CPI Aerostructures (CVU) 10-Q 6 Sep 22 2022 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2022	Sep. 02, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	1-11398
Entity Registrant Name	CPI AEROSTRUCTURES, INC.
Entity Central Index Key	0000889348
Entity Tax Identification Number	11-2520310
Entity Incorporation, State or Country Code	NY
Entity Address, Address Line One	91 Heartland Blvd.
Entity Address, City or Town	Edgewood
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11717
City Area Code	(631)
Local Phone Number	586-5200
Title of 12(b) Security	Common stock, $0.001 par value per share
Trading Symbol	CVUA
Security Exchange Name	NYSEAMER
Entity Current Reporting Status	No
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		12,335,896

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Current Assets:
Cash	$ 2,932,910	$ 6,308,866
Accounts receivable, net	4,852,337	4,967,714
Insurance recovery receivable	3,474,424	2,850,000
Contract assets	25,756,169	24,459,339
Inventory	3,697,130	4,028,925
Refundable income taxes	40,000	40,000
Prepaid expenses and other current assets	415,912	625,075
Total current assets	41,168,882	43,279,919
Operating lease right-of-use assets	7,360,800	7,796,768
Property and equipment, net	1,531,555	1,646,863
Intangibles, net	93,750	125,000
Goodwill	1,784,254	1,784,254
Other assets	306,575	372,741
Total assets	52,245,816	55,005,545
Current Liabilities:
Accounts payable	11,806,369	10,429,018
Accrued expenses	4,836,689	6,102,587
Litigation settlement obligation	3,600,000	3,003,259
Contract liabilities	3,368,018	5,122,766
Loss reserve	1,086,792	1,495,714
Current portion of long-term debt	3,354,318	3,365,181
Operating lease liabilities	1,595,988	1,580,453
Income tax payable	5,165	5,165
Total current liabilities	29,653,339	31,104,143
Line of credit	21,000,000	21,250,000
Long-term operating lease liabilities	6,038,012	6,445,728
Long-term debt, net of current portion	896,587	1,540,747
Total liabilities	57,587,938	60,340,618
Shareholders’ Deficit:
Common stock - $.001 par value; authorized 50,000,000 shares, 12,383,210 and 12,335,683 shares, respectively, issued and outstanding	12,383	12,336
Additional paid-in capital	72,859,577	72,833,742
Accumulated deficit	(78,214,082)	(78,181,151)
Total Shareholders’ Deficit	(5,342,122)	(5,335,073)
Total Liabilities and Shareholders’ Deficit	$ 52,245,816	$ 55,005,545

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized	50,000,000	50,000,000
Common stock, issued	12,383,210	12,335,683
Common stock, outstanding	12,383,210	12,335,683

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Statement [Abstract]
Revenue	$ 20,135,097	$ 30,818,746
Cost of sales	16,700,488	25,898,658
Gross profit	3,434,609	4,920,088
Selling, general and administrative expenses	3,137,657	3,390,806
Income from operations	296,952	1,529,282
Interest expense	328,608	294,489
(Loss) income before provision for income taxes	(31,656)	1,234,793
Provision for income taxes	1,275	2,250
Net (loss) income	$ (32,931)	$ 1,232,543
(Loss) income per common share – basic	$ 0	$ 0.10
(Loss) income per common share – diluted	$ 0	$ 0.10
Shares used in computing (loss) income per common share:
Basic	12,363,143	11,983,270
Diluted	12,363,143	12,084,901

CONSOLIDATED STATEMENTS OF SHAR

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT (UNAUDITED) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2020	$ 11,951	$ 72,005,841	$ (85,001,524)	$ (12,983,732)
Beginning balance (in shares) at Dec. 31, 2020	11,951,271
Net Income (Loss)			1,232,543	1,232,543
Stock-based compensation expense	$ 34	343,693		343,727
Stock-based compensation expense (in shares)	33,881
Ending balance, value at Mar. 31, 2021	$ 11,985	72,349,534	(83,768,981)	(11,407,462)
Ending balance (in shares) at Mar. 31, 2021	11,985,152
Beginning balance, value at Dec. 31, 2021	$ 12,336	72,833,742	(78,181,151)	$ (5,335,073)
Beginning balance (in shares) at Dec. 31, 2021	12,335,683			12,335,683
Net Income (Loss)			(32,931)	$ (32,931)
Stock-based compensation expense	$ 47	25,835		25,882
Stock-based compensation expense (in shares)	47,527
Ending balance, value at Mar. 31, 2022	$ 12,383	$ 72,859,577	$ (78,214,082)	$ (5,342,122)
Ending balance (in shares) at Mar. 31, 2022	12,383,210			12,383,210

