Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-36492 | |
Entity Registrant Name | AGEAGLE AERIAL SYSTEMS INC. | |
Entity Central Index Key | 0000008504 | |
Entity Tax Identification Number | 88-0422242 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 8863 E. 34th Street North | |
Entity Address, City or Town | Wichita | |
Entity Address, State or Province | KS | |
Entity Address, Postal Zip Code | 67226 | |
City Area Code | (620) | |
Local Phone Number | 325-6363 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | UAVS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 87,844,818 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash | $ 5,302,487 | $ 14,590,566 |
Accounts receivable, net | 3,178,019 | 2,888,879 |
Inventories, net | 6,117,529 | 4,038,508 |
Prepaid and other current assets | 1,209,555 | 1,292,570 |
Note receivable | 185,000 | 185,000 |
Total current assets | 15,992,590 | 22,995,523 |
Property and equipment, net | 838,058 | 952,128 |
Right of use asset | 1,148,993 | 2,019,745 |
Intangible assets, net | 12,217,539 | 13,565,494 |
Goodwill | 64,867,282 | 64,867,282 |
Other assets | 279,822 | 282,869 |
Total assets | 95,344,284 | 104,683,041 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 2,194,112 | 2,526,829 |
Accrued expenses | 1,804,299 | 1,901,641 |
Contract liabilities | 653,237 | 971,140 |
Current portion of liabilities related to acquisition agreements | 10,061,501 | |
Current portion of lease liabilities | 739,602 | 1,235,977 |
Current portion of COVID loans | 380,315 | 451,889 |
Total current liabilities | 5,771,565 | 17,148,977 |
Long term portion of liabilities related to acquisition agreements | 8,875,000 | |
Long term portion of lease liabilities | 493,774 | 942,404 |
Long term portion of COVID loans | 634,251 | 808,021 |
Defined benefit plan obligation | 166,472 | 331,726 |
Total liabilities | 7,066,062 | 28,106,128 |
STOCKHOLDERS’ EQUITY: | ||
Common Stock, $0.001 par value, 250,000,000 shares authorized, 87,444,818 and 75,314,988 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 87,445 | 75,315 |
Additional paid-in capital | 150,968,638 | 127,626,536 |
Accumulated deficit | (62,587,700) | (51,054,344) |
Accumulated other comprehensive loss | (190,167) | (70,594) |
Total stockholders’ equity | 88,278,222 | 76,576,913 |
Total liabilities and stockholders’ equity | 95,344,284 | 104,683,041 |
Series F Preferred Stock [Member] | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock, $0.001 par value, 25,000,000 shares authorized: Preferred Stock, Series F Convertible, $0.001 par value, 35,000 shares authorized, 6,311 shares issued and outstanding as of September 30, 2022, and no shares issued and outstanding as of D | $ 6 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 87,444,818 | 75,314,988 |
Common stock, shares outstanding | 87,444,818 | 75,314,988 |
Series F Preferred Stock [Member] | ||
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 35,000 | 35,000 |
Preferred Stock, shares issued | 6,311 | 0 |
Preferred Stock, shares outstanding | 6,311 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenues | $ 5,490,714 | $ 2,021,707 | $ 14,620,565 | $ 5,660,662 |
Cost of sales | 3,407,573 | 1,226,911 | 8,622,436 | 2,885,008 |
Gross Profit | 2,083,141 | 794,796 | 5,998,129 | 2,775,654 |
Operating Expenses: | ||||
General and administrative | 4,175,090 | 2,783,290 | 14,093,655 | 10,428,040 |
Research and development | 1,818,540 | 777,036 | 6,185,777 | 2,115,367 |
Sales and marketing | 1,236,841 | 1,034,004 | 3,736,548 | 1,813,069 |
Total Operating Expenses | 7,230,471 | 4,594,330 | 24,015,980 | 14,356,476 |
Loss from Operations | (5,147,330) | (3,799,534) | (18,017,851) | (11,580,822) |
Other Income (Expense): | ||||
Interest (expense) income, net | (6,727) | 3,834 | (29,776) | 12,850 |
Paycheck protection program loan forgiveness | 108,532 | |||
Gain on debt extinguishment | 6,486,899 | 6,486,899 | ||
Other income, net | 332,110 | 24,798 | 27,372 | 79,836 |
Total Other Income, net | 6,812,282 | 28,632 | 6,484,495 | 201,218 |
Income (Loss) Before Income Taxes | 1,664,952 | (3,770,902) | (11,533,356) | (11,379,604) |
Provision for income taxes | ||||
Net Income (Loss) | 1,664,952 | (3,770,902) | (11,533,356) | (11,379,604) |
Comprehensive Income: | ||||
Amortization of unrecognized periodic pension costs | 97,846 | 100,487 | ||
Foreign currency cumulative translation adjustment | (372,368) | (220,060) | ||
Total comprehensive income (loss), net of tax | 1,390,430 | (3,770,902) | (11,652,929) | (11,379,604) |
Accrued dividends on preferred stock series F | (94,694) | (94,694) | ||
Total comprehensive income (loss) available to common stockholders | $ 1,295,736 | $ (3,770,902) | $ (11,747,623) | $ (11,379,604) |
Net Earnings (Loss) Per Common Share - Basic | $ 0.02 | $ (0.05) | $ (0.14) | $ (0.17) |
Net Earnings (Loss) Per Common Share - Diluted | $ 0.01 | $ (0.05) | $ (0.14) | $ (0.17) |
Weighted Average Number of Shares Outstanding During the Period - Basic | 85,966,687 | 75,144,113 | 81,004,011 | 68,243,666 |
Weighted Average Number of Shares Outstanding During the Period - Diluted | 113,623,789 | 75,144,113 | 81,004,011 | 68,243,666 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) | Preferred Stock Series F [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance as of December 31, 2020 at Dec. 31, 2020 | $ 58,636 | $ 47,241,757 | $ (20,945,664) | $ 26,354,729 | ||
Beginning balance, shares at Dec. 31, 2020 | 58,636,365 | |||||
Exercise of stock options | $ 487 | 112,681 | 113,168 | |||
Exercise of options, Shares | 487,876 | |||||
Stock-based compensation expense | $ 476 | 3,320,205 | 3,320,681 | |||
Stock-based compensation expense, Shares | 475,568 | |||||
Net loss | (11,379,604) | (11,379,604) | ||||
Sale of Common Stock, net of issuance costs | $ 6,763 | 37,175,883 | 37,182,646 | |||
Sale of Common Stock, net of issuance costs, Shares | 6,763,091 | |||||
Sale of Common Stock from exercise of warrants | $ 2,517 | 8,302,851 | 8,305,368 | |||
Sale of Common Stock from exercise of warrants, Shares | 2,516,778 | |||||
Issuance of Common Stock for MicaSense Acquisition | $ 541 | 2,999,459 | 3,000,000 | |||
Issuance of Common Stock for MicaSense Acquisition, Shares | 540,541 | |||||
Issuance of Common Stock for Measure Acquisition | $ 5,319 | 24,369,681 | 24,375,000 | |||
Issuance of Common Stock for Measure Acquisition, Shares | 5,319,145 | |||||
Stock issued in exchange for professional services | $ 550 | 2,906,450 | 2,907,000 | |||
Stock issued in exchange for professional services, Shares | 550,000 | |||||
Ending balance, value at Sep. 30, 2021 | $ 75,289 | 126,428,967 | (32,325,268) | 94,178,988 | ||
Ending balance, shares at Sep. 30, 2021 | 75,289,364 | |||||
Balance as of December 31, 2020 at Jun. 30, 2021 | $ 74,669 | 123,377,671 | (28,554,366) | 94,897,974 | ||
Beginning balance, shares at Jun. 30, 2021 | 74,668,560 | |||||
Exercise of stock options | $ 81 | 37,262 | 37,343 | |||
Exercise of options, Shares | 81,861 | |||||
Stock-based compensation expense | $ 104 | 792,927 | 793,031 | |||
Stock-based compensation expense, Shares | 104,166 | |||||
Net loss | (3,770,902) | (3,770,902) | ||||
Sales of Common Stock, net of issuance costs | $ 435 | 2,221,107 | 2,221,542 | |||
Sales of Common Stock, net of issuance costs, Shares | 434,777 | |||||
Ending balance, value at Sep. 30, 2021 | $ 75,289 | 126,428,967 | (32,325,268) | 94,178,988 | ||
Ending balance, shares at Sep. 30, 2021 | 75,289,364 | |||||
Balance as of December 31, 2020 at Dec. 31, 2021 | $ 75,315 | 127,626,536 | (70,594) | (51,054,344) | 76,576,913 | |
Beginning balance, shares at Dec. 31, 2021 | 75,314,988 | |||||
Settlement of heldback shares from contingent liability related to Measure acquisition | $ (499) | 2,812,999 | 2,812,500 | |||
Settlement of heldback shares from contingent liability related to Measure acquisition, Shares | (498,669) | |||||
Conversion of Preferred Stock, Series F Convertible shares to Common Stock | $ (4) | $ 5,950 | (5,946) | |||
Conversion of Preferred Stock, Series F Convertible shares to Common Stock, Shares | (3,689) | 5,950,000 | ||||
Dividends of preferred stock series F | (94,694) | (94,694) | ||||
Issuance of Restricted Common Stock | $ 316 | (316) | ||||
Issuance of Restricted Common Stock, Shares | 314,941 | |||||
Exercise of stock options | $ 185 | 74,165 | 74,350 | |||
Exercise of options, Shares | 185,000 | |||||
Stock-based compensation expense | 3,058,741 | 3,058,741 | ||||
Stock-based compensation expense, Shares | ||||||
Amortization of unrecognized periodic pension costs | 100,487 | 100,487 | ||||
Foreign currency translation adjustment | (220,060) | (220,060) | ||||
Net loss | (11,533,356) | (11,533,356) | ||||
Issuance of Preferred Stock, Series F Convertible, net of issuance costs | $ 10 | 9,919,990 | 9,920,000 | |||
Issuance of Preferred Stock, Series F Convertible, net of issuance costs, Shares | 10,000 | |||||
Sale of Common Stock, net of issuance costs | $ 4,251 | 4,579,090 | 4,583,341 | |||
Sale of Common Stock, net of issuance costs, Shares | 4,251,151 | |||||
Issuance of Common Stock for acquisition of senseFly | $ 1,927 | 2,998,073 | 3,000,000 | |||
Issuance of Common Stock for SenseFly Acquisition, Shares | 1,927,407 | |||||
Ending balance, value at Sep. 30, 2022 | $ 6 | $ 87,445 | 150,968,638 | (190,167) | (62,587,700) | 88,278,222 |
Ending balance, shares at Sep. 30, 2022 | 6,311 | 87,444,818 | ||||
Balance as of December 31, 2020 at Jun. 30, 2022 | $ 10 | $ 82,445 | 147,686,141 | 84,355 | (64,252,652) | 83,600,299 |
Beginning balance, shares at Jun. 30, 2022 | 9,690 | 82,445,570 | ||||
Settlement of heldback shares from contingent liability related to Measure acquisition | $ (499) | 2,812,999 | 2,812,500 | |||
Settlement of heldback shares from contingent liability related to Measure acquisition, Shares | (498,669) | |||||
Conversion of Preferred Stock, Series F Convertible shares to Common Stock | $ (4) | $ 5,450 | (5,446) | |||
Conversion of Preferred Stock, Series F Convertible shares to Common Stock, Shares | (3,379) | 5,450,000 | ||||
Dividends of preferred stock series F | (94,694) | (94,694) | ||||
Issuance of Restricted Common Stock | $ 14 | (14) | ||||
Issuance of Restricted Common Stock, Shares | 12,917 | |||||
Exercise of stock options | $ 35 | 12,815 | 12,850 | |||
Exercise of options, Shares | 35,000 | |||||
Stock-based compensation expense | 556,837 | 556,837 | ||||
Stock-based compensation expense, Shares | ||||||
Amortization of unrecognized periodic pension costs | 97,846 | 97,846 | ||||
Foreign currency translation adjustment | (372,368) | (372,368) | ||||
Net loss | 1,664,952 | 1,664,952 | ||||
Ending balance, value at Sep. 30, 2022 | $ 6 | $ 87,445 | $ 150,968,638 | $ (190,167) | $ (62,587,700) | $ 88,278,222 |
Ending balance, shares at Sep. 30, 2022 | 6,311 | 87,444,818 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (11,533,356) | $ (11,379,604) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 3,058,741 | 3,320,681 |
Stock issued in exchange for professional services | 2,907,000 | |
Paycheck Protection Program loan forgiveness | (108,532) | |
Depreciation and amortization | 2,887,244 | 784,701 |
Defined benefit plan obligation and other | (148,851) | |
Loss on disposal of property and equipment | 3,712 | |
Gain on debt extinguishment | (6,486,899) | |
Changes in assets and liabilities: | ||
Accounts receivable, net | (396,617) | (193,348) |
Inventories, net | (2,221,569) | (912,683) |
Prepaid expenses and other assets | 22,579 | (523,638) |
Accounts payable | (281,937) | 622,825 |
Accrued expenses and other liabilities | (193,818) | (1,452,158) |
Contract liabilities | (307,610) | 253,323 |
COVID loan | (173,313) | |
Other | 433,357 | |
Net cash used in operating activities | (15,342,049) | (6,677,721) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (250,379) | (225,642) |
Payment of acquisition-related liabilities | (6,610,900) | |
Acquisition of MicaSense, net of cash acquired | (14,536,863) | |
Acquisition of Measure, net of cash acquired | (14,916,850) | |
Capitalization of platform development costs | (635,568) | (762,881) |
Capitalization of internal use software costs | (565,894) | |
Notes receivable | (200,000) | |
Net cash used in investing activities | (8,062,741) | (30,642,236) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Sales of Common Stock, net of issuance costs | 4,583,341 | 37,182,646 |
Sale of Common Stock from exercise of warrants | 8,305,368 | |
Sale of Preferred Stock, Series F Convertible, net of issuance costs | 9,920,000 | |
Exercise of stock options | 74,350 | 113,168 |
Net cash provided by financing activities | 14,577,691 | 45,601,182 |
Effects of foreign exchange rates on cash flows | (460,980) | |
Net (decrease) increase in cash | (9,288,079) | 8,281,225 |
Cash at beginning of period | 14,590,566 | 23,940,333 |
Cash at end of period | 5,302,487 | 32,221,558 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest cash paid | ||
Income taxes paid | ||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Stock consideration for the senseFly Acquisition | 3,000,000 | |
Conversion of Preferred Stock, Series F Convertible to Common Stock | 5,950 | |
Dividends on preferred stock series F | 94,694 | |
Issuance of Restricted Common Stock | 316 | |
Settlement of Common Stock from contingent liability related to Measure | 2,812,500 | |
