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Revenues | ||
Costs and expenses | ||
General and administrative | 89,506 | 10,000 |
Professional fees | 397,665 | 1,808 |
Depreciation | 9,992 | |
Salaries and wages | 209,106 | |
Total operating expenses | 706,269 | 11,808 |
Loss from operations | (706,269) | (11,808) |
Other income (expense) | ||
Interest income | 234,085 | 1,556 |
Interest expense | (123,855) | (3,463) |
Total other income (expense) - net | 110,230 | (1,907) |
Net loss | $ (596,039) | $ (13,715) |
Earnings Per Share - Basic | $ (5.96) | $ (0.14) |
Earnings Per Share - Diluted | $ (5.96) | $ (0.14) |
Weighted Average Shares - Basic | 100,000 | 100,000 |
Weighted Average Shares - Diluted | 100,000 | 100,000 |
Comprehensive loss: | ||
Net loss | $ (596,039) | $ (13,715) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member] Next Charging LLC [Member] | Common Stock Issuable [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] Next Charging LLC [Member] | Retained Earnings [Member] | Retained Earnings [Member] Next Charging LLC [Member] | AOCI Attributable to Parent [Member] | Total | Next Charging LLC [Member] |
Balance at Dec. 31, 2021 | $ 328 | $ 100 | $ 39,212,587 | $ 1,230 | $ (17,339,396) | $ 45,735 | $ (5,073) | $ 21,868,446 | $ 47,065 | ||
Balance, shares at Dec. 31, 2021 | 3,280,434 | 100,000 | |||||||||
Stock based compensation - related party | $ 5 | 1,309,519 | $ 1,309,524 | ||||||||
Stock based compensation - related parties, shares | 45,932 | 71,558 | |||||||||
Stock based compensation- other | 102,759 | $ 102,759 | |||||||||
Stock sold for cash (ATM) - net | |||||||||||
Unrealized loss on debt securities | (39,517) | (39,517) | |||||||||
Stock issued for services | $ 102,759 | ||||||||||
Stock issued for services, shares | 4,268 | ||||||||||
Imputed Interest – Related Party | 1,732 | 1,732 | |||||||||
Net loss | (17,505,765) | (13,715) | (17,505,765) | (13,715) | |||||||
Stock based compensation - other, shares | 4,268 | ||||||||||
Consideration for acquisition | $ 1 | 49,999 | 50,000 | ||||||||
Consideration for acquisition, shares | 5,040 | ||||||||||
Balance at Dec. 31, 2022 | $ 334 | $ 100 | 40,674,864 | 2,962 | (34,845,161) | 32,020 | (44,590) | 5,785,447 | 35,082 | ||
Balance, shares at Dec. 31, 2022 | 3,335,674 | 100,000 | |||||||||
Stock based compensation - related party | $ 65 | 1,215,300 | 1,215,365 | ||||||||
Stock based compensation - related parties, shares | 672,464 | ||||||||||
Stock based compensation- other | 37,031 | 37,031 | |||||||||
Stock sold for cash (ATM) - net | $ 1 | 25,307 | 25,308 | ||||||||
Stock sold for cash (ATM) - net of offering costs, shares | 8,393 | ||||||||||
Cash paid for direct offering costs | (25,308) | (25,308) | |||||||||
Unrealized loss on debt securities | 44,590 | 44,590 | |||||||||
Stock issued as debt issue costs - related party | $ 40 | $ 26 | 919,434 | 919,500 | |||||||
Stock issued as debt issue costs - related party, shares, shares | 400,000 | 260,000 | |||||||||
Stock issued for services | $ 11 | 272,739 | 272,750 | ||||||||
Stock issued for services, shares | 100,000 | ||||||||||
Loss on debt extinguishment - related party | 291,000 | 291,000 | |||||||||
Imputed Interest – Related Party | 74,559 | 74,559 | |||||||||
Net loss | (10,471,889) | (596,039) | (10,471,889) | (596,039) | |||||||
Stock based compensation - other, shares | 100,000 | ||||||||||
Balance at Dec. 31, 2023 | $ 477 | $ 100 | $ 260,000 | $ 43,410,367 | $ 77,521 | $ (45,317,050) | $ (564,019) | $ (1,906,206) | $ (486,398) | ||
Balance, shares at Dec. 31, 2023 | 4,776,531 | 100,000 | 451 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating activities | ||
Net loss | $ (10,471,889) | $ (17,505,765) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Depreciation expense | 1,108,186 | 1,769,621 |
Impairment of fixed assets | 105,506 | 258,114 |
Impairment of goodwill and other intangible assets | 2,636,402 | |
Amortization of bond premium and realized loss on investments in debt securities | 34,556 | 52,096 |
Amortization of operating lease - right-of-use asset | 224,388 | |
Amortization of operating lease - right-of-use asset - related party | 30,160 | |
Amortization of debt discount | 1,403,244 | |
Bad debt expense | 83,564 | 17,489 |
Warrants issued for services rendered | ||
Stock issued for services | 309,781 | 717,759 |
Stock issued for services - related parties | 1,215,365 | 694,524 |
Loss on debt extinguishment - related party | 291,000 | |
(Increase) in: | ||
Accounts Receivable | (509,212) | (688,425) |
Inventory | 17,191 | (104,905) |
Prepaids and other | 108,442 | (147,845) |
Deposits | 3,674 | |
Increase in: | ||
Accounts payable and accrued expenses | (411,204) | 677,114 |
Accounts payable and accrued expenses - related party | 72,428 | |
Operating lease liability | (230,014) | 24,240 |
Operating lease liability - related party | (28,563) | |
Net cash used in operating activities | (6,643,397) | (11,599,581) |
Investing activities | ||
Proceeds from sale of marketable debt securities | 2,130,116 | 1,151,186 |
Cash Paid to EzFill Holdings, Inc. | (321,250) | |
Acquisition of vehicle | 40,616 | (3,258,417) |
Net cash used in investing activities | 2,170,732 | (2,428,481) |
Financing activities | ||
Proceeds from line of credit | 1,000,000 | |
Proceeds from notes payable | 250,000 | 2,191,308 |
Proceeds from notes payable - related parties | 4,590,600 | |
Proceeds from stock issued for cash | 25,308 | |
Cash paid for direct offering costs | (25,308) | |
Repayments on line of credit | (1,000,000) | |
Repayments on notes payable | (945,243) | |
Repayments on loan payable - related party | (262,500) | (657,719) |
Net cash provided by financing activities | 2,632,857 | 2,533,589 |
Net increase (decrease) in cash | (1,839,808) | (11,494,473) |
Cash and cash equivalents - beginning of year | 2,066,793 | 13,561,266 |
Cash and cash equivalents - end of year | 226,985 | 2,066,793 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 178,944 | 101,075 |
Cash paid for income taxes | ||
Supplemental disclosure of non-cash investing and financing activities | ||
Debt discount | 1,621,650 | |
Realized gains on sale of investments in debt securities - elimination of AOCL | 44,590 | |
True up notes payable and vehicle balances for actual borrowings | 24,664 | |
Right-of-use asset obtained in exchange for new operating lease liability – related party | 316,557 | |
Next Charging LLC [Member] | ||
Operating activities | ||
Net loss | (596,039) | (13,715) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Depreciation expense | 9,992 | |
Accretion Income | (178,525) | |
Imputed Interest – Related Party | 74,559 | 1,732 |
(Increase) in: | ||
Note receivable – related party | (55,538) | (1,556) |
Increase in: | ||
Accounts payable and accrued expenses | 68,525 | 2,632 |
Net cash used in operating activities | (677,026) | (10,907) |
Investing activities | ||
Cash Received from NR- The Farkas Group | 73,579 | |
Cash Paid to EzFill Holdings, Inc. | (2,350,000) | |
Escrow Deposit on Future Acquisition | (250,000) | |
Acquisition of vehicle | (88,734) | |
Net cash used in investing activities | (2,615,155) | |
Financing activities | ||
Borrowings on debt - related party | 3,835,000 | |
Net cash provided by financing activities | 3,835,000 | |
Net increase (decrease) in cash | 542,819 | (10,907) |
Cash and cash equivalents - beginning of year | 1,457 | 12,364 |
Cash and cash equivalents - end of year | 544,276 | 1,457 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | ||
Cash paid for income taxes |
Organization and Nature of Oper
Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Organization and Nature of Operations | Note 1 - Organization and Nature of Operations Organization and Nature of Operations EzFill Holding, Inc. and Subsidiary (“EzFill,” “EHI,” “we,” “our” or “the Company”), and its operating subsidiary, was incorporated on March 28, 2019 Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Liquidity and Going Concern As reflected in the accompanying consolidated financial statements, for the year ended December 31, 2023, the Company had: ● Net loss of $ 10,471,889 ● Net cash used in operations was $ 6,643,397 Additionally, at December 31, 2023, the Company had: ● Accumulated deficit of $ 45,317,050 ● Stockholders’ deficit of $ 1,906,206 ● Working capital deficit of $ 5,210,669 The Company anticipates that it will need to raise additional capital immediately in order to continue to fund its operations. The Company has relied on related parties for the debt based funding of its operations. There is no assurance that the Company will be able to obtain funds on commercially acceptable terms, if at all. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its initiatives or attain profitable operations. The Company’s operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital expenditures. The Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s ability to successfully expand to new markets, competition, and the need to enter into collaborations with other companies or acquire other companies to enhance or complement its product and service offerings. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 There can be no assurances that financing will be available on terms which are favorable, or at all. If the Company is unable to raise additional funding to meet its working capital needs in the future, it will be forced to delay, reduce, or cease its operations. We manage liquidity risk by reviewing, on an ongoing basis, our sources of liquidity and capital requirements. The Company had cash on hand of $ 226,985 The Company has historically incurred significant losses since inception and has not demonstrated an ability to generate sufficient revenues from the sales of its products and services to achieve profitable operations. In making this assessment we performed a comprehensive analysis of our current circumstances including: our financial position, our cash flows and cash usage forecasts for the twelve months ended December 31, 2024, and our current capital structure including equity-based instruments and our obligations and debts. These factors create substantial doubt about the Company’s ability to continue as a going concern within the twelve-month period subsequent to the date that these financial statements are issued. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Accordingly, the financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. Management’s strategic plans include the following: ● Expand into new and existing markets (commercial and residential), ● Obtain additional debt and/or equity based financing, ● Collaborations with other operating businesses for strategic opportunities; and ● Acquire other businesses to enhance or complement our current business model while accelerating our growth. |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Organization and Nature of Operations | Note 1 – Business Organization, and Name Change Organization and Nature of Operations Next Charging LLC (now NextNRG Holding Corp.) and its wholly-owned subsidiary Next NRG LLC On March 1, 2024, Next Charging LLC was reincorporated in Nevada as a C-Corporation and changed its name to NextNRG Holding Corp. (“NextNRG” or “the Company”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Summary of Significant Accounting Policies | Note 2 - Summary of Significant Accounting Policies Principles of Consolidation These consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents the excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows, and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company’s current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company’s operating results. See Note 9 regarding acquisition and related impairment during the year ended December 31, 2022. Business Segments and Concentrations The Company uses the “management approach” to identify its reportable segments. The management approach requires companies to report segment financial information consistent with information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s reportable segments. The Company manages its business as one reportable segment. Customers in the United States accounted for 100% of our revenues. We do not have any property or equipment outside of the United States. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Use of Estimates and Assumptions Preparing financial statements in conformity with U.S. GAAP 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 reported period. Actual results could differ from those estimates, and those estimates may be material. Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and other assumptions, which include both quantitative and qualitative assessments that it believes to be reasonable under the circumstances. Significant estimates during the years ended December 31, 2023 and 2022, respectively, include, allowance for doubtful accounts and other receivables, inventory reserves and classifications, valuation of loss contingencies, valuation of stock-based compensation, estimated useful lives related to property and equipment, impairment of intangible assets, implicit interest rate in right-of-use operating leases, uncertain tax positions, and the valuation allowance on deferred tax assets. Risks and Uncertainties The Company operates in an industry that is subject to intense competition and changes in consumer demand. The Company’s operations are subject to significant risk and uncertainties including financial and operational risks including the potential risk of business failure. The Company has experienced, and in the future may experience, variability in sales and earnings. The factors expected to contribute to this variability include, among others, (i) the cyclical nature of the industry, (ii) general economic conditions in the various local markets in which the Company competes, including a potential general downturn in the economy, and (iii) the volatility of prices in connection with the Company’s distribution of the product. These factors, among others, make it difficult to project the Company’s operating results on a consistent basis. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. The three tiers are defined as follows: ● Level 1 – Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 – Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and ● Level 3 – Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. See Investments below regarding classification as Level 1 for our Corporate Bonds (all investments were fully liquidated during 2023). The determination of fair value and the assessment of a measurement’s placement within the hierarchy requires judgment. Level 3 valuations often involve a higher degree of judgment and complexity. Level 3 valuations may require the use of various cost, market, or income valuation methodologies applied to unobservable management estimates and assumptions. Management’s assumptions could vary depending on the asset or liability valued and the valuation method used. Such assumptions could include estimates of prices, earnings, costs, actions of market participants, market factors, or the weighting of various valuation methods. The Company may also engage external advisors to assist us in determining fair value, as appropriate. Although the Company believes that the recorded fair value of our financial instruments is appropriate, these fair values may not be indicative of net realizable value or reflective of future fair values. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Company’s financial instruments, including cash, accounts receivable, accounts payable and accrued expenses, and accounts payable and accrued expenses – related party, are carried at historical cost. At December 31, 2023 and 2022, respectively, the carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. ASC 825-10 “Financial Instruments” Cash and Cash Equivalents and Concentration of Credit Risk For purposes of the consolidated statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase date and money market accounts to be cash equivalents. At December 31, 2023 and 2022, respectively, the Company did not have any cash equivalents. The Company is exposed to credit risk on its cash and cash equivalents in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $ 250,000 At December 31, 2023 and 2022, respectively, the Company did not experience any losses on cash balances in excess of FDIC insured limits. Investments Available-for-sale debt securities are recorded at fair value with the net unrealized gains and losses (that are deemed to be temporary) reported as a component of other comprehensive income (loss). Realized gains and losses and charges for other-than-temporary impairments are included in determining net income, with related purchase costs based on the first-in, first-out method. Premiums or discounts on debt are amortized straight line over the term. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Company evaluates its available-for-sale-investments for possible other-than-temporary impairments by reviewing factors such as the extent to which, and length of time, an investment’s fair value has been below the Company’s cost basis, the issuer’s financial condition, and the Company’s ability and intent to hold the investment for sufficient time for its market value to recover. For impairments that are other-than-temporary, an impairment loss is recognized in earnings equal to the difference between the investment’s cost and its fair value at the balance sheet date of the reporting period for which the assessment is made. The fair value of the investment then becomes the new amortized cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The following is a summary of the unrealized gains, losses, and fair value by investment type at December 31, 2023 and 2022, respectively: Schedule of Unrealized Gains, Losses, and Fair Value December 31, 2023 Amortized Cost Gross Unrealized Losses Fair Value Corporate Bonds $ - $ - $ - December 31, 2022 Amortized Cost Gross Unrealized Losses Fair Value Corporate Bonds $ 2,164,672 $ (44,590 ) $ 2,120,082 During the year ended December 31, 2023, the Company received proceeds of $ 2,130,116 Realized losses, including amortization of bond premiums on these debt securities were $ 34,556 52,096 During the year ended December 31, 2022, corporate bonds totaling $ 1,151,186 All remaining corporate bonds were liquidated in 2023, resulting in a non-cash gain on sale of debt securities of $ 44,590 At December 31, 2022, all of our corporate bonds were considered a Level 1 asset as their pricing was identifiable through quote prices in active markets for identical assets. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Accounts Receivable Accounts receivable are stated at the amount management expects to collect from outstanding customer balances. Credit is extended to customers based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable. The Company does not require collateral. Management periodically assesses the Company’s accounts receivable and, if necessary, establishes an allowance for estimated uncollectible amounts. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. Accounts determined to be uncollectible are charged to operations when that determination is made. The following is a summary of the Company’s accounts receivable at December 31, 2023 and 2022: Schedule of Accounts Receivable December 31, 2023 December 31, 2022 Accounts receivable $ 1,274,112 $ 766,692 Less: allowance for doubtful accounts 81,772 - Accounts receivable – $ 1,192,340 $ 766,692 There was bad debt expense of $ 83,564 17,489 Bad debt expense (recovery) is recorded as a component of general and administrative expenses in the accompanying consolidated statements of operations. Inventory Inventory consists solely of fuel. Inventory is stated at the lower of cost or net realizable value using the first-in, first-out (“FIFO”) method of inventory valuation. Management assesses the recoverability of its inventory and establishes reserves on a quarterly basis. There were no At December 31, 2023 and 2022, the Company had inventory of $ 134,057 151,248 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Concentrations The Company has the following concentrations related to its sales, accounts receivable and vendor purchases greater than 10% of their respective totals: Schedule of Concentration of Risk Sales Year Ended December 31, Customer 2023 2022 A 22.19 % 11.46 % B 12.07 % 11.26 % C 0.00 % 31.75 % Total 34.26 % 54.47 % Accounts Receivable Year Ended December 31, Customer 2023 2022 A 46.57 % 47.48 % B 13.50 0 % Total 60.07 % 47.48 % Vendor Purchases Year Ended December 31, Vendor 2023 2022 A 48.93 % 78.62 % B 38.29 % 17.91 % C 12.11 % 3.15 % Total 99.33 % 99.68 % EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Impairment of Long-lived Assets including Internal Use Capitalized Software Costs Management evaluates the recoverability of the Company’s identifiable intangible assets and other long-lived assets when events or circumstances indicate a potential impairment exists, in accordance with the provisions of ASC 360-10-35-15 “Impairment or Disposal of Long-Lived Assets.” If impairment is indicated based on a comparison of the assets’ carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. There were no See note 3 for discussion of impairments of long lived assets. Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided on the straight-line basis over the estimated useful lives of the assets. Expenditures for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected in operations. Management reviews the carrying value of its property and equipment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. There were no See note 3 for discussion of impairments of long lived assets. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Derivative Liabilities The Company analyzes all financial instruments with features of both liabilities and equity under FASB ASC Topic No. 480, (“ASC 480”), “ Distinguishing Liabilities from Equity” Upon conversion or repayment of a debt instrument in exchange for shares of common stock, where the embedded conversion option has been bifurcated and accounted for as a derivative liability (generally convertible debt and warrants), the Company records the shares of common stock at fair value, relieves all related debt, derivative liabilities, and any remaining unamortized debt discounts, and where appropriate recognizes a net gain or loss on debt extinguishment (debt based derivative liabilities). In connection with any extinguishments of equity based derivative liabilities (typically warrants), the Company records an increase to additional paid-in capital for any remaining liability balance extinguished. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liabilities at the fair value of the instrument on the reclassification date. At December 31, 2023 and 2022, respectively, the Company had no Original Issue Discounts and Other Debt Discounts For certain notes issued, the Company may provide the debt holder with an original issue discount. The original issue discount is recorded as a debt discount, reducing the face amount of the note, and is amortized to interest expense over the life of the debt, in the Consolidated Statements of Operations. Additionally, the Company may issue common stock with certain notes issued, which are recorded at fair value. These discounts are also recorded as a component of debt discount, reducing the face amount of the note, and is amortized to interest expense over the life of the debt, in the Consolidated Statements of Operations. The combined debt discounts cannot EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Debt Issue Cost Debt issuance cost paid to lenders, or third parties are recorded as debt discounts and amortized to interest expense over the life of the underlying debt instrument, in the Consolidated Statements of Operations. Right of Use Assets and Lease Obligations The Right of Use Asset and Lease Liability reflect the present value of the Company’s estimated future minimum lease payments over the lease term, which may include options that are reasonably assured of being exercised, discounted using a collateralized incremental borrowing rate. Typically, renewal options are considered reasonably assured of being exercised if the associated asset lives of the building or leasehold improvements exceed that of the initial lease term, and the performance of the business remains strong. Therefore, the Right of Use Asset and Lease Liability may include an assumption on renewal options that have not yet been exercised by the Company. The Company’s operating leases contained renewal options that expire at various dates with no residual value guarantees. Future obligations relating to the exercise of renewal options is included in the measurement if, based on the judgment of management, the renewal option is reasonably certain to be exercised. Factors in determining whether an option is reasonably certain of exercise include, but are not limited to, the value of leasehold improvements, the value of the renewal rate compared to market rates, and the presence of factors that would cause a significant economic penalty to the Company if the option is not exercised. Management reasonably plans to exercise all options, and as such, all renewal options are included in the measurement of the right-of-use assets and operating lease liabilities. As the rate implicit in leases are not readily determinable, the Company uses an incremental borrowing rate to calculate the lease liability that represents an estimate of the interest rate the Company would incur to borrow on a collateralized basis over the term of a lease within a particular currency environment. See Note 7. Revenue Recognition The Company generates its revenue from mobile fuel sales, either as a one-time purchase, or through a monthly membership. Revenue is recognized at the time of delivery and includes a delivery fee for each delivery or a subscription fee on a monthly basis for memberships. Under Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) “Revenue from Contracts with Customers”, revenue from contracts with customers is measured based on the consideration specified in the contract with the customer, and excludes any sales incentives, discounts, rebates, and amounts collected on behalf of third parties. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 A performance obligation is a promise in a contract to transfer a distinct good or service to a customer and is the unit of account under Topic 606. The Company’s contracts with its customers do not include multiple performance obligations. The Company recognizes revenue when a performance obligation is satisfied by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. The following represents the analysis management has considered in determining its revenue recognition policy: Identify the contract with a customer A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the services to be transferred and identifies the payment terms related to these services, (ii) the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. Identify the performance obligations in the contract Performance obligations promised in a contract are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the services is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised services, the Company must apply judgment to determine whether promised services are capable of being distinct and distinct in the context of the contract. If these criteria are not met the promised services are accounted for as a combined performance obligation. Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. None of the Company’s contracts contain a significant financing component. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Allocate the transaction price to performance obligations in the contract If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. However, if a series of distinct services that are substantially the same qualifies as a single performance obligation in a contract with variable consideration, the Company must determine if the variable consideration is attributable to the entire contract or to a specific part of the contract. For example, a bonus or penalty may be associated with one or more, but not all, distinct services promised in a series of distinct services that forms part of a single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The Company determines standalone selling price based on the price at which the performance obligation is sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. The Company’s contracts have a distinct single performance obligation and there are no contracts with variable consideration. Recognize revenue when or as the Company satisfies a performance obligation Revenue is recognized at the time the related performance obligation is satisfied by transferring a promised service to a customer. The following reflects additional discussion regarding our revenue recognition policies for each of our material revenue streams. For each revenue stream we do not offer any returns, refunds or warranties, and no arrangements are cancellable. Additionally, all contract consideration is fixed and determinable at the initiation of the contract. Currently, the Company only has two separate and distinct single performance obligations in its contractual arrangements. First, the Company generally recognizes membership revenues at the end of each month after services have been rendered. There are no prepaid membership revenues. Second, the Company recognizes fuel sales each month after delivery has occurred. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Contract Liabilities (Deferred Revenue) Contract liabilities represent deposits made by customers before the satisfaction of performance obligation and recognition of revenue. Upon completion of the performance obligation(s) that the Company has with the customer based on the terms of the contract, the liability for the customer deposit is relieved and revenue is recognized. At December 31, 2023 and 2022, the Company had deferred revenue of $ 0 The following represents the Company’s disaggregation of revenues for the years ended December 31, 2023 and 2022: Schedule of Disaggregation of Revenue Years Ended December 31, 2023 2022 Revenue % of Revenues Revenue % of Revenues Fuel sales $ 22,677,304 97.68 % $ 14,860,475 98.78 % Other 539,119 2.32 % 184,246 1.22 % Total Sales $ 23,216,423 100.00 % $ 15,044,721 100.00 % Cost of Sales Cost of sales primarily include fuel costs and wages paid to our drivers. Income Taxes The Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. As of December 31, 2023 and 2022, respectively, the Company had no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Company recognizes interest and penalties related to uncertain income tax positions in other expense. No For the years ended December 31, 2023 and 2022, respectively, the Company generated net losses, resulting in an estimated income tax liability of $ 0 Valuation of Deferred Tax Assets The Company’s deferred income tax assets include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. The Company reviews the likelihood that it will realize the benefit of its deferred tax assets and therefore the need for valuation allowances on a quarterly basis, or more frequently if events indicate that a review is required. In determining the requirement for a valuation allowance, the historical and projected financial results of the legal entity or consolidated group recording the net deferred tax asset is considered, along with all other available positive and negative evidence. Certain categories of evidence carry more weight in the analysis than others based upon the extent to which the evidence may be objectively verified. The Company looks to the nature and severity of cumulative pretax losses (if any) in the current three-year period ending on the evaluation date, recent pretax losses and/or expectations of future pretax losses. Other factors considered in the determination of the probability of the realization of the deferred tax assets include, but are not limited to: ● Earnings history; ● Projected future financial and taxable income based upon existing reserves and long-term estimates of commodity prices; ● The duration of statutory carry forward periods; ● Prudent and feasible tax planning strategies readily available that may alter the timing of reversal of the temporary difference; ● Nature of temporary differences and predictability of reversal patterns of existing temporary differences; and ● The sensitivity of future forecasted results to commodity prices and other factors. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Concluding that a valuation allowance is not required is difficult when there is significant negative evidence which is objective and verifiable, such as cumulative losses in recent years. The Company utilizes a rolling twelve quarters of pre-tax income or loss as a measure of its cumulative results in recent years. However, a cumulative three year loss is not solely determinative of the need for a valuation allowance. The Company also considers all other available positive and negative evidence in its analysis. At December 31, 2023 and 2022, respectively, the Company has recorded a full valuation allowance against its deferred tax assets resulting in a net carrying amount of $ 0 Advertising Costs Advertising costs are expensed as incurred. Advertising costs are included as a component of general and administrative expense in the consolidated statements of operations. The Company recognized $ 136,582 1,364,168 Stock-Based Compensation The Company accounts for our stock-based compensation under ASC 718 “Compensation – Stock Compensation” The Company uses the fair value method for equity instruments granted to non-employees and uses the Black-Scholes model for measuring the fair value of options. The fair value of stock-based compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. When determining fair value of stock options, the Company considers the following assumptions in the Black-Scholes model: ● Exercise price, ● Expected dividends, ● Expected volatility, ● Risk-free interest rate; and ● Expected life of option EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Stock Warrants In connection with certain financing (debt or equity), consulting and collaboration arrangements, the Company may issue warrants to purchase shares of its common stock. The outstanding warrants are standalone instruments that are not puttable or mandatorily redeemable by the holder and are classified as equity awards. The Company measures the fair value of warrants issued for compensation using the Black-Scholes option pricing model as of the measurement date. However, for warrants issued that meet the definition of a derivative liability, fair value is determined based upon the use of a binomial pricing model. Warrants issued in conjunction with the issuance of common stock are initially recorded at fair value as a reduction in additional paid-in capital of the common stock issued. All other warrants (for services) are recorded at fair value and expensed over the requisite service period or at the date of issuance if there is not a service period. Basic and Diluted Earnings (Loss) per Share and Reverse Stock Split Basic earnings per share is calculated using the two-class method and is computed by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued. Net earnings available to common shareholders represent net earnings to common shareholders reduced by the allocation of earnings to participating securities. Losses are not allocated to participating securities. Common shares outstanding and certain other shares committed to be, but not yet issued, include restricted stock and restricted stock units (“RSUs”) for which n |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. Principles of Consolidation These consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated. Going Concern There is substantial doubt about the Company to continue as a going concern. Reasons such as no revenues and multiple period net losses, and negative operating cash flows. be The accompanying financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 The three tiers are defined as follows: ● Level 1 - Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 - Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and ● Level 3 - Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The determination of fair value and the assessment of a measurement’s placement within the hierarchy requires judgment. Level 3 valuations often involve a higher degree of judgment and complexity. Level 3 valuations may require the use of various cost, market, or income valuation methodologies applied to unobservable management estimates and assumptions. Management’s assumptions could vary depending on the asset or liability valued and the valuation method used. Such assumptions could include estimates of prices, earnings, costs, actions of market participants, market factors, or the weighting of various valuation methods. The Company may also engage external advisors to assist us in determining fair value, as appropriate. Although the Company believes that the recorded fair value of our financial instruments is appropriate, these fair values may not be indicative of net realizable value or reflective of future fair values. The Company’s financial instruments, including cash, notes receivable – related party, accounts payable and accrued expenses, and accounts payable and notes payable – related party, are carried at historical cost. At December 31, 2023 and 2022, respectively, the carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. ASC 825-10 “Financial Instruments” Cash and Cash Equivalents and Concentration of Credit Risk For purposes of the statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase date and money market accounts to be cash equivalents. At December 31, 2023 and 2022, respectively, the Company The Company is exposed to credit risk on its cash and cash equivalents in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $ 250,000 At December 31, 2023 and 2022, respectively, the Company did not experience any losses on cash balances in excess of FDIC insured limits. Restricted Cash (Escrow Deposit) In 2023, the Company paid a deposit of $ 250,000 towards the purchase of Stat-EI Inc, a microgrid technology company. In 2024, the Company closed on the purchase of Stat-EI, Inc., which became a wholly owned subsidiary at that time. The Company paid $ 5,500,000 NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that 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 periods. Actual results could materially differ from those estimates and those estimates may be material. Business Segments The Company uses the “management approach” to identify its reportable segments. The management approach requires companies to report segment financial information consistent with information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s reportable segments. The Company has identified one single reportable operating segment. The Company manages its business on the basis of one operating and reportable segment. Property and equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided on basis Expenditures for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected in operations. Management reviews the carrying value of its property and equipment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. There were no At December 31, 2023, property and equipment consisted of one vehicle (acquired in 2023), which is being depreciated over an estimated useful life of five years as follows: Schedule of Property Plant and Vehicle Deprication Over Years Vehicle $ 88,734 Less: accumulated depreciation 9,992 Vehicle – net $ 78,742 Depreciation expense for the years ended December 31, 2023 and 2022 was $ 9,992 0 Notes Receivable and Interest Receivable – Related Party Interest receivable is 309,098 and $ 291,841 , respectively. NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 Income Taxes The Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using that will be in records to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date. The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. As of December 31, 2023 and 2022, respectively, the Company had no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. The Company recognizes interest and penalties related to uncertain income tax positions in other expense. No interest and penalties related to uncertain income tax positions were recorded for the years ended December 31, 2023 and 2022, respectively. Effective January 1, 2022, the Company elected to be taxed as a C-Corporation. All activity prior to this date has been passed through to the members of the LLC. Advertising, Marketing and Promotional Costs Advertising, marketing, and promotional expenses are expensed as incurred and are included in selling, general and administrative expenses on the accompanying audited statement of operations. For the years ended December 31, 2023, and 2022, advertising, marketing, and promotion expenses were $ 1,050 and $ 10,000, respectively. Research and Development Research and development expenses are charged to operations as incurred. During the years ending December 31, 2023 and 2022, the Company incurred $ 0 0 Basic and Diluted Earnings (Loss) per Share and Reverse Stock Split Basic earnings per share is calculated using the two-class method and is computed by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued. Net earnings available to common shareholders represent net earnings to common shareholders reduced by the allocation of earnings to participating securities. Losses are not allocated to participating securities. Common shares outstanding and certain other shares committed to be, but not yet issued, include restricted stock and restricted stock units (“RSUs”) for which no future service is required. Diluted earnings per share is calculated under both the two-class and treasury stock methods, and the more dilutive amount is reported. Diluted earnings per share is computed by taking the sum of net earnings available to common shareholders, dividends on preferred shares and dividends on dilutive mandatorily redeemable convertible preferred shares, divided by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued, plus all dilutive common stock equivalents outstanding during the period (stock options, warrants, convertible preferred stock, and convertible debt). NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 Preferred shares and unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and, therefore, are included in the earnings allocation in computing earnings per share under the two-class method of earnings per share. Unvested shares of common stock are excluded from the denominator in computing net loss per share. Restricted stock and RSUs granted as part of share-based compensation contain nonforfeitable rights to dividends and dividend equivalents, respectively, and therefore, prior to the requisite service being rendered for the right to retain the award, restricted stock and RSUs meet the definition of a participating security. RSUs granted under an executive compensation plan are not considered participating securities as the rights to dividend equivalents are forfeitable. At December 31, 2023 and 2022, the Company had no common stock equivalents. As a result, basic and diluted loss per share amounts are the same. Related Parties Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. See Note 3 which related to a note receivable with the Company’s Chief Executive Officer. See Note 5 for a discussion of related party debt. Recent Accounting Standards Changes to accounting principles are established by the FASB in the form of Accounting Standards Updates (“ASU’s”) to the FASB’s Codification. We consider the applicability and impact of all ASU’s on our financial position, results of operations, stockholders’ deficit, cash flows, or presentation thereof. Management has evaluated all recent accounting pronouncements issued through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company. In March 2022, the Financial Accounting Standards Board (the “FASB”) issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”), which eliminates the accounting guidance on troubled debt restructurings (“TDRs”) for creditors in ASC 310, Receivables (Topic 310), and requires entities to provide disclosures about current period gross write-offs by year of origination. Also, ASU 2022-02 updates the requirements related to accounting for credit losses under ASC 326, Financial Instruments – Credit Losses (Topic 326), and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. This guidance was adopted on January 1, 2023. The adoption of ASU 2022-02 did not have a material impact on the Company’s financial statements. In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07 - Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating the impact this will have on the Company’s financial statements and disclosures. NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, on either a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of ASU 2023-09 on its financial statements and related disclosures. There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on our financial position, results of operations or cash flows. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 3 – Property and Equipment Property and equipment consisted of the following: Schedule of Property and Equipment December 31, 2023 December 31, 2022 Estimated Useful Lives (Years) Equipment $ 265,637 $ 265,637 5 Leasehold improvements 29,422 29,422 5 Vehicles 5,119,048 5,142,828 5 Office furniture 129,475 129,475 5 Office equipment 9,471 9,471 5 Construction in process - 147,006 5 Property Plant And Equipment Gross 5,553,053 5,723,839 Accumulated depreciation (2,242,866 ) (1,134,680 ) Total property and equipment - net $ 3,310,187 $ 4,589,159 On April 7, 2021, the Company entered into a Technology License Agreement with Fuel Butler LLC (“Licensor”), under which the Company licensed certain proprietary technology. Under the terms of the license, the Company issued 33,216 41,520 23,251 91,344 66,432 30.08 132,864 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The impairment loss of $ 1,987,500 See Note 9 for details of intangibles from an acquisition during the year ended December 31, 2022. Additionally, goodwill was considered impaired, and the Company recognized an impairment loss of $ 166,838 The fair value of the intangibles was estimated using a combination of market comparables (level 1 inputs) and expected present value of future cash flows (level 3 inputs) and as a result impairment was recorded for a total of $ 482,064 During the year ended December 31, 2023, the Company recorded an impairment loss of $ 105,506 Depreciation and amortization expense for the years ended December 31, 2023 and 2022 was $ 1,108,186 1,769,621 These amounts are included as a component of general and administrative expenses in the accompanying consolidated statements of operations. During the year ended December 31, 2023, the Company adjusted the balance of its vehicles and related notes payable – vehicles by $ 24,664 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | Note 4 – Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities were as follows at December 31, 2023 and 2022, respectively: Schedule of Accounts Payable and Accrued Liabilities December 31, 2023 December 31, 2022 Accounts payable $ 845,275 $ 987,012 Accrued payroll - 266,453 Accrued interest payable - related parties 72,428 - Accrued interest payable - 3,014 Accounts payable and accrued liabilities $ 917,703 $ 1,256,479 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Debt | Note 5 – Debt The following represents a summary of the Company’s debt (notes payable – related parties, third party debt for notes payable (including those owed on vehicles), and line of credit, including key terms, and outstanding balances at December 31, 2023 and 2022, respectively. Notes Payable – Related Parties The following is a summary of the Company’s notes payable – related parties at December 31, 2023 and 2022: Schedule of Notes Payable Related Parties Balance - December 31, 2022 $ - Advances 5,267,500 Debt discount/issue costs (1,608,900 ) Amortization of debt discount/issue costs 1,406,015 Repayments (262,500 ) Balance - December 31, 2023 $ 4,802,115 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The following is a detail of the Company’s notes payable – related parties at December 31, 2023 and 2022: Schedule of Company’s Notes Payable Related Parties Notes Payable - Related Parties Note Holder Issue Date Maturity Date Shares Issued with Debt Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 Note #1 April 19, 2023 April 19, 2024 250,000 10.00 % 18.00 % All assets $ 1,500,000 $ - Note #2 September 22, 2023 March 22, 2024 150,000 A 10.00 % 18.00 % All assets 600,000 - Note #3 October 13, 2023 January 13, 2024 260,000 B 0.00 % 18.00 % All assets 320,000 - Note #4 July 5, 2023 January 5, 2024 - 8.00 % 18.00 % All assets 440,000 - Note #5 August 2, 2023 February 2, 2024 - 8.00 % 18.00 % All assets 440,000 - Note #6 August 23, 2023 February 23, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #7 August 30, 2023 February 29, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #8 September 6, 2023 January 6, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #9 September 13, 2023 January 13, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #10 November 3, 2023 January 3, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #11 November 21, 2023 January 21, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #12 December 4, 2023 February 4, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #13 December 13, 2023 February 13, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #14 December 18, 2023 February 18, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #15 December 20, 2023 February 20, 2024 - 8.00 % 18.00 % All assets 55,000 - Note #16 December 27, 2023 February 27, 2024 - 8.00 % 18.00 % All assets 165,000 - 5,005,000 - Less: unamortized debt discount 202,885 - $ 4,802,115 $ - A See discussion below regarding global amendment for Notes #2 and #3. B See discussion below regarding the limitation on the issuance of this lender due to a 9.99% equity ownership blocker. Note #1 – Note Payable – Related Party - Material Stockholder greater than 5% and related Loss on Debt Extinguishment The Company originally executed a six-month (6) note payable with a face amount of $ 1,500,000 150,000 140,000 290,000 1,210,000 290,000 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 In connection with obtaining this debt, the Company also committed 250,000 100,000 256,000 2.56 546,000 See Note 8. In October 2023 (the initial maturity date), the Company executed a loan extension with the lender to extend the due date from October 2023 to April 2024. At this time, the remaining 150,000 The Company evaluated the modification of terms under ASC 470-50, “Debt - Modification and Extinguishment”, and concluded that the extension of the maturity date resulted in significant and consequential changes to the economic substance of the debt and thus resulted in an extinguishment of the debt. Specifically, on the date of modification, the Company determined that the present value of the cash flows of the modified debt instrument was greater than 10% different from the present value of the remaining cash flows under the original debt instrument. As a result, the Company recorded a loss on debt extinguishment of $ 291,000 Schedule of Loss on Debt Extinguishment Fair value of debt and common stock on extinguishment date * $ 1,791,000 Fair value of debt subject to modification 1,500,000 Loss on debt extinguishment - related party $ 291,000 * The Company valued the issuance of the 150,000 291,000 1.94 This note also contains a conversion feature only upon an event of default. The conversion feature is equal to the greater of (a) $ 1.54 The Company has determined that in the event of default, the note at that time will be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. At December 31, 2023, the Company is not in default on this note and believes it is in compliance with all terms and conditions of the note. This lender is considered a related party since it has a greater than 5 Note #2 – Note Payable – Related Party - Material Stockholder greater than 5% The Company executed a six-month (6) note payable with a face amount of $ 600,000 60,000 28,900 88,900 511,100 In connection with obtaining this note, the Company also issued 150,000 406,500 2.71 The issuance of these shares resulted in an additional debt issue cost. In total, the Company recorded debt discounts/issuance costs of $ 495,400 See Note 8. While the note is initially due in March 2024, the Company has the right to extend the note by an additional six-months (6) to September 2024. Subsequent to December 31, 2023, pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 1.23 0.70 10,000,000 15,000,000 The Company has determined that in the event of default, the note at that time will be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 At December 31, 2023, the Company is not in default on this note and believes it is in compliance with all terms and conditions of the note. This lender is considered a related party since it has a greater than 5 Note #3 – Note Payable – Related Party - Material Stockholder greater than 5% In October 2023, the Company executed a three-month (3) note payable with a face amount of $ 320,000 48,000 272,000 In connection with obtaining this note, the Company was required to issue 260,000 539,760 2.076 9.99 The future issuance of these shares resulted in an additional debt issue cost. In total, the Company recorded debt discounts/issuance costs of $ 320,000 320,000 Subsequent to December 31, 2023, pursuant to the January 17, 2024 global amendment, effective for all previously issued notes with this lender, in the event of default, the lender may convert the note into shares of common stock equal to the greater of $ 1.23 0.70 10,000,000 15,000,000 The Company has determined that in the event of default, the note at that time will be treated as a derivative liability subject to financial reporting at fair value and related mark to market adjustments in subsequent reporting periods. This note is subject to cross-default. In the event this note or any other notes issued by this lender are in default (Notes #1, #2 and #3), all of the notes with this lender will be considered in default. At December 31, 2023, the Company is not in default on this note and believes it is in compliance with all terms and conditions of the note. This lender is considered a related party since it has a greater than 5 Subsequent to the year ended December 31, 2023, in January 2024, with respect to Notes #2 and #3 discussed above, as a result of extending the note maturity dates as amended to April 19, 2024, the Company is required to issue 180,000 9.99 The Company determined the fair value of these shares to be $ 270,000 1.50 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Notes #4 - #16 - Notes Payable – Related Party - Material Stockholder greater than 20% During the year ended December 31, 2023, the Company executed several two-month (2) notes payable with an aggregate face amount of $ 2,585,000 235,000 2,350,000 These notes are initially due two-months (2) from their issuance dates. If the notes reach maturity and are still outstanding, the notes and related accrued interest will automatically renew for successive two-month (2) periods. These notes bear interest at 8 st 18 The lender is required to issue in writing any event of default. If an event of default occurs, all outstanding principal and accrued interest will be multiplied by 150% and become immediately due. Additionally, if the Company raises $ 3,000,000 Finally, in an event of default, the lender has the right to convert any or all of the outstanding principal and accrued interest into common stock equal to the greater of the average VWAP closing price over the ten (10) trading days ending on the date of conversion or $ 0.70 (the floor price). In the event such a conversion were to occur, which can only happen by default, the Company would evaluate the potential for recording derivative liabilities. At December 31, 2023, the Company is not in default on any of these notes and believes it is in compliance with all terms and conditions of the notes. This lender is considered a related party as it is controlled by Michael Farkas, an approximate 20 Note Payable - Other During 2023, an entity controlled by this majority stockholder (approximately 20 12,500 250,000 262,500 13,125 275,625 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Note Payable (non-vehicles) The following is a summary of the Company’s note payable (non-vehicles) at December 31, 2023 and 2022, respectively: Schedule of Notes Payable Non - Vehicles Balance - December 31, 2022 $ - Face amount of note 275,250 Debt discount (25,250 ) Amortization of debt discount 9,729 Repayments (133,289 ) Balance - December 31, 2023 $ 126,440 The Company executed a note payable with a face amount of $ 275,250 8.9 275,250 25,250 10 25,250 250,000 The following is a detail of the Company’s note payable (non-vehicles) at December 31, 2023 and 2022, respectively: Notes Payable Issue Date Maturity Date Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 April 16, 2023 December 12, 2024 * N/A All assets $ 141,961 $ - * initially 6.5 Less: unamortized debt discount 15,521 - $ 126,440 $ - Notes Payable - Vehicles The following is a summary of the Company’s notes payable for its vehicles at December 31, 2023 and 2022, respectively: Schedule of Notes Payable for Vehicles Balance - December 31, 2021 $ 476,313 Acquisition of vehicles in exchange for notes payable 2,166,643 Repayments (633,060 ) Balance - December 31, 2022 2,009,896 Repayments (836,618 ) Balance - December 31, 2023 $ 1,173,278 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The following is a detail of the Company’s notes payable for its vehicles at December 31, 2023 and 2022, respectively: Schedule of the Company’s Notes Payable for Vehicles Notes Payable - Vehicles Issue Date Maturity Date Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 January 15, 2021 November 15, 2025 11.00 % N/A This vehicle $ 28,370 $ 40,976 April 9, 2019 December 12, 2023 7.44 % N/A This vehicle - 8,174 April 9, 2019 December 12, 2023 7.44 % N/A This vehicle - 6,986 April 9, 2019 February 17, 2024 4.90 % N/A This vehicle 1,873 10,670 December 15, 2021 December 18, 2024 3.50 % N/A This vehicle 37,823 74,357 December 16, 2021 December 18, 2024 3.50 % N/A This vehicle 37,023 72,784 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,046 78,585 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,046 78,585 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,944 80,226 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,045 78,585 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,157 86,271 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,157 86,271 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 51,157 86,270 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,862 87,481 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 20,837 32,536 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 20,838 32,536 November 1, 2021 November 11, 2025 4.84 % N/A This vehicle 17,913 26,578 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 18,572 28,261 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 18,572 28,261 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 24,035 33,813 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 24,032 33,813 April 27, 2022 May 10, 2027 9.05 % N/A This vehicle 107,047 132,246 April 27, 2022 May 1, 2026 8.50 % N/A This vehicle 73,585 101,237 1,173,278 2,009,896 Less: current portion 819,788 811,516 Long term portion $ 353,490 $ 1,198,380 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Debt Maturities The following represents the maturities of the Company’s various debt arrangements for each of the five (5) succeeding years and thereafter as follows: Schedule of Maturities of Long Term Debt For the Year Ended December 31, Notes Payable - Related Parties Notes Payable Vehicles Total 2024 $ 4,802,115 $ 126,440 $ 819,788 $ 5,748,343 2025 - - 282,212 282,212 2026 - - 55,827 55,827 2027 - - 15,451 15,451 Total $ 4,802,115 $ 126,440 $ 1,173,278 $ 6,101,833 Line of Credit On December 10, 2021, the Company entered into a Securities-Based Line of Credit, Promissory Note, Security, Pledge and Guaranty Agreement (the “Line of Credit”) with City National Bank of Florida. Pursuant to the revolving Line of Credit, the Company may borrow up to the Credit Limit, determined from time to time in the sole discretion of the Bank. The Credit Limit was $ 0 3,000,000 Outstanding borrowings under the line of credit were $ 0 3,000,000 The line of credit was repaid in September 2023 for $ 1,008,813 1,000,000 8,813 To secure the repayment of the Credit Limit, the Bank had a first priority lien and continuing security interest in the securities held in the Company’s investment portfolio with the Bank. The Company liquidated its entire position in the investment portfolio during the second quarter of 2023. The amount outstanding under the Line of Credit bore interest equal to the Reference Rate plus the Spread (as defined in the Line of Credit) in effect each day. Interest was due and payable monthly in arrears. The interest rate on the Line of Credit was 5.75 The Bank could, at any time, without notice, and at its sole discretion, demand the repayment of the outstanding line of credit. In connection with the repayment of the line of credit, no further advances had been made and the bank closed the line of credit. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Debt | Note 5 – Notes Payable – Related Party Debt During the year ended December 31, 2023 and 2022, our Chief Executive Officer advanced $ 3,835,000 34,650 The notes bear interest ranging from 4-5%, with an additional 5-6% of imputed interest (9%-11% in total) At December 31, 2023 and 2022, the balance due was $ 3,869,650 34,650 Imputed interest expense for the years ended December 31, 2023 and 2022 was $ 74,559 1,732 Total interest expense for the years ended December 31, 2023 and 2022 was $ 123,855 3,463 NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 6 – Fair Value of Financial Instruments The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level in which to classify them for each reporting period. This determination requires significant judgments to be made. The Company did not have any assets or liabilities measured at fair value on a recurring basis at December 31, 2023. As noted above, all of the Company’s corporate bonds were measured at fair value at December 31, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Commitments and Contingencies | Note 7 – Commitments and Contingencies Operating Leases We have entered into various operating lease agreements, including our corporate headquarters. We account for leases in accordance with ASC Topic 842: Leases, Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments over the lease term. Lease right-of-use assets and liabilities at commencement are initially measured at the present value of lease payments over the lease term. We generally use our incremental borrowing rate based on the information available at commencement to determine the present value of lease payments except when an implicit interest rate is readily determinable. We determine our incremental borrowing rate based on market sources including relevant industry data. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 We have lease agreements with lease and non-lease components and have elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component, from both a lessee and lessor perspective with the exception of direct sales-type leases and production equipment classes embedded in supply agreements. From a lessor perspective, the timing and pattern of transfer are the same for the non-lease components and associated lease component and, the lease component, if accounted for separately, would be classified as an operating lease. We have elected not to present short-term leases on the balance sheet as these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that we are reasonably certain to exercise. All other lease assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Because most of our leases do not provide an implicit rate of return, we used our incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. Our leases, where we are the lessee, do not include an option to extend the lease term. For purposes of calculating lease liabilities, lease term would include options to extend or terminate the lease when it is reasonably certain that we will exercise such options. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense, included as a component of general and administrative expenses, in the accompanying consolidated statements of operations. Certain operating leases provide for annual increases to lease payments based on an index or rate, our lease has no stated increase, payments were fixed at lease inception. We calculate the present value of future lease payments based on the index or rate at the lease commencement date. Differences between the calculated lease payment and actual payment are expensed as incurred. At December 31, 2023 and 2022, respectively, the Company had no financing leases as defined in ASC 842, “Leases.” On December 3, 2021, the Company signed a lease for 5,778 39 21,773 The initial base rent of $ 14,743 735,197 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Schedule of Operating Lease Assets and Liabilities December 31, 2023 December 31, 2022 Assets Operating lease - right-of-use asset - non-current $ 297,394 $ 521,782 Liabilities Operating lease liability $ 316,008 $ 546,022 Weighted-average remaining lease term (years) 1.25 2.25 Weighted-average discount rate 5 % 5 % The components of lease expense were as follows: Schedule of Components of Lease Expense December 31, 2023 December 31, 2022 Operating lease costs - - Amortization of right-of-use operating lease asset $ 224,388 $ 213,415 Lease liability expense in connection with obligation repayment 21,389 $ 32,362 Total operating lease costs $ 245,777 $ 245,777 Supplemental cash flow information related to operating leases was as follows: Operating cash outflows from operating lease (obligation payment) $ 251,403 $ 246,538 Right-of-use asset obtained in exchange for new operating lease liability $ - $ 735,197 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Future minimum lease payments under non-cancellable leases for the years ended December 31 were as follows: Schedule of Future Minimum Payments Under Non-Cancellable Leases 2024 $ 256,414 2025 69,421 2026 2027 Total undiscounted cash flows 325,835 Less: amount representing interest (9,827 ) Present value of operating lease liability 316,008 Less: current portion of operating lease liability 246,880 Long-term operating lease liability $ 69,128 Operating Lease – Related Party On August 1, 2023, the Company signed a lease for 1,200 48 6,955 The lease is subject to a 3% annual increase. An initial Right of Use (“ROU”) asset of $ 316,557 The tables below present information regarding the Company’s operating lease assets and liabilities – related party at December 31, 2023 and 2022, respectively: Schedule of Operating Lease assets and Liabilities December 31, 2023 December 31, 2022 Assets Operating lease - right-of-use asset - non-current $ 286,397 $ - Liabilities Operating lease liability $ 287,994 $ - Weighted-average remaining lease term (years) 3.58 - Weighted-average discount rate 5 % - The components of lease expense were as follows: Schedule of Components of Lease Expense December 31, 2023 December 31, 2022 Operating lease costs Amortization of right-of-use operating lease asset $ 30,160 $ - Lease liability expense in connection with obligation repayment 6,212 $ - Total operating lease costs $ 36,372 $ - Supplemental cash flow information related to operating leases was as follows: Operating cash outflows from operating lease (obligation payment) $ 34,775 $ - Right-of-use asset obtained in exchange for new operating lease liability $ 316,557 $ - Future minimum lease payments under non-cancellable leases for the years ended December 31 were as follows: Schedule of Future Minimum Payments Under Non-Cancellable Leases 2024 $ 84,503 2025 87,038 2026 89,650 2027 53,199 Total undiscounted cash flows 314,390 Less: amount representing interest (26,396 ) Present value of operating lease liability 287,994 Less: current portion of operating lease liability 72,034 Long-term operating lease liability $ 215,960 Employment Agreements During 2023, the Company executed employment agreements with certain of its officers and directors. These agreements contain various compensation arrangements pertaining to the issuance of stock and cash. The stock portion of the compensation contains vesting provisions and are recorded as earned. For more information on these agreements see related Form 8K’s filed on: ● February 10, 2023 (Non-Independent Director), ● April 19, 2023 (Chief Technology Officer) (“CTO”); and ● April 24, 2023 (Interim Chief Executive Officer) (“ICEO”) Non-Independent Director In February 2023, the Company’s non-independent director received 10,417 40,000 3.84 Chief Technology Officer In April 2023, the Company’s CTO was entitled to receive up to 325,000 832,000 2.56 For the year ended December 31, 2023, the CTO vested in 260,000 665,600 65,000 32,500 52,000 65,000 717,600 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 This expense was recorded as a component of general and administrative expenses for the year ended December 31, 2023. The Company has filed several Form 8K’s during July and August 2023 related to the hiring and termination of various officers, directors and board members. Board Directors (New Board Members) In 2023, the Company granted various board directors an aggregate of 220,840 455,000 1.98 2.21 The Company recognized an expense of $ 238,334 Board Directors (Former Board Members) The Company recognized an expense of $ 207,083 Contingencies – Legal Matters The Company is subject to litigation claims arising in the ordinary course of business. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. The Company does not reduce these liabilities for potential insurance or third-party recoveries. As of December 31, 2023 and 2022, the Company is not aware of any litigation, pending litigation, or other transactions that would require accrual or disclosure. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Commitments and Contingencies | Note 4 – Commitments and Contingencies Litigation, Claims and Assessments In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s financial position or results of operations. At December 31, 2023 and 2022, respectively, there were no such matters. |
Stockholders_ Equity (Deficit)
Stockholders’ Equity (Deficit) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Stockholders’ Equity (Deficit) | Note 8 – Stockholders’ Equity (Deficit) At December 31, 2023 and 2022, respectively, the Company had two (2) classes of stock: Preferred Stock - 5,000,000 - none - Par value - $ 0.0001 - Voting – none - Ranks senior to any other class of preferred stock - Dividends – none - Liquidation preference – none - Rights of redemption – none - Conversion – none Common Stock - 50,000,000 - 4,776,531 3,335,674 - Par value - $ 0.0001 - Voting at 1 vote per share Securities and Incentive Plans See Schedule 14A Information Statements filed with the US Securities and Exchange Commission for complete details of the Company’s Stock Incentive Plans. All issuances under these Plans has been noted below for the years ended December 31, 2023 and 2022, respectively. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Equity Transactions for the Year Ended December 31, 2023 Stock Issued for Cash The Company sold 8,393 25,308 3.06 3.53 3 25,308 Stock Issued for Services – Related Parties The Company issued an aggregate 672,464 1,215,365 1.75 3.51 Stock Issued for Services The Company issued 100,000 272,750 1.92 4.79 Stock Issued for Debt Issuance Costs – Related Party Stock Issued for Debt Issuance Costs – Related Party (Common Stock Issuable) The Company issued 660,000 shares of common stock in connection with the issuance notes payable (See Note 5), having a fair value of $ 919,500 ($ 2.07 - $ 2.71 /share), based upon the quoted closing trading price. Of the total 660,000 260,000 9.99 This lender holds a greater than 5 Equity Transactions for the Year Ended December 31, 2022 Stock Issued for Services – Related Parties The Company issued 45,932 1,309,524 28.51 Stock Issued for Services The Company issued 4,268 102,759 24.08 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Stock Issued for Acquisition The Company issued 5,040 50,000 9.92 Restricted Stock and Related Vesting A summary of the Company’s nonvested shares (due to service based restrictions) as of December 31, 2023 and 2022, is presented below: Schedule of Company Nonvested Shares Non-Vested Shares Number of Weighted Average Balance - December 31, 2021 39,698 $ 3.27 Granted 120,850 5.04 Vested (50,693 ) 21.52 Cancelled/Forfeited (4,375 ) 16.00 Balance - December 31, 2022 105,480 0.56 Granted 826,384 2.31 Vested (261,745 ) 2.69 Cancelled/Forfeited (384,278 ) 2.21 Balance - December 31, 2023 285,841 $ 2.17 The Company has issued various equity grants to board directors, officers, consultants and employees. These grants typically contain a vesting period of one to three years and require services to be performed in order to vest in the shares granted. The Company determines the fair value of the equity grant on the issuance date based upon the quoted closing trading price. These amounts are then recognized as compensation expense over the requisite service period and are recorded as a component of general and administrative expenses in the accompanying consolidated statements of operations. The Company recognizes forfeitures of restricted shares as they occur rather than estimating a forfeiture rate. Any unvested share based compensation is reversed on the date of forfeiture, which is typically due to service termination. At December 31, 2023, unrecognized stock compensation expense related to restricted stock was $ 324,134 1.27 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Stock Options Stock option transactions for the years ended December 31, 2023 and 2022 are summarized as follows: Schedule of Stock Option Activity Stock Options Number of Weighted Weighted Aggregate Weighted Outstanding - December 31, 2021 21,923 $ 14.24 3.25 $ - $ - Vested and Exercisable - December 31, 2021 21,923 $ 14.24 3.25 $ - $ - Unvested and non-exercisable - December 31, 2021 - $ - - $ - $ - Granted 71,558 $ 5.59 $ 4.99 Exercised - - Cancelled/Forfeited - - Outstanding - December 31, 2022 93,481 $ 7.62 3.68 $ - $ - Vested and Exercisable - December 31, 2022 64,823 $ 8.45 3.47 $ - $ - Unvested and non-exercisable - December 31, 2022 28,658 $ 5.74 4.16 $ - $ - Granted 254,824 $ 6.97 $ 0.29 Exercised - $ - Cancelled/Forfeited (348,306 ) $ 7.14 Outstanding - December 31, 2023 - $ - - $ - $ - Vested and Exercisable - December 31, 2023 - $ - - $ - $ - Unvested and non-exercisable - December 31, 2023 - $ - - $ - $ - Year Ended December 31, 2023 The Company granted 254,825 73,920 Of the total, 54,825 50,000 The remaining 200,000 23,920 7,973 0 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The fair value of the stock options granted in 2023 were determined using the Black-Scholes Option pricing model with the following assumptions: Schedule of Fair Value Assumptions Expected term (years) 5.00 Expected volatility 59 62 Expected dividends 0 % Risk free interest rate 4.00 % In, 2023, the Company determined that all outstanding options previously granted were held by former officers, directors and employees. None of these individuals had timely exercised their options post termination in an allowable time period, resulting in the cancellation and forfeiture of any issued and outstanding amounts held. Year Ended December 31, 2022 The Company granted 71,558 357,400 Of the total, 65,308 350,000 Of these total options granted, 28,572 153,125 36,736 9,375 14,063 The remaining 6,250 7,400 3,125 3,700 3,125 3,700 The fair value of the stock options granted in 2022 were determined using the Black-Scholes Option pricing model with the following assumptions: Expected term (years) 5.00 Expected volatility 62 % Expected dividends 0 % Risk free interest rate 1.64 % EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Stock-Based Compensation Stock-based compensation expense for the years ended December 31, 2023 and 2022 and 2022 included those amounts associated with vesting of common stock and options of $ 1,525,146 1,412,283 These amounts also included a reduction related to common stock and stock options for individuals who were terminated and did not vest in their awards, in which the Company recorded previously recognized expense. These amounts were insignificant. Of the totals above, $ 1,215,365 694,524 Warrants Warrant activity for the years ended December 31, 2023 and 2022 are summarized as follows: Schedule of Stock Warrant Activity Warrants Number of Weighted Weighted Aggregate Intrinsic Value Outstanding - December 31, 2021 203,629 $ 4.15 3.22 $ - Vested and Exercisable - December 31, 2021 203,629 $ 4.15 3.22 $ - Unvested - December 31, 2021 - $ - - $ - Granted - Exercised - Cancelled/Forfeited - Outstanding - December 31, 2022 203,629 $ 4.15 2.22 $ 82,756 Vested and Exercisable - December 31, 2022 203,629 $ 4.15 2.22 $ 82,756 Unvested - December 31, 2022 - $ - - $ - Granted - Exercised - Cancelled/Forfeited - Outstanding - December 31, 2023 203,629 $ 4.15 1.22 $ 36,030 Vested and Exercisable - December 31, 2023 203,629 $ 4.15 1.22 $ 36,030 Unvested and non-exercisable - December 31, 2023 - $ - - $ - EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Stockholders’ Equity (Deficit) | Note 7– Stockholders’ Equity (Deficit) As of December 31, 2023, the Company had the following capital structure: - Authorized shares of common stock – 100,000 - Common stock issued and outstanding – 100,000 - Par value of $ 0.001 On March 1, 2024, in connection with the name change and redomiciling to Nevada as a C-Corporation, the Company amended its capital structure as follows: - Increased authorized shares of common stock to 1,000,000,000 0.00001 500,000,000 500,000,000 - Created a series of blank check preferred stock that authorizes for issuance 50,000,000 0.00001 |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition | Note 9 – Acquisition On March 11, 2022, the Company acquired substantially all of the assets of Full Service Fueling (“Seller”), a mobile fueling service provider, for (a) a net amount of $ 321,250 3,750 5,040 50,000 A summary of the purchase price allocation at fair value is below: Schedule of Purchase Price Allocation at Fair Value Consideration paid Cash $ 321,250 Common stock 50,000 Fair value of consideration transferred $ 371,250 Recognized amounts of identifiable assets acquired Vehicles 153,000 Customer list 66,413 Loading rach license 58,857 Other identifiable intangibles 56,124 Total assets acquired 334,394 Goodwill $ 36,856 The vehicles are being depreciated over their estimated useful lives. Goodwill of $ 36,856 All of the remaining intangibles, including goodwill, were deemed fully impaired at December 31, 2022. At December 31, 2023, the vehicles acquired are still in service. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Material Definitive Agreement a
Material Definitive Agreement as Amended and Reverse Acquisition | 12 Months Ended |
Dec. 31, 2023 | |
Material Definitive Agreement As Amended And Reverse Acquisition | |