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities:
Net (loss) income	$ (32,931)	$ 1,232,543
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Depreciation and amortization	171,875	264,908
Amortization of debt issuance cost	66,166	14,665
Cash expended in excess of rent expense	43,787	(24,335)
Stock-based compensation	25,882	343,727
Bad debt expense	3,189	39,997
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable	112,188	(3,310,779)
Increase in contract assets	(1,296,830)	(6,970,818)
Decrease in inventory	331,795	887,070
Decrease (increase) in prepaid expenses and other assets	209,163	(61,714)
Increase in accounts payable and accrued expenses	111,453	2,996,987
(Decrease) in contract liabilities	(1,754,748)	(1,121,953)
Increase in insurance receivable	(624,424)	(2,850,000)
Increase in settlement of litigation obligation	596,741	3,391,233
Increase in income taxes payable		2,250
(Decrease) increase in loss reserve	(408,922)	288,541
Net cash used in operating activities	(2,445,616)	(4,877,678)
Cash flows from investing activities:
Purchase of property and equipment	(25,317)
Net cash used in investing activities	(25,317)
Cash flows from financing activities:
Payments on long-term debt	(905,023)	(601,835)
Proceeds of line of credit		261,315
Net cash used in financing activities	(905,023)	(340,520)
Net decrease in cash	(3,375,956)	(5,218,198)
Cash at beginning of period	6,308,866	6,033,537
Cash at end of period	2,932,910	815,339
Cash paid during the period for:
Interest	331,441	294,488
Income taxes	$ 1,275

INTERIM FINANCIAL STATEMENTS

INTERIM FINANCIAL STATEMENTS	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
INTERIM FINANCIAL STATEMENTS	1. INTERIM FINANCIAL STATEMENTS The Company consists of CPI Aerostructures, Inc. (“CPI Aero”), Welding Metallurgy, Inc. (“WMI”), a wholly owned subsidiary of CPI Aero, and Compac Development Corporation, a wholly owned subsidiary of WMI (collectively, the “Company”). An operating segment, in part, is a component of an enterprise whose operating results are regularly reviewed by the chief operating decision maker (the “CODM”) to make decisions about resources to be allocated to the segment and assess its performance. Operating segments may be aggregated only to a limited extent. The Company’s CODM, the Chief Executive Officer, reviews financial information presented on a consolidated basis, accompanied by disaggregated information about revenues for purposes of making operating decisions and assessing financial performance. The Company has determined that it has a single operating and reportable segment. The consolidated financial statements of the Company as of March 31, 2022 and for the three months ended March 31, 2022 and 2021 have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and notes normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations. The consolidated balance sheet at December 31, 2021 has been derived from audited consolidated financial statements, but does not include all of the information and notes required by U.S. GAAP. The Company believes that the disclosures are adequate to make the information presented not misleading. All adjustments that, in the opinion of the management, are necessary for a fair presentation for the periods presented have been reflected. Such adjustments are of a normal, recurring nature. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “Form 10-K”). The results of operations for interim periods are not necessarily indicative of the operating results to be expected for the full year or any other interim period. The Company maintains its cash in four financial institutions. The balances are insured by the Federal Deposit Insurance Corporation. From time to time, the Company’s balances may exceed insurance limits. As of March 31, 2022, the Company had $ 2,646,908 The Company currently has a shareholders’ deficit and has experienced losses from operations and negative cash flows from operations in prior periods that collectively represent significant risk to the Company to continue to operate as a going concern. To address this risk, the Company has (i) negotiated and executed a further amendment to its Amended and Restated Credit Agreement with the lenders named therein and BankUnited N.A. as Sole Arranger, Agent and Collateral Agent (as amended from time to time, the “Credit Agreement” or the “BankUnited Facility”), effective April 12, 2022 which extended the maturity date of the credit facility to September 30, 2023, (ii) obtained and is seeking additional progress payment and advance payment customer contract funding provisions, (iii) maintained procedures to reduce investments in inventory and contract assets, (iv) remained focused on its military segment which has proven to be less susceptible to COVID-19 related impacts and (v) maintained a strong (approximately $ 127 98 The outbreak of the COVID-19 coronavirus was declared a pandemic by the World Health Organization during our first quarter of 2020. During the latter part of that quarter and subsequent to that quarter end, the COVID-19 pandemic grew, causing non-essential businesses to shut down and many people to observe the shelter-in-place directive from our state government. Our business and operations and the industries in which we operate have been impacted by public and private sector policies and initiatives in the U.S. to address the transmission of COVID-19, such as the imposition of travel restrictions and the adoption of remote work. The COVID-19 pandemic has contributed to a general slowdown in the global economy, has adversely impacted the businesses of certain of our customers and suppliers, and, if it continues for an extended period of time, it could adversely impact our results of operations and financial condition. In response to the COVID-19 impact on our business, we have been and continue to actively mitigate costs. We have also been taking actions to preserve capital and protect the long-term needs of our businesses, including negotiating progress payments with our customers and reducing discretionary spending. For more information on the current and potential impact of the COVID-19 pandemic on our business, see Risk Factors included in Part I, Item 1A of our Form 10-K. During late 2020, we began to experience an increased rate of employees testing positive for COVID-19 and we took steps to mitigate virus transmission within the workplace. These steps included adding a second manufacturing shift to lessen employee density on the manufacturing floor and to require most non-manufacturing personnel to work from home. These measures continued into 2021. Despite these measures, we experienced a relatively high level of absenteeism directly or indirectly related to COVID-19. We have taken mitigating steps in an attempt to reduce the adverse effects of COVID-19 on our business. For example, we have curtailed discretionary spending and business travel, and taken other steps to preserve cash. We have also taken action to more closely manage the flow of materials to be more responsive to unanticipated changes in customer delivery schedules. Since May 2021 and through the date of this Quarterly Report on Form 10-Q, we have experienced a decrease in the impact of COVID-19. However, we believe that the impact of COVID-19 on illness and absence rates, workflows and productivity at the Company and our business providers has been a contributing factor to the time required for our financial statement closing processes and the delayed filing of our SEC reports. Most non-manufacturing personnel have now returned to their regular in-person work schedules and we have returned to a single day shift manufacturing operation, although we do continue to experience employees and business partners with new COVID-19 diagnoses on an intermittent basis and we take needed steps to mitigate these impacts on the Company’s operation as they occur. For more information on the current and potential impact of the COVID-19 pandemic on our business, see Risk Factors included in Part I, Item 1A of our Form 10-K