Acquisition liability related to the MicaSense Acquisition | 5,000,000 | |
Stock consideration for the MicaSense Acquisition | 3,000,000 | |
Acquisition liability related to the Measure Acquisition | 5,625,000 | |
Stock consideration for the Measure Acquisition | $ 24,375,000 |
Description of the Business and
Description of the Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Description of the Business and Basis of Presentation | Note 1 – Description of the Business and Basis of Presentation Description of Business – During the year ended December 31, 2021, the Company acquired 100% of the outstanding stock of MicaSense, Measure and senseFly, respectively. These three business acquisitions are collectively referred to as the “2021 Business Acquisitions.” Basis of Presentation Liquidity and Going Concern 11,533,356 15,342,049 10,221 62,587,700 If the Company is unable to generate significant sales growth in the near term and raise additional capital, there is a risk that the Company could default on additional obligations; and could be required to discontinue or significantly reduce the scope of its operations if no other means of financing operations are available. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amount and classification of liabilities or any other adjustment that might be necessary should the Company be unable to continue as a going concern. Risks and Uncertainties A description of certain of the Company’s accounting policies and other financial information is included in the Company’s audited consolidated financial statements filed with the SEC on Form 10-K for the year ended December 31, 2021. The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated financial statements. Such condensed consolidated financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. Use of Estimates Fair Value Measurements and Disclosures Fair Value Measurement The guidance requires that assets and liabilities carried at fair value be classified and disclosed in one of the following categories: ● Level 1: Quoted market prices in active markets for identical assets or liabilities. ● Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. ● Level 3: Unobservable inputs that are not corroborated by market data. For short-term classes of our financial instruments, which include cash, accounts receivable, prepaid expenses, notes receivable, accounts payable and accrued expenses, their carrying amounts approximate fair value due to their short-term nature. The outstanding loans related to the business acquisitions and COVID Loans are carried at face value, which approximates fair value. As of September 30, 2022 and December 31, 2021, the Company did not have any financial assets or liabilities measured and recorded at fair value on the Company’s condensed consolidated balance sheets on a recurring basis. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Inventories – Revenue Recognition and Concentration Revenue from Contracts with Customers The Company generally recognizes revenue on sales to customers, dealers and distributors upon satisfaction of performance obligations which generally occurs once control transfers to customers, which is when product is shipped or delivered depending on specific shipping terms and, where applicable, customer acceptance has been obtained. The fee is not considered to be fixed or determinable until all material contingencies related to the sales have been resolved. The Company records revenue in the statements of operations and comprehensive loss, net of any sales, use, value added, or certain excise taxes imposed by governmental authorities on specific sales transactions and net of any discounts, allowances and returns. Under fixed-price contracts, the Company agrees to perform the specified work for a pre-determined price. To the extent the Company’s actual costs vary from the estimates upon which the price was negotiated, it will generate more or less profit or could incur a loss. The Company accounts for a contract after it has been approved by all parties to the arrangement, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. Additionally, customer payments received in advance of the Company completing performance obligations are recorded as contract liabilities. Customer deposits represent customer prepayments and are recognized as revenue when the term of the sale or performance obligation is completed. The Company’s software subscriptions to its platforms, HempOverview Ground Control Capitalized Software Development Costs Software — Costs of Software to be Sold, Leased or Marketed 1,301,691 995,880 Internal-use Software Costs Internal-Use Software 740,923 278,264 Foreign Currency Shipping Costs – 75,074 27,024 220,049 62,614 Advertising Costs 139,480 50,941 303,862 141,626 Vendor Concentrations Income (Loss) Per Common Share and Potentially Dilutive Securities – 0.001 629,367 2,484,373 6,311 16,129,032 821,405 2,541,667 The following dilutive shares have been excluded from the calculation of diluted net loss per share as their effect would be anti-dilutive for the three months ended September 30, 2022, 629,367 of unvested RSUs, 727,667 options outstanding to purchase shares of Common Stock, 6,311 shares of Preferred Stock, Series F Convertible into 10,179,032 shares of Common Stock, and 16,129,032 Common Stock warrants. See Note 7 — Equity. Segment Reporting Accounting Pronouncements – Adopted Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) New Accounting Pronouncements – Pending Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures Other recent accounting pronouncements issued by FASB did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. |
Balance Sheets
Balance Sheets | 9 Months Ended |
Sep. 30, 2022 | |
Balance Sheets | |
Balance Sheets | Note 3 – Balance Sheets Accounts Receivable, net As of September 30, 2022 and December 31, 2021, accounts receivable, net consist of the following: Schedule of accounts receivable, net September 30, 2022 December 31, 2021 Accounts receivable $ 3,202,003 $ 2,918,435 Less: Provisions for doubtful accounts (23,984 ) (29,556 ) Accounts receivable, net $ 3,178,019 $ 2,888,879 Inventories, Net As of September 30, 2022 and December 31, 2021, inventories, net consist of the following: Schedule Of Inventories September 30, 2022 December 31, 2021 Raw materials $ 3,098,858 $ 2,862,293 Work-in process 1,386,567 647,829 Finished goods 1,892,104 833,785 Gross inventories 6,377,529 4,343,907 Less: Provision for obsolescence (260,000 ) (305,399 ) Inventories, net $ 6,117,529 $ 4,038,508 Property and Equipment, Net As of September 30, 2022 and December 31, 2021, property and equipment, net consist of the following: Schedule Of Property and Equipment Estimated Useful Life September 30, December 31, Type (Years) 2022 2021 Leasehold improvements 3 $ 106,837 $ 81,993 Production tools and equipment 4 5 563,814 417,779 Computer and office equipment 3 5 581,822 559,110 Furniture 5 79,277 77,971 Drone equipment 3 117,769 95,393 Total Property and equipment 1,449,519 1,232,246 Less: Accumulated depreciation (611,461 ) (280,118 ) Total Property and equipment, net $ 838,058 $ 952,128 For the three and nine months ended September 30, 2022 and 2021, depreciation expense is classified within the condensed consolidated statements of operations and comprehensive income (loss) as follows: Schedule of statements of operations and comprehensive loss For the Three Months Ended September 30, For the Nine Months Ended September 30, Type 2022 2021 2022 2021 Cost of sales $ 61,747 $ — $ 199,555 $ — General and administrative 48,429 36,226 138,271 90,281 Total $ 110,176 $ 36,226 $ 337,826 $ 90,281 Intangible Assets, net As of September 30, 2022 and December 31, 2021, intangible assets, net, other than goodwill, consist of following: Schedule of intangible assets, net Name Estimated Life (Years) Balance as of December 31, 2021 Additions Amortization Balance as of September 30, 2022 Intellectual property/technology 5 7 $ 5,427,294 $ — $ (700,629 ) $ 4,726,665 Customer base 3 10 4,047,319 — (868,847 ) 3,178,472 Tradenames and trademarks 5 10 1,985,236 — (168,569 ) 1,816,667 Non-compete agreement 2 4 831,501 — (378,380 ) 453,121 Platform development costs 3 995,880 635,569 (329,758 ) 1,301,691 Internal use software costs 3 278,264 565,894 (103,235 ) 740,923 Total intangibles assets, net $ 13,565,494 $ 1,201,463 $ (2,549,418 ) $ 12,217,539 As of September 30, 2022, the weighted average remaining amortization period in years is 4.78 932,880 2,549,418 293,599 694,420 For the following years ending, the future amortization expenses consist of the following: Schedule of future amortization expenses For the Years Ending December 31, (rest of year) 2023 2024 2025 2026 Thereafter Total Intellectual property/ $ 252,806 $ 808,968 $ 808,968 $ 808,968 $ 808,968 $ 1,237,987 $ 4,726,665 Customer base 292,816 1,137,663 889,364 141,145 141,145 576,339 3,178,472 Tradenames and trademarks 58,775 207,944 207,944 207,944 207,944 926,116 1,816,667 Non-compete agreement 117,188 335,933 — — — — 453,121 Platform development costs 150,409 602,091 427,264 121,927 — — 1,301,691 Internal use software costs 70,346 281,386 281,386 107,805 — — 740,923 Total Intangible Assets, Net $ 942,340 $ 3,373,985 $ 2,614,926 $ 1,387,789 $ 1,158,057 $ 2,740,442 $ 12,217,539 Accrued Expenses As of September 30, 2022 and December 31, 2021, accrued expenses consist of the following: Schedule of accrued expenses September 30, 2022 December 31, 2021 Accrued compensation and related liabilities $ 791,482 $ 1,039,979 Accrued professional fees 528,125 267,949 Provision for warranty expense 268,780 286,115 Other 215,912 307,598 Total accrued expenses $ 1,804,299 $ 1,901,641 |
Notes Receivable
Notes Receivable | 9 Months Ended |
Sep. 30, 2022 | |
Notes Receivable | |
Notes Receivable | Note 4 – Notes Receivable Valqari On October 14, 2020, in connection with, and as an incentive to the entry into a two-year exclusive manufacturing agreement (the “Manufacturing Agreement”) to produce a patented Drone Delivery Station for Valqari, LLC (“Valqari), the Company entered into, as payee, a Convertible Promissory Note pursuant to which the Company made a loan to Valqari in the principal aggregate amount of $500,000 (the “Note”). The Note accrues interest at a rate of three percent per annum. The Note matured on April 15, 2021 (the “Maturity Date”), at which time all outstanding principal and interest that had accrued, but remained, unpaid was due. On the Maturity Date, AgEagle demanded payment of the Note, including accrued interest, however, Valqari alleged that the Maturity Date was extended to October 14, 2021 (“Extended Maturity Date”) as the Note provided for an automatic six-month extension of the Maturity Date under certain circumstances within the terms and conditions of the Note. Upon the Extended Maturity Date, AgEagle demanded payment of the Note, including accrued interest; however, Valqari sought a substantial discount on the amount due under the Note to compensate for alleged breaches by AgEagle under the Manufacturing Agreement. AgEagle disputes the allegations of breach and believes that it is owed a net amount by Valqari under the Manufacturing Agreement, in addition to the amount due under the Note. On November 24, 2021, Valqari made a payment of principal on the Note of $315,000. The parties continue to negotiate in an attempt to reach an amicable resolution of their disputes; however, AgEagle reserves the right to take legal action to collect the Note in the event that a settlement is not reached. As of September 30, 2022 and December 31, 2021, the balance remaining under the Note is $ 185,000 MicaSense On November 16, 2020, and in connection with its January 27, 2021 acquisition of 100% of the capital stock of MicaSense (“MicaSense Acquisition), AgEagle, as payee, executed a promissory note with Parrot Drones S.A.S. (“Parrot”) in the principal amount of $100,000. The principal amount owed by Parrot was offset and reduced by all amounts paid or due in connection with the purchase price upon closing of the MicaSense Acquisition. senseFly On August 25, 2021, and in connection with its acquisition of 100% of the capital stock of senseFly (the senseFly Acquisition”) from Parrot, AgEagle Aerial, as payee, executed a promissory note in the principal amount of $200,000. The principal amount owed by Parrot was off-set and reduced by all amounts paid or due in connection with the purchase price upon closing of the senseFly Acquisition. |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Acquisitions | Note 5 – Business Acquisitions During the year ended December 31, 2021, the Company acquired 100% of the outstanding capital stock of MicaSense, Measure and senseFly, respectively. The financial results for each of these acquisitions are included in the condensed consolidated financial statements beginning on their respective acquisition dates. There were no 69,079 402,546 Transaction costs related to business combinations are included within general and administrative expense on the condensed consolidated statements of operations and comprehensive income (loss). MicaSense On January 27, 2021 (the “MicaSense Acquisition Date”), the Company entered into a stock purchase agreement (the “MicaSense Purchase Agreement”) with Parrot and Justin B. McAllister (collectively the “MicaSense Sellers”) pursuant to which the Company agreed to