Material Definitive Agreement as Amended and Reverse Acquisition | Note 10 – Material Definitive Agreement as Amended and Reverse Acquisition Entry into Material Definitive Agreement Related Party – as Amended and Restated On August 10, 2023, the Company, the members (the “Members”) of NextNRG Holding Corp (formerly Next Charging LLC 100 % of the membership interests of Next Charging (the “Membership Interests”) in exchange for up to 100,000,000 shares of common stock. This agreement was amended on November 2, 2023, as follows: - 35,000,000 - 35,000,000 - 30,000,000 As an additional condition to be satisfied prior to the Closing, Next Charging is also required to take actions to record the assignment to itself of a patent mentioned in the Amended and Restated Exchange Agreement. Next Charging is a renewable energy company formed by Michael D. Farkas. Next Charging has plans to develop and deploy wireless electric vehicle charging technology coupled with battery storage and solar energy solutions. Upon Closing, the board of directors of the Company will appoint Michael Farkas as Chief Executive Officer, Director and Executive Chairman of the Company. Mr. Farkas is the managing member and CEO of Next Charging. Mr. Farkas is also the beneficial owner of approximately 20 The Closing is subject to customary closing conditions, including (i) that the Company take the actions necessary to amend its certificate of incorporation to increase the number of authorized shares of Common Stock from 50,000,000 shares of Common Stock to 500,000,000 shares of Common Stock, (ii) the receipt of the requisite stockholder approval, (iii) the receipt of the requisite third-party consents and (iv) compliance with the rules and regulations of The Nasdaq Stock Market At the time of closing, there will be a change in control, in a transaction treated as a reverse acquisition. See Form 8-K filed on November 2, 2023 for additional information. On March 1, 2024, Next Charging reincorporated in the state of Nevada as a C-Corporation and changed its name to NextNRG Holding Corp. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 At December 31, 2023 and the date of these financial statements, the agreement has not yet closed. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Income Taxes | Note 11 – Income Taxes The Components of the deferred tax assets and liabilities at December 31, 2023 and 2022 were approximately as follows: Schedule of Deferred Tax Assets and Liabilities December 31, 2023 December 31, 2022 Deferred Tax Assets Stock based compensation $ 142,000 $ 203,000 Intangibles 719,000 908,000 Net operating loss carryforward 10,775,000 8,147,000 Lease liabilities 80,000 138,000 Capitalized research expenditures 367,000 354,000 Bad debt reserve 21,000 - Other 9,000 8,000 Total deferred tax assets 12,113,000 9,758,000 Deferred Tax Liabilities Depreciation (683,000 ) (872,000 ) Prepaid assets (47,000 ) (34,000 ) Right-of-Use asset (75,000 ) (132,000 ) Total deferred tax liabilities (805,000 ) (1,038,000 ) Deferred Tax Assets 11,308,000 8,720,000 Less: valuation allowance (11,308,000 ) (8,720,000 ) Deferred tax asset – $ - $ - The components of the income tax benefit and related valuation allowance for the years ended December 31, 2023 and 2022 was approximately as follows: Schedule of Income Tax Benefit and Related Valuation Allowance December 31, 2023 December 31, 2022 Current $ - $ - Deferred (2,588,000 ) (4,149,000 ) Total income tax provision (benefit) (2,588,000 ) (4,149,000 ) Less: valuation allowance 2,588,000 4,149,000 Total Tax Provision $ - $ - EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 A reconciliation of the provision for income taxes for the years ended December 31, 2023 and 2022 as compared to statutory rates was approximately as follows: Schedule of Reconciliation of Provision for Income Taxes December 31, 2023 December 31, 2022 Federal income tax expense (benefit) - 21 $ (2,199,000 ) $ (3,676,000 ) State income tax expense (benefit) - 4.35 (455,000 ) (761,000 ) Permanent differences – (25,000 ) 255,000 Deferred adjustments 91,000 33,000 Change in valuation allowance 2,588,000 4,149,000 Income tax expense (benefit) $ - $ - Federal net operating loss carry forwards at December 31, 2023 and 2022 were approximately as follows: Schedule of Operating Loss Carry Forwards December 31, 2023 December 31, 2022 $ 43,000,000 $ 33,000,000 The Company reviews its filing positions for all open tax years in all U.S. Federal and State jurisdictions where the Company is required to file. The tax years subject to examination include the years 2020 and forward. There are no uncertain tax positions that would require recognition in the consolidated financial statements. If the Company incurs an income tax liability in the future, interest on any income tax liability would be reported as interest expense and penalties on any income tax liability would be reported as income taxes. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment at a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof as well as other factors. |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Income Taxes | Note 6 – Income Taxes The Company’s tax expense differs from the “expected” tax expense for the period are approximately as follows: Schedule of Reconciliation of Provision for Income Taxes December 31, 2023 December 31, 2022 Federal income tax benefit - 21 $ (125,000 ) $ (3,000 ) Non-deductible items 16,000 - Subtotal (109,000 ) (3,000 ) Change in valuation allowance 109,000 3,000 Income tax benefit $ - $ - The tax effects of temporary differences that give rise to significant portions of deferred tax assets and liabilities at December 31, 2023 and 2022 are approximately as follows: Schedule of Deferred Tax Assets and Liabilities December 31, 2023 December 31, 2022 Deferred Tax Assets Net operating loss carryforwards (112,000 ) (3,000 ) Total deferred tax assets (112,000 ) (3,000 ) Less: valuation allowance 112,000 3,000 Net deferred tax asset recorded $ - $ - For the years ended December 31, 2023 and 2022, the Company had net operating loss carryforwards of $ 533,000 12,000 The Company reviews its filing positions for all open tax years in all U.S. Federal and State jurisdictions where the Company is required to file. The tax years subject to examination include the years 2020 and forward. There are no uncertain tax positions that would require recognition in the financial statements. If the Company incurs an income tax liability in the future, interest on any income tax liability would be reported as interest expense and penalties on any income tax liability would be reported as income taxes. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment at a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof as well as other factors. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Subsequent Events | Note 12 – Subsequent Events Notes Payable Related Party – Material Stockholder greater than 20% Subsequent to December 31, 2023, the Company executed several two-month (2) notes payable with an aggregate face amount of $ 1,375,000 125,000 1,250,000 These notes are initially due two-months (2) from their issuance dates. If the notes reach maturity and are still outstanding, the notes and related accrued interest will automatically renew for successive two-month (2) periods. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 These notes bear interest at 8 st 18 In connection with obtaining these notes, the Company also issued 156,000 The lender is required to issue in writing any event of default. If an event of default occurs, all outstanding principal and accrued interest will be multiplied by 150% and become immediately due. Additionally, if the Company raises $ 3,000,000 Finally, in an event of default, the lender has the right to convert any or all of the outstanding principal and accrued interest into common stock equal to the greater of the average VWAP closing price over the ten (10) trading days ending on the date of conversion or $ 0.70 (the floor price). In the event such a conversion were to occur, which can only happen by default, the Company would evaluate the potential for recording derivative liabilities. This lender is considered a related party as it is controlled by Michael Farkas, an approximate 20 See Note 5 for all other related note issuances with this lender. NASDAQ – Continued Listing Rule or Standard As previously disclosed, on August 22, 2023, the Company received a letter from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company’s stockholders’ equity did not comply with the minimum $ 2,500,000 On February 21, 2024, the Company received a delist determination letter (the “Delist Letter”) from the Staff advising the Company that the Staff had determined that the Company did not meet the terms of the extension. Specifically, the Company did not complete its proposed transaction to regain compliance with the Equity Rule and evidence compliance on or before February 20, 2024. The Company has requested an appeal for the Staff’s determination. The hearing has been scheduled for May 2, 2024. At the hearing, the Company intends to present its plan for regaining compliance with the Equity Rule and may request a further extension to complete the execution of its plan. No assurance can be provided that Nasdaq will ultimately accept the Company’s plan or that the Company will ultimately regain compliance with the Equity Rule. See Form 8-K filed on February 23, 2024. |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Subsequent Events | Note 8 – Subsequent Events Subsequent Events In 2024, the Company purchased Stat-EI Inc, a microgrid technology company for $ 5.5 million in the form of and a 7 3,700,000 On March 1, 2024, Next Charging LLC was reincorporated in Nevada as a C-Corporation and changed its name to NextNRG Holding Corp. (“NextNRG” or “the Company”). |
Note Receivable - Related Party
Note Receivable - Related Party | 12 Months Ended |
Dec. 31, 2023 | |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Note Receivable - Related Party | Note 3 – Note Receivable - Related Party The note receivables to the Farkas Group in amount of $ 73,579 at 3 % interest rate for both 2023 and 2022 with total accrued interest was fully paid off in the 3rd quarter of 2023. The interest receivable amounts at December 31, 2023 and 2022 was $ 0 and $ 9,796 , respectively. The interest income for 2023 was $ 895 and for 2022 was $ 1,556 The Company loaned to EzFill Holding, Inc. (“EZFL”), a related party (our Chief Executive Officer and sole owner has an approximate 20% ownership interest in EZFL), a total of $ 2,585,000 8 At December 31, 2023 and 2022, the Company reflected note receivable – related party of $ 2,582,675 nd $ 72,191 Schedule of Note Receivable Related Party Notes Receivable consist of the following at December 31, 2023: Note receivable $ 2,770,700 Interest receivable 177,548 Less: accretion discount 56,475 Less: allowance for doubtful accounts 309,098 Notes receivable – net $ 2,582,675 Notes Receivable consist of the following at December 31, 2022: Note receivable $ 248,095 Interest receivable 115,937 Less: allowance for doubtful accounts 291,841 Notes receivable – net $ 72,191 At December 31, 2023 and 2022, the Company reflected related accrued interest receivable of $ 54,150 0 For the years ended of $ 233,910 0 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Principles of Consolidation | Principles of Consolidation These consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Business Combinations | Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents the excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows, and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company’s current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company’s operating results. See Note 9 regarding acquisition and related impairment during the year ended December 31, 2022. |
Business Segments and Concentrations | Business Segments and Concentrations The Company uses the “management approach” to identify its reportable segments. The management approach requires companies to report segment financial information consistent with information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s reportable segments. The Company manages its business as one reportable segment. Customers in the United States accounted for 100% of our revenues. We do not have any property or equipment outside of the United States. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Use of Estimates | Use of Estimates and Assumptions Preparing financial statements in conformity with U.S. GAAP 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 reported period. Actual results could differ from those estimates, and those estimates may be material. Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and other assumptions, which include both quantitative and qualitative assessments that it believes to be reasonable under the circumstances. Significant estimates during the years ended December 31, 2023 and 2022, respectively, include, allowance for doubtful accounts and other receivables, inventory reserves and classifications, valuation of loss contingencies, valuation of stock-based compensation, estimated useful lives related to property and equipment, impairment of intangible assets, implicit interest rate in right-of-use operating leases, uncertain tax positions, and the valuation allowance on deferred tax assets. |
Risks and Uncertainties | Risks and Uncertainties The Company operates in an industry that is subject to intense competition and changes in consumer demand. The Company’s operations are subject to significant risk and uncertainties including financial and operational risks including the potential risk of business failure. The Company has experienced, and in the future may experience, variability in sales and earnings. The factors expected to contribute to this variability include, among others, (i) the cyclical nature of the industry, (ii) general economic conditions in the various local markets in which the Company competes, including a potential general downturn in the economy, and (iii) the volatility of prices in connection with the Company’s distribution of the product. These factors, among others, make it difficult to project the Company’s operating results on a consistent basis. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. The three tiers are defined as follows: ● Level 1 – Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 – Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and ● Level 3 – Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. See Investments below regarding classification as Level 1 for our Corporate Bonds (all investments were fully liquidated during 2023). The determination of fair value and the assessment of a measurement’s placement within the hierarchy requires judgment. Level 3 valuations often involve a higher degree of judgment and complexity. Level 3 valuations may require the use of various cost, market, or income valuation methodologies applied to unobservable management estimates and assumptions. Management’s assumptions could vary depending on the asset or liability valued and the valuation method used. Such assumptions could include estimates of prices, earnings, costs, actions of market participants, market factors, or the weighting of various valuation methods. The Company may also engage external advisors to assist us in determining fair value, as appropriate. Although the Company believes that the recorded fair value of our financial instruments is appropriate, these fair values may not be indicative of net realizable value or reflective of future fair values. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Company’s financial instruments, including cash, accounts receivable, accounts payable and accrued expenses, and accounts payable and accrued expenses – related party, are carried at historical cost. At December 31, 2023 and 2022, respectively, the carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. ASC 825-10 “Financial Instruments” |
Cash and Cash Equivalents and Concentration of Credit Risk | Cash and Cash Equivalents and Concentration of Credit Risk For purposes of the consolidated statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase date and money market accounts to be cash equivalents. At December 31, 2023 and 2022, respectively, the Company did not have any cash equivalents. The Company is exposed to credit risk on its cash and cash equivalents in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $ 250,000 At December 31, 2023 and 2022, respectively, the Company did not experience any losses on cash balances in excess of FDIC insured limits. |
Investments | Investments Available-for-sale debt securities are recorded at fair value with the net unrealized gains and losses (that are deemed to be temporary) reported as a component of other comprehensive income (loss). Realized gains and losses and charges for other-than-temporary impairments are included in determining net income, with related purchase costs based on the first-in, first-out method. Premiums or discounts on debt are amortized straight line over the term. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Company evaluates its available-for-sale-investments for possible other-than-temporary impairments by reviewing factors such as the extent to which, and length of time, an investment’s fair value has been below the Company’s cost basis, the issuer’s financial condition, and the Company’s ability and intent to hold the investment for sufficient time for its market value to recover. For impairments that are other-than-temporary, an impairment loss is recognized in earnings equal to the difference between the investment’s cost and its fair value at the balance sheet date of the reporting period for which the assessment is made. The fair value of the investment then becomes the new amortized cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The following is a summary of the unrealized gains, losses, and fair value by investment type at December 31, 2023 and 2022, respectively: Schedule of Unrealized Gains, Losses, and Fair Value December 31, 2023 Amortized Cost Gross Unrealized Losses Fair Value Corporate Bonds $ - $ - $ - December 31, 2022 Amortized Cost Gross Unrealized Losses Fair Value Corporate Bonds $ 2,164,672 $ (44,590 ) $ 2,120,082 During the year ended December 31, 2023, the Company received proceeds of $ 2,130,116 Realized losses, including amortization of bond premiums on these debt securities were $ 34,556 52,096 During the year ended December 31, 2022, corporate bonds totaling $ 1,151,186 All remaining corporate bonds were liquidated in 2023, resulting in a non-cash gain on sale of debt securities of $ 44,590 At December 31, 2022, all of our corporate bonds were considered a Level 1 asset as their pricing was identifiable through quote prices in active markets for identical assets. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at the amount management expects to collect from outstanding customer balances. Credit is extended to customers based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable. The Company does not require collateral. Management periodically assesses the Company’s accounts receivable and, if necessary, establishes an allowance for estimated uncollectible amounts. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. Accounts determined to be uncollectible are charged to operations when that determination is made. The following is a summary of the Company’s accounts receivable at December 31, 2023 and 2022: Schedule of Accounts Receivable December 31, 2023 December 31, 2022 Accounts receivable $ 1,274,112 $ 766,692 Less: allowance for doubtful accounts 81,772 - Accounts receivable – $ 1,192,340 $ 766,692 There was bad debt expense of $ 83,564 17,489 Bad debt expense (recovery) is recorded as a component of general and administrative expenses in the accompanying consolidated statements of operations. |
Inventory | Inventory Inventory consists solely of fuel. Inventory is stated at the lower of cost or net realizable value using the first-in, first-out (“FIFO”) method of inventory valuation. Management assesses the recoverability of its inventory and establishes reserves on a quarterly basis. There were no At December 31, 2023 and 2022, the Company had inventory of $ 134,057 151,248 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Concentrations | Concentrations The Company has the following concentrations related to its sales, accounts receivable and vendor purchases greater than 10% of their respective totals: Schedule of Concentration of Risk Sales Year Ended December 31, Customer 2023 2022 A 22.19 % 11.46 % B 12.07 % 11.26 % C 0.00 % 31.75 % Total 34.26 % 54.47 % Accounts Receivable Year Ended December 31, Customer 2023 2022 A 46.57 % 47.48 % B 13.50 0 % Total 60.07 % 47.48 % Vendor Purchases Year Ended December 31, Vendor 2023 2022 A 48.93 % 78.62 % B 38.29 % 17.91 % C 12.11 % 3.15 % Total 99.33 % 99.68 % EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Impairment of Long-lived Assets including Internal Use Capitalized Software Costs | Impairment of Long-lived Assets including Internal Use Capitalized Software Costs Management evaluates the recoverability of the Company’s identifiable intangible assets and other long-lived assets when events or circumstances indicate a potential impairment exists, in accordance with the provisions of ASC 360-10-35-15 “Impairment or Disposal of Long-Lived Assets.” If impairment is indicated based on a comparison of the assets’ carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. There were no See note 3 for discussion of impairments of long lived assets. |
Property and equipment | Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided on the straight-line basis over the estimated useful lives of the assets. Expenditures for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected in operations. Management reviews the carrying value of its property and equipment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. There were no See note 3 for discussion of impairments of long lived assets. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Derivative Liabilities | Derivative Liabilities The Company analyzes all financial instruments with features of both liabilities and equity under FASB ASC Topic No. 480, (“ASC 480”), “ Distinguishing Liabilities from Equity” Upon conversion or repayment of a debt instrument in exchange for shares of common stock, where the embedded conversion option has been bifurcated and accounted for as a derivative liability (generally convertible debt and warrants), the Company records the shares of common stock at fair value, relieves all related debt, derivative liabilities, and any remaining unamortized debt discounts, and where appropriate recognizes a net gain or loss on debt extinguishment (debt based derivative liabilities). In connection with any extinguishments of equity based derivative liabilities (typically warrants), the Company records an increase to additional paid-in capital for any remaining liability balance extinguished. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liabilities at the fair value of the instrument on the reclassification date. At December 31, 2023 and 2022, respectively, the Company had no |
Original Issue Discounts and Other Debt Discounts | Original Issue Discounts and Other Debt Discounts For certain notes issued, the Company may provide the debt holder with an original issue discount. The original issue discount is recorded as a debt discount, reducing the face amount of the note, and is amortized to interest expense over the life of the debt, in the Consolidated Statements of Operations. Additionally, the Company may issue common stock with certain notes issued, which are recorded at fair value. These discounts are also recorded as a component of debt discount, reducing the face amount of the note, and is amortized to interest expense over the life of the debt, in the Consolidated Statements of Operations. The combined debt discounts cannot EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Debt Issue Cost | Debt Issue Cost Debt issuance cost paid to lenders, or third parties are recorded as debt discounts and amortized to interest expense over the life of the underlying debt instrument, in the Consolidated Statements of Operations. |
Right of Use Assets and Lease Obligations | Right of Use Assets and Lease Obligations The Right of Use Asset and Lease Liability reflect the present value of the Company’s estimated future minimum lease payments over the lease term, which may include options that are reasonably assured of being exercised, discounted using a collateralized incremental borrowing rate. Typically, renewal options are considered reasonably assured of being exercised if the associated asset lives of the building or leasehold improvements exceed that of the initial lease term, and the performance of the business remains strong. Therefore, the Right of Use Asset and Lease Liability may include an assumption on renewal options that have not yet been exercised by the Company. The Company’s operating leases contained renewal options that expire at various dates with no residual value guarantees. Future obligations relating to the exercise of renewal options is included in the measurement if, based on the judgment of management, the renewal option is reasonably certain to be exercised. Factors in determining whether an option is reasonably certain of exercise include, but are not limited to, the value of leasehold improvements, the value of the renewal rate compared to market rates, and the presence of factors that would cause a significant economic penalty to the Company if the option is not exercised. Management reasonably plans to exercise all options, and as such, all renewal options are included in the measurement of the right-of-use assets and operating lease liabilities. As the rate implicit in leases are not readily determinable, the Company uses an incremental borrowing rate to calculate the lease liability that represents an estimate of the interest rate the Company would incur to borrow on a collateralized basis over the term of a lease within a particular currency environment. See Note 7. |