REVENUE RECOGNITION

REVENUE RECOGNITION	3 Months Ended
	Mar. 31, 2022
Revenue from Contract with Customer [Abstract]
REVENUE RECOGNITION	2. REVENUE RECOGNITION The Company recognizes revenue when it transfers control of a promised good or service to a customer in an amount that reflects the consideration it expects to be entitled to in exchange for the good or service. The majority of the Company’s performance obligations are satisfied over time as the Company (i) sells products with no alternative use to the Company and (ii) has an enforceable right to recover costs incurred plus a reasonable profit margin for work completed to date. Under the over time revenue recognition model, revenue and gross profit are recognized over the contract period as work is performed based on actual costs incurred and an estimate of costs to complete and resulting total estimated costs at completion. The Company also has contracts that are considered point in time. Under the point in time revenue recognition model, revenue is recognized when control of the components has transferred to the customer; in most cases this will be based on shipping terms. Contracts with Customers and Performance Obligations The majority of the Company’s revenues are from long-term contracts with the U.S. government and commercial contractors. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. For the Company, the contract under Accounting Standards Codification Topic 606 (“ASC 606”) is typically established upon execution of a purchase order either in accordance with a long-term customer contract or on a standalone basis. To determine the proper revenue recognition for our contracts, we must evaluate whether two or more contracts should be combined and accounted for as a single contract, and whether the combined or single contract should be accounted for as one performance obligation or more than one performance obligation. This evaluation requires significant judgment, and the decision to combine a group of contracts or to separate a contract into multiple performance obligations could change the amount of revenue and profit recorded in a period. A performance obligation is a promise within a contract to transfer a distinct good or service to the customer in exchange for payment and is the unit of account for recognizing revenue. The Company’s performance obligations in its contracts with customers are typically the sale of each individual product contemplated in the contract or a single performance obligation representing a series of products when the contract contains multiple products that are substantially the same. The Company has elected to account for shipping performed after control over a product has transferred to a customer as fulfillment activities. When revenue is recognized in advance of incurring shipping costs, the costs related to the shipping are accrued. Shipping costs are included in costs of sales. The Company provides warranties on many of its products; however, since customers cannot purchase such warranties separately and they do not provide services beyond standard assurances, warranties are not separate performance obligations. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when or as the performance obligation is satisfied. For contracts with more than one performance obligation, the Company allocates the transaction price to each performance obligation based on its estimated standalone selling price. When standalone selling prices are not available, the transaction price is allocated using an expected cost plus margin approach as pricing for such contracts is typically negotiated on the basis of cost. The contracts with the U.S. government typically are subject to the Federal Acquisition Regulation, which provides guidance on the types of costs that are allowable in establishing prices for goods and services provided under U.S. government contracts. The pricing for commercial contracts is based on the specific negotiations with each customer and any taxes imposed by governmental authorities are excluded from revenue. The transaction price is primarily comprised of fixed consideration as the customer typically pays a fixed fee for each product sold. The Company does not adjust the amount of revenue to be recognized under a customer contract for the effects of the time value of money when the timing difference between receipt of payment and transferring the good or service is less than one year. The majority of the Company’s performance obligations are satisfied over time as the Company (i) sells products with no alternative use to the Company and (ii) has an enforceable right to recover costs incurred plus a reasonable profit margin for work completed to date. The Company uses the cost-to-cost input method to measure progress for its performance obligations because it best depicts the transfer of control to the customer which occurs as the Company incurs costs on its contracts. The Company generally utilizes the portfolio approach to estimate the amount of revenue to recognize for its contracts and groups contracts together that have similar characteristics. Significant judgment is used to determine which contracts are grouped together to form a portfolio. The portfolio approach is utilized only when the result of the accounting is not expected to be materially different than if applied to individual contracts. The Company’s contracts are often modified to account for changes in contract specifications and requirements. The Company considers contract modifications to exist when the modification either creates new or changes the existing enforceable rights and obligations. The effect of a contract modification on the transaction price, and the measure of progress for the performance obligation to which it relates, are recognized prospectively when the remaining goods or services are distinct and on a cumulative catch-up basis when the remaining goods or services are not distinct. The Company also has contracts that are considered point in time. Under the point in time revenue recognition model, revenue is recognized when control of the components has transferred to the customer; in most cases this will be based on shipping terms. Contract Estimates Certain contracts contain forms of variable consideration, such as price discounts and performance penalties. The Company generally estimates variable consideration using the most likely amount based on an assessment of all available information (i.e., historical experience, current and forecasted performance) and only to the extent it is probable that a significant reversal of revenue recognized will not occur when the uncertainty is resolved. In applying the cost-to-cost input method, the Company compares the actual costs incurred relative to the total estimated costs expected at completion to determine its progress towards satisfying its performance obligation and to calculate the corresponding amount of revenue to recognize. For any costs incurred that do not depict the Company’s performance in transferring control of goods or services to the customer, the Company excludes such costs from its input method measure of progress as the amounts are not reflected in the price of the contract. Costs that are inputs to the satisfaction of a performance obligation include labor, materials and subcontractors’ costs, other direct costs and an allocation of indirect costs. Changes to the original estimates may be required during the life of the contract. Estimates are reviewed quarterly and the effect of any change in the estimated gross margin percentage for a contract is reflected in revenue in the period the change becomes known. ASC 606 involves considerable use of estimates and judgment in determining revenues, costs and profits and in assigning the amounts to accounting periods. For instance, management must make assumptions and estimates regarding labor productivity and availability, the complexity of the work to be performed, the availability of materials, the length of time to complete the performance obligation, execution by our subcontractors, the availability and timing of funding from the customer, and overhead cost rates, among other variables. The Company continually evaluates all of the factors related to the assumptions, risks and uncertainties inherent with the application of the cost-to-cost input method; however, it cannot be assured that estimates will be accurate. If estimates are not accurate, or a contract is terminated which will affect estimates at completion, the Company is required to adjust revenue in the period the change is determined. When changes are required for the estimated total revenue on a contract, these changes are recognized on a cumulative catch-up basis in the current period. A significant change in one or more estimates could affect the profitability of one or more of our performance obligations. If estimates of total costs to be incurred exceed estimates of total consideration the Company expects to receive, a provision for the remaining loss on the contract is recorded in the period in which the loss becomes evident. Capitalized Contract Acquisition Costs and Fulfillment Costs Contract acquisition costs are those incremental costs that the Company incurs to obtain a contract with a customer that it would not have incurred if the contract had not been obtained. The Company does not typically incur contract acquisition costs or contract fulfillment costs that are subject to capitalization in accordance with the guidance in Accounting Standards Codification Subtopic 340-40, “Other Assets and Deferred Costs—Contracts with Customers.” Disaggregation of Revenue The following tables present the Company’s revenue disaggregated by contract type and revenue recognition method: Three months ended March 31, 2022 2021 Aerostructure $ 9,186,793 $ 8,615,257 Aerosystems 6,686,828 10,016,128 Kitting and Supply Chain Management 4,261,476 12,187,361 $ 20,135,097 $ 30,818,746 Three months ended March 31, 2022 2021 Revenue recognized using over time revenue recognition model $ 18,495,197 $ 28,302,929 Revenue recognized using point in time revenue recognition model 1,639,900 2,515,817 $ 20,135,097 $ 30,818,746 Transaction Price Allocated to Remaining Performance Obligations Our backlog represents the estimated transaction prices on performance obligations to our customers for which work remains to be performed. Backlog is converted into revenue in future periods as work is performed. As of March 31, 2022, the aggregate amount of transaction price allocated to the remaining performance obligations was approximately $ 127 48