acquire 100% of the issued and outstanding capital stock of MicaSense from the MicaSense Sellers (the “MicaSense Acquisition”). The aggregate purchase price for the shares of MicaSense was $23,000,000, less any debt, and subject to a customary working capital adjustment. A portion of the consideration comprises shares of Common Stock of the Company, having an aggregate value of $3,000,000 based on a volume weighted average trading price of the Common Stock over a ten consecutive trading day period prior to the date of issuance of the shares of Common Stock to the MicaSense Sellers. On April 27, 2021, the Company issued 540,541 restricted shares of its Common Stock. The consideration is also subject to a remaining holdback amount of $4,750,000 to cover any post-closing indemnification claims and to satisfy any purchase price adjustments. The holdback was scheduled to be released in two equal installments, less any amounts paid or reserved for outstanding indemnity claims, on March 31, 2022 and March 31, 2023. The first installment of $2,375,000 was paid on March 31, 2022 (see below disclosure - Liabilities Related to Business Acquisition Agreements ). On May 10, 2021, the Company filed a Form S-3 Registration Statement (the “MicaSense Registration Statement”) with the Securities and Exchange Commission (“SEC”), covering the resale of the Shares. The MicaSense Registration Statement was declared effective on June 1, 2021 (File Number: 333-255940). In addition, the Company shall use its best efforts to keep the MicaSense Registration Statement effective and in compliance with the provisions of the Securities Act (including by preparing and filing with the SEC such amendments, including post-effective amendments, and supplements to the MicaSense Registration Statement and the prospectus used in connection therewith as may be necessary) until all Shares and other securities covered by the MicaSense Registration Statement have been disposed. The MicaSense Sellers reimbursed the Company for reasonable legal fees and expenses incurred by the Company in connection with such registration. The MicaSense Purchase Agreement contains certain customary representations, warranties, and covenants, including representations and warranties by the MicaSense Sellers with respect to MicaSense’s business, operations and financial condition. The MicaSense Purchase Agreement also includes post-closing covenants relating to the confidentiality and employee non-solicitation obligations of the MicaSense Sellers, and the agreement of the MicaSense Sellers not to compete with certain aspects of the business of MicaSense following the closing of the transaction. The completion of the transactions contemplated by the MicaSense Purchase Agreement is subject to customary closing conditions, including, among others: (i) the absence of a material adverse effect on MicaSense, (ii) the delivery by the parties of certain ancillary documents, including the registration Rights Agreement, and (iii) the execution by a key employee of MicaSense of an employment agreement. Subject to certain limitations, each of the parties will be indemnified for damages resulting from third party claims and breaches of the parties’ respective representations, warranties, and covenants in the MicaSense Purchase Agreement. The Company performed a valuation analysis of the fair market value of the assets acquired and liabilities assumed. Using the total consideration for the MicaSense Acquisition, the Company determined the allocations to such assets and liabilities. The final purchase price allocation, and the necessary detailed valuations and calculations have been finalized. The following table summarizes the allocation of the purchase price as of the MicaSense Acquisition Date: Schedule of allocation preliminary purchase price Net purchase price, including debt paid at close $ 23,375,681 Plus: fair value of liabilities assumed: Current liabilities 702,925 Fair value of liabilities assumed $ 702,925 Less: fair value of assets acquired: Cash $ 885,273 Other tangible assets 1,165,666 Identifiable intangible assets 3,061,803 Fair value of assets acquired $ 5,112,742 Net nonoperating assets 25,000 Adjustments for seller transaction expenses related to purchase price allocation 32,032 Goodwill $ 18,972,896 Measure On April 19, 2021 (the “Measure Acquisition Date”), the Company entered into a stock purchase agreement (the “Measure Purchase Agreement”) with Brandon Torres Declet (“Mr. Torres Declet”), in his capacity as Measure Sellers’ representative, and the sellers named in the Measure Purchase Agreement (the “Measure Sellers”) pursuant to which the Company agreed to acquire 100% of the issued and outstanding capital stock of Measure from the Measure Sellers (the “Measure Acquisition”). The aggregate purchase price for the shares of Measure was $45,000,000, less the amount of Measure’s debt and transaction expenses, and subject to a customary working capital adjustment. The purchase price comprised $15,000,000 in cash, and shares of Common Stock of the Company, having an aggregate value of $30,000,000 based on a volume weighted average trading price of the Common Stock over a seven consecutive trading day period prior to the date of issuance of the shares of Common Stock to the Measure Sellers. The Company issued 5,319,145 shares of Common Stock, in the aggregate, to the Measure Sellers, of which 997,338 Common Stock shares with an aggregate value of $5,625,000 were held in escrow to cover any post-closing indemnification claims and to satisfy any purchase price adjustments (the “Heldback Shares”). The 5,319,154 of common stock shares issued as consideration resulted in an increase to stockholder’s equity of $24,375,000 and an acquisition related liability of $5,625,000 for the Heldback Shares which was recorded on the Measure Acquisition Date. Further, the Company paid $5,000,000 of the cash portion of the purchase price ninety days after the closing date of the transaction. As of December 31, 2021, the Company completed the payment of the cash portion of the purchase price. The holdback was scheduled to be released October 19, 2022, (see disclosure below - Liabilities Related to Business Acquisition Agreements) The Measure Purchase Agreement contains certain customary representations, warranties, and covenants, including representations and warranties by the Measure Sellers with respect to Measure’s business, operations and financial condition. The Measure Purchase Agreement also includes post-closing covenants relating to the confidentiality and employee non-solicitation obligations of the Measure Sellers, and the agreement of the Measure Sellers not to compete with certain aspects of the business of Measure following the closing of the transaction. The completion of the transactions contemplated by the Purchase Agreement is subject to: (i) the absence of a material adverse effect on Measure, (ii) the delivery by the parties of certain ancillary documents, and (iii) the execution by key employees of Measure of employment offer letters. Subject to certain limitations, each of the parties will be indemnified for damages resulting from third party claims and breaches of the parties’ respective representations, warranties, and covenants in the Purchase Agreement. The Shares issued to the Measure Sellers pursuant to the Measure Purchase Agreement were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), to a limited number of persons who are “accredited investors” or “sophisticated persons” as those terms are defined in Rule 501 of Regulation D promulgated by the SEC, without the use of any general solicitation or advertising to market or otherwise offer the securities for sale. None of the Shares have been registered under the Securities Act, or applicable state securities laws, and none may be offered or sold in the United States absent registration under the Securities Act or an exemption from such registration requirements. The Company performed a preliminary valuation analysis of the fair market value of the assets to be acquired and liabilities to be assumed. Using the total consideration for the Acquisition, the Company estimated the allocations to such assets and liabilities. The final purchase price allocation and the detailed valuations and necessary have been completed. The following table summarizes the allocation of the purchase price as of the Measure Acquisition Date: Schedule of allocation preliminary purchase price Net purchase price, including debt paid at close $ 45,403,394 Plus: fair value of liabilities assumed: Deferred revenue 319,422 Other tangible liabilities 272,927 Fair value of liabilities assumed $ 592,349 Less: fair value of assets acquired: Cash 486,544 Other tangible assets 312,005 Identifiable intangibles 2,668,689 Fair value of assets acquired $ 3,467,238 Net nonoperating assets 39,775 Goodwill $ 42,488,730 On April 19, 2022, in accordance with the terms of the Measure Purchase Agreement, the Company delivered a notice of indemnification to the representative of the Measure Sellers seeking the right to set off certain operating losses from the holdback amount. The Company is claimed that the operating losses incurred by Measure from the Measure Acquisition date through April 19, 2022, resulted from breaches of certain representations and warranties made by the Measure Sellers. The Company claimed that it had sustained operating losses in excess of $13 million as a result of the Measure Sellers’ breaches and claimed the entire holdback amount to be applied against these operating losses. On August 22, 2022, the parties entered into a Memorandum of Understanding and Mutual Release (the “Settlement Agreement”) providing for the full and final settlement of all disputes about the Heldback Shares. Pursuant to the Settlement Agreement, the Company released 498,669 of the 997,338 Heldback Shares to the Measure Sellers with the remaining 498,669 Heldback Shares being released from escrow and cancelled by the Company. senseFly On October 18, 2021 (the “senseFly Acquisition Date”), the Company entered into a stock purchase agreement (the “senseFly S.A. Purchase Agreement”) with Parrot pursuant to which the Company acquired 100% of the issued and outstanding capital stock of senseFly S.A. from Parrot. The aggregate purchase price for the shares of senseFly S.A. is $21,000,000, less the amount of senseFly S.A.’s debt and subject to a customary working capital adjustment. The consideration is also subject to a $4,565,000 holdback to cover any post-closing indemnification claims and to satisfy any purchase price adjustments (see disclosure below). The holdback was scheduled to be released in two equal installments, less any amounts paid or reserved for outstanding indemnity claims, on December 31, 2022 and December 31, 2023 in accordance with the terms of the senseFly S.A. Purchase Agreement. On October 18, 2021, AgEagle Aerial and the Company entered into a stock purchase agreement (the “senseFly Inc. Purchase Agreement”) with Parrot Inc. pursuant to which AgEagle Aerial agreed to acquire 100% of the issued and outstanding capital stock of senseFly Inc. from Parrot Inc. The aggregate purchase price for the shares of senseFly Inc. is $2,000,000, less the amount of senseFly Inc.’s debt and subject to a customary working capital adjustment. The consideration is also subject to a $435,000 holdback to cover any post-closing indemnification claims and to satisfy any purchase price adjustments(see disclosure below). The holdback was scheduled to be released in two equal installments, less any amounts paid or reserved for outstanding indemnity claims, on December 31, 2022, and December 31, 2023 in accordance with the terms of the senseFly Inc. Purchase Agreement. A portion of the consideration under the senseFly S.A. Purchase Agreement comprises shares of Common Stock of the Company, par value $0.001, having an aggregate value of $3,000,000, based on a volume weighted average trading price of the Common Stock over a ten consecutive trading day period prior to the date of issuance of the shares of Common Stock to Parrot. The shares of Common Stock are issuable ninety days after the closing date of the transaction. In accordance with the terms of the senseFly S.A. Purchase Agreement, the Company issued 1,927,407 shares of Common Stock to Parrot in January 2022. Pursuant to the terms of the senseFly S.A. Purchase Agreement and a Registration Rights Agreement, dated as of October 19, 2021, the Company filed a Form S-3 Registration Statement (the “senseFly Registration Statement”) with the SEC covering the resale of the Common Stock issued to Parrot. The senseFly Registration Statement was declared effective on February 9, 2022. The Company agreed to use its best efforts to keep the senseFly Registration Statement effective and in compliance with the provisions of the Securities Act (including by preparing and filing with the SEC such amendments, including post-effective amendments, and supplements to the senseFly Registration Statement and the prospectus used in connection therewith as may be necessary) until all the shares of Common Stock and other securities issued to Parrot and covered by such Registration Statement have been disposed. Parrot reimbursed the Company $50,000 for reasonable legal fees and expenses incurred by the Company in connection with such