Revenue Recognition | Revenue Recognition The Company generates its revenue from mobile fuel sales, either as a one-time purchase, or through a monthly membership. Revenue is recognized at the time of delivery and includes a delivery fee for each delivery or a subscription fee on a monthly basis for memberships. Under Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) “Revenue from Contracts with Customers”, revenue from contracts with customers is measured based on the consideration specified in the contract with the customer, and excludes any sales incentives, discounts, rebates, and amounts collected on behalf of third parties. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 A performance obligation is a promise in a contract to transfer a distinct good or service to a customer and is the unit of account under Topic 606. The Company’s contracts with its customers do not include multiple performance obligations. The Company recognizes revenue when a performance obligation is satisfied by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. The following represents the analysis management has considered in determining its revenue recognition policy: Identify the contract with a customer A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the services to be transferred and identifies the payment terms related to these services, (ii) the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining to the customer. Identify the performance obligations in the contract Performance obligations promised in a contract are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the service either on its own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the services is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised services, the Company must apply judgment to determine whether promised services are capable of being distinct and distinct in the context of the contract. If these criteria are not met the promised services are accounted for as a combined performance obligation. Determine the transaction price The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring services to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. None of the Company’s contracts contain a significant financing component. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Allocate the transaction price to performance obligations in the contract If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. However, if a series of distinct services that are substantially the same qualifies as a single performance obligation in a contract with variable consideration, the Company must determine if the variable consideration is attributable to the entire contract or to a specific part of the contract. For example, a bonus or penalty may be associated with one or more, but not all, distinct services promised in a series of distinct services that forms part of a single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The Company determines standalone selling price based on the price at which the performance obligation is sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. The Company’s contracts have a distinct single performance obligation and there are no contracts with variable consideration. Recognize revenue when or as the Company satisfies a performance obligation Revenue is recognized at the time the related performance obligation is satisfied by transferring a promised service to a customer. The following reflects additional discussion regarding our revenue recognition policies for each of our material revenue streams. For each revenue stream we do not offer any returns, refunds or warranties, and no arrangements are cancellable. Additionally, all contract consideration is fixed and determinable at the initiation of the contract. Currently, the Company only has two separate and distinct single performance obligations in its contractual arrangements. First, the Company generally recognizes membership revenues at the end of each month after services have been rendered. There are no prepaid membership revenues. Second, the Company recognizes fuel sales each month after delivery has occurred. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Contract Liabilities (Deferred Revenue) | Contract Liabilities (Deferred Revenue) Contract liabilities represent deposits made by customers before the satisfaction of performance obligation and recognition of revenue. Upon completion of the performance obligation(s) that the Company has with the customer based on the terms of the contract, the liability for the customer deposit is relieved and revenue is recognized. At December 31, 2023 and 2022, the Company had deferred revenue of $ 0 The following represents the Company’s disaggregation of revenues for the years ended December 31, 2023 and 2022: Schedule of Disaggregation of Revenue Years Ended December 31, 2023 2022 Revenue % of Revenues Revenue % of Revenues Fuel sales $ 22,677,304 97.68 % $ 14,860,475 98.78 % Other 539,119 2.32 % 184,246 1.22 % Total Sales $ 23,216,423 100.00 % $ 15,044,721 100.00 % |
Cost of Sales | Cost of Sales Cost of sales primarily include fuel costs and wages paid to our drivers. |
Income Taxes | Income Taxes The Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. As of December 31, 2023 and 2022, respectively, the Company had no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 The Company recognizes interest and penalties related to uncertain income tax positions in other expense. No For the years ended December 31, 2023 and 2022, respectively, the Company generated net losses, resulting in an estimated income tax liability of $ 0 |
Valuation of Deferred Tax Assets | Valuation of Deferred Tax Assets The Company’s deferred income tax assets include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. The Company reviews the likelihood that it will realize the benefit of its deferred tax assets and therefore the need for valuation allowances on a quarterly basis, or more frequently if events indicate that a review is required. In determining the requirement for a valuation allowance, the historical and projected financial results of the legal entity or consolidated group recording the net deferred tax asset is considered, along with all other available positive and negative evidence. Certain categories of evidence carry more weight in the analysis than others based upon the extent to which the evidence may be objectively verified. The Company looks to the nature and severity of cumulative pretax losses (if any) in the current three-year period ending on the evaluation date, recent pretax losses and/or expectations of future pretax losses. Other factors considered in the determination of the probability of the realization of the deferred tax assets include, but are not limited to: ● Earnings history; ● Projected future financial and taxable income based upon existing reserves and long-term estimates of commodity prices; ● The duration of statutory carry forward periods; ● Prudent and feasible tax planning strategies readily available that may alter the timing of reversal of the temporary difference; ● Nature of temporary differences and predictability of reversal patterns of existing temporary differences; and ● The sensitivity of future forecasted results to commodity prices and other factors. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Concluding that a valuation allowance is not required is difficult when there is significant negative evidence which is objective and verifiable, such as cumulative losses in recent years. The Company utilizes a rolling twelve quarters of pre-tax income or loss as a measure of its cumulative results in recent years. However, a cumulative three year loss is not solely determinative of the need for a valuation allowance. The Company also considers all other available positive and negative evidence in its analysis. At December 31, 2023 and 2022, respectively, the Company has recorded a full valuation allowance against its deferred tax assets resulting in a net carrying amount of $ 0 |
Advertising, Marketing and Promotional Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising costs are included as a component of general and administrative expense in the consolidated statements of operations. The Company recognized $ 136,582 1,364,168 |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for our stock-based compensation under ASC 718 “Compensation – Stock Compensation” The Company uses the fair value method for equity instruments granted to non-employees and uses the Black-Scholes model for measuring the fair value of options. The fair value of stock-based compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods. When determining fair value of stock options, the Company considers the following assumptions in the Black-Scholes model: ● Exercise price, ● Expected dividends, ● Expected volatility, ● Risk-free interest rate; and ● Expected life of option EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Stock Warrants | Stock Warrants In connection with certain financing (debt or equity), consulting and collaboration arrangements, the Company may issue warrants to purchase shares of its common stock. The outstanding warrants are standalone instruments that are not puttable or mandatorily redeemable by the holder and are classified as equity awards. The Company measures the fair value of warrants issued for compensation using the Black-Scholes option pricing model as of the measurement date. However, for warrants issued that meet the definition of a derivative liability, fair value is determined based upon the use of a binomial pricing model. Warrants issued in conjunction with the issuance of common stock are initially recorded at fair value as a reduction in additional paid-in capital of the common stock issued. All other warrants (for services) are recorded at fair value and expensed over the requisite service period or at the date of issuance if there is not a service period. |
Basic and Diluted Earnings (Loss) per Share and Reverse Stock Split | Basic and Diluted Earnings (Loss) per Share and Reverse Stock Split Basic earnings per share is calculated using the two-class method and is computed by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued. Net earnings available to common shareholders represent net earnings to common shareholders reduced by the allocation of earnings to participating securities. Losses are not allocated to participating securities. Common shares outstanding and certain other shares committed to be, but not yet issued, include restricted stock and restricted stock units (“RSUs”) for which no future service is required. Diluted earnings per share is calculated under both the two-class and treasury stock methods, and the more dilutive amount is reported. Diluted earnings per share is computed by taking the sum of net earnings available to common shareholders, dividends on preferred shares and dividends on dilutive mandatorily redeemable convertible preferred shares, divided by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued, plus all dilutive common stock equivalents outstanding during the period (stock options, warrants, convertible preferred stock, and convertible debt). Preferred shares and unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and, therefore, are included in the earnings allocation in computing earnings per share under the two-class method of earnings per share. Unvested shares of common stock are excluded from the denominator in computing net loss per share. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Restricted stock and RSUs granted as part of share-based compensation contain nonforfeitable rights to dividends and dividend equivalents, respectively, and therefore, prior to the requisite service being rendered for the right to retain the award, restricted stock and RSUs meet the definition of a participating security. RSUs granted under an executive compensation plan are not considered participating securities as the rights to dividend equivalents are forfeitable. The following potentially dilutive equity securities outstanding as of December 31, 2023 and 2022 were as follows: Schedule of Dilutive Equity Securities Outstanding December 31, 2023 December 31, 2022 Stock options (vested) - 28,135 Warrants (vested) 203,629 203,629 Total common stock equivalents 203,629 231,764 Warrants and stock options included as commons stock equivalents represent those that are fully vested and exercisable. See Note 9. Based on the potential common stock equivalents noted above at December 31, 2023, the Company has sufficient authorized shares of common stock ( 50,000,000 On April 27, 2023, the Company executed a 1-for-8 reverse stock split 500,000,000 50,000,000 50,000,000 5,000,000 |
Related Parties | Related Parties Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. See Note 4 which includes accrued interest payable – related parties. See Note 5 for a discussion of related party debt. See Note 7 regarding right-of-use operating lease with the Company’s Chief Technology Officer. See Note 8 for a discussion of equity transactions with certain officers and directors. See Note 10 regarding expected share exchange agreement with NextNRG Holding Corp. See Note 11 for a discussion of the Company’s debt arrangements. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 Related Party Agreement with Company owned by Daniel Arbour On February 15, 2023, the Company entered into a consulting agreement (the “Consulting Agreement”) with Mountain Views Strategy Ltd (“Mountain Views”). Daniel Arbour (who as set forth above became a member of the Board on February 10, 2023) is the principal and founder of Mountain Views. Pursuant to the Consulting Agreement, Mountain Views agrees to provide services as an outsourced chief revenue officer. Pursuant to the Consulting Agreement, the Company will pay Mountain Views $ 13,000 Effective May 15, 2023, EzFill Holdings, Inc. (the “Company”) and Mountain Views Strategy Ltd. (“Mountain Views”) entered into an amendment (the “Amendment to the Consulting Agreement”) to the consulting services agreement (the “Consulting Agreement”). As previously reported on the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 16, 2023, Daniel Arbour, who became a member of the Company’s Board of Directors on February 10, 2023, is the principal and founder of Mountain Views. The Consulting Agreement was amended to revise the scope of services that will be provided and to bring the Consulting Fees to $ 5,000 See Note 7. Related Party Agreement with Company owned by Avishai Vaknin On April 19, 2023 (the Effective Date”), the Company entered into a services agreement (the “Services Agreement”) with Telx Computers Inc. (“Telx”). Mr. Avishai Vaknin (“Vaknin”) is the Chief Operating Officer of Telx and its sole shareholder. Pursuant to the Services Agreement, Telx agrees to provide the services listed in Exhibit A of the Services Agreement, which generally entails overseeing all matters relating to the Company’s technology. Pursuant to the Services Agreement, the Company will pay Telx $ 10,000 In connection with this agreement, Vaknin is entitled to receive up to 325,000 260,000 65,000 32,500 32,500 EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 |
Recent Accounting Standards | Recent Accounting Standards Changes to accounting principles are established by the FASB in the form of Accounting Standards Updates (“ASU’s”) to the FASB’s Codification. We consider the applicability and impact of all ASU’s on our consolidated financial position, results of operations, stockholders’ equity, cash flows, or presentation thereof. Management has evaluated all recent accounting pronouncements issued through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the consolidated financial statements of the Company. In March 2022, the Financial Accounting Standards Board (the “FASB”) issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”), which eliminates the accounting guidance on troubled debt restructurings (“TDRs”) for creditors in ASC 310, Receivables (Topic 310), and requires entities to provide disclosures about current period gross write-offs by year of origination. Also, ASU 2022-02 updates the requirements related to accounting for credit losses under ASC 326, Financial Instruments – Credit Losses (Topic 326), and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. This guidance was adopted on January 1, 2023. The adoption of ASU 2022-02 did not have a material impact on the Company’s consolidated financial statements. In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07 - Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating the impact this will have on the Company’s consolidated financial statements and disclosures. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, on either a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of ASU 2023-09 on its consolidated financial statements and related disclosures. EZFILL HOLDING, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on our consolidated financial position, results of operations or cash flows. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no material effect on the consolidated results of operations, stockholders’ equity, or cash flows. |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Principles of Consolidation | Principles of Consolidation These consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that 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 periods. Actual results could materially differ from those estimates and those estimates may be material. |
Cash and Cash Equivalents and Concentration of Credit Risk | Cash and Cash Equivalents and Concentration of Credit Risk For purposes of the statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase date and money market accounts to be cash equivalents. At December 31, 2023 and 2022, respectively, the Company The Company is exposed to credit risk on its cash and cash equivalents in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $ 250,000 At December 31, 2023 and 2022, respectively, the Company did not experience any losses on cash balances in excess of FDIC insured limits. |
Property and equipment | Property and equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided on basis Expenditures for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected in operations. Management reviews the carrying value of its property and equipment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. There were no At December 31, 2023, property and equipment consisted of one vehicle (acquired in 2023), which is being depreciated over an estimated useful life of five years as follows: Schedule of Property Plant and Vehicle Deprication Over Years Vehicle $ 88,734 Less: accumulated depreciation 9,992 Vehicle – net $ 78,742 Depreciation expense for the years ended December 31, 2023 and 2022 was $ 9,992 0 |
Income Taxes | Income Taxes The Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using that will be in records to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date. The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. As of December 31, 2023 and 2022, respectively, the Company had no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. The Company recognizes interest and penalties related to uncertain income tax positions in other expense. No interest and penalties related to uncertain income tax positions were recorded for the years ended December 31, 2023 and 2022, respectively. Effective January 1, 2022, the Company elected to be taxed as a C-Corporation. All activity prior to this date has been passed through to the members of the LLC. |
Advertising, Marketing and Promotional Costs | Advertising, Marketing and Promotional Costs Advertising, marketing, and promotional expenses are expensed as incurred and are included in selling, general and administrative expenses on the accompanying audited statement of operations. For the years ended December 31, 2023, and 2022, advertising, marketing, and promotion expenses were $ 1,050 and $ 10,000, respectively. |
Basic and Diluted Earnings (Loss) per Share and Reverse Stock Split | Basic and Diluted Earnings (Loss) per Share and Reverse Stock Split Basic earnings per share is calculated using the two-class method and is computed by dividing net earnings available to common shareholders by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued. Net earnings available to common shareholders represent net earnings to common shareholders reduced by the allocation of earnings to participating securities. Losses are not allocated to participating securities. Common shares outstanding and certain other shares committed to be, but not yet issued, include restricted stock and restricted stock units (“RSUs”) for which no future service is required. Diluted earnings per share is calculated under both the two-class and treasury stock methods, and the more dilutive amount is reported. Diluted earnings per share is computed by taking the sum of net earnings available to common shareholders, dividends on preferred shares and dividends on dilutive mandatorily redeemable convertible preferred shares, divided by the weighted average number of common shares outstanding and certain other shares committed to be, but not yet issued, plus all dilutive common stock equivalents outstanding during the period (stock options, warrants, convertible preferred stock, and convertible debt). NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 Preferred shares and unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and, therefore, are included in the earnings allocation in computing earnings per share under the two-class method of earnings per share. Unvested shares of common stock are excluded from the denominator in computing net loss per share. Restricted stock and RSUs granted as part of share-based compensation contain nonforfeitable rights to dividends and dividend equivalents, respectively, and therefore, prior to the requisite service being rendered for the right to retain the award, restricted stock and RSUs meet the definition of a participating security. RSUs granted under an executive compensation plan are not considered participating securities as the rights to dividend equivalents are forfeitable. At December 31, 2023 and 2022, the Company had no common stock equivalents. As a result, basic and diluted loss per share amounts are the same. |
Related Parties | Related Parties Parties are considered to be related to the Company if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. See Note 3 which related to a note receivable with the Company’s Chief Executive Officer. See Note 5 for a discussion of related party debt. |
Recent Accounting Standards | Recent Accounting Standards Changes to accounting principles are established by the FASB in the form of Accounting Standards Updates (“ASU’s”) to the FASB’s Codification. We consider the applicability and impact of all ASU’s on our financial position, results of operations, stockholders’ deficit, cash flows, or presentation thereof. Management has evaluated all recent accounting pronouncements issued through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company. In March 2022, the Financial Accounting Standards Board (the “FASB”) issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”), which eliminates the accounting guidance on troubled debt restructurings (“TDRs”) for creditors in ASC 310, Receivables (Topic 310), and requires entities to provide disclosures about current period gross write-offs by year of origination. Also, ASU 2022-02 updates the requirements related to accounting for credit losses under ASC 326, Financial Instruments – Credit Losses (Topic 326), and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. This guidance was adopted on January 1, 2023. The adoption of ASU 2022-02 did not have a material impact on the Company’s financial statements. In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07 - Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating the impact this will have on the Company’s financial statements and disclosures. NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, on either a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of ASU 2023-09 on its financial statements and related disclosures. There are various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on our financial position, results of operations or cash flows. |
Basis of Presentation | Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. |
Going Concern | Going Concern There is substantial doubt about the Company to continue as a going concern. Reasons such as no revenues and multiple period net losses, and negative operating cash flows. be The accompanying financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 The three tiers are defined as follows: ● Level 1 - Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2 - Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and ● Level 3 - Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The determination of fair value and the assessment of a measurement’s placement within the hierarchy requires judgment. Level 3 valuations often involve a higher degree of judgment and complexity. Level 3 valuations may require the use of various cost, market, or income valuation methodologies applied to unobservable management estimates and assumptions. Management’s assumptions could vary depending on the asset or liability valued and the valuation method used. Such assumptions could include estimates of prices, earnings, costs, actions of market participants, market factors, or the weighting of various valuation methods. The Company may also engage external advisors to assist us in determining fair value, as appropriate. Although the Company believes that the recorded fair value of our financial instruments is appropriate, these fair values may not be indicative of net realizable value or reflective of future fair values. The Company’s financial instruments, including cash, notes receivable – related party, accounts payable and accrued expenses, and accounts payable and notes payable – related party, are carried at historical cost. At December 31, 2023 and 2022, respectively, the carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. ASC 825-10 “Financial Instruments” |
Restricted Cash | Restricted Cash (Escrow Deposit) In 2023, the Company paid a deposit of $ 250,000 towards the purchase of Stat-EI Inc, a microgrid technology company. In 2024, the Company closed on the purchase of Stat-EI, Inc., which became a wholly owned subsidiary at that time. The Company paid $ 5,500,000 NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 |
Business Segments | Business Segments The Company uses the “management approach” to identify its reportable segments. The management approach requires companies to report segment financial information consistent with information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s reportable segments. The Company has identified one single reportable operating segment. The Company manages its business on the basis of one operating and reportable segment. |
Notes Receivable and Interest Receivable – Related Party | Notes Receivable and Interest Receivable – Related Party Interest receivable is 309,098 and $ 291,841 , respectively. NextNRG Holding Corp. and Subsidiary Notes to Consolidated Financial Statements For the Years Ended December 31, 2023 and 2022 |