CONTRACT ASSETS AND LIABILITIES

CONTRACT ASSETS AND LIABILITIES	3 Months Ended
	Mar. 31, 2022
Contract Assets And Liabilities
CONTRACT ASSETS AND LIABILITIES	3. CONTRACT ASSETS AND LIABILITIES Contract assets represent revenue recognized on contracts in excess of amounts invoiced to the customers and the Company’s right to consideration is conditional on something other than the passage of time. Amounts may not exceed their net realizable value. Under the typical payment terms of our government contracts, the customer retains a portion of the contract price until completion of the contract, as a measure of protection for the customer. Our government contracts therefore typically result in revenue recognized in excess of billings, which we present as contract assets. Contract assets are classified as current. The Company’s contract liabilities represent customer payments received or due from the customer in excess of revenue recognized. Contract liabilities are classified as current. Schedule of contract assets and liabilities March 31, December 31, 2022 2021 Contract assets $ 25,756,169 $ 24,459,339 Contract liabilities 3,368,018 5,122,766 Net Contract assets $ 22,388,151 $ 19,336,573 Revenue recognized for the periods ended March 31, 2022 and 2021 that was included in the contract liabilities balance as of January 1, 2022 and 2021, respectively, was approximately $ 2.5 million 1.5 million

INVENTORY

INVENTORY	3 Months Ended
	Mar. 31, 2022
Inventory Disclosure [Abstract]
INVENTORY	4. INVENTORY The components of inventory consisted of the following: March 31, 2022 December 31, 2021 Raw materials $ 3,483,440 $ 3,603,359 Work in progress 1,229,163 1,413,672 Finished goods 2,057,120 1,998,049 Gross inventory 6,769,723 7,015,080 Inventory reserves (3,072,593 ) (2,986,155 ) Inventory, net $ 3,697,130 $ 4,028,925

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
	Mar. 31, 2022
Share-Based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	5. STOCK-BASED COMPENSATION The Company accounts for stock-based compensation based on the fair value of the stock or stock-based instrument on the date of grant. The Company recognized a net total of $ 25,882 343,727 During the three months ended March 31, 2022, the Company granted 190,114 135,512 219,000 284,000 During the three months ended March 31, 2022, the Company granted 18,588 ($206,000) 48,000 85,748 ($263,000) 13,000 11,000

FAIR VALUE

FAIR VALUE	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
FAIR VALUE	6. FAIR VALUE Fair Value At March 31, 2022 and December 31, 2021, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. March 31, 2022 Carrying Amount Fair Value Debt Short-term borrowings and long-term debt $ 25,250,905 $ 25,250,905 December 31, 2021 Carrying Amount Fair Value Debt Short-term borrowings and long-term debt $ 26,155,928 $ 26,155,928 We estimated the fair value of debt using market quotes and calculations based on market rates.