registration. Parrot granted to senseFly S.A. a non-exclusive worldwide perpetual license, subject to certain termination rights of the parties, with respect to certain technology used in the fixed-wing drone manufacturing business of senseFly S.A. The Company has performed a preliminary valuation analysis of the fair market value of the assets to be acquired and liabilities to be assumed. Using the total consideration for the Acquisition, the Company has estimated the allocations to such assets and liabilities. The final purchase price allocation and the detailed valuations and necessary have been completed. The following table summarizes the allocation of the preliminary purchase price as of the senseFly Acquisition Date: Schedule of allocation preliminary purchase price Net purchase price $ 20,774,526 Plus: fair value of liabilities assumed: Current liabilities 3,913,386 Defined benefit plan obligation 278,823 Debt assumed at close 2,461,721 Fair value of liabilities assumed $ 6,653,930 Less: fair value of assets acquired: Cash 859,044 Other tangible assets 6,327,641 Identifiable intangible assets 7,335,570 Fair value of assets acquired $ 14,522,255 Net nonoperating assets 250,624 Goodwill $ 12,655,577 Liabilities Related to Business Acquisition Agreements On July 22, 2022, the Company, the MicaSense Buyer, and Parrot entered into a Waiver Agreement (the “MicaSense Waiver Agreement”) pursuant to which (i) Parrot agreed to waive the obligation of the Company and the MicaSense Buyer to pay Parrot $2,351,202, or the portion of the holdback amount due on March 31, 2023 (the “MicaSense Remaining Holdback Payment”) and (ii) upon the Company’s payment to Parrot of $1,175,601 (“the MicaSense Final Purchase Price Payment,” representing 50% of the MicaSense Remaining Holdback Payment), the Company and MicaSense Buyer will be released from any further obligation or liability for payment of any holdback amount under the MicaSense Purchase Agreement. On July 29, 2022, the Company made the MicaSense Final Purchase Price Payment to Parrot in full satisfaction of its payment obligations under the MicaSense Purchase Agreement and the MicaSense Waiver Agreement. On July 22, 2022, the Company and Parrot entered into a Waiver Agreement (the “senseFly S.A. Waiver Agreement”) pursuant to which (i) Parrot agreed to waive the obligation of the Company to pay Parrot a portion of the holdback amount due on December 31, 2022 and December 31, 2023 (collectively, the “senseFly S.A. Remaining Holdback Payments”); (ii) the parties agreed to waive Parrot’s obligation to reimburse the Company for a portion of the legal costs and expenses incurred by the Company related to the filing of a registration statement in connection with the transactions contemplated by the senseFly S.A. Purchase Agreement; and (iii) upon the Company’s payment to Parrot of $2,257,500 (“the senseFly S.A. Final Purchase Price Payment,” representing 50% of the senseFly S.A. Remaining Holdback Payments less 50% of the registration statement expenses), the Company will be released from any further obligation or liability for payment of any holdback amount under the senseFly S.A. Purchase Agreement. On July 29, 2022, the Company made the senseFly S.A. Final Purchase Price Payment to Parrot in full satisfaction of its payment obligations under the senseFly S.A. Purchase Agreement and the senseFly S.A. Waiver Agreement. On July 22, 2022, the Company, the senseFly Inc. Buyer, and Parrot Inc. entered into a Waiver Agreement (the “senseFly Inc. Waiver Agreement”) pursuant to which (i) Parrot Inc. agreed to waive the obligation of the Company and the senseFly Inc. Buyer to pay Parrot Inc. a portion of the holdback amount due on December 31, 2022 and December 31, 2023 (collectively, the “senseFly Inc. Remaining Holdback Payments”); (ii) upon the Company’s payment to Parrot Inc. of $217,500 (the “senseFly Inc. Final Purchase Price Payment,” representing 50% of the senseFly Inc. Remaining Holdback Payments), the Company and the senseFly Inc. Buyer will be released from any further obligation or liability for any remaining holdback amount under the senseFly Inc. Purchase Agreement. On July 29, 2022, the Company made the senseFly Inc. Final Purchase Price Payment to Parrot Inc. in full satisfaction of its payment obligations under the senseFly Inc. Purchase Agreement and the senseFly Inc. Waiver Agreement. Pursuant to the terms of the Measure Acquisition Purchase Agreement (the “Purchase Agreement”) the Company issued an aggregate of 5,319,145 shares of the Company’s common stock to the Sellers of Measure as part of the consideration for the acquisition, of which 997,338 shares were held back (the “Heldback Shares”) to cover post-closing indemnification claims and to satisfy any purchase price adjustments (see also disclosure above). Pursuant to the terms of the Purchase Agreement, the Heldback Shares were scheduled to be released in three tranches, on the 12-month, 18-month and 24-month anniversary of the closing date of the acquisition. The Company made a claim for indemnification against the Heldback Shares. Pursuant to the Settlement Agreement entered on August 22, 2022 the Company released all the Measure shares held in escrow along with any disputes regarding the 997,338 Heldback Shares. As a result, 498,669 of the Heldback Shares were released to the Measure Sellers with the remaining 498,669 Heldback Shares being cancelled by the Company which reduced the issued and outstanding common stock and causing an increase to stockholders’ equity of $2,812,500. During the three and nine months ended September 30, 2022, the Company recognized a debt extinguishment gain in connection with the settlement of the acquisition related liabilities disclosed above in the amount of $6,486,899 which has been presented on the condensed consolidated statement of operations and comprehensive income (loss). As of September 30, 2022 and December 31, 2021, liabilities related to business acquisition agreements consist of the following: Schedule of liabilities related to acquisition agreements September 30, 2022 December 31, 2021 Holdback related to MicaSense Acquisition Agreement $ — $ 4,821,512 Holdback related to Measure Acquisition — 5,625,000 Holdback related to senseFly Acquisition — 8,489,989 Total acquisition agreement related liabilities - 18,936,501 Less: Current portion business acquisition agreement-related liabilities — (10,061,501 ) Long term portion of business acquisition agreement-related liabilities $ — $ 8,875,000 Pro-Forma Information The unaudited pro-forma information for the three and nine months ended September 30, 2021 was calculated after applying the Company’s accounting policies and the impact of acquisition date fair value adjustments. The pro-forma financial information presents the combined results of operations of the 2021 Business Acquisitions as if they had occurred on January 1, 2021 after giving effect to certain pro-forma adjustments. The pro-forma adjustments reflected herein include only those adjustments that are factually supportable and directly attributable to the acquisition. For the three and nine months ended September 30, 2021, pro-forma information is as follows: Schedule of pro-forma information Three Months Ended Nine Months Ended Revenues $ 5,350,849 $ 14,844,275 Net Loss $ (5,715,064 ) $ (17,137,742 ) |
COVID Loans
COVID Loans | 9 Months Ended |
Sep. 30, 2022 | |
Covid Loans | |
COVID Loans | Note 6 – COVID Loans On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was enacted, which included amongst its many provisions, the creation of the Paycheck Protection Program (“PPP”). On May 6, 2020, AgEagle received a PPP Loan in the amount of $107,439. During the quarter ended June 30, 2021, the outstanding principal and accrued interest under the PPP Loan were forgiven by the SBA. In connection with the senseFly Acquisition, the Company assumed the obligations for two COVID Loans originally made by the SBA to senseFly S.A. on July 27, 2020 (“senseFly COVID Loans”). For the three and nine months ended September 30, 2022, no payments of principal and interest were required. As of September 30, 2022 and December 31, 2021, the Company’s outstanding obligations under the senseFly COVID Loans were $ 1,014,566 1,259,910 As of September 30, 2022, scheduled principal payments due under the senseFly COVID Loans are as follows: Schedule of debt disclosure Year ending December 31, 2022 (rest of year) $ 169,010 2023 422,610 2024 84,590 2025 84,590 2026 84,590 Thereafter 169,176 Total $ 1,014,566 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Equity | Note 7 – Equity Preferred Series F Convertible Stock On June 26, 2022 (the “Series F Closing Date”), the Company entered into a Securities Purchase Agreement (the “Series F Agreement”) with Alpha Capital Anstalt (“Alpha”). Pursuant to the terms of the Series F Agreement, the Board of Directors of the Company (the “Board”) designated a new series of Preferred Stock, the Series F 5% Preferred Convertible Stock (“Series F”), and authorized the sale and issuance of up to 35,000 shares of Series F. The Company issued to Alpha 10,000 shares of Series F for an aggregate purchase price and gross proceeds of $10,000,000. The shares of Series F are convertible into 16,129,032 shares of Common Stock at $0.62 per share. Alpha will be entitled to receive cumulative dividends at the rate per share (as a percentage of the $1,000 stated par value per share of Series F) of 5% per annum, payable on January 1, April 1, July 1 and October 1, beginning on the first conversion date and subsequent conversion dates. In connection with the Series F Agreement the Company issued a warrant to Alpha to purchase 16,129,032 shares of Common Stock, par value $0.001 per share (“Series F Warrant”) with an exercise price equal to $0.96 per share of Common Stock. The Series F Warrant, and the shares of Common Stock underling the Series F Warrant are collectively referred to as the “Series F Warrant Shares”. The Series F Warrant is not exercisable for the first six months after its issuance and has a three-year term from its exercise date. Upon exercise of the Series F Warrants in full by Alpha, the Company would receive additional gross proceeds of approximately $10,000,000. Alpha has the right, subject to certain conditions, including shareholder approval, to purchase up to $25,000,000 of additional shares of Series F and Series F Warrants (collectively the “Series F Option”). The Series F Option will be available for a period of eighteen months after such shareholder approval at a purchase price equal to the average of the volume weighted average price for three trading days prior to the date that Alpha gives notice to the Company that it will exercise the Series F Option. Commencing from the Series F Closing Date and for a period of six months thereafter, upon any issuance by the Company or any of its Subsidiaries of Common Stock or Common Stock equivalents for cash consideration, indebtedness or a combination of units thereof (a “Subsequent Financing”), Alpha will have the right to participate in up to an amount of the Subsequent Financing equal to 50% of the Subsequent Financing on the same terms, conditions and price provided for in the Subsequent Financing. The Preferred Stock has no voting rights, except that the Company shall not undertake certain corporate actions as set forth in the Certificate of Designation that would materially impact the holders of Preferred Stock without their consent. As of September 30, 2022, Alpha had converted 3,689 shares of Series F into 5,950,000 shares of Common Stock and recorded cumulative dividends at the rate per share (as a percentage of the $1,000 stated par value per share of Series F) of 5% per annum, beginning on the first conversation date of June 30, 2022, of $94,694. See Note 11 – Subsequent Events. Capital Stock Issuances Issuance of Common Stock to Officers and Directors For the nine months ended September 30, 2022, 185,000 0.31 0.41 74,350 At-the-Market Sales Agreement In accordance with a May 25, 2021 at-the-market Sales Agreement with Stifel, Nicolaus & Company, Incorporated and Raymond James & Associates, Inc. as sales agents, during the nine months ended September 30, 2022, the Company sold 4,251,151 4,583,341 141,754 Acquisition of senseFly In accordance with the terms of the senseFly S.A. Purchase Agreement, the Company issued 1,927,407 shares of Common Stock to Parrot in January 2022 having an aggregate value of $3,000,000, based on a volume weighted average trading price of the Common Stock over a ten consecutive trading day period prior to the date of issuance of the shares of Common Stock to Parrot (see also Note 5). Consulting Agreement On May 3, 2019, the Company entered into a consulting agreement with GreenBlock Capital LLC (“Consultant”) for purposes of advising on certain business opportunities. On October 31, 2019, the consulting agreement was terminated; however, the Consultant continued to be entitled to receive up to 2,500,000 restricted Common Stock after termination of the consulting agreement, if the achievement of milestones that commenced during the term of the consulting agreement were completed within twenty-four months. he Consultant sent a demand letter to the Company alleging a breach of this agreement due to the Company’s non-issuance of additional restricted