Research and Development | Research and Development Research and development expenses are charged to operations as incurred. During the years ending December 31, 2023 and 2022, the Company incurred $ 0 0 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Unrealized Gains, Losses, and Fair Value | The following is a summary of the unrealized gains, losses, and fair value by investment type at December 31, 2023 and 2022, respectively: Schedule of Unrealized Gains, Losses, and Fair Value December 31, 2023 Amortized Cost Gross Unrealized Losses Fair Value Corporate Bonds $ - $ - $ - December 31, 2022 Amortized Cost Gross Unrealized Losses Fair Value Corporate Bonds $ 2,164,672 $ (44,590 ) $ 2,120,082 |
Schedule of Accounts Receivable | The following is a summary of the Company’s accounts receivable at December 31, 2023 and 2022: Schedule of Accounts Receivable December 31, 2023 December 31, 2022 Accounts receivable $ 1,274,112 $ 766,692 Less: allowance for doubtful accounts 81,772 - Accounts receivable – $ 1,192,340 $ 766,692 |
Schedule of Concentration of Risk | The Company has the following concentrations related to its sales, accounts receivable and vendor purchases greater than 10% of their respective totals: Schedule of Concentration of Risk Sales Year Ended December 31, Customer 2023 2022 A 22.19 % 11.46 % B 12.07 % 11.26 % C 0.00 % 31.75 % Total 34.26 % 54.47 % Accounts Receivable Year Ended December 31, Customer 2023 2022 A 46.57 % 47.48 % B 13.50 0 % Total 60.07 % 47.48 % Vendor Purchases Year Ended December 31, Vendor 2023 2022 A 48.93 % 78.62 % B 38.29 % 17.91 % C 12.11 % 3.15 % Total 99.33 % 99.68 % |
Schedule of Disaggregation of Revenue | The following represents the Company’s disaggregation of revenues for the years ended December 31, 2023 and 2022: Schedule of Disaggregation of Revenue Years Ended December 31, 2023 2022 Revenue % of Revenues Revenue % of Revenues Fuel sales $ 22,677,304 97.68 % $ 14,860,475 98.78 % Other 539,119 2.32 % 184,246 1.22 % Total Sales $ 23,216,423 100.00 % $ 15,044,721 100.00 % |
Schedule of Dilutive Equity Securities Outstanding | The following potentially dilutive equity securities outstanding as of December 31, 2023 and 2022 were as follows: Schedule of Dilutive Equity Securities Outstanding December 31, 2023 December 31, 2022 Stock options (vested) - 28,135 Warrants (vested) 203,629 203,629 Total common stock equivalents 203,629 231,764 |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Property Plant and Vehicle Deprication Over Years | At December 31, 2023, property and equipment consisted of one vehicle (acquired in 2023), which is being depreciated over an estimated useful life of five years as follows: Schedule of Property Plant and Vehicle Deprication Over Years Vehicle $ 88,734 Less: accumulated depreciation 9,992 Vehicle – net $ 78,742 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: Schedule of Property and Equipment December 31, 2023 December 31, 2022 Estimated Useful Lives (Years) Equipment $ 265,637 $ 265,637 5 Leasehold improvements 29,422 29,422 5 Vehicles 5,119,048 5,142,828 5 Office furniture 129,475 129,475 5 Office equipment 9,471 9,471 5 Construction in process - 147,006 5 Property Plant And Equipment Gross 5,553,053 5,723,839 Accumulated depreciation (2,242,866 ) (1,134,680 ) Total property and equipment - net $ 3,310,187 $ 4,589,159 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities were as follows at December 31, 2023 and 2022, respectively: Schedule of Accounts Payable and Accrued Liabilities December 31, 2023 December 31, 2022 Accounts payable $ 845,275 $ 987,012 Accrued payroll - 266,453 Accrued interest payable - related parties 72,428 - Accrued interest payable - 3,014 Accounts payable and accrued liabilities $ 917,703 $ 1,256,479 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | |
Schedule of Notes Payable Related Parties | The following is a summary of the Company’s notes payable – related parties at December 31, 2023 and 2022: Schedule of Notes Payable Related Parties Balance - December 31, 2022 $ - Advances 5,267,500 Debt discount/issue costs (1,608,900 ) Amortization of debt discount/issue costs 1,406,015 Repayments (262,500 ) Balance - December 31, 2023 $ 4,802,115 |
Schedule of the Company’s Notes Payable for Vehicles | The following is a detail of the Company’s notes payable – related parties at December 31, 2023 and 2022: Schedule of Company’s Notes Payable Related Parties Notes Payable - Related Parties Note Holder Issue Date Maturity Date Shares Issued with Debt Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 Note #1 April 19, 2023 April 19, 2024 250,000 10.00 % 18.00 % All assets $ 1,500,000 $ - Note #2 September 22, 2023 March 22, 2024 150,000 A 10.00 % 18.00 % All assets 600,000 - Note #3 October 13, 2023 January 13, 2024 260,000 B 0.00 % 18.00 % All assets 320,000 - Note #4 July 5, 2023 January 5, 2024 - 8.00 % 18.00 % All assets 440,000 - Note #5 August 2, 2023 February 2, 2024 - 8.00 % 18.00 % All assets 440,000 - Note #6 August 23, 2023 February 23, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #7 August 30, 2023 February 29, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #8 September 6, 2023 January 6, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #9 September 13, 2023 January 13, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #10 November 3, 2023 January 3, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #11 November 21, 2023 January 21, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #12 December 4, 2023 February 4, 2024 - 8.00 % 18.00 % All assets 220,000 - Note #13 December 13, 2023 February 13, 2024 - 8.00 % 18.00 % All assets 165,000 - Note #14 December 18, 2023 February 18, 2024 - 8.00 % 18.00 % All assets 110,000 - Note #15 December 20, 2023 February 20, 2024 - 8.00 % 18.00 % All assets 55,000 - Note #16 December 27, 2023 February 27, 2024 - 8.00 % 18.00 % All assets 165,000 - 5,005,000 - Less: unamortized debt discount 202,885 - $ 4,802,115 $ - A See discussion below regarding global amendment for Notes #2 and #3. B See discussion below regarding the limitation on the issuance of this lender due to a 9.99% equity ownership blocker. |
Schedule of Loss on Debt Extinguishment | Schedule of Loss on Debt Extinguishment Fair value of debt and common stock on extinguishment date * $ 1,791,000 Fair value of debt subject to modification 1,500,000 Loss on debt extinguishment - related party $ 291,000 * The Company valued the issuance of the 150,000 291,000 1.94 |
Schedule of Maturities of Long Term Debt | Schedule of Maturities of Long Term Debt For the Year Ended December 31, Notes Payable - Related Parties Notes Payable Vehicles Total 2024 $ 4,802,115 $ 126,440 $ 819,788 $ 5,748,343 2025 - - 282,212 282,212 2026 - - 55,827 55,827 2027 - - 15,451 15,451 Total $ 4,802,115 $ 126,440 $ 1,173,278 $ 6,101,833 |
Non Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Schedule of the Company’s Notes Payable for Vehicles | The following is a summary of the Company’s note payable (non-vehicles) at December 31, 2023 and 2022, respectively: Schedule of Notes Payable Non - Vehicles Balance - December 31, 2022 $ - Face amount of note 275,250 Debt discount (25,250 ) Amortization of debt discount 9,729 Repayments (133,289 ) Balance - December 31, 2023 $ 126,440 The following is a detail of the Company’s note payable (non-vehicles) at December 31, 2023 and 2022, respectively: Notes Payable Issue Date Maturity Date Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 April 16, 2023 December 12, 2024 * N/A All assets $ 141,961 $ - * initially 6.5 Less: unamortized debt discount 15,521 - $ 126,440 $ - |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Schedule of the Company’s Notes Payable for Vehicles | Schedule of the Company’s Notes Payable for Vehicles Notes Payable - Vehicles Issue Date Maturity Date Interest Rate Default Interest Rate Collateral December 31, 2023 December 31, 2022 January 15, 2021 November 15, 2025 11.00 % N/A This vehicle $ 28,370 $ 40,976 April 9, 2019 December 12, 2023 7.44 % N/A This vehicle - 8,174 April 9, 2019 December 12, 2023 7.44 % N/A This vehicle - 6,986 April 9, 2019 February 17, 2024 4.90 % N/A This vehicle 1,873 10,670 December 15, 2021 December 18, 2024 3.50 % N/A This vehicle 37,823 74,357 December 16, 2021 December 18, 2024 3.50 % N/A This vehicle 37,023 72,784 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 January 11, 2022 January 25, 2025 3.50 % N/A This vehicle 40,911 83,505 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,046 78,585 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,046 78,585 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,944 80,226 February 8, 2022 February 10, 2025 3.50 % N/A This vehicle 43,045 78,585 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,157 86,271 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,157 86,271 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 51,157 86,270 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,862 87,481 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 April 5, 2022 April 20, 2025 3.50 % N/A This vehicle 50,925 87,594 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 20,837 32,536 August 4, 2022 August 18, 2025 4.99 % N/A This vehicle 20,838 32,536 November 1, 2021 November 11, 2025 4.84 % N/A This vehicle 17,913 26,578 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 18,572 28,261 November 1, 2021 November 11, 2025 0.00 % N/A This vehicle 18,572 28,261 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 24,035 33,813 June 1, 2022 May 23, 2026 0.90 % N/A This vehicle 24,032 33,813 April 27, 2022 May 10, 2027 9.05 % N/A This vehicle 107,047 132,246 April 27, 2022 May 1, 2026 8.50 % N/A This vehicle 73,585 101,237 1,173,278 2,009,896 Less: current portion 819,788 811,516 Long term portion $ 353,490 $ 1,198,380 |
Schedule of Notes Payable for Vehicles | The following is a summary of the Company’s notes payable for its vehicles at December 31, 2023 and 2022, respectively: Schedule of Notes Payable for Vehicles Balance - December 31, 2021 $ 476,313 Acquisition of vehicles in exchange for notes payable 2,166,643 Repayments (633,060 ) Balance - December 31, 2022 2,009,896 Repayments (836,618 ) Balance - December 31, 2023 $ 1,173,278 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | |
Schedule of Operating Lease assets and Liabilities | The Schedule of Operating Lease Assets and Liabilities December 31, 2023 December 31, 2022 Assets Operating lease - right-of-use asset - non-current $ 297,394 $ 521,782 Liabilities Operating lease liability $ 316,008 $ 546,022 Weighted-average remaining lease term (years) 1.25 2.25 Weighted-average discount rate 5 % 5 % |
Schedule of Components of Lease Expense | The components of lease expense were as follows: Schedule of Components of Lease Expense December 31, 2023 December 31, 2022 Operating lease costs - - Amortization of right-of-use operating lease asset $ 224,388 $ 213,415 Lease liability expense in connection with obligation repayment 21,389 $ 32,362 Total operating lease costs $ 245,777 $ 245,777 Supplemental cash flow information related to operating leases was as follows: Operating cash outflows from operating lease (obligation payment) $ 251,403 $ 246,538 Right-of-use asset obtained in exchange for new operating lease liability $ - $ 735,197 |
Schedule of Future Minimum Payments Under Non-Cancellable Leases | Future minimum lease payments under non-cancellable leases for the years ended December 31 were as follows: Schedule of Future Minimum Payments Under Non-Cancellable Leases 2024 $ 256,414 2025 69,421 2026 2027 Total undiscounted cash flows 325,835 Less: amount representing interest (9,827 ) Present value of operating lease liability 316,008 Less: current portion of operating lease liability 246,880 Long-term operating lease liability $ 69,128 |
Avishai Vaknin [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Schedule of Operating Lease assets and Liabilities | The tables below present information regarding the Company’s operating lease assets and liabilities – related party at December 31, 2023 and 2022, respectively: Schedule of Operating Lease assets and Liabilities December 31, 2023 December 31, 2022 Assets Operating lease - right-of-use asset - non-current $ 286,397 $ - Liabilities Operating lease liability $ 287,994 $ - Weighted-average remaining lease term (years) 3.58 - Weighted-average discount rate 5 % - |
Schedule of Components of Lease Expense | The components of lease expense were as follows: Schedule of Components of Lease Expense December 31, 2023 December 31, 2022 Operating lease costs Amortization of right-of-use operating lease asset $ 30,160 $ - Lease liability expense in connection with obligation repayment 6,212 $ - Total operating lease costs $ 36,372 $ - Supplemental cash flow information related to operating leases was as follows: Operating cash outflows from operating lease (obligation payment) $ 34,775 $ - Right-of-use asset obtained in exchange for new operating lease liability $ 316,557 $ - |
Schedule of Future Minimum Payments Under Non-Cancellable Leases | Future minimum lease payments under non-cancellable leases for the years ended December 31 were as follows: Schedule of Future Minimum Payments Under Non-Cancellable Leases 2024 $ 84,503 2025 87,038 2026 89,650 2027 53,199 Total undiscounted cash flows 314,390 Less: amount representing interest (26,396 ) Present value of operating lease liability 287,994 Less: current portion of operating lease liability 72,034 Long-term operating lease liability $ 215,960 |
Stockholders_ Equity (Deficit)
Stockholders’ Equity (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Company Nonvested Shares | A summary of the Company’s nonvested shares (due to service based restrictions) as of December 31, 2023 and 2022, is presented below: Schedule of Company Nonvested Shares Non-Vested Shares Number of Weighted Average Balance - December 31, 2021 39,698 $ 3.27 Granted 120,850 5.04 Vested (50,693 ) 21.52 Cancelled/Forfeited (4,375 ) 16.00 Balance - December 31, 2022 105,480 0.56 Granted 826,384 2.31 Vested (261,745 ) 2.69 Cancelled/Forfeited (384,278 ) 2.21 Balance - December 31, 2023 285,841 $ 2.17 |
Schedule of Stock Option Activity | Stock option transactions for the years ended December 31, 2023 and 2022 are summarized as follows: Schedule of Stock Option Activity Stock Options Number of Weighted Weighted Aggregate Weighted Outstanding - December 31, 2021 21,923 $ 14.24 3.25 $ - $ - Vested and Exercisable - December 31, 2021 21,923 $ 14.24 3.25 $ - $ - Unvested and non-exercisable - December 31, 2021 - $ - - $ - $ - Granted 71,558 $ 5.59 $ 4.99 Exercised - - Cancelled/Forfeited - - Outstanding - December 31, 2022 93,481 $ 7.62 3.68 $ - $ - Vested and Exercisable - December 31, 2022 64,823 $ 8.45 3.47 $ - $ - Unvested and non-exercisable - December 31, 2022 28,658 $ 5.74 4.16 $ - $ - Granted 254,824 $ 6.97 $ 0.29 Exercised - $ - Cancelled/Forfeited (348,306 ) $ 7.14 Outstanding - December 31, 2023 - $ - - $ - $ - Vested and Exercisable - December 31, 2023 - $ - - $ - $ - Unvested and non-exercisable - December 31, 2023 - $ - - $ - $ - |
Schedule of Fair Value Assumptions | The fair value of the stock options granted in 2023 were determined using the Black-Scholes Option pricing model with the following assumptions: Schedule of Fair Value Assumptions Expected term (years) 5.00 Expected volatility 59 62 Expected dividends 0 % Risk free interest rate 4.00 % Expected term (years) 5.00 Expected volatility 62 % Expected dividends 0 % Risk free interest rate 1.64 % |
Schedule of Stock Warrant Activity | Warrant activity for the years ended December 31, 2023 and 2022 are summarized as follows: Schedule of Stock Warrant Activity Warrants Number of Weighted Weighted Aggregate Intrinsic Value Outstanding - December 31, 2021 203,629 $ 4.15 3.22 $ - Vested and Exercisable - December 31, 2021 203,629 $ 4.15 3.22 $ - Unvested - December 31, 2021 - $ - - $ - Granted - Exercised - Cancelled/Forfeited - Outstanding - December 31, 2022 203,629 $ 4.15 2.22 $ 82,756 Vested and Exercisable - December 31, 2022 203,629 $ 4.15 2.22 $ 82,756 Unvested - December 31, 2022 - $ - - $ - Granted - Exercised - Cancelled/Forfeited - Outstanding - December 31, 2023 203,629 $ 4.15 1.22 $ 36,030 Vested and Exercisable - December 31, 2023 203,629 $ 4.15 1.22 $ 36,030 Unvested and non-exercisable - December 31, 2023 - $ - - $ - |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Price Allocation at Fair Value | A summary of the purchase price allocation at fair value is below: Schedule of Purchase Price Allocation at Fair Value Consideration paid Cash $ 321,250 Common stock 50,000 Fair value of consideration transferred $ 371,250 Recognized amounts of identifiable assets acquired Vehicles 153,000 Customer list 66,413 Loading rach license 58,857 Other identifiable intangibles 56,124 Total assets acquired 334,394 Goodwill $ 36,856 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Deferred Tax Assets and Liabilities | The Components of the deferred tax assets and liabilities at December 31, 2023 and 2022 were approximately as follows: Schedule of Deferred Tax Assets and Liabilities December 31, 2023 December 31, 2022 Deferred Tax Assets Stock based compensation $ 142,000 $ 203,000 Intangibles 719,000 908,000 Net operating loss carryforward 10,775,000 8,147,000 Lease liabilities 80,000 138,000 Capitalized research expenditures 367,000 354,000 Bad debt reserve 21,000 - Other 9,000 8,000 Total deferred tax assets 12,113,000 9,758,000 Deferred Tax Liabilities Depreciation (683,000 ) (872,000 ) Prepaid assets (47,000 ) (34,000 ) Right-of-Use asset (75,000 ) (132,000 ) Total deferred tax liabilities (805,000 ) (1,038,000 ) Deferred Tax Assets 11,308,000 8,720,000 Less: valuation allowance (11,308,000 ) (8,720,000 ) Deferred tax asset – $ - $ - |
Schedule of Income Tax Benefit and Related Valuation Allowance | The components of the income tax benefit and related valuation allowance for the years ended December 31, 2023 and 2022 was approximately as follows: Schedule of Income Tax Benefit and Related Valuation Allowance December 31, 2023 December 31, 2022 Current $ - $ - Deferred (2,588,000 ) (4,149,000 ) Total income tax provision (benefit) (2,588,000 ) (4,149,000 ) Less: valuation allowance 2,588,000 4,149,000 Total Tax Provision $ - $ - |
Schedule of Reconciliation of Provision for Income Taxes | A reconciliation of the provision for income taxes for the years ended December 31, 2023 and 2022 as compared to statutory rates was approximately as follows: Schedule of Reconciliation of Provision for Income Taxes December 31, 2023 December 31, 2022 Federal income tax expense (benefit) - 21 $ (2,199,000 ) $ (3,676,000 ) State income tax expense (benefit) - 4.35 (455,000 ) (761,000 ) Permanent differences – (25,000 ) 255,000 Deferred adjustments 91,000 33,000 Change in valuation allowance 2,588,000 4,149,000 Income tax expense (benefit) $ - $ - |
Schedule of Operating Loss Carry Forwards | Federal net operating loss carry forwards at December 31, 2023 and 2022 were approximately as follows: Schedule of Operating Loss Carry Forwards December 31, 2023 December 31, 2022 $ 43,000,000 $ 33,000,000 |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Deferred Tax Assets and Liabilities | The tax effects of temporary differences that give rise to significant portions of deferred tax assets and liabilities at December 31, 2023 and 2022 are approximately as follows: Schedule of Deferred Tax Assets and Liabilities December 31, 2023 December 31, 2022 Deferred Tax Assets Net operating loss carryforwards (112,000 ) (3,000 ) Total deferred tax assets (112,000 ) (3,000 ) Less: valuation allowance 112,000 3,000 Net deferred tax asset recorded $ - $ - |
Schedule of Reconciliation of Provision for Income Taxes | The Company’s tax expense differs from the “expected” tax expense for the period are approximately as follows: Schedule of Reconciliation of Provision for Income Taxes December 31, 2023 December 31, 2022 Federal income tax benefit - 21 $ (125,000 ) $ (3,000 ) Non-deductible items 16,000 - Subtotal (109,000 ) (3,000 ) Change in valuation allowance 109,000 3,000 Income tax benefit $ - $ - |
Note Receivable - Related Par_2
Note Receivable - Related Party (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Next Charging LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Note Receivable Related Party | Schedule of Note Receivable Related Party Notes Receivable consist of the following at December 31, 2023: Note receivable $ 2,770,700 Interest receivable 177,548 Less: accretion discount 56,475 Less: allowance for doubtful accounts 309,098 Notes receivable – net $ 2,582,675 Notes Receivable consist of the following at December 31, 2022: Note receivable $ 248,095 Interest receivable 115,937 Less: allowance for doubtful accounts 291,841 Notes receivable – net $ 72,191 |
Organization and Nature of Op_2
Organization and Nature of Operations (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Incorporation date | Mar. 28, 2019 | ||
Net Loss | $ 10,471,889 | $ 17,505,765 | |
Net cash used in operating | 6,643,397 | 11,599,581 | |
Accumulated Deficit | 45,317,050 | 34,845,161 | |
Stockholders equity | 1,906,206 | $ (5,785,447) | $ (21,868,446) |
Working capital deficit | 5,210,669 | ||
Cash on hand | $ 226,985 |
Schedule of Unrealized Gains, L
Schedule of Unrealized Gains, Losses, and Fair Value (Details) - Corporate Bond Securities [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Amortized cost | $ 2,164,672 | |
Gross unrealized gains (loss) | (44,590) | |
Fair value | $ 2,120,082 |
Schedule of Accounts Receivable
Schedule of Accounts Receivable (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Accounts receivable | $ 1,274,112 | $ 766,692 |
Less: allowance for doubtful accounts | 81,772 | |
Accounts receivable – net | $ 1,192,340 | $ 766,692 |
Schedule of Concentration of Ri
Schedule of Concentration of Risk (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Product Information [Line Items] | ||
Concentration risk percentage | 100% | 100% |
Customer A [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 22.19% | 11.46% |
Customer A [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 46.57% | 47.48% |
Customer A [Member] | Vendor Purchase [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 48.93% | 78.62% |
Customer B [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 12.07% | 11.26% |
Customer B [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 13.50% | 0% |
Customer B [Member] | Vendor Purchase [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 38.29% | 17.91% |
Customer C [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 0% | 31.75% |
Customer C [Member] | Vendor Purchase [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 12.11% | 3.15% |
Customers [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 34.26% | 54.47% |
Customers [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 60.07% | 47.48% |
Customers [Member] | Vendor Purchase [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Concentration risk percentage | 99.33% | 99.68% |
Schedule of Disaggregation of R
Schedule of Disaggregation of Revenue (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Product Information [Line Items] | ||
Total sales | $ 23,216,423 | $ 15,044,721 |
Percentage of revenues | 100% | 100% |
Fuel [Member] | ||
Product Information [Line Items] | ||
Total sales | $ 22,677,304 | $ 14,860,475 |
Fuel [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Percentage of revenues | 97.68% | 98.78% |
Product and Service, Other [Member] | ||
Product Information [Line Items] | ||
Total sales | $ 539,119 | $ 184,246 |
Product and Service, Other [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Product Information [Line Items] | ||
Percentage of revenues | 2.32% | 1.22% |
Schedule of Dilutive Equity Sec
Schedule of Dilutive Equity Securities Outstanding (Details) - shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 203,629 | 231,764 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 28,135 | |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 203,629 | 203,629 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | ||||||
Dec. 31, 2023 | Apr. 27, 2023 | Apr. 19, 2023 | Feb. 15, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Amount insured by FDIC | $ 250,000 | $ 250,000 | |||||
Sale and liquidation | 2,130,116 | $ 1,151,186 | |||||
Realized losses on bonds | 34,556 | 52,096 | |||||
Proceeds from gain loss on sale of debt securities | 44,590 | ||||||
Bad debt expense | 83,564 | 17,489 | |||||
Provisions for inventory | 0 | 0 | 0 | ||||
Inventory | 134,057 | 134,057 | 151,248 | ||||
Impairment of intangible assets, finite-lived | 0 | ||||||
Impairment losses | 0 | ||||||
Derivative liabilities | 0 | 0 | 0 | ||||
Deferred revenue | 0 | 0 | 0 | ||||
Interest and penalties | 0 | 0 | |||||
Income tax liabilities | 0 | 0 | 0 | ||||
Valuation allowance deferred tax assets | |||||||
Marketing and advertising expense | $ 136,582 | $ 1,364,168 | |||||
Common stock, shares authorized | 50,000,000 | 500,000,000 | 50,000,000 | 50,000,000 | |||
Stockholders' equity, reverse stock split | 1-for-8 reverse stock split | ||||||
Preferred stock, shares authorized | 5,000,000 | 50,000,000 | 5,000,000 | 5,000,000 | |||
Consulting fees | $ 5,000 | ||||||
Shares of common stock | 325,000 | 93,481 | 21,923 | ||||
Shares remain vested | 260,000 | ||||||
Shares remain unvested | 65,000 | 65,000 | |||||
Accounts Receivable, Allowance for Credit Loss | $ 81,772 | $ 81,772 | |||||
Next Charging LLC [Member] | |||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Amount insured by FDIC | $ 250,000 | 250,000 | |||||
Impairment losses | 0 | 0 | |||||
Marketing and advertising expense | $ 1,050 | $ 10,000 | |||||
Common stock, shares authorized | 100,000 | 100,000 | 100,000 | ||||
Escrow Deposit | $ 250,000 | $ 250,000 | |||||
Deposit Assets | 5,500,000 | 5,500,000 | |||||
Depreciation | 9,992 | 0 | |||||
Accounts Receivable, Allowance for Credit Loss | $ 309,098 | 309,098 | 291,841 | ||||
Research and development expense | $ 0 | 0 | |||||
Share-Based Payment Arrangement, Tranche One [Member] | |||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Shares remain unvested | 32,500 | 32,500 | |||||
Share-Based Payment Arrangement, Tranche Two [Member] | |||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Shares remain unvested | 32,500 | 32,500 | |||||
Mountain Views Strategy Ltd [Member] | |||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Related party other expenses | $ 13,000 | ||||||
Telx Computers Inc [Member] | Services Agreement [Member] | |||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Related party other expenses | $ 10,000 | ||||||
Corporate Bond Securities [Member] | |||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||
Proceeds from investment | $ 1,151,186 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 5,553,053 | $ 5,723,839 |
Accumulated depreciation | (2,242,866) | (1,134,680) |