(LOSS) INCOME PER COMMON SHARE

(LOSS) INCOME PER COMMON SHARE	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
(LOSS) INCOME PER COMMON SHARE	7. (LOSS) INCOME PER COMMON SHARE Basic and diluted (loss) income per common share for the three months ended March 31, 2022 and 2021 is computed using the weighted average number of common shares outstanding adjusted for the incremental shares attributed to outstanding options to purchase common stock, as well as unvested RSUs. Incremental shares of 142,587 101,631

DEBT

DEBT	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
DEBT	8. DEBT Credit Facility On March 24, 2016, the Company entered into the Credit Agreement. The BankUnited Facility originally provided for a revolving credit loan commitment of $ 30 10 On May 11, 2021, the Company entered into the Seventh Amendment (defined below). Under the Seventh Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to July 31, 2022 On October 28, 2021, the Company entered into the Eighth Amendment (defined below). Under the Eighth Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to December 31, 2022 24 21 3 750,000 250,000 200,000 250,000 On April 12, 2022 the Company entered into the Ninth Amendment (defined below). Under the Ninth Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to September 30, 2023 750,000 250,000 200,000 2.5 5 6 7 8 On August 19, 2022, we entered into the Tenth Amendment (defined below). Under the Tenth Amendment, the parties amended the Credit Agreement by (a) increasing the maximum leverage ratio applicable for the fiscal quarter ending September 30, 2022 to 5.0 566,024.81 367,044.51 795,997.06 The Credit Agreement, as amended, requires us to maintain the following financial covenants (subject to the exclusions provided for in the previous paragraph): (a) minimum debt service coverage ratio of no less than 1.5 0.95 1.5 7.30 6.30 5.0 4.0 1.00 1 The BankUnited Facility is secured by all of the Company’s assets and both the Revolving Loan and Term Loan bear interest at the Prime Rate + 0.75 4.25 As of March 31, 2022, the Company had $ 21,000,000 21,250,000 The Term Loan, as amended by the Tenth Amendment, had an aggregate principal amount of $ 3,883,333 4,483,333 PPP Loan On April 10, 2020, we entered into the Paycheck Protection Program loan (“PPP Loan”), with BNB Bank (now part of Dime Community Bank (“Dime”)) as the lender, in an aggregate principal amount of $ 4,795,000 1 two years On November 2, 2020, the Company applied to the lender for full forgiveness of the PPP Loan as calculated in accordance with the terms of the CARES Act, as modified by the Paycheck Protection Flexibility Act. All amounts have been classified as current or long term in accordance with the Note terms. On July 13, 2021, the Company received notification through Dime that the PPP Loan and accrued interest thereon had been fully forgiven by the SBA and that the forgiveness payment date was July 1, 2021. The forgiveness of the PPP Loan was recognized as other income during the Company’s third fiscal quarter ending September 30, 2021. The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: Twelve months ending March 31, 2023 $ 3,354,318 2024 847,841 2025 30,010 2026 18,736 Total $ 4,250,905 Included in the long-term debt are financing leases and other notes payable of $ 367,572 422,595 204,318 215,181 The Company has cumulatively paid $ 846,000 198,000

MAJOR CUSTOMERS

MAJOR CUSTOMERS	3 Months Ended
	Mar. 31, 2022
Risks and Uncertainties [Abstract]
MAJOR CUSTOMERS	9. MAJOR CUSTOMERS During the three months ended March 31, 2022, our three largest customers accounted for 39 17 12 39 25 At March 31, 2022, 31 28 34 16 12 At March 31, 2022, 33 30 23 30 23 18

LEASES

LEASES	3 Months Ended
	Mar. 31, 2022
Leases
LEASES	10. LEASES The Company leases a building and equipment. Under ASC 842, at contract inception we determine whether the contract is or contains a lease and whether the lease should be classified as an operating or a financing lease. Operating leases are included in ROU (right-of-use) assets and operating lease liabilities in our consolidated balance sheets. The Company leases manufacturing and office space under an agreement classified as an operating lease. The lease agreement, as amended, expires on April 30, 2026 and does not include any renewal options. The agreement provides for an initial monthly base amount plus annual escalations through the term of the lease. In addition to the monthly base amounts in the lease agreement, the Company is required to pay real estate taxes and operating expenses during the lease terms. The Company also leases office equipment in agreements classified as operating leases. For the three months ended March 31, 2022, the Company’s operating lease expense was $ 534,991 Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows: Twelve months ending March 31, 2022 $ 1,942,229 2023 2,059,080 2024 2,117,775 2025 2,176,090 2026 181,782 Total undiscounted operating lease payments 8,476,956 Less imputed interest (between 4.0 6.0 (842,956 ) Present value of operating lease payments $ 7,634,000 The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2022: Assets ROU assets-net $ 7,360,800 Liabilities Current operating lease liabilities $ 1,595,988 Long-term operating lease liabilities 6,038,012 Total ROU liabilities $ 7,634,000 The Company’s weighted average remaining lease term for its operating leases is 4