shares of its Common Stock in connection with the Consultant’s alleged achievement of the milestones. As of December 31, 2020, and as a result of this demand, the Company recorded a contingent loss of $1,500,000, based upon the fair market value of $6.00 per share of its Common Stock, which was recorded within professional fees on the condensed consolidated statements of operations and comprehensive income (loss). For the three and nine months ended September 30, 2021, the Company recorded additional stock-based compensation expense of $0 and $1,407,000, respectively, which reflected the issuance of 550,000 additional restricted shares of Common Stock that were subsequently issued on May 12, 2021 as settlement for the claims made under the demand, which resulted in a liability amount of $2,907,000 for purposes of payment of the settlement. Securities Purchase Agreement Dated August 4, 2020 / Exercise of Warrants On August 4, 2020, the Company and an Investor entered into a securities purchase agreement (the “August Purchase Agreement”) pursuant to which the Company agreed to sell to the Investor in a registered direct offering 3,355,705 shares of Common Stock and warrants to purchase up to 2,516,778 shares of Common Stock at an exercise price of $3.30 per share (the “August Warrants”), for proceeds of $9,900,000, net of issuance costs of $100,000. Upon exercise of the Warrants in full by the Investor, the Company would receive additional gross proceeds of $8,305,368. The shares of Common Stock of the Company underlying the Warrants are referred to as “August Warrant Shares.” The purchase price for each share of Common Stock is $2.98. Net proceeds from the sale were used for working capital, capital expenditures and general corporate purposes. The shares of Common Stock, the August Warrants and the August Warrant Shares were offered by the Company pursuant to an effective shelf registration statement on Form S-3 (File No. 333-239157), which was declared effective on June 19, 2020. On February 8, 2021, the Company received $8,305,368 in additional gross proceeds associated with the exercise of all of the August Warrants. Stock-Based Compensation The Company determines the fair value of awards granted under the Equity Plan based on the fair value of its Common Stock on the date of grant. Stock-based compensation expenses related to grants under the Equity Plan are included in general and administrative expenses on the condensed consolidated statements of operations and comprehensive income (loss). Restricted Stock Units For the nine months ended September 30, 2022, a summary of RSU activity is as follows: Schedule of restricted stock unit activity Shares Weighted Average Grant Date Fair Value Outstanding as of December 31, 2021 1,147,250 $ 3.78 Granted 457,091 1.18 Canceled (168,250 ) 2.81 Vested and released (429,107 ) 3.44 Outstanding as of September 30, 2022 1,006,984 $ 2.90 Vested as of September 30, 2022 377,617 $ 3.72 Unvested as of September 30, 2022 629,367 $ 2.4 1 For the nine months ended September 30, 2022, the aggregate fair value of RSUs at the time of vesting was $ 538,198 As of September 30, 2022, the Company had $ 540,635 For the nine months ended September 30, 2021, a summary of RSU activity is as follows: Shares Weighted Average Grant Date Fair Value Outstanding as of December 31, 2020 100,000 $ 1.34 Granted 631,402 5.31 Canceled (91,667 ) 5.40 Vested and released (253,485 ) 3.39 Outstanding as of September 30, 2021 386,250 $ 5.52 Vested as of September 30, 2021 234,582 $ 5.60 Unvested as of September 30, 2021 151,668 $ 5.4 0 For the nine months ended September 30, 2021, the aggregate fair value of RSUs at the time of vesting was $ 3,353,162 Issuance of RSUs to Officers On June 13, 2022, the Company issued 302,024 shares of Common Stock to its former chief executive officer, Mr. Brandon Torres Declet (“Mr. Torres Declet”). This issuance of Common Stock included 147,917 shares for previously vested RSUs, 111,607 shares as agreed upon in a separation agreement with Mr. Torres Declet, and 42,500 shares in satisfaction of a performance bonus approved by the Compensation Committee of the Board of Directors. See Note 9 – Commitments and Contingencies. On April 11, 2022, the Company granted an officer RSUs, which vested immediately. On March 1, 2022, the Company granted an officer a grant of 62,500 RSUs, which vested immediately. On January 21, 2022, the Company granted a former chief executive officer RSUs, which vested immediately. On January 1, 2022, the Company issued to an officer two grants of 50,000 RSUs each. These two grants vest over nine and twenty-one months, respectively, from the date of grant. For On May 24, 2021, the Company issued to a former chief executive officer a grant of 26,652 RSUs as part of a separation agreement. This award was valued at $125,000 and vested immediately. For On March 5, 2021, the Company issued to an officer 10,000 RSUs, which vested immediately. Stock Options For the nine months ended September 30, 2022, a summary of the options activity is as follows: Schedule of options activity Shares Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding as of December 31, 2021 2,541,667 $ 2.88 $ 1.57 4.27 $ 1,244,029 Granted 395,000 0.76 0.36 3.02 — Exercised (185,000 ) 0.40 0.29 — 10,750 Expired/Forfeited (267,294 ) 6.22 3.34 — — Outstanding as of September 30, 2022 2,284,373 $ 2.37 $ 1.29 3.47 $ 89,334 Exercisable as of September 30, 2022 1,836,095 $ 2.42 $ 1.33 3.16 $ 89,334 As of September 30, 2022, the Company has $ 741,497 Intrinsic value is measured using the fair market value at the date of exercise (for shares exercised) or as of September 30, 2022 (for outstanding options), less the applicable exercise price. For the nine months ended September 30, 2022 and 2021, the significant weighted average assumptions relating to the valuation of the Company’s stock options granted were as follows: Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions Nine Months Ended September 30, 2022 2021 Stock price $ 0.46 $ 3.01 Dividend yield — % — % Expected life (years) 3.02 3.01 Expected volatility 69.84 % 84.01 % Risk-free interest rate 3.25 % 0.37 % Issuances of Options to Officers and Directors On September 30, 2022, the Company issued to directors and officers options to purchase 135,000 0.23 30,510 On June 30, 2022, the Company issued to directors and officers options to purchase 135,000 0.31 42,120 5,322 On March 31, 2022, the Company issued to directors and officers options to purchase 125,000 0.56 70,250 8,781 17,654 Prior to January 1, 2022, the Company issued to directors and officers to purchase 430,000 117,888 433,713 101,965 153,518 Prior to January 1, 2021, the Company previously issued to directors and officers options to purchase 2,743,580 108,641 369,365 152,777 541,708 Cancellations of Options During the three and nine months ended September 30, 2022, as a result of employee terminations and options expirations, stock options aggregating 67,875 267,294 237,926 892,227 237,934 723,915 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
Leases | Note 8 – Leases Operating Leases For the three and nine months ended September 30, 2022 and 2021, operating lease expense payments were $ 326,542 1,254,893 75,270 213,608 As of September 30, 2022 and December 31, 2021, balance sheet information related to the Company’s operating leases is as follows: Schedule of Operating Lease Balance Sheet Location September 30, December 31, 2021 Right of use asset Right of use asset $ 1,148,993 $ 2,019,745 Current portion of operating lease liability Current portion of operating lease liability $ 739,602 $ 1,235,977 Long-term portion of operating lease liability Long-term portion of operating lease liability $ 493,774 $ 942,404 As of September 30, 2022, scheduled future maturities of the Company’s lease liabilities are as follows: Schedule of future maturities Year Ending December 31, 2022 (rest of year) $ 324,028 2023 525,834 2024 221,370 2025 227,443 2026 18,954 Total future minimum lease payments, undiscounted 1,317,629 Less: Amount representing interest (84,253 ) Present value of future minimum lease payments $ 1,233,376 Present value of future minimum lease payments – current $ 739,602 Present value of future minimum lease payments – long-term $ 493,774 As of September 30, 2022 and December 31, 2021, the weighted average lease-term and discount rate of the Company’s leases are as follows: Schedule of weighted average lease-term and discount rate leases Other Information September 30, December 31, Weighted-average remaining lease terms (in years) 2.1 2.3 Weighted-average discount rate 6.0 % 6.0 % For the three and nine months ended September 30, 2022 and 2021, supplemental cash flow information related to leases is as follows: Schedule Of Cash Flow Supplemental Information For the Three Months Ended September 30, For the Nine Months Ended September 30, Other Information 2022 2021 2022 2021 Cash paid for amounts included in the measurement of liabilities: 326,542 75,270 1,245,893 213,608 Operating cash flows for operating leases $ $ $ $ Lease liabilities related to the acquisition of right of use assets: Operating leases $ — $ — $ — $ 925,298 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9 – Commitments and Contingencies Resignation of Mr. Torres Declet as Chief Executive Officer On January 17, 2022, the Company and Mr. Torres Declet mutually agreed to Mr. Torres Declet’s resignation as Chief Executive Officer and as a director of the Company. In connection with his departure, and in accordance with his employment agreement with the Company, Mr. Torres Declet received base salary continuation equal to six months of his then annual salary, reimbursement of COBRA health insurance premiums for a period of six months at the same rate as if Mr. Torres Declet were an active employee of the Company, and a grant of RSUs with a fair market value of $ 125,000 Existing Employment and Board Agreements The Company has various employment agreements with certain of its executive officers and directors that serve as Board members, which it considers normal and in the ordinary course of business. The Company has no other formal employment agreements with our executive officers, nor any compensatory plans or arrangements resulting from the resignation, retirement, or any other termination of our named executive officers, from a change-in-control, or from a change in any executive officer’s responsibilities following a change-in-control. However, it is possible that the Company will enter into formal employment agreements with its executive officers in the future. Purchase Commitments The Company routinely places orders for manufacturing services and materials. As of September 30, 2022, the Company had purchase commitments of approximately $ 2,666,928 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Note 10 – Segment Information Non-allocated administrative and other expenses are reflected in Corporate. Corporate assets include cash, prepaid expenses, notes receivable, right of use asset and other assets. As of September 30, 2022 and December 31, 2021, and for the three and nine months ended September 30, 2022 and 2021, respectively, information about the Company’s reportable segments consisted of the following: Goodwill and Assets Schedule of consolidated results from reportable segments Corporate Drones and Custom Manufacturing Sensors SaaS Total As of September 30, 2022 Goodwill $ — $ 12,655,577 $ 18,972,896 $ 33,238,809 $ 64,867,282 Assets $ 5,800,179 $ 25,378,040 $ 27,003,229 $ 37,162,836 $ 95,344,284 As of December 31, 2021 Goodwill $ — $ 12,655,577 $ 18,972,896 $ 33,238,809 $ 64,867,282 Assets $ 14,516,466 $ 27,073,211 $ 25,548,066 $ 37,545,298 $ 104,683,041 Net (Loss) Income Corporate Drones and Custom Manufacturing Sensors SaaS Total Three Months Ended September 30, 2022 Revenues $ — $ 2,081,410 $ 3,256,797 $ 152,507 $ 5,490,714 Cost of sales — 1,180,612 1,851,089 375,872 3,407,573 Loss from operations (2,233,559 ) (2,688,835 ) 592,795 (817,731 ) (5,147,330 ) Other income (expense), net 6,488,327 327,066 (1,819 ) (1,292 ) 6,812,282 Net income (loss) $ 4,254,768 $ (2,361,769 ) $ 590,976 $ (819,023 ) $ 1,664,952 Three Months Ended September 30, 2021 Revenues $ — $ — $ 1,909,921 $ 111,786 $ 2,021,707 Cost of sales — — 1,052,297 174,614 1,226,911 Loss from operations (2,645,834 ) — (439,582 ) (714,118 ) (3,799,534 ) Other income, net 3,834 — — 24,798 28,632 Net loss $ (2,642,000 ) $ — $ (439,582 ) $ (689,320 ) $ (3,770,902 ) Corporate Drones and Custom Manufacturing Sensors SaaS Total Nine Months Ended September 30, 2022 Revenues $ — $ 7,856,573 $ 6,283,907 $ 480,085 $ 14,620,565 Cost of sales — 4,339,712 3,578,184 704,540 8,622,436 Loss from operations (8,194,751 ) (7,204,483 ) (217,328 ) (2,401,289 ) (18,017,851 ) Other income (expense), net 6,491,117 3,114 (3,638 ) (6,098 ) 6,484,495 Net loss $ (1,703,634 ) $ (7,201,369 ) $ (220,966 ) $ (2,407,387 ) $ (11,533,356 ) Nine Months Ended September 30, 2021 Revenues $ — $ — $ 5,300,329 $ 360,333 $ 5,660,662 Cost of sales — — 2,462,464 422,544 2,885,008 (Loss) Income from operations (10,029,230 ) — (226,539 ) (1,325,053 ) (11,580,822 ) Other income, net 119,064 — 26,785 55,369 201,218 Net (loss) income $ (9,910,166 ) $ — $ (199,754 ) $ (1,269,684 ) $ (11,379,604 ) Revenues by Geographic Area Schedule of geographical revenues Drones and Custom Manufacturing Sensors SaaS Total Three Months Ended September 30, 2022 North America $ 1,191,083 $ 1,182,218 $ 152,507 $ 2,525,808 Europe, Middle East and Africa 603,443 1,250,610 — 1,854,053 Asia Pacific 286,884 696,954 — 983,838 Other — 127,015 — 127,015 Total $ 2,081,410 $ 3,256,797 $ 152,507 $ 5,490,714 Three Months Ended September 30, 2021 North America $ — $ 737,229 $ 111,786 $ 849,015 Europe, Middle East and Africa — 725,770 — 725,770 Asia Pacific — 343,786 — 343,786 Other — 103,136 — 103,136 Total $ — $ 1,909,921 $ 111,786 $ 2,021,707 Drones and Custom Manufacturing Sensors SaaS Total Nine Months Ended September 30, 2022 North America $ 4,473,236 $ 2,350,426 $ 480,085 $ 7,303,747 Europe, Middle East and Africa 2,606,120 2,400,744 — 5,006,864 Asia Pacific 777,217 1,241,632 — 2,018,849 Other — 291,105 — 291,105 Total $ 7,856,573 $ 6,283,907 $ 480,085 $ 14,620,565 Nine Months Ended September 30, 2021 North America $ — $ 2,045,925 $ 360,333 $ 2,406,258 Europe, Middle East and Africa — 2,014,126 — 2,014,126 Asia Pacific — 954,060 — 954,060 Other — 286,218 — 286,218 Total $ — $ 5,300,329 $ 360,333 $ 5,660,662 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11 – Subsequent Events Conversion of Series F to Common Stock During the months of October and November 2022, Alpha converted 248 shares of Series F to 400,000 shares of Common Stock. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Inventories | Inventories – |