Total property and equipment - net | 3,310,187 | 4,589,159 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 265,637 | 265,637 |
Estimated useful lives (Years) | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 29,422 | 29,422 |
Estimated useful lives (Years) | 5 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 5,119,048 | 5,142,828 |
Estimated useful lives (Years) | 5 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 129,475 | 129,475 |
Estimated useful lives (Years) | 5 years | |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 9,471 | 9,471 |
Estimated useful lives (Years) | 5 years | |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 147,006 | |
Estimated useful lives (Years) | 5 years |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Apr. 07, 2021 | Apr. 07, 2021 | May 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Stock options, shares | 254,824 | 71,558 | |||
Share issued price exercised | $ 6.97 | $ 5.59 | |||
Goodwill impairment loss | $ 166,838 | ||||
Impairment of intangible assets | 482,064 | ||||
Impairment loss | $ 105,506 | 258,114 | |||
Depreciation and amortization | 1,108,186 | 1,769,621 | |||
Vehicles and related notes payable | $ 24,664 | ||||
Developed Technology Rights [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Impairment loss | $ 1,987,500 | ||||
Technology License Agreement [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Stock options, shares | 66,432 | ||||
Share issued price exercised | $ 30.08 | ||||
Licensor [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Stock issued during period, shares | 33,216 | ||||
Stock issued during the period, acquisitions | 132,864 | ||||
Licensor [Member] | Technology License Agreement [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Stock issued during period, shares | 41,520 | ||||
Licensor [Member] | Technology License Agreement [Member] | IPO [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Stock issued during period, shares | 23,251 | ||||
Licensor [Member] | Technology License Agreement [Member] | IPO [Member] | Maximum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Stock issued during period, shares | 91,344 |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Accounts payable | $ 845,275 | $ 987,012 |
Accrued payroll | 266,453 | |
Accounts payable and accrued liabilities | 917,703 | 1,256,479 |
Related Party [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued interest payable | 72,428 | |
Nonrelated Party [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued interest payable | $ 3,014 |
Schedule of Notes Payable Relat
Schedule of Notes Payable Related Parties (Details) | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Debt Disclosure [Abstract] | |
Balance - December 31, 2022 | |
Advances | 5,267,500 |
Debt discount/issue costs | (1,608,900) |
Amortization of debt discount/issue costs | 1,406,015 |
Repayments | (262,500) |
Balance - December 31, 2023 | $ 4,802,115 |
Schedule of Company_s Notes Pay
Schedule of Company’s Notes Payable Related Parties (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Short-Term Debt [Line Items] | |||
Notes payable, gross | |||
Unamortized debt discount | |||
Related Party [Member] | |||
Short-Term Debt [Line Items] | |||
Notes payable, gross | $ 5,005,000 | ||
Unamortized debt discount | 202,885 | ||
Notes payable, related parties | $ 4,802,115 | ||
Note Holder One [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 19, 2023 | ||
Maturity Date | Apr. 19, 2024 | ||
Shares Issued with Debt | 250,000 | ||
Interest Rate | 10% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 1,500,000 | ||
Note Holder Two [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | [1] | Sep. 22, 2023 | |
Maturity Date | [1] | Mar. 22, 2024 | |
Shares Issued with Debt | [1] | 150,000 | |
Interest Rate | [1] | 10% | |
Default Interest Rate | [1] | 18% | |
Collateral | [1] | All assets | |
Collateral amount | [1] | $ 600,000 | |
Note Holder Three [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | [2] | Oct. 13, 2023 | |
Maturity Date | [2] | Jan. 13, 2024 | |
Shares Issued with Debt | [2] | 260,000 | |
Interest Rate | [2] | 0% | |
Default Interest Rate | [2] | 18% | |
Collateral | [2] | All assets | |
Collateral amount | [2] | $ 320,000 | |
Note Holder Four [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jul. 05, 2023 | ||
Maturity Date | Jan. 05, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 440,000 | ||
Note Holder Five [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Aug. 02, 2023 | ||
Maturity Date | Feb. 02, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 440,000 | ||
Note Holder Six [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Aug. 23, 2023 | ||
Maturity Date | Feb. 23, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 110,000 | ||
Note Holder Seven [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Aug. 30, 2023 | ||
Maturity Date | Feb. 29, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 165,000 | ||
Note Holder Eight [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Sep. 06, 2023 | ||
Maturity Date | Jan. 06, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 220,000 | ||
Note Holder Nine [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Sep. 13, 2023 | ||
Maturity Date | Jan. 13, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 110,000 | ||
Note Holder Ten [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Nov. 03, 2023 | ||
Maturity Date | Jan. 03, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 165,000 | ||
Note Holder Eleven [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Nov. 21, 2023 | ||
Maturity Date | Jan. 21, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 220,000 | ||
Note Holder Twelve [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 04, 2023 | ||
Maturity Date | Feb. 04, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 220,000 | ||
Note Holder Thirteen [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 13, 2023 | ||
Maturity Date | Feb. 13, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 165,000 | ||
Note Holder Fourteen [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 18, 2023 | ||
Maturity Date | Feb. 18, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 110,000 | ||
Note Holder Fifteen [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 20, 2023 | ||
Maturity Date | Feb. 20, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 55,000 | ||
Note Holder Sixteen [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 27, 2023 | ||
Maturity Date | Feb. 27, 2024 | ||
Shares Issued with Debt | |||
Interest Rate | 8% | ||
Default Interest Rate | 18% | ||
Collateral | All assets | ||
Collateral amount | $ 165,000 | ||
[1]See discussion below regarding global amendment for Notes #2 and #3.[2]See discussion below regarding the limitation on the issuance of this lender due to a 9.99% equity ownership blocker. |
Schedule of Loss on Debt Exting
Schedule of Loss on Debt Extinguishment (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Defined Benefit Plan Disclosure [Line Items] | |||
Loss on debt extinguishment - related party | $ 291,000 | ||
Related Party [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of debt and common stock on extinguishment date | [1] | 1,791,000 | |
Fair value of debt subject to modification | 1,500,000 | ||
Loss on debt extinguishment - related party | $ 291,000 | ||
[1]The Company valued the issuance of the 150,000 291,000 1.94 |
Schedule of Loss on Debt Exti_2
Schedule of Loss on Debt Extinguishment (Details) (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Gain (Loss) on Extinguishment of Debt | $ 291,000 | |
Related Party [Member] | ||
Short-Term Debt [Line Items] | ||
Gain (Loss) on Extinguishment of Debt | $ 291,000 | |
Notes Payable One [Member] | Related Party [Member] | ||
Short-Term Debt [Line Items] | ||
Share Price | $ 1.94 | |
Lender [Member] | Notes Payable One [Member] | Related Party [Member] | ||
Short-Term Debt [Line Items] | ||
Stock Redeemed or Called During Period, Shares | 150,000 |
Schedule of Notes Payable Non -
Schedule of Notes Payable Non - Vehicles (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||
Balance - December 31, 2022 | ||
Amortization of debt discount | (1,403,244) | |
Repayments | (262,500) | (657,719) |
Balance - December 31, 2023 | 4,802,115 | |
Collateral amount | ||
Notes payable | $ 4,802,115 | |
Note Holder One [Member] | ||
Short-Term Debt [Line Items] | ||
Notes issuance date | Apr. 19, 2023 | |
Debt instrument collateral | All assets | |
Collateral amount | $ 1,500,000 | |
Interest rate stated percentage | 10% | |
Non Vehicles [Member] | Note Holder One [Member] | ||
Short-Term Debt [Line Items] | ||
Balance - December 31, 2022 | ||
Face amount of note | 275,250 | |
Debt discount | (25,250) | |
Amortization of debt discount | 9,729 | |
Repayments | (133,289) | |
Balance - December 31, 2023 | $ 126,440 | |
Notes issuance date | Apr. 16, 2023 | |
Debt instrument maturity date description | December 12, 2024 | |
Debt instrument collateral | All assets | |
Collateral amount | $ 141,961 | |
Interest rate stated percentage | 6.50% | |
Collateral amount | $ 15,521 | |
Notes payable | $ 126,440 |
Schedule of Notes Payable for V
Schedule of Notes Payable for Vehicles (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Balance - December 31, 2022 | ||
Repayments | (945,243) | |
Balance - December 31, 2023 | 4,802,115 | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Balance - December 31, 2022 | 2,009,896 | 476,313 |
Acquisition of vehicles in exchange for notes payable | 2,166,643 | |
Repayments | (836,618) | (633,060) |
Balance - December 31, 2023 | $ 1,173,278 | $ 2,009,896 |
Schedule of the Company_s Notes
Schedule of the Company’s Notes Payable for Vehicles (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | |||
Notes payable | $ 4,802,115 | ||
Notes payable long term | 353,490 | 1,198,380 | |
Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Notes payable | $ 1,173,278 | 2,009,896 | $ 476,313 |
Notes Payable One [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jan. 15, 2021 | ||
Maturity Date | Nov. 15, 2025 | ||
Interest Rate | 11% | ||
Collateral | This vehicle | ||
Collateral amount | $ 28,370 | 40,976 | |
Notes Payable Two [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 09, 2019 | ||
Maturity Date | Dec. 12, 2023 | ||
Interest Rate | 7.44% | ||
Collateral | This vehicle | ||
Collateral amount | 8,174 | ||
Notes Payable Three [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 09, 2019 | ||
Maturity Date | Dec. 12, 2023 | ||
Interest Rate | 7.44% | ||
Collateral | This vehicle | ||
Collateral amount | 6,986 | ||
Notes Payable Four [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 09, 2019 | ||
Maturity Date | Feb. 17, 2024 | ||
Interest Rate | 4.90% | ||
Collateral | This vehicle | ||
Collateral amount | $ 1,873 | 10,670 | |
Notes Payable Five [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 15, 2021 | ||
Maturity Date | Dec. 18, 2024 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 37,823 | 74,357 | |
Notes Payable Six [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Dec. 16, 2021 | ||
Maturity Date | Dec. 18, 2024 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 37,023 | 72,784 | |
Notes Payable Seven [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jan. 11, 2022 | ||
Maturity Date | Jan. 25, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 40,911 | 83,505 | |
Notes Payable Eight [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jan. 11, 2022 | ||
Maturity Date | Jan. 25, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 40,911 | 83,505 | |
Notes Payable Nine [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jan. 11, 2022 | ||
Maturity Date | Jan. 25, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 40,911 | 83,505 | |
Notes Payable Ten [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jan. 11, 2022 | ||
Maturity Date | Jan. 25, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 40,911 | 83,505 | |
Notes Payable Eleven [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Feb. 08, 2022 | ||
Maturity Date | Feb. 10, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 43,046 | 78,585 | |
Notes Payable Twelve [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Feb. 08, 2022 | ||
Maturity Date | Feb. 10, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 43,046 | 78,585 | |
Notes Payable Thirteen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Feb. 08, 2022 | ||
Maturity Date | Feb. 10, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 43,944 | 80,226 | |
Notes Payable Fourteen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Feb. 08, 2022 | ||
Maturity Date | Feb. 10, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 43,045 | 78,585 | |
Notes Payable Fifteen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,157 | 86,271 | |
Notes Payable Sixteen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,157 | 86,271 | |
Notes Payable Seventeen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 51,157 | 86,270 | |
Notes Payable Eighteen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,862 | 87,481 | |
Notes Payable Nineteen [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,925 | 87,594 | |
Notes Payable Twenty [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,925 | 87,594 | |
Notes Payable Twenty One [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,925 | 87,594 | |
Notes Payable Twenty Two [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 05, 2022 | ||
Maturity Date | Apr. 20, 2025 | ||
Interest Rate | 3.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 50,925 | 87,594 | |
Notes Payable Twenty Three [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Aug. 04, 2022 | ||
Maturity Date | Aug. 18, 2025 | ||
Interest Rate | 4.99% | ||
Collateral | This vehicle | ||
Collateral amount | $ 20,837 | 32,536 | |
Notes Payable Twenty Four [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Aug. 04, 2022 | ||
Maturity Date | Aug. 18, 2025 | ||
Interest Rate | 4.99% | ||
Collateral | This vehicle | ||
Collateral amount | $ 20,838 | 32,536 | |
Notes Payable Twenty Five [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Nov. 01, 2021 | ||
Maturity Date | Nov. 11, 2025 | ||
Interest Rate | 4.84% | ||
Collateral | This vehicle | ||
Collateral amount | $ 17,913 | 26,578 | |
Notes Payable Twenty Six [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Nov. 01, 2021 | ||
Maturity Date | Nov. 11, 2025 | ||
Interest Rate | 0% | ||
Collateral | This vehicle | ||
Collateral amount | $ 18,572 | 28,261 | |
Notes Payable Twenty Seven [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Nov. 01, 2021 | ||
Maturity Date | Nov. 11, 2025 | ||
Interest Rate | 0% | ||
Collateral | This vehicle | ||
Collateral amount | $ 18,572 | 28,261 | |
Notes Payable Twenty Eight [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jun. 01, 2022 | ||
Maturity Date | May 23, 2026 | ||
Interest Rate | 0.90% | ||
Collateral | This vehicle | ||
Collateral amount | $ 24,035 | 33,813 | |
Notes Payable Twenty Nine [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Jun. 01, 2022 | ||
Maturity Date | May 23, 2026 | ||
Interest Rate | 0.90% | ||
Collateral | This vehicle | ||
Collateral amount | $ 24,032 | 33,813 | |
Notes Payable Thirty [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 27, 2022 | ||
Maturity Date | May 10, 2027 | ||
Interest Rate | 9.05% | ||
Collateral | This vehicle | ||
Collateral amount | $ 107,047 | 132,246 | |
Notes Payable Thirty One [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Issue Date | Apr. 27, 2022 | ||
Maturity Date | May 01, 2026 | ||
Interest Rate | 8.50% | ||
Collateral | This vehicle | ||
Collateral amount | $ 73,585 | 101,237 | |
Notes Payable [Member] | Vehicles [Member] | |||
Short-Term Debt [Line Items] | |||
Notes payable | 1,173,278 | 2,009,896 | |
Notes payable current | 819,788 | 811,516 | |
Notes payable long term | $ 353,490 | $ 1,198,380 |
Schedule of Maturities of Long
Schedule of Maturities of Long Term Debt (Details) | Dec. 31, 2023 USD ($) |
Short-Term Debt [Line Items] | |
2024 | $ 5,748,343 |
2025 | 282,212 |
2026 | 55,827 |
2027 | 15,451 |
Total | 6,101,833 |
Vehicles [Member] | |
Short-Term Debt [Line Items] | |
2024 | 819,788 |
2025 | 282,212 |
2026 | 55,827 |
2027 | 15,451 |
Total | 1,173,278 |
Notes Payable [Member] | |
Short-Term Debt [Line Items] | |
2024 | 126,440 |
2025 | |
2026 | |
2027 | |
Total | 126,440 |
Notes Payable [Member] | Related Party [Member] | |
Short-Term Debt [Line Items] | |
2024 | 4,802,115 |
2025 | |
2026 | |
2027 | |
Total | $ 4,802,115 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Apr. 01, 2024 | Jan. 17, 2024 | Jan. 31, 2024 | Oct. 31, 2023 | Sep. 30, 2023 | Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Short-Term Debt [Line Items] | ||||||||
Fair value of common stock | $ 25,308 | |||||||
Debt issuance costs | 1,403,244 | |||||||
Gain (Loss) on Extinguishment of Debt | 291,000 | |||||||
Net proceeds | 250,000 | 2,191,308 | ||||||
Line of credit limit | 0 | 3,000,000 | ||||||
Outstanding borrowings | 0 | $ 3,000,000 | ||||||
Payments for line of credit facility | $ 1,008,813 | |||||||
Payments for line of credit facility, principal value | 1,000,000 | |||||||
Payments for line of credit facility, interest | $ 8,813 | |||||||
Line of credit facility interest rate during period | 5.75% | |||||||
Interest expense | 1,719,296 | $ 98,834 | ||||||
Next Charging LLC [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Borrowings | $ 3,835,000 | |||||||
Interest rate, description | The notes bear interest ranging from 4-5%, with an additional 5-6% of imputed interest (9%-11% in total) | |||||||
Imputed interest expense | $ 74,559 | 1,732 | ||||||
Interest expense | $ 123,855 | 3,463 | ||||||
Majority Stockholders [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Ownership percentage | 20% | |||||||
Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | $ 1,375,000 | |||||||
Original issue discount | 125,000 | |||||||
Increase in accrued interest | 3,000,000 | |||||||
Net proceeds | $ 1,250,000 | |||||||
Subsequent Event [Member] | Next Charging LLC [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Fair value of common stock | $ 3,700,000 | |||||||
Interest rate | 7% | |||||||
Subsequent Event [Member] | Minimum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest rate | 8% | |||||||
Subsequent Event [Member] | Maximum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest rate | 18% | |||||||
Related Party [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Gain (Loss) on Extinguishment of Debt | $ 291,000 | |||||||
Interest payable | 72,428 | |||||||
Notes payable current | 4,802,115 | |||||||
Related Party [Member] | Next Charging LLC [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Notes payable current | 3,869,650 | 34,650 | ||||||
Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Original issue discount | $ 12,500 | |||||||
Number of common stock shares issued | 8,393 | |||||||
Fair value of common stock | $ 1 | |||||||
Share price | $ 24.08 | |||||||
Common Stock [Member] | Minimum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | $ 3.06 | |||||||
Trading price | 1.92 | |||||||
Common Stock [Member] | Maximum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | 3.53 | |||||||
Trading price | 4.79 | |||||||
Common Stock [Member] | Related Party [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | $ 28.51 | |||||||
Common Stock [Member] | Related Party [Member] | Minimum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | 1.75 | |||||||
Common Stock [Member] | Related Party [Member] | Maximum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | $ 3.51 | |||||||
Lender [Member] | Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Number of common stock shares issued | 156,000 | |||||||
Michael Farkas [Member] | Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Controlling interest rate | 20% | |||||||
Chief Executive Officer [Member] | Next Charging LLC [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Borrowings | $ 3,835,000 | $ 34,650 | ||||||
Note Holder One [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | 1,500,000 | |||||||
Original issue discount | 150,000 | |||||||
Fee amount | 140,000 | |||||||
Debt issue costs | 290,000 | |||||||
Proceeds from issuance costs | $ 1,210,000 | |||||||
Debt conversion price | $ 1.54 | |||||||
Note Holder One [Member] | Non Vehicles [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | $ 275,250 | |||||||
Debt issuance costs | (9,729) | |||||||
Proceeds from debt net of issuance costs | $ 25,250 | |||||||
Interest rate | 8.90% | |||||||
Deb iInstrument repaid principal | $ 275,250 | |||||||
Interest payable | $ 25,250 | |||||||
Interest rate | 10% | |||||||
Net proceeds | $ 250,000 | |||||||
Note Holder One [Member] | Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Fair value of common stock | $ 256,000 | |||||||
Share price | $ 2.56 | |||||||
Debt issuance costs | $ 546,000 | |||||||
Note Holder One [Member] | Common Stock [Member] | Agreement [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Number of common stock shares issued | 100,000 | |||||||
Note Holder One [Member] | Lender [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Number of common stock shares issued | 250,000 | |||||||
Number of redeemed, shares | 150,000 | |||||||
Controlling interest rate | 5% | |||||||
Note Holder Two [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | $ 600,000 | |||||||
Original issue discount | 60,000 | |||||||
Fee amount | 28,900 | |||||||
Debt issue costs | 88,900 | |||||||
Proceeds from debt net of issuance costs | 511,100 | |||||||
Note Holder Two [Member] | Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt conversion price | $ 1.23 | |||||||
Increase in accrued interest | $ 10,000,000 | |||||||
Note Holder Two [Member] | Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Fair value of common stock | $ 406,500 | |||||||
Share price | $ 2.71 | |||||||
Debt issuance costs | $ 495,400 | |||||||
Note Holder Two [Member] | Common Stock [Member] | Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | $ 0.70 | |||||||
Note Holder Two [Member] | Lender [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Number of common stock shares issued | 150,000 | |||||||
Controlling interest rate | 5% | |||||||
Note Holder Two And Three [Member] | Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Increase in accrued interest | $ 15,000,000 | |||||||
Note Holder Three [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | $ 320,000 | $ 320,000 | ||||||
Original issue discount | 48,000 | |||||||
Debt issuance costs | $ 320,000 | |||||||
Proceeds from debt net of issuance costs | $ 272,000 | |||||||
Note Holder Three [Member] | Subsequent Event [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Number of common stock shares issued | 180,000 | |||||||
Fair value of common stock | $ 270,000 | |||||||
Debt conversion price | $ 1.23 | |||||||
Increase in accrued interest | $ 10,000,000 | |||||||
Trading price | $ 1.50 | |||||||
Issuance of shares percentage | 9.99% | |||||||
Note Holder Three [Member] | Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | $ 0.70 | |||||||
Note Holder Three [Member] | Lender [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Number of common stock shares issued | 260,000 | |||||||
Fair value of common stock | $ 539,760 | |||||||
Controlling interest rate | 5% | |||||||
Trading price | $ 2.076 | |||||||
Issuance of shares percentage | 9.99% | |||||||
Note Holder Four [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | $ 2,585,000 | |||||||
Original issue discount | 235,000 | |||||||
Proceeds from debt net of issuance costs | 2,350,000 | |||||||
Increase in accrued interest | $ 3,000,000 | |||||||
Note Holder Four [Member] | Minimum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest rate | 8% | |||||||
Note Holder Four [Member] | Maximum [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Interest rate | 18% | |||||||
Note Holder Four [Member] | Common Stock [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Share price | $ 0.70 | |||||||
Note Holder Four [Member] | Michael Farkas [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Controlling interest rate | 20% | |||||||
Notes Payable, Other Payables [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Face amount | $ 262,500 | |||||||
Original issue discount | 250,000 | |||||||
Accrued interest | 13,125 | |||||||
Repayments of debt | $ 275,625 |
Schedule of Operating Lease Ass
Schedule of Operating Lease Assets and Liabilities (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
Operating lease liability | $ 316,008 | $ 546,022 |
Weighted average remaining lease term | 1 year 3 months | 2 years 3 months |
Weighted average discount rate | 5% | 5% |
Nonrelated Party [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Operating lease - right-of-use asset - non-current | $ 297,394 | $ 521,782 |
Schedule of Components of Lease
Schedule of Components of Lease Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Amortization of right-of-use operating lease asset | $ 224,388 | $ 213,415 |
Lease liability expense in connection with obligation repayment | 21,389 | 32,362 |
Total operating lease costs | 245,777 | 245,777 |
Operating cash outflows from operating lease (obligation payment) | 251,403 | 246,538 |
Right-of-use asset obtained in exchange for new operating lease liability | 735,197 | |
Total operating lease costs | 32,040,983 | 32,531,000 |
Avishai Vaknin [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Amortization of right-of-use operating lease asset | 30,160 | |
Lease liability expense in connection with obligation repayment | 6,212 | |
Operating cash outflows from operating lease (obligation payment) | 34,775 | |
Right-of-use asset obtained in exchange for new operating lease liability | 316,557 | |
Total operating lease costs | $ 36,372 |
Schedule of Future Minimum Paym
Schedule of Future Minimum Payments Under Non-Cancellable Leases (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | ||
2024 | $ 256,414 | |
2025 | 69,421 | |
Total undiscounted cash flows | 325,835 | |
Less: amount representing interest | (9,827) | |
Present value of operating lease liability | 316,008 | $ 546,022 |
Nonrelated Party [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Less: current portion of operating lease liability | 246,880 | 230,014 |
Long-term operating lease liability | 69,128 | 316,008 |
Avishai Vaknin [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
2024 | 84,503 | |
2025 | 87,038 | |
2026 | 89,650 | |
2027 | 53,199 | |
Total undiscounted cash flows | 314,390 | |
Less: amount representing interest | (26,396) | |
Present value of operating lease liability | 287,994 | |
Less: current portion of operating lease liability | 72,034 | |