INCOME TAXES

INCOME TAXES	3 Months Ended
	Mar. 31, 2022
Income Tax Disclosure [Abstract]
INCOME TAXES	11. INCOME TAXES Income taxes are accounted for under the asset and liability method whereby deferred tax assets and liabilities are recognized for future tax consequences attributable to the temporary differences between the consolidated financial statements carrying amounts of assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company’s policy is to record estimated interest and penalties related to uncertain tax positions in income tax expense. The provision for income tax for the three months ended March 31, 2022 and 2021 was $ 1,275 2,250 The difference between the Company’s statutory tax rate and its effective rate is due to the valuation allowance taken on the Company’s net operating loss carryforwards.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	12. COMMITMENTS AND CONTINGENCIES Class Action Lawsuit As previously disclosed, a consolidated class action lawsuit (captioned Rodriguez v. CPI Aerostructures, Inc., et al. On May 20, 2021, the parties reached a settlement in the amount of $ 3,600,000 750,000 At March 31, 2022, in order to reflect the amounts owed from our directors’ and officers’ insurance carrier and to the Plaintiffs, we have recorded to our balance sheet a litigation settlement obligation of $ 3,600,000 3,474,424 Shareholder Derivative Action Four shareholder derivative actions, each based on substantially the same facts as those alleged in the class action discussed above, have been filed against certain of our current and former directors and officers. The first action (captioned Moulton v. McCrosson, et.al. The second action (captioned Woodyard v. McCrosson, et al. The third action (captioned Berger v. McCrosson, et al. On March 19, 2021, the parties to the Moulton and Berger In re CPI Aerostructures Stockholder Derivative Litigation The fourth action (captioned Wurst v. Bazaar, et al. On June 13, 2022, the plaintiffs in the consolidated federal action informed the Court that the Company (as nominal defendant) and all individual defendants had reached an agreement in principle with all plaintiffs to settle the four shareholder derivative lawsuits described above. On June 16, 2022, the plaintiffs in the consolidated federal action filed an unopposed motion for preliminary approval of the settlement. On July 22, 2022, the Court referred the motion to the magistrate judge; the motion remains pending. The magistrate judge will hold a conference on September 9, 2022 in the consolidated federal action. The settlement is subject to Court approval and, if approved, will result in the dismissal of the shareholder derivative lawsuits. As part of the proposed settlement, the Company has agreed to undertake (or confirm that it has undertaken already) certain corporate governance reforms and to pay attorneys’ fees to plaintiffs’ counsel. The attorneys’ fees will be covered and paid by our directors’ and officers’ insurance carrier, in light of our satisfaction of our $ 750,000 SEC Investigation On May 22, 2020, the Company received a subpoena from the SEC Division of Enforcement (the “Division”) seeking documents and information relating, among other things, to previously disclosed errors in and restatement of the Company’s financial statements, the Company’s October 16, 2018 equity offering and the recent separation of the Company’s former Chief Financial Officers. By letter dated March 12, 2021, the Division Staff notified the Company that the Division has concluded its investigation and, based on the information the Division has as of such date, it does not intend to recommend an enforcement action by the SEC against the Company. The Division’s notice was provided under the guidelines described in the final paragraph of Securities Act Release No. 5310 which states in part that the notice “must in no way be construed as indicating that the party has been exonerated or that no action may ultimately result from the staff’s investigation.”

REVENUE RECOGNITION (Tables)

REVENUE RECOGNITION (Tables)	3 Months Ended
	Mar. 31, 2022
Revenue from Contract with Customer [Abstract]
The following tables present the Company’s revenue disaggregated by contract type and revenue recognition method:	The following tables present the Company’s revenue disaggregated by contract type and revenue recognition method: Three months ended March 31, 2022 2021 Aerostructure $ 9,186,793 $ 8,615,257 Aerosystems 6,686,828 10,016,128 Kitting and Supply Chain Management 4,261,476 12,187,361 $ 20,135,097 $ 30,818,746 Three months ended March 31, 2022 2021 Revenue recognized using over time revenue recognition model $ 18,495,197 $ 28,302,929 Revenue recognized using point in time revenue recognition model 1,639,900 2,515,817 $ 20,135,097 $ 30,818,746

CONTRACT ASSETS AND LIABILITI_2

CONTRACT ASSETS AND LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2022
Contract Assets And Liabilities
Schedule of contract assets and liabilities	Schedule of contract assets and liabilities March 31, December 31, 2022 2021 Contract assets $ 25,756,169 $ 24,459,339 Contract liabilities 3,368,018 5,122,766 Net Contract assets $ 22,388,151 $ 19,336,573

INVENTORY (Tables)

INVENTORY (Tables)	3 Months Ended
	Mar. 31, 2022
Inventory Disclosure [Abstract]
The components of inventory consisted of the following:	The components of inventory consisted of the following: March 31, 2022 December 31, 2021 Raw materials $ 3,483,440 $ 3,603,359 Work in progress 1,229,163 1,413,672 Finished goods 2,057,120 1,998,049 Gross inventory 6,769,723 7,015,080 Inventory reserves (3,072,593 ) (2,986,155 ) Inventory, net $ 3,697,130 $ 4,028,925

FAIR VALUE (Tables)

FAIR VALUE (Tables)	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
At March 31, 2022 and December 31, 2021, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments.	At March 31, 2022 and December 31, 2021, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. March 31, 2022 Carrying Amount Fair Value Debt Short-term borrowings and long-term debt $ 25,250,905 $ 25,250,905 December 31, 2021 Carrying Amount Fair Value Debt Short-term borrowings and long-term debt $ 26,155,928 $ 26,155,928