Revenue Recognition and Concentration | Revenue Recognition and Concentration Revenue from Contracts with Customers The Company generally recognizes revenue on sales to customers, dealers and distributors upon satisfaction of performance obligations which generally occurs once control transfers to customers, which is when product is shipped or delivered depending on specific shipping terms and, where applicable, customer acceptance has been obtained. The fee is not considered to be fixed or determinable until all material contingencies related to the sales have been resolved. The Company records revenue in the statements of operations and comprehensive loss, net of any sales, use, value added, or certain excise taxes imposed by governmental authorities on specific sales transactions and net of any discounts, allowances and returns. Under fixed-price contracts, the Company agrees to perform the specified work for a pre-determined price. To the extent the Company’s actual costs vary from the estimates upon which the price was negotiated, it will generate more or less profit or could incur a loss. The Company accounts for a contract after it has been approved by all parties to the arrangement, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. Additionally, customer payments received in advance of the Company completing performance obligations are recorded as contract liabilities. Customer deposits represent customer prepayments and are recognized as revenue when the term of the sale or performance obligation is completed. The Company’s software subscriptions to its platforms, HempOverview Ground Control |
Capitalized Software Development Costs | Capitalized Software Development Costs Software — Costs of Software to be Sold, Leased or Marketed 1,301,691 995,880 |
Internal-use Software Costs | Internal-use Software Costs Internal-Use Software 740,923 278,264 |
Foreign Currency | Foreign Currency |
Shipping Costs | Shipping Costs – 75,074 27,024 220,049 62,614 |
Advertising Costs | Advertising Costs 139,480 50,941 303,862 141,626 |
Vendor Concentrations | Vendor Concentrations |
Income (Loss) Per Common Share and Potentially Dilutive Securities | Income (Loss) Per Common Share and Potentially Dilutive Securities – 0.001 629,367 2,484,373 6,311 16,129,032 821,405 2,541,667 The following dilutive shares have been excluded from the calculation of diluted net loss per share as their effect would be anti-dilutive for the three months ended September 30, 2022, 629,367 of unvested RSUs, 727,667 options outstanding to purchase shares of Common Stock, 6,311 shares of Preferred Stock, Series F Convertible into 10,179,032 shares of Common Stock, and 16,129,032 Common Stock warrants. See Note 7 — Equity. |
Segment Reporting | Segment Reporting |
Accounting Pronouncements – Adopted | Accounting Pronouncements – Adopted Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) New Accounting Pronouncements – Pending Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures Other recent accounting pronouncements issued by FASB did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. |
Balance Sheets (Tables)
Balance Sheets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Balance Sheets | |
Schedule of accounts receivable, net | Schedule of accounts receivable, net September 30, 2022 December 31, 2021 Accounts receivable $ 3,202,003 $ 2,918,435 Less: Provisions for doubtful accounts (23,984 ) (29,556 ) Accounts receivable, net $ 3,178,019 $ 2,888,879 |
Schedule Of Inventories | Schedule Of Inventories September 30, 2022 December 31, 2021 Raw materials $ 3,098,858 $ 2,862,293 Work-in process 1,386,567 647,829 Finished goods 1,892,104 833,785 Gross inventories 6,377,529 4,343,907 Less: Provision for obsolescence (260,000 ) (305,399 ) Inventories, net $ 6,117,529 $ 4,038,508 |
Schedule Of Property and Equipment | Schedule Of Property and Equipment Estimated Useful Life September 30, December 31, Type (Years) 2022 2021 Leasehold improvements 3 $ 106,837 $ 81,993 Production tools and equipment 4 5 563,814 417,779 Computer and office equipment 3 5 581,822 559,110 Furniture 5 79,277 77,971 Drone equipment 3 117,769 95,393 Total Property and equipment 1,449,519 1,232,246 Less: Accumulated depreciation (611,461 ) (280,118 ) Total Property and equipment, net $ 838,058 $ 952,128 |
Schedule of statements of operations and comprehensive loss | Schedule of statements of operations and comprehensive loss For the Three Months Ended September 30, For the Nine Months Ended September 30, Type 2022 2021 2022 2021 Cost of sales $ 61,747 $ — $ 199,555 $ — General and administrative 48,429 36,226 138,271 90,281 Total $ 110,176 $ 36,226 $ 337,826 $ 90,281 |
Schedule of intangible assets, net | Schedule of intangible assets, net Name Estimated Life (Years) Balance as of December 31, 2021 Additions Amortization Balance as of September 30, 2022 Intellectual property/technology 5 7 $ 5,427,294 $ — $ (700,629 ) $ 4,726,665 Customer base 3 10 4,047,319 — (868,847 ) 3,178,472 Tradenames and trademarks 5 10 1,985,236 — (168,569 ) 1,816,667 Non-compete agreement 2 4 831,501 — (378,380 ) 453,121 Platform development costs 3 995,880 635,569 (329,758 ) 1,301,691 Internal use software costs 3 278,264 565,894 (103,235 ) 740,923 Total intangibles assets, net $ 13,565,494 $ 1,201,463 $ (2,549,418 ) $ 12,217,539 |
Schedule of future amortization expenses | Schedule of future amortization expenses For the Years Ending December 31, (rest of year) 2023 2024 2025 2026 Thereafter Total Intellectual property/ $ 252,806 $ 808,968 $ 808,968 $ 808,968 $ 808,968 $ 1,237,987 $ 4,726,665 Customer base 292,816 1,137,663 889,364 141,145 141,145 576,339 3,178,472 Tradenames and trademarks 58,775 207,944 207,944 207,944 207,944 926,116 1,816,667 Non-compete agreement 117,188 335,933 — — — — 453,121 Platform development costs 150,409 602,091 427,264 121,927 — — 1,301,691 Internal use software costs 70,346 281,386 281,386 107,805 — — 740,923 Total Intangible Assets, Net $ 942,340 $ 3,373,985 $ 2,614,926 $ 1,387,789 $ 1,158,057 $ 2,740,442 $ 12,217,539 |
Schedule of accrued expenses | Schedule of accrued expenses September 30, 2022 December 31, 2021 Accrued compensation and related liabilities $ 791,482 $ 1,039,979 Accrued professional fees 528,125 267,949 Provision for warranty expense 268,780 286,115 Other 215,912 307,598 Total accrued expenses $ 1,804,299 $ 1,901,641 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Business Acquisition [Line Items] | |
Schedule of liabilities related to acquisition agreements | Schedule of liabilities related to acquisition agreements September 30, 2022 December 31, 2021 Holdback related to MicaSense Acquisition Agreement $ — $ 4,821,512 Holdback related to Measure Acquisition — 5,625,000 Holdback related to senseFly Acquisition — 8,489,989 Total acquisition agreement related liabilities - 18,936,501 Less: Current portion business acquisition agreement-related liabilities — (10,061,501 ) Long term portion of business acquisition agreement-related liabilities $ — $ 8,875,000 |
Schedule of pro-forma information | Schedule of pro-forma information Three Months Ended Nine Months Ended Revenues $ 5,350,849 $ 14,844,275 Net Loss $ (5,715,064 ) $ (17,137,742 ) |
Mica Sense Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of allocation preliminary purchase price | Schedule of allocation preliminary purchase price Net purchase price, including debt paid at close $ 23,375,681 Plus: fair value of liabilities assumed: Current liabilities 702,925 Fair value of liabilities assumed $ 702,925 Less: fair value of assets acquired: Cash $ 885,273 Other tangible assets 1,165,666 Identifiable intangible assets 3,061,803 Fair value of assets acquired $ 5,112,742 Net nonoperating assets 25,000 Adjustments for seller transaction expenses related to purchase price allocation 32,032 Goodwill $ 18,972,896 |
Measure Acquisition [Member] | |
Business Acquisition [Line Items] | |
Schedule of allocation preliminary purchase price | Schedule of allocation preliminary purchase price Net purchase price, including debt paid at close $ 45,403,394 Plus: fair value of liabilities assumed: Deferred revenue 319,422 Other tangible liabilities 272,927 Fair value of liabilities assumed $ 592,349 Less: fair value of assets acquired: Cash 486,544 Other tangible assets 312,005 Identifiable intangibles 2,668,689 Fair value of assets acquired $ 3,467,238 Net nonoperating assets 39,775 Goodwill $ 42,488,730 |
Sense Fly [Member] | |
Business Acquisition [Line Items] | |
Schedule of allocation preliminary purchase price | Schedule of allocation preliminary purchase price Net purchase price $ 20,774,526 Plus: fair value of liabilities assumed: Current liabilities 3,913,386 Defined benefit plan obligation 278,823 Debt assumed at close 2,461,721 Fair value of liabilities assumed $ 6,653,930 Less: fair value of assets acquired: Cash 859,044 Other tangible assets 6,327,641 Identifiable intangible assets 7,335,570 Fair value of assets acquired $ 14,522,255 Net nonoperating assets 250,624 Goodwill $ 12,655,577 |
COVID Loans (Tables)
COVID Loans (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Covid Loans | |
Schedule of debt disclosure | Schedule of debt disclosure Year ending December 31, 2022 (rest of year) $ 169,010 2023 422,610 2024 84,590 2025 84,590 2026 84,590 Thereafter 169,176 Total $ 1,014,566 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of restricted stock unit activity | Schedule of restricted stock unit activity Shares Weighted Average Grant Date Fair Value Outstanding as of December 31, 2021 1,147,250 $ 3.78 Granted 457,091 1.18 Canceled (168,250 ) 2.81 Vested and released (429,107 ) 3.44 Outstanding as of September 30, 2022 1,006,984 $ 2.90 Vested as of September 30, 2022 377,617 $ 3.72 Unvested as of September 30, 2022 629,367 $ 2.4 1 For the nine months ended September 30, 2022, the aggregate fair value of RSUs at the time of vesting was $ 538,198 As of September 30, 2022, the Company had $ 540,635 For the nine months ended September 30, 2021, a summary of RSU activity is as follows: Shares Weighted Average Grant Date Fair Value Outstanding as of December 31, 2020 100,000 $ 1.34 Granted 631,402 5.31 Canceled (91,667 ) 5.40 Vested and released (253,485 ) 3.39 Outstanding as of September 30, 2021 386,250 $ 5.52 Vested as of September 30, 2021 234,582 $ 5.60 Unvested as of September 30, 2021 151,668 $ 5.4 0 |
Schedule of options activity | Schedule of options activity Shares Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding as of December 31, 2021 2,541,667 $ 2.88 $ 1.57 4.27 $ 1,244,029 Granted 395,000 0.76 0.36 3.02 — Exercised (185,000 ) 0.40 0.29 — 10,750 Expired/Forfeited (267,294 ) 6.22 3.34 — — Outstanding as of September 30, 2022 2,284,373 $ 2.37 $ 1.29 3.47 $ 89,334 Exercisable as of September 30, 2022 1,836,095 $ 2.42 $ 1.33 3.16 $ 89,334 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions | Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions Nine Months Ended September 30, 2022 2021 Stock price $ 0.46 $ 3.01 Dividend yield — % — % Expected life (years) 3.02 3.01 Expected volatility 69.84 % 84.01 % Risk-free interest rate 3.25 % 0.37 % |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
Schedule of Operating Lease | Schedule of Operating Lease Balance Sheet Location September 30, December 31, 2021 Right of use asset Right of use asset $ 1,148,993 $ 2,019,745 Current portion of operating lease liability Current portion of operating lease liability $ 739,602 $ 1,235,977 Long-term portion of operating lease liability Long-term portion of operating lease liability $ 493,774 $ 942,404 |
Schedule of future maturities | Schedule of future maturities Year Ending December 31, 2022 (rest of year) $ 324,028 2023 525,834 2024 221,370 2025 227,443 2026 18,954 Total future minimum lease payments, undiscounted 1,317,629 Less: Amount representing interest (84,253 ) Present value of future minimum lease payments $ 1,233,376 Present value of future minimum lease payments – current $ 739,602 Present value of future minimum lease payments – long-term $ 493,774 |