Related Party [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Less: current portion of operating lease liability | 72,034 | |
Long-term operating lease liability | $ 215,960 |
Schedule of Operating Lease a_2
Schedule of Operating Lease assets and Liabilities (Details) - USD ($) | Dec. 31, 2023 | Aug. 01, 2023 | Dec. 31, 2022 |
Defined Benefit Plan Disclosure [Line Items] | |||
Operating lease liability | $ 316,008 | $ 546,022 | |
Weighted average remaining lease term | 1 year 3 months | 2 years 3 months | |
Weighted average discount rate | 5% | 5% | |
Avishai Vaknin [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Operating lease - right-of-use asset - non-current | $ 286,397 | $ 316,557 | |
Operating lease liability | $ 287,994 | ||
Weighted average remaining lease term | 3 years 6 months 29 days | ||
Weighted average discount rate | 5% |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 01, 2023 USD ($) ft² | Jan. 01, 2022 USD ($) | Apr. 30, 2023 USD ($) $ / shares shares | Feb. 28, 2023 USD ($) $ / shares shares | Jun. 30, 2023 shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 03, 2021 ft² | |
Loss Contingencies [Line Items] | ||||||||
Area of Land | ft² | 5,778 | |||||||
Lessee, operating lease, term of contract | 39 months | |||||||
Total monthly lease payment | $ 21,773 | |||||||
Payments for rent | $ 14,743 | |||||||
Lease right of use asset | 735,197 | |||||||
Stock vested, value | $ 23,920 | |||||||
Shares remain unvested | shares | 65,000 | |||||||
Payment of financing and stock issuance costs | $ 25,308 | |||||||
Number of shares granted | shares | 71,558 | |||||||
Number of shares granted, value | $ 1,215,365 | $ 1,309,524 | ||||||
Share-Based Payment Arrangement, Tranche One [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Shares remain unvested | shares | 32,500 | |||||||
Share-Based Payment Arrangement, Tranche Two [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Shares remain unvested | shares | 32,500 | |||||||
Common Stock [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Closing trading price, maximum | $ / shares | $ 24.08 | |||||||
Payment of financing and stock issuance costs | $ 717,600 | |||||||
Number of shares granted | shares | 672,464 | 45,932 | ||||||
Number of shares granted, value | $ 65 | $ 5 | ||||||
Number of shares issued for services | shares | 100,000 | 4,268 | ||||||
Common Stock [Member] | Minimum [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Closing trading price, maximum | $ / shares | $ 3.06 | |||||||
Common Stock [Member] | Maximum [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Closing trading price, maximum | $ / shares | $ 3.53 | |||||||
Common Stock [Member] | Non Independent Director [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Common stock vested, shares | shares | 10,417 | |||||||
Common stock received, value | $ 40,000 | |||||||
Closing trading price, maximum | $ / shares | $ 3.84 | |||||||
Stock vested, value | $ 665,600 | |||||||
Stock issuance cost | 52,000 | |||||||
Common Stock [Member] | Non Independent Director [Member] | Employment Agreement [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Stock issuance cost | $ 65,000 | |||||||
Common Stock [Member] | Chief Technology Officer [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Common stock vested, shares | shares | 325,000 | 260,000 | ||||||
Closing trading price, maximum | $ / shares | $ 2.56 | |||||||
Stock vested, value | $ 832,000 | |||||||
Common Stock [Member] | Board Of Directors [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of shares granted | shares | 220,840 | |||||||
Number of shares issued for services | shares | 207,083 | 238,334 | ||||||
Common Stock [Member] | Board Of Directors [Member] | Minimum [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Closing trading price, maximum | $ / shares | $ 1.98 | |||||||
Common Stock [Member] | Board Of Directors [Member] | Maximum [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Closing trading price, maximum | $ / shares | $ 2.21 | |||||||
Common Stock [Member] | Board Of Directors Member [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of shares granted, value | $ 455,000 | |||||||
Avishai Vaknin [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Area of Land | ft² | 1,200 | |||||||
Lessee, operating lease, term of contract | 48 months | |||||||
Total monthly lease payment | $ 6,955 | |||||||
Lease right of use asset | 316,557 | |||||||
Lease right of use asset | $ 316,557 | $ 286,397 |
Schedule of Company Nonvested S
Schedule of Company Nonvested Shares (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of Shares Beginning | 64,823 | |||
Weighted Average Grant Date Fair Value Beginning | $ 5.74 | |||
Number of Shares Granted | 254,824 | 71,558 | ||
Weighted Average Grant Date Fair Value Granted | ||||
Number of Shares Vested | (260,000) | |||
Number of Shares Ending | 64,823 | |||
Weighted Average Grant Date Fair Value Ending | $ 5.74 | |||
Restricted Stock [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of Shares Beginning | 105,480 | 39,698 | ||
Weighted Average Grant Date Fair Value Beginning | $ 0.56 | $ 3.27 | ||
Number of Shares Granted | 826,384 | 120,850 | ||
Weighted Average Grant Date Fair Value Granted | $ 2.31 | $ 5.04 | ||
Number of Shares Vested | (261,745) | (50,693) | ||
Weighted Average Grant Date Fair Value Vested | $ 2.69 | $ 21.52 | ||
Number of Shares Cancelled/Forfeited | (384,278) | (4,375) | ||
Weighted Average Grant Date Fair Value Cancelled/Forfeited | $ 2.21 | $ 16 | ||
Number of Shares Ending | 285,841 | 285,841 | 105,480 | 39,698 |
Weighted Average Grant Date Fair Value Ending | $ 2.17 | $ 2.17 | $ 0.56 | $ 3.27 |
Schedule of Stock Option Activi
Schedule of Stock Option Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | |||
Number of Options Beginning | 93,481 | 21,923 | |
Weighted Average Exercise Price, Beginning | $ 7.62 | $ 14.24 | |
Weighted Average Remaining Contractual Term (years), Options | 3 years 8 months 4 days | 3 years 3 months | |
Aggregate Intrinsic Value Beginning | |||
Weighted average grant date fair value Unvested and non-exercisable Ending | |||
Number of Options Unvested and non-exercisable Beginning | 28,658 | 21,923 | |
Weighted Average Exercise Price, Vested and Exercisable Beginning | $ 8.45 | $ 14.24 | |
Weighted Average Remaining Contractual Term (years), Vested and Exercisable | 3 years 5 months 19 days | 3 years 3 months | |
Aggregate Intrinsic Value Vested and Exercisable Ending | |||
Weighted average grant date fair value Vested and Exercisable Ending | |||
Number of Shares Beginning | 64,823 | ||
Weighted Average Grant Date Fair Value Beginning | $ 5.74 | ||
Weighted Average Remaining Contractual Term (years), Unvested and non-exercisable | 4 years 1 month 28 days | ||
Aggregate Intrinsic Value Unvested and non-exercisable Beginning | |||
Number of Options Granted | 254,824 | 71,558 | |
Weighted Average Exercise Price, Granted | $ 6.97 | $ 5.59 | |
Weighted average grant date fair value Granted | $ 0.29 | $ 4.99 | |
Number of Options Exercised | |||
Weighted Average Exercise Price, Exercised | |||
Number of Options Cancelled/Forfeited | 348,306 | ||
Weighted Average Exercise Price, Cancelled/Forfeited | $ 7.14 | ||
Number of Options Cancelled/Forfeited | (348,306) | ||
Number of Options Ending | 93,481 | 21,923 | |
Weighted Average Exercise Price, Ending | $ 7.62 | $ 14.24 | |
Aggregate Intrinsic Value Ending | |||
Number of Shares Ending | 64,823 | ||
Weighted Average Exercise Price, Vested and Exercisable Ending | $ 8.45 | $ 14.24 | |
Number of Options Unvested and non-exercisable Ending | 28,658 | 21,923 | |
Weighted Average Grant Date Fair Value Ending | $ 5.74 | ||
Aggregate Intrinsic Value Unvested and non-exercisable Ending |
Schedule of Fair Value Assumpti
Schedule of Fair Value Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Equity [Abstract] | ||
Expected term (years) | 5 years | 5 years |
Expected volatility, minimum | 59% | |
Expected volatility, maximum | 62% | |
Expected dividend | 0% | 0% |
Risk free interest rate | 4% | 1.64% |
Schedule of Stock Warrant Activ
Schedule of Stock Warrant Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of Options Beginning | 93,481 | 21,923 | |
Weighted Average Exercise Price, Beginning | $ 7.62 | $ 14.24 | |
Weighted Average Remaining Contractual Term (years), Options Beginning | 3 years 8 months 4 days | 3 years 3 months | |
Aggregate Intrinsic Value Beginning | |||
Number of Options Unvested and non-exercisable Beginning | 28,658 | 21,923 | |
Weighted Average Exercise Price, Vested and Exercisable Beginning | $ 8.45 | $ 14.24 | |
Weighted Average Remaining Contractual Term (years), Vested and Exercisable Beginning | 3 years 5 months 19 days | 3 years 3 months | |
Aggregate Intrinsic Value Vested and Exercisable Ending | |||
Number of Shares Beginning | 64,823 | ||
Weighted Average Grant Date Fair Value Beginning | $ 5.74 | ||
Aggregate Intrinsic Value Unvested and non-exercisable Beginning | |||
Stock options, shares | 254,824 | 71,558 | |
Number of Warrants Exercised | |||
Number of Warrants Cancelled/Forfeited | 348,306 | ||
Number of Warrants Cancelled/Forfeited | (348,306) | ||
Number of Options Ending | 93,481 | 21,923 | |
Weighted Average Exercise Price, Ending | $ 7.62 | $ 14.24 | |
Aggregate Intrinsic Value Ending | |||
Number of Shares Ending | 64,823 | ||
Weighted Average Exercise Price, Vested and Exercisable Ending | $ 8.45 | $ 14.24 | |
Number of Options Unvested and non-exercisable Ending | 28,658 | 21,923 | |
Weighted Average Grant Date Fair Value Ending | $ 5.74 | ||
Aggregate Intrinsic Value Unvested and non-exercisable Ending | |||
Warrant [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of Options Beginning | 203,629 | 203,629 | |
Weighted Average Exercise Price, Beginning | $ 4.15 | $ 4.15 | |
Weighted Average Remaining Contractual Term (years), Options Beginning | 1 year 2 months 19 days | 2 years 2 months 19 days | 3 years 2 months 19 days |
Aggregate Intrinsic Value Beginning | $ 82,756 | ||
Number of Options Unvested and non-exercisable Beginning | 203,629 | ||
Weighted Average Exercise Price, Vested and Exercisable Beginning | $ 4.15 | $ 4.15 | |
Weighted Average Remaining Contractual Term (years), Vested and Exercisable Beginning | 1 year 2 months 19 days | 2 years 2 months 19 days | 3 years 2 months 19 days |
Aggregate Intrinsic Value Vested and Exercisable Ending | $ 36,030 | $ 82,756 | |
Number of Shares Beginning | 203,629 | ||
Weighted Average Grant Date Fair Value Beginning | |||
Aggregate Intrinsic Value Unvested and non-exercisable Beginning | |||
Stock options, shares | |||
Number of Warrants Exercised | |||
Number of Warrants Cancelled/Forfeited | |||
Number of Warrants Cancelled/Forfeited | |||
Number of Options Ending | 203,629 | 203,629 | 203,629 |
Weighted Average Exercise Price, Ending | $ 4.15 | $ 4.15 | $ 4.15 |
Aggregate Intrinsic Value Ending | $ 36,030 | $ 82,756 | |
Number of Shares Ending | 203,629 | 203,629 | |
Weighted Average Exercise Price, Vested and Exercisable Ending | $ 4.15 | $ 4.15 | $ 4.15 |
Number of Options Unvested and non-exercisable Ending | 203,629 | ||
Weighted Average Grant Date Fair Value Ending | |||
Aggregate Intrinsic Value Unvested and non-exercisable Ending |
Stockholders_ Equity (Deficit_2
Stockholders’ Equity (Deficit) (Details Narrative) - USD ($) | 12 Months Ended | |||||
Apr. 01, 2024 | Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 01, 2024 | Apr. 27, 2023 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 50,000,000 | |||
Preferred stock, shares issued | 0 | 0 | ||||
Preferred stock, shares outstanding | 0 | 0 | ||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | ||||
Preferred stock. voting rights | none | none | ||||
Dividends, Preferred Stock | $ 0 | |||||
Preferred Stock, Liquidation Preference, Value | $ 0 | |||||
Preferred Stock, Redemption Price Per Share | $ 0 | |||||
Preferred Stock, Convertible, Conversion Price | $ 0 | |||||
Common stock, shares authorized | 50,000,000 | 50,000,000 | 500,000,000 | |||
Common stock, shares issued | 4,776,531 | 3,335,674 | ||||
Common stock, shares outstanding | 4,776,531 | 3,335,674 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||||
Common stock, voting rights | Voting at 1 vote per share | Voting at 1 vote per share | ||||
Stock issued for debt issuance costs, value | $ 25,308 | |||||
Stock issued for service, value | 272,750 | |||||
Stock issued for acquisition, value | $ 50,000 | |||||
Number of shares granted | 71,558 | |||||
Number of shares granted, value | $ 1,215,365 | $ 1,309,524 | ||||
Stock options, shares | 254,824 | 71,558 | ||||
Stock option grant date fair value | $ 23,920 | |||||
Fair value adjustment of stock options | $ 357,400 | |||||
Number of shares cancellation | 348,306 | |||||
Number of shares Vested | 65,000 | |||||
Expected term (years) | 5 years | 5 years | ||||
Expected volatility | 62% | |||||
Expected dividend | 0% | 0% | ||||
Risk free interest rate | 4% | 1.64% | ||||
Next Charging LLC [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Common stock, shares authorized | 100,000 | 100,000 | ||||
Common stock, shares issued | 100,000 | 100,000 | ||||
Common stock, shares outstanding | 100,000 | 100,000 | ||||
Common stock, par value | $ 0.001 | $ 0.001 | ||||
Accrued salary | $ 209,106 | |||||
Next Charging LLC [Member] | Subsequent Event [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Preferred stock, shares authorized | 50,000,000 | |||||
Preferred stock, par value | $ 0.00001 | |||||
Common stock, shares authorized | 1,000,000,000 | |||||
Common stock, par value | $ 0.00001 | |||||
Stock issued for debt issuance costs, value | $ 3,700,000 | |||||
Next Charging LLC [Member] | Subsequent Event [Member] | Common Class A [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Common stock, shares authorized | 500,000,000 | |||||
Next Charging LLC [Member] | Subsequent Event [Member] | Common Class B [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Common stock, shares authorized | 500,000,000 | |||||
Restricted Stock [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Unrecognized stock compensation expense related to restricted stock | $ 324,134 | |||||
Weighted average period for recognition | 1 year 3 months 7 days | |||||
Stock options, shares | 826,384 | 120,850 | ||||
Share-Based Payment Arrangement, Option [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Number of shares granted | 254,825 | |||||
Number of shares granted, value | $ 73,920 | |||||
Stock options, shares | 28,572 | |||||
Share based compensation | 7,973 | |||||
Changes in stock option | 0 | |||||
Number of shares vested | $ 153,125 | |||||
Number of shares cancellation | 36,736 | |||||
Stock-based compensation expense | 9,375 | |||||
Nonvesting in service based grants | $ 14,063 | |||||
Lender [Member] | Subsequent Event [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock sold for cash (ATM) - net of offering costs, shares | 156,000 | |||||
Chief Executive Officer [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock options, shares | 54,825 | |||||
Accrued salary | $ 50,000 | |||||
Consultants [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock options, shares | 6,250 | |||||
Number of shares granted | 200,000 | |||||
Stock option grant date fair value | $ 7,400 | |||||
Number of shares Vested | 3,125 | |||||
Stock option vest fair value | $ 3,700 | |||||
Number of shares non vested | 3,125 | |||||
Stock option non vest fair value | 3,700 | |||||
Officers And Directors [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock options, shares | 65,308 | |||||
Number of shares granted fair value | $ 350,000 | |||||
Stock based compensation expense | $ 1,525,146 | 1,412,283 | ||||
Notes Payable One [Member] | Lender [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Controlling interest rate | 5% | |||||
Related Party [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock-based compensation expense | $ 1,215,365 | 694,524 | ||||
Related Party [Member] | Notes Payable One [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | $ 1.94 | |||||
Common Stock [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock sold for cash (ATM) - net of offering costs, shares | 8,393 | |||||
Stock issued for debt issuance costs, value | $ 1 | |||||
Share price | $ 24.08 | |||||
Percentage of commission | 3% | |||||
Deferred offering costs | $ 25,308 | |||||
Stock issued for service | 100,000 | 4,268 | ||||
Stock issued for service, value | $ 11 | $ 102,759 | ||||
Stock issued for service | 100,000 | 4,268 | ||||
Stock issued for acquisition | 5,040 | |||||
Stock issued for acquisition, value | $ 1 | |||||
Number of shares granted | 672,464 | 45,932 | ||||
Number of shares granted, value | $ 65 | $ 5 | ||||
Common Stock [Member] | Acquisition [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | $ 9.92 | |||||
Common Stock [Member] | Related Party [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | $ 28.51 | |||||
Stock issued for service | 672,464 | 45,932 | ||||
Stock issued for service, value | $ 1,215,365 | $ 1,309,524 | ||||
Common Stock [Member] | Related Party [Member] | Notes Payable [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Stock sold for cash (ATM) - net of offering costs, shares | 660,000 | |||||
Stock issued for debt issuance costs, value | $ 919,500 | |||||
Number of shares remain unissued | 260,000 | |||||
Issuance of shares percentage | 9.99% | |||||
Common Stock [Member] | Minimum [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | $ 3.06 | |||||
Share price | 1.92 | |||||
Common Stock [Member] | Minimum [Member] | Related Party [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | 1.75 | |||||
Common Stock [Member] | Minimum [Member] | Related Party [Member] | Notes Payable [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | 2.07 | |||||
Common Stock [Member] | Maximum [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | 3.53 | |||||
Share price | 4.79 | |||||
Common Stock [Member] | Maximum [Member] | Related Party [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | 3.51 | |||||
Common Stock [Member] | Maximum [Member] | Related Party [Member] | Notes Payable [Member] | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Share price | $ 2.71 |
Schedule of Purchase Price Allo
Schedule of Purchase Price Allocation at Fair Value (Details) - USD ($) | 12 Months Ended | ||
Mar. 11, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||
Cash | $ 321,250 | ||
Full Service Fueling [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 321,250 | ||
Common stock | 50,000 | ||
Fair value of consideration transferred | 371,250 | ||
Palmdale Oil Company Inc [Member] | |||
Business Acquisition [Line Items] | |||
Total assets acquired | 334,394 | ||
Goodwill | 36,856 | ||
Palmdale Oil Company Inc [Member] | Vehicles [Member] | |||
Business Acquisition [Line Items] | |||
Total assets acquired | 153,000 | ||
Palmdale Oil Company Inc [Member] | Customer Lists [Member] | |||
Business Acquisition [Line Items] | |||
Total assets acquired | 66,413 | ||
Palmdale Oil Company Inc [Member] | Loading Rack License [Member] | |||
Business Acquisition [Line Items] | |||
Total assets acquired | 58,857 | ||
Palmdale Oil Company Inc [Member] | Other Identifiable Intangibles [Member] | |||
Business Acquisition [Line Items] | |||
Total assets acquired | $ 56,124 |
Acquisition (Details Narrative)
Acquisition (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 11, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | ||
Issuance of stock, value | $ 50,000 | |
Palmdale Oil Company Inc [Member] | ||
Business Acquisition [Line Items] | ||
Payments to acquire | $ 321,250 | |
Cash | $ 3,750 | |
Consideration for acquisition, shares | 5,040 | |
Issuance of stock, value | $ 50,000 | |
Goodwill | $ 36,856 |
Material Definitive Agreement_2
Material Definitive Agreement as Amended and Reverse Acquisition (Details Narrative) - shares | Dec. 31, 2023 | Nov. 02, 2023 | Aug. 10, 2023 |
Number of shares issued vested | 260,000 | ||
Next N R G Holding Corp [Member] | |||
Closing agreement description | (i) that the Company take the actions necessary to amend its certificate of incorporation to increase the number of authorized shares of Common Stock from 50,000,000 shares of Common Stock to 500,000,000 shares of Common Stock, (ii) the receipt of the requisite stockholder approval, (iii) the receipt of the requisite third-party consents and (iv) compliance with the rules and regulations of The Nasdaq Stock Market | ||
Michael Farkas [Member] | |||
Ownership percentage | 20% | ||
Material Definitive Agreement [Member] | Common Stock [Member] | |||
Shares, Issued | 100,000,000 | ||
Number of shares issued vested | 35,000,000 | ||
Material Definitive Agreement [Member] | Common Stock [Member] | Electric Vehicle And Battery [Member] | |||
Number of shares issued vested | 30,000,000 | ||
Next N R G Holding Corp [Member] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100% |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Stock based compensation | $ 142,000 | $ 203,000 |
Intangibles | 719,000 | 908,000 |
Net operating loss carryforwards | 10,775,000 | 8,147,000 |
Lease liabilities | 80,000 | 138,000 |
Capitalized research expenditures | 367,000 | 354,000 |
Bad debt reserve | 21,000 | |
Other | 9,000 | 8,000 |
Total deferred tax assets | 12,113,000 | 9,758,000 |
Depreciation | (683,000) | (872,000) |
Prepaid assets | (47,000) | (34,000) |
Right-of-Use asset | (75,000) | (132,000) |
Total deferred tax liabilities | (805,000) | (1,038,000) |
Deferred Tax Assets | 11,308,000 | 8,720,000 |
Less: valuation allowance | (11,308,000) | (8,720,000) |
Net deferred tax asset recorded | ||
Less: valuation allowance | $ 11,308,000 | $ 8,720,000 |
Schedule of Income Tax Benefit
Schedule of Income Tax Benefit and Related Valuation Allowance (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Current | ||
Deferred | (2,588,000) | (4,149,000) |
Total income tax provision (benefit) | (2,588,000) | (4,149,000) |
Less: valuation allowance | 2,588,000 | 4,149,000 |
Total Tax Provision |
Schedule of Reconciliation of P
Schedule of Reconciliation of Provision for Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Federal income tax benefit - 21% | $ (2,199,000) | $ (3,676,000) |
State income tax expense (benefit) - 4.35% - net of federal effect | (455,000) | (761,000) |
Permanent differences – net | (25,000) | 255,000 |
Deferred adjustments | 91,000 | 33,000 |
Change in valuation allowance | 2,588,000 | 4,149,000 |
Total Tax Provision | ||
Next Charging LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Federal income tax benefit - 21% | (125,000) | (3,000) |
Change in valuation allowance | 109,000 | 3,000 |
Total Tax Provision | ||
Non-deductible items | 16,000 | |
Subtotal | $ (109,000) | $ (3,000) |
Schedule of Reconciliation of_2
Schedule of Reconciliation of Provision for Income Taxes (Details) (Parenthetical) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% |
Effective Income Tax Rate Reconciliation, at State Income Tax Rate, Percent | 4.35% | 4.35% |
Next Charging LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% |
Schedule of Operating Loss Carr
Schedule of Operating Loss Carry Forwards (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Operating loss carry forwards | $ 43,000,000 | $ 33,000,000 |
Schedule of Property Plant and
Schedule of Property Plant and Vehicle Deprication Over Years (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Restructuring Cost and Reserve [Line Items] | ||
Vehicle | $ 5,553,053 | $ 5,723,839 |
Less: accumulated depreciation | 2,242,866 | 1,134,680 |
Total property and equipment - net | 3,310,187 | 4,589,159 |
Vehicles [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Vehicle | 5,119,048 | 5,142,828 |
Next Charging LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Less: accumulated depreciation | 9,992 | |
Total property and equipment - net | 78,742 | |
Next Charging LLC [Member] | Vehicles [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Vehicle | $ 88,734 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 12 Months Ended | ||||
Apr. 01, 2024 | Aug. 22, 2023 | Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Subsequent Event [Line Items] | |||||
Proceeds from issuance costs | $ 250,000 | $ 2,191,308 | |||
Listing value of requirred shares | 2,500,000 | ||||
Cash | 226,985 | ||||
Stock sold for cash (ATM) - net | $ 25,308 | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Face amount | $ 1,375,000 | ||||
Original issue discount | 125,000 | ||||
Proceeds from issuance costs | 1,250,000 | ||||
Increase in accrued interest | $ 3,000,000 | ||||
Subsequent Event [Member] | Next Charging LLC [Member] | |||||
Subsequent Event [Line Items] | |||||
Promissory note | 7% | ||||
Cash | $ 5,500,000 | ||||
Stock sold for cash (ATM) - net | $ 3,700,000 | ||||
Subsequent Event [Member] | Lender [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock sold for cash (ATM) - net of offering costs, shares | 156,000 | ||||
Subsequent Event [Member] | Michael Farkas [Member] | |||||
Subsequent Event [Line Items] | |||||
Controlling interest rate | 20% | ||||
Subsequent Event [Member] | Minimum [Member] | |||||
Subsequent Event [Line Items] | |||||
Promissory note | 8% | ||||
Debt Instrument, Convertible, Conversion Price | $ 0.70 | ||||
Subsequent Event [Member] | Maximum [Member] | |||||
Subsequent Event [Line Items] | |||||
Promissory note | 18% |
Schedule of Note Receivable Rel
Schedule of Note Receivable Related Party (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Restructuring Cost and Reserve [Line Items] | ||
Less: allowance for doubtful accounts | $ 1,192,340 | $ 766,692 |
Next Charging LLC [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Note receivable | 2,770,700 | 248,095 |
Interest receivable | 177,548 | 115,937 |
Less: accretion discount | 56,475 | |
Less: allowance for doubtful accounts | 309,098 | 291,841 |
Notes receivable – net | $ 2,582,675 | $ 72,191 |
Note Receivable - Related Par_3
Note Receivable - Related Party (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | ||
Operating loss carryforwards | $ 43,000,000 | $ 33,000,000 |
Next Charging LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Proceeds from beneficial owner | 73,579 | |
Interest Receivable | 177,548 | 115,937 |
Notes receivable | 2,582,675 | 72,191 |
Accrued interest | 54,150 | 0 |
Interest income | 233,910 | 0 |
Operating loss carryforwards | 533,000 | 12,000 |
Farkas Group Inc [Member] | Next Charging LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Proceeds from beneficial owner | $ 73,579 | |
Interest rate | 3% | |
Interest Receivable | 0 | $ 9,796 |
Interest income | 895 | $ 1,556 |
Related Party [Member] | Next Charging LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Interest rate | 8% | |
Loan payable | 2,585,000 | |
Notes receivable | $ 2,582,675 | $ 72,191 |