DEBT (Tables)

DEBT (Tables)	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows:	The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: Twelve months ending March 31, 2023 $ 3,354,318 2024 847,841 2025 30,010 2026 18,736 Total $ 4,250,905

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Mar. 31, 2022
Leases
Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows:	Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows: Twelve months ending March 31, 2022 $ 1,942,229 2023 2,059,080 2024 2,117,775 2025 2,176,090 2026 181,782 Total undiscounted operating lease payments 8,476,956 Less imputed interest (between 4.0 6.0 (842,956 ) Present value of operating lease payments $ 7,634,000
The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2022:	The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2022: Assets ROU assets-net $ 7,360,800 Liabilities Current operating lease liabilities $ 1,595,988 Long-term operating lease liabilities 6,038,012 Total ROU liabilities $ 7,634,000

INTERIM FINANCIAL STATEMENTS (D

INTERIM FINANCIAL STATEMENTS (Details Narrative)	Mar. 31, 2022 USD ($)
Accounting Policies [Abstract]
Cash uninsured amount	$ 2,646,908
Funded orders backlog	$ 127,000,000
Percentage of funded orders for military programs	98%

The following tables present th

The following tables present the Company’s revenue disaggregated by contract type and revenue recognition method: (Details) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 20,135,097	$ 30,818,746
Transferred over Time [Member]
Disaggregation of Revenue [Line Items]
Revenue	18,495,197	28,302,929
Transferred at Point in Time [Member]
Disaggregation of Revenue [Line Items]
Revenue	1,639,900	2,515,817
Aerostructure [Member]
Disaggregation of Revenue [Line Items]
Revenue	9,186,793	8,615,257
Aerosystems [Member]
Disaggregation of Revenue [Line Items]
Revenue	6,686,828	10,016,128
Kitting and Supply Chain Management [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 4,261,476	$ 12,187,361

REVENUE RECOGNITION (Details Na

REVENUE RECOGNITION (Details Narrative) $ in Millions	Mar. 31, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 127
Fiscal Year 2022 [Member]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation recognition percentage	48%

Schedule of contract assets and

Schedule of contract assets and liabilities (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Contract Assets And Liabilities
Contract assets	$ 25,756,169	$ 24,459,339
Contract liabilities	3,368,018	5,122,766
Net Contract assets	$ 22,388,151	$ 19,336,573

CONTRACT ASSETS AND LIABILITI_3

CONTRACT ASSETS AND LIABILITIES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Contract Assets And Liabilities
Revenue recognized that was included in contract liabilities	$ 2,500,000	$ 1,500,000

The components of inventory con

The components of inventory consisted of the following: (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 3,483,440	$ 3,603,359
Work in progress	1,229,163	1,413,672
Finished goods	2,057,120	1,998,049
Gross inventory	6,769,723	7,015,080
Inventory reserves	(3,072,593)	(2,986,155)
Inventory, net	$ 3,697,130	$ 4,028,925

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation (credit) expense	$ 25,882	$ 343,727
Stock-based compensation	$ 25,882	$ 343,727
Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grants in period	190,114	135,512
Stock-based compensation	$ 219,000	$ 284,000
Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Grants in period	18,588
Shares forfeited	85,748
Restricted Stock [Member] | Selling, General and Administrative Expenses [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation (credit) expense	$ (206,000)	48,000
Restricted Stock [Member] | Cost of Sales [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation (credit) expense	13,000	$ 11,000
Forfeited Restricted Stock [Member] | Selling, General and Administrative Expenses [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation (credit) expense	$ (263,000)

At March 31, 2022 and December

At March 31, 2022 and December 31, 2021, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Reported Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Short-term borrowings and long-term debt	$ 25,250,905	$ 26,155,928
Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Short-term borrowings and long-term debt	$ 25,250,905	$ 26,155,928

(LOSS) INCOME PER COMMON SHARE

(LOSS) INCOME PER COMMON SHARE (Details Narrative) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Earnings Per Share [Abstract]
Anti-dilutive shares	142,587
Incremental shares used in calculation of diluted income		101,631

The maturities of long-term deb

The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: (Details)	Mar. 31, 2022 USD ($)
Debt Disclosure [Abstract]
2023	$ 3,354,318
2024	847,841
2025	30,010
2026	18,736
Total	$ 4,250,905

DEBT (Details Narrative)