Schedule of weighted average lease-term and discount rate leases | Schedule of weighted average lease-term and discount rate leases Other Information September 30, December 31, Weighted-average remaining lease terms (in years) 2.1 2.3 Weighted-average discount rate 6.0 % 6.0 % |
Schedule Of Cash Flow Supplemental Information | Schedule Of Cash Flow Supplemental Information For the Three Months Ended September 30, For the Nine Months Ended September 30, Other Information 2022 2021 2022 2021 Cash paid for amounts included in the measurement of liabilities: 326,542 75,270 1,245,893 213,608 Operating cash flows for operating leases $ $ $ $ Lease liabilities related to the acquisition of right of use assets: Operating leases $ — $ — $ — $ 925,298 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of consolidated results from reportable segments | Schedule of consolidated results from reportable segments Corporate Drones and Custom Manufacturing Sensors SaaS Total As of September 30, 2022 Goodwill $ — $ 12,655,577 $ 18,972,896 $ 33,238,809 $ 64,867,282 Assets $ 5,800,179 $ 25,378,040 $ 27,003,229 $ 37,162,836 $ 95,344,284 As of December 31, 2021 Goodwill $ — $ 12,655,577 $ 18,972,896 $ 33,238,809 $ 64,867,282 Assets $ 14,516,466 $ 27,073,211 $ 25,548,066 $ 37,545,298 $ 104,683,041 Net (Loss) Income Corporate Drones and Custom Manufacturing Sensors SaaS Total Three Months Ended September 30, 2022 Revenues $ — $ 2,081,410 $ 3,256,797 $ 152,507 $ 5,490,714 Cost of sales — 1,180,612 1,851,089 375,872 3,407,573 Loss from operations (2,233,559 ) (2,688,835 ) 592,795 (817,731 ) (5,147,330 ) Other income (expense), net 6,488,327 327,066 (1,819 ) (1,292 ) 6,812,282 Net income (loss) $ 4,254,768 $ (2,361,769 ) $ 590,976 $ (819,023 ) $ 1,664,952 Three Months Ended September 30, 2021 Revenues $ — $ — $ 1,909,921 $ 111,786 $ 2,021,707 Cost of sales — — 1,052,297 174,614 1,226,911 Loss from operations (2,645,834 ) — (439,582 ) (714,118 ) (3,799,534 ) Other income, net 3,834 — — 24,798 28,632 Net loss $ (2,642,000 ) $ — $ (439,582 ) $ (689,320 ) $ (3,770,902 ) Corporate Drones and Custom Manufacturing Sensors SaaS Total Nine Months Ended September 30, 2022 Revenues $ — $ 7,856,573 $ 6,283,907 $ 480,085 $ 14,620,565 Cost of sales — 4,339,712 3,578,184 704,540 8,622,436 Loss from operations (8,194,751 ) (7,204,483 ) (217,328 ) (2,401,289 ) (18,017,851 ) Other income (expense), net 6,491,117 3,114 (3,638 ) (6,098 ) 6,484,495 Net loss $ (1,703,634 ) $ (7,201,369 ) $ (220,966 ) $ (2,407,387 ) $ (11,533,356 ) Nine Months Ended September 30, 2021 Revenues $ — $ — $ 5,300,329 $ 360,333 $ 5,660,662 Cost of sales — — 2,462,464 422,544 2,885,008 (Loss) Income from operations (10,029,230 ) — (226,539 ) (1,325,053 ) (11,580,822 ) Other income, net 119,064 — 26,785 55,369 201,218 Net (loss) income $ (9,910,166 ) $ — $ (199,754 ) $ (1,269,684 ) $ (11,379,604 ) |
Schedule of geographical revenues | Schedule of geographical revenues Drones and Custom Manufacturing Sensors SaaS Total Three Months Ended September 30, 2022 North America $ 1,191,083 $ 1,182,218 $ 152,507 $ 2,525,808 Europe, Middle East and Africa 603,443 1,250,610 — 1,854,053 Asia Pacific 286,884 696,954 — 983,838 Other — 127,015 — 127,015 Total $ 2,081,410 $ 3,256,797 $ 152,507 $ 5,490,714 Three Months Ended September 30, 2021 North America $ — $ 737,229 $ 111,786 $ 849,015 Europe, Middle East and Africa — 725,770 — 725,770 Asia Pacific — 343,786 — 343,786 Other — 103,136 — 103,136 Total $ — $ 1,909,921 $ 111,786 $ 2,021,707 Drones and Custom Manufacturing Sensors SaaS Total Nine Months Ended September 30, 2022 North America $ 4,473,236 $ 2,350,426 $ 480,085 $ 7,303,747 Europe, Middle East and Africa 2,606,120 2,400,744 — 5,006,864 Asia Pacific 777,217 1,241,632 — 2,018,849 Other — 291,105 — 291,105 Total $ 7,856,573 $ 6,283,907 $ 480,085 $ 14,620,565 Nine Months Ended September 30, 2021 North America $ — $ 2,045,925 $ 360,333 $ 2,406,258 Europe, Middle East and Africa — 2,014,126 — 2,014,126 Asia Pacific — 954,060 — 954,060 Other — 286,218 — 286,218 Total $ — $ 5,300,329 $ 360,333 $ 5,660,662 |
Description of the Business a_2
Description of the Business and Basis of Presentation (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||||
Net Income (Loss) Attributable to Parent | $ (1,664,952) | $ 3,770,902 | $ 11,533,356 | $ 11,379,604 | |
Net Cash Provided by (Used in) Operating Activities | 15,342,049 | $ 6,677,721 | |||
[custom:WorkingCapital-0] | 10,221 | 10,221 | |||
Retained Earnings (Accumulated Deficit) | $ 62,587,700 | $ 62,587,700 | $ 51,054,344 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Capitalized software development costs | $ 1,301,691 | $ 1,301,691 | $ 995,880 | ||
Capitalized software development costs for internal-use software | 740,923 | 740,923 | $ 278,264 | ||
Shipping Costs | 75,074 | $ 27,024 | 220,049 | $ 62,614 | |
Advertising Expense | $ 139,480 | $ 50,941 | $ 303,862 | $ 141,626 | |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 | ||
Unvested Restricted Stock [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 629,367 | 821,405 | |||
Options Held [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,484,373 | 2,541,667 | |||
Preferred Stock Series F [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,311 | ||||
Common Stock Warrants [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 16,129,032 |
Balance Sheets (Details)
Balance Sheets (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheets | ||
Accounts receivable | $ 3,202,003 | $ 2,918,435 |
Less: Provisions for doubtful accounts | (23,984) | (29,556) |
Accounts receivable, net | $ 3,178,019 | $ 2,888,879 |
Balance Sheets (Details 1)
Balance Sheets (Details 1) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheets | ||
Raw materials | $ 3,098,858 | $ 2,862,293 |
Work-in process | 1,386,567 | 647,829 |
Finished goods | 1,892,104 | 833,785 |
Gross inventories | 6,377,529 | 4,343,907 |
Less: Provision for obsolescence | (260,000) | (305,399) |
Inventories, net | $ 6,117,529 | $ 4,038,508 |
Balance Sheets (Details 2)
Balance Sheets (Details 2) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Leasehold improvements | $ 106,837 | $ 81,993 |
Production tools and equipment | 563,814 | 417,779 |
Computer and office equipment | 581,822 | 559,110 |
Office furniture | 79,277 | 77,971 |
Drone equipment | 117,769 | 95,393 |
Total Property and equipment | 1,449,519 | 1,232,246 |
Less accumulated depreciation | (611,461) | (280,118) |
Total Property and equipment, net | $ 838,058 | $ 952,128 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 3 years | |
Production Tools And Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 4 years | |
Production Tools And Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 5 years | |
Computer Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 3 years | |
Computer Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 5 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 5 years | |
Drone equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Life | 3 years |
Balance Sheets (Details 3)
Balance Sheets (Details 3) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Total Depreciation Expense | $ 110,176 | $ 36,226 | $ 337,826 | $ 90,281 |
Cost of Sales [Member] | ||||
Total Depreciation Expense | 61,747 | 199,555 | ||
General and Administrative Expense [Member] | ||||
Total Depreciation Expense | $ 48,429 | $ 36,226 | $ 138,271 | $ 90,281 |
Balance Sheets (Details 4)
Balance Sheets (Details 4) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Additions | $ 1,201,463 | |
Amortization | (2,549,418) | |
Net Book Value | 12,217,539 | $ 13,565,494 |
Intellectual Property [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 5,427,294 | |
Additions | ||
Amortization | (700,629) | |
Net Book Value | $ 4,726,665 | |
Intellectual Property [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 5 years | |
Intellectual Property [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 7 years | |
Customer Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 4,047,319 | |
Additions | ||
Amortization | (868,847) | |
Net Book Value | $ 3,178,472 | |
Customer Lists [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 3 years | |
Customer Lists [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 10 years | |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 1,985,236 | |
Additions | ||
Amortization | (168,569) | |
Net Book Value | $ 1,816,667 | |
Trademarks and Trade Names [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 5 years | |
Trademarks and Trade Names [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 10 years | |
Non-compete agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Cost | 831,501 | |
Additions | ||
Amortization | (378,380) | |
Net Book Value | $ 453,121 | |
Non-compete agreement [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 2 years | |
Non-compete agreement [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 4 years | |
Platform Development Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 3 years | |
Gross Cost | 995,880 | |
Additions | $ 635,569 | |
Amortization | (329,758) | |
Net Book Value | $ 1,301,691 | |
Internal Use Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Life | 3 years | |
Gross Cost | $ 278,264 | |
Additions | $ 565,894 | |
Amortization | (103,235) | |
Net Book Value | $ 740,923 |
Balance Sheets (Details 5)
Balance Sheets (Details 5) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | $ 942,340 | |
2023 | 3,373,985 | |
2024 | 2,614,926 | |
2025 | 1,387,789 | |
2026 | 1,158,057 | |
Thereafter | 2,740,442 | |
Total | 12,217,539 | $ 13,565,494 |
Intellectual Property [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | 252,806 | |
2023 | 808,968 | |
2024 | 808,968 | |
2025 | 808,968 | |
2026 | 808,968 | |
Thereafter | 1,237,987 | |
Total | 4,726,665 | |
Customer Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | 292,816 | |
2023 | 1,137,663 | |
2024 | 889,364 | |
2025 | 141,145 | |
2026 | 141,145 | |
Thereafter | 576,339 | |
Total | 3,178,472 | |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | 58,775 | |
2023 | 207,944 | |
2024 | 207,944 | |
2025 | 207,944 | |
2026 | 207,944 | |
Thereafter | 926,116 | |
Total | 1,816,667 | |
Non-compete agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | 117,188 | |
2023 | 335,933 | |
2024 | ||
2025 | ||
2026 | ||
Thereafter | ||
Total | 453,121 | |
Platform Development Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | 150,409 | |
2023 | 602,091 | |
2024 | 427,264 | |
2025 | 121,927 | |
2026 | ||
Thereafter | ||
Total | 1,301,691 | |
Internal Use Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Rest of year 2022 | 70,346 | |
2023 | 281,386 | |
2024 | 281,386 | |
2025 | 107,805 | |
2026 | ||
Thereafter | ||
Total | $ 740,923 |
Balance Sheets (Details 6)
Balance Sheets (Details 6) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheets | ||
Accrued compensation and related liabilities | $ 791,482 | $ 1,039,979 |
Accrued professional fees | 528,125 | 267,949 |
Provision for warranty expense | 268,780 | 286,115 |
Other | 215,912 | 307,598 |
Total accrued expenses | $ 1,804,299 | $ 1,901,641 |
Balance Sheets (Details Narrati
Balance Sheets (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Balance Sheets | ||||
Weighted average remaining amortization period | 4 years 9 months 10 days | |||
Amortization expense | $ 932,880 | $ 293,599 | $ 2,549,418 | $ 694,420 |
Notes Receivable (Details Narra
Notes Receivable (Details Narrative) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Notes Receivable | ||
Notes Receivable | $ 185,000 | $ 185,000 |
Business Acquisitions (Details)
Business Acquisitions (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 | Jan. 27, 2021 |
Less: fair value of assets acquired: | |||
Goodwill | $ 64,867,282 | $ 64,867,282 | |
Mica Sense Acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Net purchase price, including debt paid at close | $ 23,375,681 | ||
Plus: fair value of liabilities assumed: | |||
Current liabilities | 702,925 | ||
Fair value of liabilities assumed | 702,925 | ||
Less: fair value of assets acquired: | |||
Cash | 885,273 | ||
Other tangible assets | 1,165,666 | ||
Identifiable intangible assets | 3,061,803 | ||
Fair value of assets acquired | 5,112,742 | ||
Net nonoperating assets | 25,000 | ||
Adjustments for seller transaction expenses related to purchase price allocation | 32,032 | ||
Goodwill | $ 18,972,896 |
Business Acquisitions (Details
Business Acquisitions (Details 1) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 | Apr. 19, 2021 |
Less: fair value of assets acquired: | |||
Goodwill | $ 64,867,282 | $ 64,867,282 | |
Measure Acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Net purchase price, including debt paid at close | $ 45,403,394 | ||
Plus: fair value of liabilities assumed: | |||
Deferred revenue | 319,422 | ||
Other tangible liabilities | 272,927 | ||
Fair value of liabilities assumed | 592,349 | ||
Less: fair value of assets acquired: | |||
Cash | 486,544 | ||
Other tangible assets | 312,005 | ||
Identifiable intangibles | 2,668,689 | ||
Fair value of assets acquired | 3,467,238 | ||
Net nonoperating assets | 39,775 | ||
Goodwill | $ 42,488,730 |
Business Acquisitions (Detail_2