DEBT (Details Narrative)						3 Months Ended	72 Months Ended
	Aug. 19, 2022 USD ($)	Apr. 12, 2022 USD ($)	Oct. 28, 2021 USD ($)	May 11, 2021	Apr. 10, 2020 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Oct. 26, 2021 USD ($)	Mar. 24, 2016 USD ($)
Debt Instrument [Line Items]
Long-term debt and lease obligation						$ 367,572	$ 367,572	$ 422,595
Long-term debt and lease obligation, current						$ 204,318	$ 204,318	$ 215,181
Bank United [Member]
Debt Instrument [Line Items]
Maximum leverage ratio, period 1						7.30	7.30
Maximum leverage ratio, period 2						6.30	6.30
Maximum leverage ratio, period 3						5	5
Maximum leverage ratio, period 4						4	4
Payments of debt issuance costs							$ 846,000
Debt issuance costs						$ 198,000	198,000
Bank United [Member] | Minimum [Member]
Debt Instrument [Line Items]
Net income required under agreement						1
Minimum adjusted EBITDA						1,000,000
Bank United [Member] | Debt Instrument, Redemption, Period One [Member]
Debt Instrument [Line Items]
Minimum debt service coverage ratio future periods								1.5
Bank United [Member] | Debt Instrument, Redemption, Period Two [Member]
Debt Instrument [Line Items]
Minimum debt service coverage ratio future periods								0.95
Bank United [Member] | Debt Instrument, Redemption, Period Four [Member]
Debt Instrument [Line Items]
Minimum debt service coverage ratio future periods								1.5
Bank United [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity			$ 21,000,000						$ 24,000,000	$ 30,000,000
Liquidity covenant eliminated			3,000,000
Oustanding loans						21,000,000	21,000,000	$ 21,250,000
Bank United [Member] | Term loan [Member]
Debt Instrument [Line Items]
Debt instrument, face amount										$ 10,000,000
Repayment of principal under agreement			750,000
Repayment of principal installment under agreement			250,000
Debt instrument, periodic payment, principal			200,000
Amendment fee			$ 250,000
Aggregate principal amount						$ 3,883,333	$ 3,883,333	$ 4,483,333
Bank United [Member] | Term loan [Member] | Subsequent Event [Member]
Debt Instrument [Line Items]
Repayment of principal under agreement		$ 750,000
Repayment of principal installment under agreement		250,000
Debt instrument, periodic payment, principal		$ 200,000
Bank United [Member] | Term loan [Member] | Subsequent Event [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Prime rate Plus		2.50%
Bank United [Member] | Term loan [Member] | Subsequent Event [Member] | Prime Rate One [Member]
Debt Instrument [Line Items]
Prime rate Plus		5%
Bank United [Member] | Term loan [Member] | Subsequent Event [Member] | Prime Rate Period Two [Member]
Debt Instrument [Line Items]
Prime rate Plus		6%
Bank United [Member] | Term loan [Member] | Subsequent Event [Member] | Prime Rate Period Three [Member]
Debt Instrument [Line Items]
Prime rate Plus		7%
Bank United [Member] | Term loan [Member] | Subsequent Event [Member] | Prime Rate Period Four [Member]
Debt Instrument [Line Items]
Prime rate Plus		8%
Bank United [Member] | Revolving Loan and Term Loan [Member]
Debt Instrument [Line Items]
Expiration date			Dec. 31, 2022	Jul. 31, 2022
Interest rate						4.25%	4.25%
Bank United [Member] | Revolving Loan and Term Loan [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Prime rate Plus						0.75%
Bank United [Member] | Revolving Loan and Term Loan [Member] | Subsequent Event [Member]
Debt Instrument [Line Items]
Expiration date		Sep. 30, 2023
Maximum leverage ratio	5
Losses incurred	$ 566,024.81
Reserves	367,044.51
Expenses Under Agreement	$ 795,997.06
BNB Bank [Member] | PPP Loan [Member]
Debt Instrument [Line Items]
Debt instrument, face amount					$ 4,795,000
Debt instrument, interest rate					1%
Debt instrument, term					2 years

MAJOR CUSTOMERS (Details Narrat

MAJOR CUSTOMERS (Details Narrative) - Customer Concentration Risk [Member]	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Revenue Benchmark [Member] | Customer One [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	39%	39%
Revenue Benchmark [Member] | Customer Two [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	17%	25%
Revenue Benchmark [Member] | Customer Three [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	12%
Contract Assets [Member] | Customer One [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	31%		34%
Contract Assets [Member] | Customer Two [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	28%		16%
Contract Assets [Member] | Customer Three [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage			12%
Accounts Receivable [Member] | Customer One [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	33%		30%
Accounts Receivable [Member] | Customer Two [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	30%		23%
Accounts Receivable [Member] | Customer Three [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	23%		18%

Future minimum lease payments u

Future minimum lease payments under non-cancellable operating leases as of March 31, 2022 were as follows: (Details)	Mar. 31, 2022 USD ($)
2022	$ 1,942,229
2023	2,059,080
2024	2,117,775
2025	2,176,090
2026	181,782
Total undiscounted operating lease payments	8,476,956
Less imputed interest (between 4.0% - 6.0%)	(842,956)
Present value of operating lease payments	$ 7,634,000
Minimum [Member]
Interest rate	4%
Maximum [Member]
Interest rate	6%

The following table sets forth

The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2022: (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Leases
ROU assets-net	$ 7,360,800	$ 7,796,768
Current operating lease liabilities	1,595,988	1,580,453
Long-term operating lease liabilities	6,038,012	$ 6,445,728
Total ROU liabilities	$ 7,634,000

LEASES (Details Narrative)

LEASES (Details Narrative)	3 Months Ended
	Mar. 31, 2022 USD ($)
Leases
Lease expense	$ 534,991
Weighted average remaining lease term operating leases	4 years

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 1,275	$ 2,250

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	May 20, 2021	Jun. 13, 2022	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Subsequent Event [Line Items]
Settlement amount	$ 3,600,000
Directors and officers insurance retention amount					$ 750,000
Litigation settlement obligation			$ 3,600,000	$ 3,003,259
Insurance recovery receivable			$ 3,474,424	$ 2,850,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Directors and officers insurance retention amount		$ 750,000