Business Acquisitions (Details 2) - Sense Fly [Member] | Oct. 13, 2021 USD ($) |
Business Acquisition [Line Items] | |
Net purchase price | $ 20,774,526 |
Plus: fair value of liabilities assumed: | |
Current liabilities | 3,913,386 |
Defined benefit plan obligation | 278,823 |
Debt assumed at close | 2,461,721 |
Fair value of liabilities assumed | 6,653,930 |
Less: fair value of assets acquired: | |
Cash | 859,044 |
Other tangible assets | 6,327,641 |
Identifiable intangible assets | 7,335,570 |
Fair value of assets acquired | 14,522,255 |
Net nonoperating assets | 250,624 |
Goodwill | $ 12,655,577 |
Business Acquisitions (Detail_3
Business Acquisitions (Details 3) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||
Total acquisition agreement related liabilities | $ 18,936,501 | |
Less: Current portion business acquisition agreement-related liabilities | (10,061,501) | |
Long-term portion of business acquisition agreement-related liabilities | 8,875,000 | |
Mica Sense [Member] | ||
Business Acquisition [Line Items] | ||
Total acquisition agreement related liabilities | 4,821,512 | |
Measures [Member] | ||
Business Acquisition [Line Items] | ||
Total acquisition agreement related liabilities | 5,625,000 | |
Sense Fly [Member] | ||
Business Acquisition [Line Items] | ||
Total acquisition agreement related liabilities | $ 8,489,989 |
Business Acquisitions (Detail_4
Business Acquisitions (Details 4) - USD ($) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | ||
Revenues | $ 5,350,849 | $ 14,844,275 |
Net Loss | $ (5,715,064) | $ (17,137,742) |
Business Acquisitions (Detail_5
Business Acquisitions (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | ||||
Business Acquisition, Transaction Costs | $ 0 | $ 69,079 | $ 0 | $ 402,546 |
COVID Loans (Details)
COVID Loans (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Covid Loans | ||
2022 (rest of year) | $ 169,010 | |
2023 | 422,610 | |
2024 | 84,590 | |
2025 | 84,590 | |
2026 | 84,590 | |
Thereafter | 169,176 | |
Total | $ 1,014,566 | $ 1,259,910 |
COVID Loans (Details Narrative)
COVID Loans (Details Narrative) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Covid Loans | ||
Long-term Debt | $ 1,014,566 | $ 1,259,910 |
Equity (Details)
Equity (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | ||
Non Vested, Beginnig | 1,147,250 | 100,000 |
Non-vested, beginning balance | $ 3.78 | $ 1.34 |
Granted | 457,091 | 631,402 |
Weighted Average Grant Date Fair Value Granted | $ 1.18 | $ 5.31 |
Canceled | (168,250) | (91,667) |
Weighted Average Grant Date Fair Value Canceled | $ 2.81 | $ 5.40 |
Vested and released | (429,107) | (253,485) |
Weighted Average Grant Date Fair Value Vested and released | $ 3.44 | $ 3.39 |
Non Vested, Ending | 1,006,984 | 386,250 |
Non-vested, ending balance | $ 2.90 | $ 5.52 |
Vested | 377,617 | 234,582 |
Weighted Average Grant Date Fair Value vested | $ 3.72 | $ 5.60 |
Unvested | 629,367 | 151,668 |
Weighted Average Grant Date Fair Value vested Unvested | $ 2.4 | $ 5.4 |
Equity (Details 1)
Equity (Details 1) | 9 Months Ended |
Sep. 30, 2022 USD ($) $ / shares shares | |
Equity [Abstract] | |
Options Outstanding, Beginning Balance | 2,541,667 |
Weighted Avg. Exercise Price Outstanding, Beginning Balance | $ / shares | $ 2.88 |
Weighted Average Fair Value, Beginning Balance | 1.57 |
Weighted Average Remaining Contractual Term | 4 years 3 months 7 days |
Aggregate Intrinsic Value Outstanding, Beginning Balance | $ | $ 1,244,029 |
Options Granted | 395,000 |
Weighted Avg. Exercise Price Granted | $ / shares | $ 0.76 |
Weighted Average Fair Value, Granted | 0.36 |
Weighted Average Remaining Contractual Term Granted | 3 years 7 days |
Aggregate Intrinsic Value Granted | $ | |
Options Exercised | (185,000) |
Weighted Avg. Exercise price Excercised | $ / shares | $ 0.40 |
Weighted Average Fair Value, Exercised | 0.29 |
Aggregate Intrinsic Value Exercised | $ | $ 10,750 |
Options Expired/Forfeited | (267,294) |
Weighted Avg. Exercise Price Expired/Forfeited | $ / shares | $ 6.22 |
Weighted Average Fair Value, Expired/Forfeited | 3.34 |
Aggregate Intrinsic Value Expired/Forfeited | $ | |
Options Outstanding, Ending Balance | 2,284,373 |
Weighted Avg. Exercise Price Outstanding, Ending balance | $ / shares | $ 2.37 |
Weighted Average Fair Value, Ending Balance | 1.29 |
Weighted Average Remaining Contractual Term | 3 years 5 months 19 days |
Aggregate Intrinsic Value Outstanding, at end | $ | $ 89,334 |
Options Exercisable | 1,836,095 |
Weighted Avg. Exercise Price Exercisable | $ / shares | $ 2.42 |
Weighted Average Fair Value, Exercisable | 1.33 |
Weighted Average Remaining Contractual Term Exercisable | 3 years 1 month 28 days |
Aggregate Intrinsic Value Exercisable | $ | $ 89,334 |
Equity (Details 2)
Equity (Details 2) - $ / shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | ||
Stock price | $ 0.46 | $ 3.01 |
Dividend yield | 0% | 0% |
Expected life (years) | 3 years 7 days | 3 years 3 days |
Expected volatility | 69.84% | 84.01% |
Risk-free interest rate | 3.25% | 0.37% |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Proceeds from sale of stock | $ 4,583,341 | |||||||
Number of shares sold | 4,251,151 | |||||||
Issuance costs | $ 141,754 | $ 141,754 | ||||||
Cancellations of Options, shares | 67,875 | 267,294 | 237,934 | |||||
Cancellations of Options, value | $ 237,926 | $ 892,227 | $ 723,915 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Aggregate fair value | 538,198 | 3,353,162 | ||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 540,635 | 540,635 | ||||||
Options Held [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 741,497 | $ 741,497 | ||||||
Directors And Officers [Member] | Options Issuances [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Issued options to purchase | 185,000 | 135,000 | 135,000 | |||||
Exercise price | $ 0.31 | $ 0.23 | ||||||
Proceeds from sale of stock | $ 74,350 | |||||||
Fair market values | $ 42,120 | $ 30,510 | ||||||
Employee Benefits and Share-Based Compensation | $ 5,322 | |||||||
Directors And Officers [Member] | Options Issuances [Member] | Minimum [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Exercise price | $ 0.31 | |||||||
Directors And Officers [Member] | Options Issuances [Member] | Maximum [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Exercise price | $ 0.41 | |||||||
Directors And Officers [Member] | Options Issuances 1 [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Issued options to purchase | 125,000 | |||||||
Exercise price | $ 0.56 | |||||||
Fair market values | $ 70,250 | |||||||
Employee Benefits and Share-Based Compensation | $ 8,781 | 17,654 | ||||||
Directors And Officers [Member] | Options Issuances 2 [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Issued options to purchase | 430,000 | |||||||
Employee Benefits and Share-Based Compensation | 117,888 | 101,965 | 433,713 | 153,518 | ||||
Directors And Officers [Member] | Options Issuances 3 [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Issued options to purchase | 2,743,580 | |||||||
Employee Benefits and Share-Based Compensation | $ 369,365 | $ 152,777 | $ 108,641 | $ 541,708 |
Leases (Details)
Leases (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Leases | ||
Right of use asset | $ 1,148,993 | $ 2,019,745 |
Current portion of lease liabilities | 739,602 | 1,235,977 |
Long term portion of lease liabilities | $ 493,774 | $ 942,404 |
Leases (Details 1)
Leases (Details 1) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Leases | ||
2022 (rest of year) | $ 324,028 | |
2023 | 525,834 | |
2024 | 221,370 | |
2025 | 227,443 | |
2026 | 18,954 | |
Total future minimum lease payments, undiscounted | 1,317,629 | |
Less: Amount representing interest | (84,253) | |
Present value of future minimum lease payments | 1,233,376 | |
Operating Lease, Liability, Current | 739,602 | $ 1,235,977 |
Operating Lease, Liability, Noncurrent | $ 493,774 | $ 942,404 |
Leases (Details 2)
Leases (Details 2) | Sep. 30, 2022 | Dec. 31, 2021 |
Leases | ||
Weighted-average remaining lease terms | 2 years 1 month 6 days | 2 years 3 months 18 days |
Weighted-average discount rate | 6% | 6% |
Leases (Details 3)
Leases (Details 3) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases | ||||
Cash paid for amounts included in the measurement of liabilities: Operating cash flows for operating leases | $ 326,542 | $ 75,270 | $ 1,245,893 | $ 213,608 |
Lease liabilities related to the acquisition of right of use assets: Operating leases | $ 925,298 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases | ||||
Operating lease expense payments | $ 326,542 | $ 75,270 | $ 1,254,893 | $ 213,608 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | Sep. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fair market value | $ 125,000 |
Commitments | $ 2,666,928 |
Segment Information (Details)
Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||||
Goodwill | $ 64,867,282 | $ 64,867,282 | $ 64,867,282 | ||
Assets | 95,344,284 | 95,344,284 | 104,683,041 | ||
Revenue | 5,490,714 | $ 2,021,707 | 14,620,565 | $ 5,660,662 | |
Cost of sales | 3,407,573 | 1,226,911 | 8,622,436 | 2,885,008 | |
Loss from operations | (5,147,330) | (3,799,534) | (18,017,851) | (11,580,822) | |
Other income (expense), net | 6,812,282 | 28,632 | 6,484,495 | 201,218 | |
Net loss | 1,664,952 | (3,770,902) | (11,533,356) | (11,379,604) | |
Corporate Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill | |||||
Assets | 5,800,179 | 5,800,179 | 14,516,466 | ||
Revenue | |||||
Cost of sales | |||||
Loss from operations | (2,233,559) | (2,645,834) | (8,194,751) | (10,029,230) | |
Other income (expense), net | 6,488,327 | 3,834 | 6,491,117 | 119,064 | |
Net loss | 4,254,768 | (2,642,000) | (1,703,634) | (9,910,166) | |
Drones And Custom Manufacturing [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill | 12,655,577 | 12,655,577 | 12,655,577 | ||
Assets | 25,378,040 | 25,378,040 | 27,073,211 | ||
Revenue | 2,081,410 | 7,856,573 | |||
Cost of sales | 1,180,612 | 4,339,712 | |||
Loss from operations | (2,688,835) | (7,204,483) | |||
Other income (expense), net | 327,066 | 3,114 | |||
Net loss | (2,361,769) | (7,201,369) | |||
Sensors [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill | 18,972,896 | 18,972,896 | 18,972,896 | ||
Assets | 27,003,229 | 27,003,229 | 25,548,066 | ||
Revenue | 3,256,797 | 1,909,921 | 6,283,907 | 5,300,329 | |
Cost of sales | 1,851,089 | 1,052,297 | 3,578,184 | 2,462,464 | |
Loss from operations | 592,795 | (439,582) | (217,328) | (226,539) | |
Other income (expense), net | (1,819) | (3,638) | 26,785 | ||
Net loss | 590,976 | (439,582) | (220,966) | (199,754) | |
Saa S [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill | 33,238,809 | 33,238,809 | 33,238,809 | ||
Assets | 37,162,836 | 37,162,836 | $ 37,545,298 | ||
Revenue | 152,507 | 111,786 | 480,085 | 360,333 | |
Cost of sales | 375,872 | 174,614 | 704,540 | 422,544 | |
Loss from operations | (817,731) | (714,118) | (2,401,289) | (1,325,053) | |
Other income (expense), net | (1,292) | 24,798 | (6,098) | 55,369 | |
Net loss | $ (819,023) | $ (689,320) | $ (2,407,387) | $ (1,269,684) |
Segment Information (Details 1)
Segment Information (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | $ 5,490,714 | $ 2,021,707 | $ 14,620,565 | $ 5,660,662 |
Drones And Custom Manufacturing [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 2,081,410 | 7,856,573 | ||
Sensors [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 3,256,797 | 1,909,921 | 6,283,907 | 5,300,329 |
Saa S [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 152,507 | 111,786 | 480,085 | 360,333 |
North America [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 2,525,808 | 849,015 | 7,303,747 | 2,406,258 |
North America [Member] | Drones And Custom Manufacturing [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 1,191,083 | 4,473,236 | ||
North America [Member] | Sensors [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 1,182,218 | 737,229 | 2,350,426 | 2,045,925 |
North America [Member] | Saa S [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 152,507 | 111,786 | 480,085 | 360,333 |
EMEA [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 1,854,053 | 725,770 | 5,006,864 | 2,014,126 |
EMEA [Member] | Drones And Custom Manufacturing [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 603,443 | 2,606,120 | ||
EMEA [Member] | Sensors [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 1,250,610 | 725,770 | 2,400,744 | 2,014,126 |
EMEA [Member] | Saa S [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | ||||
Asia Pacific [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 983,838 | 343,786 | 2,018,849 | 954,060 |
Asia Pacific [Member] | Drones And Custom Manufacturing [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 286,884 | 777,217 | ||
Asia Pacific [Member] | Sensors [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 696,954 | 343,786 | 1,241,632 | 954,060 |
Asia Pacific [Member] | Saa S [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | ||||
Other [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 127,015 | 103,136 | 291,105 | 286,218 |
Other [Member] | Drones And Custom Manufacturing [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | ||||
Other [Member] | Sensors [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues | 127,015 | 103,136 | 291,105 | 286,218 |
Other [Member] | Saa S [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenues |