Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2021 | Jun. 25, 2021 | Sep. 30, 2020 | |
Cover [Abstract] | |||
Entity Registrant Name | AMMO, INC. | ||
Entity Central Index Key | 0001015383 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2021 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 99,735,675 | ||
Entity Common Stock, Shares Outstanding | 111,810,233 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Current Assets: | ||
Cash | $ 118,341,471 | $ 884,274 |
Accounts receivable, net of allowance for doubtful account of $148,540 at March 31, 2021 and $62,248 at March 31, 2020 | 8,993,920 | 3,004,839 |
Due from related parties | 15,657 | 15,807 |
Inventories, at lower of cost or net realizable value, principally average cost method | 15,866,918 | 4,408,073 |
Prepaid expenses | 2,402,366 | 844,117 |
Total Current Assets | 145,620,332 | 9,157,110 |
Equipment, net | 21,553,226 | 18,046,329 |
Other Assets: | ||
Deposits | 1,833,429 | 216,571 |
Licensing agreements, net | 41,667 | 91,667 |
Patents, net | 6,019,567 | 6,512,909 |
Other intangible assets, net | 2,220,958 | 3,649,404 |
Right of use assets - operating leases | 2,090,162 | 3,431,746 |
TOTAL ASSETS | 179,379,341 | 41,105,736 |
Current Liabilities: | ||
Accounts payable | 4,371,974 | 5,197,354 |
Factoring liability | 1,842,188 | 2,005,979 |
Accrued liabilities | 3,462,785 | 1,619,619 |
Inventory credit facility | 1,091,098 | |
Current portion of operating lease liability | 663,784 | 375,813 |
Current portion of note payable related party | 625,147 | |
Insurance premium note payable | 41,517 | 329,724 |
Note payable related party | 434,731 | |
Convertible promissory notes, net of note issuance costs of $237,611 at March 31, 2020 | 2,262,389 | |
Total Current Liabilities | 12,098,493 | 12,225,609 |
Long-term Liabilities: | ||
Contingent consideration payable | 589,892 | 709,623 |
Notes payable related party | 865,771 | 5,803,800 |
Note payable | 4,000,000 | |
Operating lease liability, net of current portion | 1,477,656 | 3,107,911 |
Total Liabilities | 19,031,812 | 21,846,943 |
Shareholders' Equity: | ||
Common stock, $0.001 par value, 200,000,000 shares authorized 93,099,067 and 46,204,139 shares issued and outstanding at March 31, 2021 and March 31, 2020, respectively | 93,100 | 46,204 |
Additional paid-in capital | 202,073,968 | 53,219,834 |
Accumulated deficit | (41,819,539) | (34,007,245) |
Total Shareholders' Equity | 160,347,529 | 19,258,793 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 179,379,341 | $ 41,105,736 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 148,540 | $ 62,248 |
Convertible promissory notes, issuance costs current | $ 237,611 | |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 93,099,067 | 46,204,139 |
Common stock, shares outstanding | 93,099,067 | 46,204,139 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Net Sales | ||
Total Net Sales | $ 62,482,330 | $ 14,780,365 |
Cost of Goods Sold, for the years ended March 31, 2021 and 2020 includes depreciation and amortization of $3,217,513 and $2,856,471, respectively, and federal excise taxes of $4,286,258 and $643,735, respectively | 51,095,679 | 18,455,904 |
Gross Margin | 11,386,651 | (3,675,539) |
Operating Expenses | ||
Selling and marketing | 1,879,128 | 1,192,010 |
Corporate general and administrative | 7,191,544 | 3,731,913 |
Employee salaries and related expenses | 5,036,721 | 3,638,540 |
Depreciation and amortization expense | 1,659,243 | 1,599,491 |
Loss on purchase | 1,000,000 | |
Total operating expenses | 16,766,636 | 10,161,954 |
Loss from Operations | (5,379,985) | (13,837,493) |
Other Expenses | ||
Other income | 576,785 | |
Interest expense | (3,009,094) | (719,187) |
Total other expenses | (2,432,309) | (719,187) |
Loss before Income Taxes | (7,812,294) | (14,556,680) |
Provision for Income Taxes | ||
Net Loss | $ (7,812,294) | $ (14,556,680) |
Loss per share Basic and fully diluted: | ||
Weighted average number of shares outstanding | 55,041,502 | 45,607,937 |
Loss per share | $ (0.14) | $ (0.32) |
Ammunition Sales [Member] | ||
Net Sales | ||
Total Net Sales | $ 49,620,530 | $ 6,591,196 |
Ammunition Casings Sales [Member] | ||
Net Sales | ||
Total Net Sales | $ 12,861,800 | $ 8,189,169 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Depreciation and amortization | $ 3,217,513 | $ 2,856,471 |
Federal excise taxes | $ 4,286,258 | $ 643,735 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Common Shares [Member] | Additional Paid-In Capital [Member] | Accumulated (Deficit) [Member] | Total |
Beginning Balance at Mar. 31, 2019 | $ 44,013 | $ 48,935,485 | $ (19,450,565) | $ 29,528,933 |
Beginning Balance, shares at Mar. 31, 2019 | 44,013,075 | |||
Common stock issued for cash | $ 1,233 | 2,464,307 | 2,465,540 | |
Common stock issued for cash , shares | 1,232,770 | |||
Common stock issued for convertible notes | $ 127 | 318,099 | 318,226 | |
Common stock issued for convertible notes, shares | 127,291 | |||
Common stock issuance costs | (285,981) | (285,981) | ||
Common stock issued for services | $ 170 | 352,130 | 352,300 | |
Common stock issued for services, shares | 170,504 | |||
Employee stock awards | $ 661 | 900,865 | 901,526 | |
Employee stock awards, shares | 660,499 | |||
Stock grants | 534,929 | 534,929 | ||
Net loss | (14,556,680) | (14,556,680) | ||
Ending Balance at Mar. 31, 2020 | $ 46,204 | 53,219,834 | (34,007,245) | 19,258,793 |
Ending Balance, shares at Mar. 31, 2020 | 46,204,139 | |||
Common stock issued for cash | $ 34,537 | 138,578,082 | 138,612,619 | |
Common stock issued for cash , shares | 34,536,143 | |||
Common stock issued for convertible notes | $ 3,145 | 4,828,061 | 4,831,206 | |
Common stock issued for convertible notes, shares | 3,145,481 | |||
Common stock issued for exercised warrants | $ 6,522 | 13,945,814 | 13,952,336 | |
Common stock issued for exercised warrants, shares | 6,521,563 | |||
Common stock issued for debt conversion | $ 1,000 | 2,099,000 | 2,100,000 | |
Common stock issued for debt conversion, shares | 1,000,000 | |||
Common stock issued for cashless warrant exercise | $ 733 | (733) | ||
Common stock issued for cashless warrant exercise, shares | 732,974 | |||
Common stock issuance costs | (13,847,069) | (13,847,069) | ||
Common stock issued for services | $ 943 | 1,706,557 | 1,707,500 | |
Common stock issued for services, shares | 943,336 | |||
Employee stock awards | $ 1,016 | 1,449,343 | 1,450,359 | |
Employee stock awards, shares | 1,016,331 | |||
Stock grants | 278,585 | 278,585 | ||
Issuance of warrants for convertible notes | 1,315,494 | 1,315,494 | ||
Common stock repurchase and cancellation | $ (1,000) | (1,499,000) | (1,500,000) | |
Common stock repurchase and cancellation, shares | (1,000,000) | |||
Net loss | (7,812,294) | (7,812,294) | ||
Ending Balance at Mar. 31, 2021 | $ 93,100 | $ 202,073,968 | $ (41,819,539) | $ 160,347,529 |
Ending Balance, shares at Mar. 31, 2021 | 93,099,967 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net Loss | $ (7,812,294) | $ (14,556,680) |
Adjustments to reconcile Net Loss to Net Cash used in operations: | ||
Depreciation and amortization | 4,876,756 | 4,455,962 |
Debt discount amortization | 446,466 | 115,533 |
Employee stock awards | 1,450,359 | 901,526 |
Stock grants | 278,585 | 534,929 |
Stock for services | 1,707,500 | 352,300 |
Contingent consideration payable fair value | (119,731) | (190,377) |
Interest on convertible promissory notes | 163,351 | |
Allowance for doubtful accounts | 86,292 | (67,117) |
Paycheck protection program note forgiveness | (1,051,985) | |
Loss on disposal of assets | 25,400 | |
Stock issued in lieu of cash payments | 48,000 | |
Reduction in right of use asset | 443,739 | 381,140 |
Loss on Jagemann Munition Components | 1,000,000 | |
Stock and warrants for note conversion | 1,315,494 | |
Changes in Current Assets and Liabilities | ||
Accounts receivable | (6,075,373) | (1,679,887) |
Due to (from) related parties | 150 | 3,758 |
Inventories | (11,458,845) | 364,524 |
Prepaid expenses | (1,331,710) | 148,982 |
Deposits | (1,616,858) | (178,287) |
Accounts payable | 1,810,417 | 3,277,010 |
Accrued liabilities | 1,843,166 | 1,106,411 |
Operating lease liability | (444,439) | (329,162) |
Net cash used in operating activities | (14,415,560) | (5,359,435) |
Cash flows from investing activities | ||
Purchase of equipment | (7,437,265) | (462,385) |
Net cash used in investing activities | (7,437,265) | (462,385) |
Cash flow from financing activities | ||
Proceeds from inventory facility | 1,091,098 | |
Proceeds from factoring liability, net | 40,309,292 | 9,747,281 |
Payments on factoring liability | (40,473,083) | (7,741,302) |
Proceeds from paycheck protection program notes | 1,051,985 | |
Proceeds from note payable related party issued | 3,500,000 | 819,731 |
Payments on note payable - related party | (8,783,410) | (1,885,000) |
Payments on insurance premium note payment | (514,746) | (466,421) |
Proceeds from note payable | 4,000,000 | |
Proceeds from convertible promissory notes | 1,959,000 | 2,171,000 |
Sale of common stock | 138,612,619 | 2,465,540 |
Common stock issued for exercised warrants | 13,952,336 | |
Common stock issuance costs | (13,895,069) | (285,981) |
Payments on common stock repurchase and cancellation | (1,500,000) | |
Contingent consideration payment | (300,000) | |
Net cash provided by financing activities | 139,310,022 | 4,524,848 |
Net increase/(decrease) in cash | 117,457,197 | (1,296,972) |
Cash, beginning of period | 884,274 | 2,181,246 |
Cash, end of period | 118,341,471 | 884,274 |
Supplemental cash flow disclosures | ||
Cash paid during the period for: Interest | 1,186,302 | 531,274 |
Cash paid during the period for: Income taxes | ||
Non-cash investing and financing activities: | ||
Accounts payable | (2,635,797) | |
Note payable related party | 2,635,797 | |
Right of use assets - operating leases | (897,845) | (3,771,873) |
Operating lease liability | 897,845 | 3,812,886 |
Rent Expense | (41,013) | |
Insurance premium note payment | 226,539 | 565,548 |
Prepaid expenses | (226,539) | (565,548) |
Convertible promissory note | (4,459,000) | |
Note issuance costs | (208,855) | |
Convertible promissory note conversion | 4,667,855 | 318,226 |
Convertible promissory note | (318,226) | |
Note payable related party conversion | 2,100,000 | |
Note payable related party | (2,100,000) | (2,596,200) |
Accounts receivable | (31,924) | |
Deposits | (9,250) | |
Equipment | 1,871,306 | |
Other intangible assets | 766,068 | |
Stock subscription receivable | (664,975) | |
Common stock | 310 | |
Additional paid-in capital | 664,665 | |
Total non-cash investing and financing activities |
Organization and Business Activ
Organization and Business Activity | 12 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Activity | NOTE 1 – ORGANIZATION AND BUSINESS ACTIVITY We were formed under the name Retrospettiva, Inc. in November 1990 to manufacture and import textile products, including both finished garments and fabrics. We were inactive until the following series of events in December 2016 and March 2017. On December 15, 2016, the Company’s majority shareholders sold 475,681 (11,891,976 pre-split) of their outstanding shares to Mr. Fred W. Wagenhals (“Mr. Wagenhals”) resulting in a change in control of the Company. Mr. Wagenhals was appointed as sole officer and the sole member of the Company’s Board of Directors. The Company also approved (i) doing business in the name AMMO, Inc., (ii) a change to the Company’s OTC trading symbol to POWW, (iii) an agreement and plan of merger to re-domicile and change the Company’s state of incorporation from California to Delaware, and (iv) a 1-for-25 reverse stock split (“Reverse Split”) of the issued and outstanding shares of the common stock of the Company. As a result of the reverse split, the previous issued and outstanding shares of common stock became 580,052 shares; no shareholder was reversed below 100 shares, and all fractional shares resulting from the reverse split were rounded up to the next whole share. All references to the outstanding stock have been retrospectively adjusted to reflect this split. These transactions were effective as of December 30, 2016. On March 17, 2017, the Company entered into a definitive agreement with AMMO, Inc. a Delaware Corporation (PRIVCO) under which the Company acquired all of the outstanding shares of common stock of (PRIVCO). Under the terms of the Agreement, the Company issued 17,285,800 newly issued shares of common stock of the Company. In connection with this transaction the Company retired 475,681 shares of common stock and issued 500,000 shares of common stock to satisfy an issuance commitment. The acquisition was considered to be a capital transaction. The transaction was the equivalent to the issuance by PRIVCO of 604,371 shares to the Company’s shareholders accompanied by a recapitalization. The weighted average number of outstanding shares has been adjusted for this transaction. (PRIVCO) subsequently changes its name to AMMO Munitions, Inc. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements include the accounts of AMMO, Inc. and its wholly owned subsidiaries, Enlight Group II, LLC (d/b/a Jagemann Munition Components), SNI, LLC, AMMO Munitions, Inc., AMMO Technologies, Inc. (inactive) and Firelight Group I, LLC (inactive). All significant intercompany accounts and transactions are eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires us to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates made in preparing the consolidated financial statements include the valuation of allowances for doubtful accounts, valuation of deferred tax assets, inventories, useful lives of assets, intangible assets, and stock-based compensation. Cash and Cash Equivalents For purposes of the statement of cash flows, we consider highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts Our accounts receivable represents amounts due from customers for products sold and include an allowance for uncollectible accounts which is estimated based on the aging of the accounts receivable and specific identification of uncollectible accounts. At March 31, 2021 and March 31, 2020, we reserved $148,540 and $62,248, respectively, of allowance for doubtful accounts. License Agreements We are a party to a license agreement with Jesse James, a well-known motorcycle designer, and Jesse James Firearms, LLC, a Texas limited liability company. The license agreement grants us the exclusive worldwide rights through October 15, 2021 to Mr. James’ image rights and trademarks associated with him in connection with the marketing, promotion, advertising, sale, and commercial exploitation of Jesse James Branded Products. In addition, Mr. James agreed to make himself available for certain promotional activities and to promote Jesse James Branded Products through his own social media outlets. We agreed to pay Mr. James royalty fees on the sale of ammunition and non-ammunition Branded Products and to reimburse him for any out-of-pocket expenses and reasonable travel expenses. We also issued 100,000 shares of our common stock upon the execution of the license agreement with the potential issuance of up to 75,000 additional shares of common stock upon achieving certain gross sales with $15 million in gross sales required to earn the entire 75,000 shares. We are a party to a license agreement with Jeff Rann, a well-known wild game hunter and spokesman for the firearm and ammunition industries. The license agreement grants us through February 2022 the exclusive worldwide rights to Mr. Rann’s image rights and trademarks associated with him in connection with the marketing, promotion, advertising, sale, and commercial exploitation of all Jeff Rann Branded Products. Mr. Rann agreed to make himself available for certain promotional activities and to promote the Branded Products through his own social media outlets. We agreed to pay Mr. Rann royalty fees on the sale of ammunition and non-ammunition Branded Products and to reimburse him for any out-of-pocket expenses and reasonable travel expenses. We also issued 100,000 shares of our common stock upon the execution of the license agreement with the potential issuance of 75,000 additional shares of common stock upon achieving certain gross sales with $15 million in gross sales required to earn the entire 75,000 shares. Amortization expense for the license agreements for the years ended March 31, 2021 and 2020 was $50,000. Patents On September 28, 2017, AMMO Technologies Inc. (“ATI”), an Arizona corporation, which is 100% owned by us, merged with Hallam, Inc, a Texas corporation, with ATI being the survivor. Under the terms of the Merger, we issued to Hallam, Inc.’s two shareholders, 600,000 shares of our common stock, subject to restrictions, and payment of $200,000. The first payment of $100,000 to the Hallam, Inc. shareholders was paid on September 13, 2017, and the second payment of $100,000 was paid on February 6, 2018. The shares were valued at $1.25 and the aggregate value of $950,000 was recorded as a patent asset. This asset will be amortized from September 2017, the first full month of the acquired rights, through October 29, 2028. Patent amortization expense for the years ended March 31, 2021 and 2020 were $85,075 and $85,075, respectively. Under the terms of the Merger, ATI succeeded to all of the assets of Hallam, Inc. and assumed the liabilities of Hallam, Inc., which were none. The primary asset of Hallam, Inc. was an exclusive license to produce projectiles and ammunition using the Hybrid Luminescence Ammunition Technology under patent U.S. 8,402,896 B1 with a publication date of March 26, 2013 owned by University of Louisiana at Lafayette. The license was formally amended and assigned to AMMO Technologies Inc. pursuant to an Assignment and First Amendment to Exclusive License Agreement. Assumption Agreement dated to be effective as of August 22, 2017, the Merger closing date. Under the terms of the Exclusive License Agreement, the Company is obligated to pay a royalty to the patent holder, based on a $0.01 per unit basis for each round of ammunition sold that incorporates this patented technology through October 29, 2028. For the years ended March 31, 2021 and 2020, the Company recognized royalty expenses of In August 2018, we applied for additional patent coverage for the manufacturing methods or application of the Hybrid Luminescence Ammunition Technology on a variety of projectile and ammunition types. The costs of filing this patent were expensed. On October 5, 2018, we completed the acquisition of SW Kenetics Inc. AMMO Technologies, Inc. succeeded all of the assets of SW Kenetics, Inc. and assumed all of the liabilities. Under the terms of the agreement, we issued to SW Kenetics Inc.’s three shareholders, 1,700,002 restricted shares of our common stock, payment of $250,000, and a payment obligation of $1,250,000 subject to completion of specific milestones that we have recorded as Contingent Consideration Payable. Additionally, the 1,700,002 shares of common stock were issued with claw back provisions to ensure agreed upon objectives are met. The Company has made four payments totaling $350,000 for the completion of specific milestones to the shareholders of SW Kenetics, Inc. The primary asset of SW Kenetics Inc. was a pending patent for modular projectiles. All rights to patent pending application were assigned and transferred to AMMO Technologies, Inc. pursuant to Intellectual Property Rights Agreement on September 27, 2018. Patent amortization expense for the years ended March 31, 2021 and 2020 was $408,267 and $341,320, respectively. There was no amortization expense for the patent in the year ended March 31, 2019 as the patent had not been placed in service. We intend to continue building our patent portfolio to protect our proprietary technologies and processes, and will file new applications where appropriate to preserve our rights to manufacture and sell our branded lines of ammunition. Other Intangible Assets On March 15, 2019, Enlight Group II, LLC d/b/a Jagemann Munition Components, a wholly owned subsidiary of AMMO, Inc., completed its acquisition of assets of Jagemann Stamping Company’s ammunition casing manufacturing and sales operations pursuant to the terms of the Amended and Restated Asset Purchase Agreement (See Note 18). The intangible assets acquired include a tradename, customer relationships, and intellectual property. For the years ended March 31, 2021 and 2020, amortization of the other intangibles assets was $1,428,446 and $1,435,030, respectively recognized in depreciation and amortization expense. Impairment of Long-Lived Assets We continually monitor events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, we assess the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. No impairment expense was recognized for the years ended March 31, 2021 and March 31, 2020. Revenue Recognition We generate revenue from the production and sale of ammunition. We recognize revenue according to Accounting Standards Codification 606 – Revenue From Contracts with Customer (“ASC 606”). When the customer obtains control over the promised goods or services, we record revenue in the amount of consideration that we can expect to receive in exchange for those goods and services. The Company applies the following five-step model to determine revenue recognition: ● Identification of a contract with a customer ● Identification of the performance obligations in the contact ● determination of the transaction price ● allocation of the transaction price to the separate performance allocation ● recognition of revenue when performance obligations are satisfied The Company only applies the five-step model when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception and once the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within each contract and determines those that are performance obligations, and assesses whether each promised good or service is distinct. Our contracts contain a single performance obligation and the entire transaction price is allocated to the single performance obligation. We recognize as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Accordingly, we recognize revenues (net) when the customer obtains control of the Company’s product, which typically occurs upon shipment of the product. In the current period, the Company began accepting contract liabilities or deferred revenue. We included Deferred Revenue in our Accrued Liabilities. The Company will recognize revenue when the performance obligation is met. For the years ended March 31, 2021 and 2020, the Company’s customers that comprised more than ten percent (10%) of total revenues and accounts receivable were as follows: For the Year Ended For the Year Ended PERCENTAGES Revenues Accounts Receivable Revenues Accounts Receivable Customers: A 16.5 % 11.9 % 19.1 % 26.5 % B - 23.3 % - - % C - 10.6 % - - % D - - 13.3 % - 16.5 % 45.8 % 32.4 % 26.5 % Disaggregated Revenue Information The following table represent a disaggregation of revenue from customers by segment. We attribute net sales to segments by product types; ammunition and ammunition casings. The Company notes that revenue recognition processes are consistent between product type, however, the amount, timing and uncertainty of revenue and cash flows may vary by each product type due to the customers of each product type. For the Year Ended March 31, 2021 March 31, 2020 Ammunition Sales $ 49,620,530 $ 6,591,196 Ammunition Casings Sales 12,861,800 8,189,169 Total Sales $ 62,482,330 $ 14,780,365 Ammunition products are sold through “Big Box” retailers, manufacturers, local ammunition stores, and shooting range operators. We also sell direct to customers online. In contrast, our ammunition casings products are sold to manufacturers. Sales are initiated in three ways – ● third party sales representative obtains signed purchase order from a customer ● direct contact by in-house sales representatives who obtains signed purchase order ● electronic purchase order from a customer (usually the very large customers) Once a customer’s order is received a sales order is generated by authorized sales or management personnel. Once approved for shipping, the sales order is entered, the inventory control department will pull the purchased items from the inventory or if needed will request the manufacture of a specific product. When the items that were ordered are available for shipment, the merchandise is prepared for shipping and shipped by FedEx or common carrier. All sales are recorded upon shipment and, depending on credit worthiness of customer, the payment terms will vary from thirty (30) to sixty (60) days. No refunds are allowed on any product shipped. Each product manufactured by the Company has standard specifications and performance objectives. The Company has an extensive product testing program and, if the Company were given notice of a product defect by a customer, the Company would request the return of the product so that the manufacturing defect could be identified. From inception to March 31, 2021, the Company has had no returned products related to product warranty. Advertising Costs We expense advertising costs as they are incurred. We incurred advertising of $257,886 and $563,968 for the years ended March 31, 2021 and 2020, respectively. Fair Value of Financial Instruments We measure options and warrants at fair value in accordance with Accounting Standards Codification 820 – Fair Value Measurement (“ASC 820”). The objective of ASC 820 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. ASC 820 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 specifies a valuation hierarchy based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s own assumptions. These two types of inputs have created the following fair value hierarchy: Level 1 – Quoted prices for identical instruments in active markets; Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. This hierarchy requires us to minimize the use of unobservable inputs and to use observable market data, if available, when estimating fair value. We value all common stock issued for services on the date of the agreements, using the price at which shares were being sold to private investors or at the value of the services performed. We valued warrants issued for the reduction in conversion price for the conversion of Convertible Promissory Notes at the grant date of March 31, 2021 using valuation methods and assumptions that consider, among other factors, the fair value of the underlying stock, risk free interest rate, volatility, and expected life. March 31, 2021 March 31, 2020 Risk free interest rate 0.32%-0.38 % - Expected volatility 88.9%-90.4 % - Expected term 2.5 years - Expected dividend yield 0 % 0 % Equipment acquired in the March 15, 2019 acquisition of the Jagemann Munitions Components was valued at fair value on the acquisition date by using the cost and market valuation approaches. Quoted Significant Significant Total (Level 1) (Level 2) (Level 3) March 31, 2021 Warrants issued for convertible promissory notes conversion $ - $ 1,315,494 $ - $ 1,315,494 Inventories We state inventories at the lower of cost or net realizable value. We determine cost using the average cost method. Our inventory consists of raw materials, work in progress, and finished goods. Cost of inventory includes cost of parts, labor, quality control, and all other costs incurred to bring our inventories to condition ready to be sold. We periodically evaluate and adjust inventories for obsolescence. Property and Equipment We state property and equipment at historical cost less accumulated depreciation. We compute depreciation using the straight-line method at rates intended to depreciate the cost of assets over their estimated useful lives, which are generally five to ten years. Upon retirement or sale of property and equipment, we remove the cost of the disposed assets and related accumulated depreciation from the accounts and any resulting gain or loss is credited or charged to other income or expenses. We charge expenditures for normal repairs and maintenance to expense as incurred. We capitalize additions and expenditures for improving or rebuilding existing assets that extend the useful life. Leasehold improvements made either at the inception of the lease or during the lease term are amortized over the shorter of their economic lives or the lease term including any renewals that are reasonably assured. Compensated Absences We accrue a liability for compensated absences in accordance with Accounting Standards Codifications 710 – Compensation – General. Stock-Based Compensation We account for stock-based compensation at fair value in accordance with Accounting Standards Codification 718 – Compensation – Stock Compensation (“ASC 718”). which requires the measurement and recognition of compensation expense for all share-based payment awards to employees and directors. Stock-based compensation is recognized on a straight line basis over the vesting periods and forfeitures are recognized in the periods they occur. There were 1,016,331 shares of common stock issued to employees, members of the Board of Directors, and members of our advisory committee for services during the year ended March 31, 2021. Concentrations of Credit Risk Accounts at banks are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of March 31, 2021, our bank account balances exceeded federally insured limits, however, we have not incurred losses related to these deposits. Income Taxes We file federal and state income tax returns in accordance with the applicable rules of each jurisdiction. We account for income taxes under the asset and liability method in accordance with Accounting Standards Codification 740 - Income Taxes (“ASC 740”). The provision for income taxes includes federal, state, and local income taxes currently payable, and deferred taxes. We recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable amounts in years in which those temporary differences are expected to be recovered or settled. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized. In accordance with ASC 740, we recognize the effect of income tax positions only if those positions are more likely than not of being sustained. We measure recognized income tax positions at the largest amount that is greater than 50% likely of being realized. We reflect changes in recognition or measurement in the period in which the change in judgment occurs. We currently have substantial net operating loss carryforwards. We have recorded a valuation allowance equal to the net deferred tax assets due to the uncertainty of the ultimate realization of the deferred tax assets. Furthermore, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act was enacted in response to the COVID-19 pandemic and contains numerous income tax provisions, such as relaxing limitations on the deductibility of interest, technical corrections to tax depreciation methods for qualified improvement property and net operating loss carryback periods. The Company is implementing applicable benefits of the CARES Act, such as deferring employer payroll taxes and evaluating potential employee retention credits. Contingencies Certain conditions may exist as of the date the consolidated financial statements are issued that may result in a loss to us but will only be resolved when one or more future events occur or fail to occur. We assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against us or unasserted claims that may result in such proceedings, we evaluate the perceived merits of any legal proceedings or unasserted claims and the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability is reasonably estimated, the estimated liability would be accrued in our condensed consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of range of possible loss if determinable and material, would be disclosed. On September 24, 2019, the Company received notice that a former employee that had voluntarily terminated filed a complaint against the Company, and certain individuals, with the U.S. Department of Labor (“DOL”). The Complaint in alleges that the individual reported potential violations of SEC rules and regulations by management and that as a result of such disclosures, the individual experienced a hostile work environment; that the Company lacks sufficient controls internal controls, and that the individual was the victim of retaliation and constructive discharge after being removed as a director by majority vote of the shareholders. The claims were investigated by a newly appointed Special Investigative Committee made of up independent directors represented by special independent legal counsel. The Special Investigative Committee and legal counsel found the material claims were unsubstantiated, including those concerning alleged SEC violations, and recommended enhancements to certain corporate governance charter documents and processes which the Company promptly implemented. The matter is currently the subject of administrative investigation by the DOL via the Occupational Safety and Health Administration. The Company filed a timely Position Statement with the DOL in October of 2019 in response to the Complaint. The Company disputes the allegations of wrongdoing and believes the matters raised in the Complaint are without merit and therefore has and will continue to aggressively defend its interests in this matter. On February 4, 2020, the Company filed suit against a former employee for violating merger agreements with SW Kenetics, Inc., employment agreements, and by unlawfully retaining property belonging to the Company following their termination. On March 11, 2020, the former employee filed a counterclaim against the Company citing breach of contract, breach of implied covenant of good faith and fair dealing, unjust enrichment, and declaratory judgement. The Company plans to aggressively pursue its offensive claims in order to recover economic damages as a result of its claims while seeking dismissal of the counterclaim. There were no other known contingencies at March 31, 2021 and 2020. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02 – “Leases (Topic 842)” Under ASU 2016-02, entities will be required to recognize lease asset and lease liabilities by lessees for those leases classified as operating leases. Among other changes in accounting for leases, a lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to (and a lessor) should include payments to be made in optional periods only if the lessee is reasonably certain to exercise an option to extend the lease or not to exercise an option to terminate the lease. Similarly, optional payments to purchase the underlying asset should be included in the measurement of lease assets and lease liabilities only if the lessee is reasonably certain to exercise that purchase option. The amendments in ASU 2016-02 will become effective for fiscal years beginning after December 15, 2018, including interim periods with those fiscal years for public business entities. We adopted Topic 842 as of April 1, 2019 and this resulted in an increase in assets and liabilities on our consolidated balance sheets related by recording a Right of Use Asset of $3,771,873 and corresponding Operating Lease Liability of $3,812,886. As a result of the adoption, there was no material impact to our Consolidated Statement of Operations. See Note 7 for more information. On June 20, 2018, the FASB expanded the scope of ASC 718, to include share-based payments to nonemployees for goods and services. The accounting board said the amendments in Accounting Standards Update (ASU) No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, align the guidance for stock compensation to employees and nonemployees. The amended guidance replaces ASC 505-50, Equity – Equity-Based Payments to Non-Employees. We anticipate that this ASC will not have a material effect on the Company’s financial statements. The amendments in ASU No. 2018-07 apply “to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards,” the FASB said. But the amended guidance does not cover stock compensation that is used to provide financing to the company that issued the shares or stock awards tied to a sale of goods or services as part of a contract accounted for according to ASC 606. The amendments are effective for public companies for fiscal years that begin after December 15, 2018, and the quarterly and other interim periods in those years, the FASB said the amended guidance can be applied before it becomes effective, but businesses are not permitted to use the guidance in ASU No. 2018-07 before they have implemented ASC 606. On April 1, 2019, we adopted ASU 2018-07. The effects on our consolidated results of operations, financial position or cash flows were not material to the Company’s financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326),” which replaces the current incurred loss impairment methodology for most financial assets with the current expected credit loss (“CECL”) methodology. The series of new guidance amends the impairment model by requiring entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. The guidance should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic. The guidance is effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact that the new guidance will have on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The new guidance is intended to enhance and simplify various aspects of the accounting for income taxes. The new guidance eliminates certain exceptions to the general approach to the income tax accounting model, and adds new guidance to reduce the complexity in accounting for income taxes. The guidance will be effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Early adoption of the amendments is permitted, including adoption in any interim period for public business entities for periods for which financial statements have not yet been issued. The Company is currently evaluating the impact that the new guidance will have on the consolidated financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards could have a material effect on the accompanying financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances. Loss Per Common Share We calculate basic loss per share using the weighted-average number of shares of common stock outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities, such as outstanding options and warrants, using various methods, such as the treasury stock or modified treasury stock method, in the determination of dilutive shares outstanding during each reporting period. We have issued warrants to purchase 3,607,945 shares of common stock. Due to the loss from operations in the years ended March 31, 2021 and 2020, there are no common shares added to calculate the dilutive EPS for those periods as the effect would be antidilutive. The Company excluded warrants of 3,607,945 and 8,504,372 for the years ended March 31, 2021 and 2020, respectively, from the weighted average diluted common shares outstanding because their inclusion would have been antidilutive. |
Inventories
Inventories | 12 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 3 – INVENTORIES At March 31, 2021 and March 31, 2020, the inventory balances are composed of: March 31, 2021 March 31, 2020 Finished product $ 899,266 $ 1,916,417 Raw materials 12,440,548 1,771,006 Work in process 2,527,104 720,650 $ 15,866,918 $ 4,408,073 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 4 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following at March 31, 2021 and March 31, 2020: March 31, 2021 March 31, 2020 Leasehold Improvements $ 126,558 $ 118,222 Furniture and Fixtures 87,790 87,790 Vehicles 142,691 103,511 Equipment 26,425,221 19,578,035 Tooling 121,790 126,190 Construction in Progress 544,939 1,093,262 Total property and equipment $ 27,448,989 $ 21,107,010 Less accumulated depreciation (5,895,763 ) (3,060,681 ) Net property and equipment 21,553,226 18,046,329 Depreciation Expense for the years ended March 31, 2021 and 2020 totaled $2,904,968 and $2,544,537, respectively. Of these totals $2,674,161 and $2,380,076 were included in cost of goods sold for the years ending March 31, 2021 and 2020. Additionally, $230,797 and $164,461 were included in depreciation and amortization expenses in operating expenses. |
Factoring Liability
Factoring Liability | 12 Months Ended |
Mar. 31, 2021 | |
Factoring Liability | |
Factoring Liability | NOTE 5 – FACTORING LIABILITY On July 1, 2019, we entered into a Factoring and Security Agreement with Factors Southwest, LLC (“FSW”). FSW may purchase from time to time the Company’s Accounts Receivables with recourse on an account by account basis. The twenty-four month agreement contains a maximum advance amount of $5,000,000 on 85% of eligible accounts and has an annualized interest rate of the Prime Rate published from time to time by the Wall Street Journal plus 4.5%. The agreement contains fee of 3% ($150,000) of the Maximum Facility assessed to the Company. Our obligations under this agreement are secured by present and future accounts receivables and related assets, inventory, and equipment. The Company has the right to terminate the agreement, with 30 days written notice, upon obtaining a non-factoring credit facility. This agreement provides the Company with the ability to convert our account receivables into cash. As of March 31, 2021 and 2020, the outstanding balance of the Factoring Liability was $1,842,188 and $2,005,979, respectively. Interest expense recognized on the Factoring Liability for the year ended March 31, 2021 was $305,747, including $50,000 of amortization of the commitment fee and for the year ended March 31, 2020, $153,663 of interest expense was recognized including $75,000 of amortization of the commitment fee. On June 17, 2020, this agreement was amended which extended the maturity date to June 17, 2022. |
Inventory Credit Facility
Inventory Credit Facility | 12 Months Ended |
Mar. 31, 2021 | |
Inventory Credit Facility | |
Inventory Credit Facility | NOTE 6 – INVENTORY CREDIT FACILITY On June 17, 2020, we entered into a Revolving Inventory Loan and Security Agreement with FSW. FSW will establish a revolving credit line, and make loans from time to time to the Company for the purpose of providing capital. The twenty-four month agreement secured by our inventory, among other assets, contains a maximum loan amount of $1,750,000 on eligible inventory and has an annualized interest rate of the greater of the three-month LIBOR rate plus 3.09% or 8%. The agreement contains a fee of 2% of the maximum loan amount ($35,000) assessed to the Company. On July 31, 2020, the Company amended its Revolving Loan and Security Agreement to increase the maximum inventory loan amount to $2,250,000. As of March 31, 2021, the outstanding balance of the Inventory Credit Facility was $1,091,098. Interest expense recognized on the Inventory Credit Facility was $171,414, including $36,439 of amortization of the annual fee. There was no interest expense for the comparable period ending March 31, 2020 as this transaction was not yet consummated. |
Leases
Leases | 12 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | NOTE 7 – LEASES We lease office, manufacturing, and warehouse space in Scottsdale and Payson, AZ and Manitowoc and Two Rivers, WI under contracts we classify as operating leases. None of our leases are financing leases. The Payson lease has an option to renew for five years, and the Two Rivers has an option to renew the lease for up to twelve months. The Scottsdale lease does not include a renewal option and we do not intend to exercise the renewal option on the Two Rivers lease. As of June 26, 2020, the Company entered into an amended agreement that modified the Manitowoc lease to monthly payments of $34,071 and decrease the term to March 2025. The agreement does not contain a renewal option. Accordingly, we modified our Right of Use Assets and Operating Lease Liabilities by $737,680 during the current fiscal year. As of March 31, 2021, we no longer intend to exercise the renewal option of the Payson lease, and we have reduced our Right of Use Asset and Operating Lease Liability by $318,116. As of March 31, 2021 and 2020, total Right of Use Assets on the Balance Sheet were $2,090,162 and $3,431,746, respectively. As of March 31, 2021 and 2020, total Operating Lease Liabilities on the Balance Sheet were $2,141,440 and $3,483,724, respectively. The current portion of our Operating Lease Liability at March 31, 2021 and 2020 is $663,784 and $375,813 respectively and is reported as a current liability. The remaining $1,477,656 of the total $2,141,440 for the year ended March 31, 2021 and the $3,107,911 of the total $3,483,724 for the year ended March 31, 2020 of the Operating Lease Liability is presented as a long-term liability net of the current portion. Consolidated lease expense for the year ended March 31, 2021 was $844,442 including $742,433 of operating lease expense and $102,008 of other lease associated expenses such as association dues, taxes, utilities, and other month to month rentals. Consolidated lease expense for the year ended March 31, 2020 was $836,665 including $706,692 of operating lease expense and $129,973 of other lease associated expenses such as association dues, taxes, utilities, and other month to month rentals. The weighted average remaining lease term and weighted average discount rate for operating leases were 3.4 years and 10.0%, respectively at March 31, 2021 and 7.8 years and 10.0%, respectively at March 31, 2020. Future minimum lease payments under non-cancellable leases as of March 31, 2021 are as follows: Years Ended March 31, 2022 847,219 2023 679,432 2024 598,160 2025 408,852 Thereafter - 2,533,663 Less: Amount Representing Interest (392,223 ) $ 2,141,440 |
Convertible Promissory Notes
Convertible Promissory Notes | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Promissory Notes | NOTE 8 – CONVERTIBLE PROMISSORY NOTES On January 15, 2020, the Company consummated the initial closing of a private placement offering whereby pursuant to the Subscription Agreements entered into by the Company with five (5) accredited investors, the Company issued certain Convertible Promissory Notes for an aggregate purchase price of $1,650,000 and five (5) year warrants to purchase shares of the Company’s common stock, par value $0.001 per share (“Common Stock”). On January 30, 2020, the Company consummated the final closing of a private placement whereby pursuant to the Subscription Agreements entered into by the Company with five (5) accredited investors, the Company issued certain Convertible Promissory Notes for an aggregate purchase price of $850,000 and five (5) year warrants to purchase shares of the Company’s common stock, par value $0.001 per share. The Notes accrue interest at a rate of 8% per annum and mature on October 15, 2020 and October 30, 2020. Additionally, the Notes contain a mandatory conversion mechanism whereby any principal and accrued interest on the Notes, upon the closing of a Qualified Financing (as defined in the Notes), converts into shares of the Company’s Common Stock at a conversion price of 66.7% of the per share purchase price of shares or other units in the Qualified Financing. If a Qualified Financing has not occurred on or before the Maturity Date, the Notes shall become convertible into shares of the Company’s Common Stock at a conversion price that is equal to 50.0% of the arithmetic mean of the Volume Weighted Average Price (“VWAP”) in the ten consecutive Trading Days immediately preceding the Maturity Date. The Notes contain customary events of default. If an Event of Default occurs, interest under the Notes will accrue at a rate of fifteen percent (15%) per annum and the outstanding principal amount of the Notes, plus accrued but unpaid interest, liquidated damages and other amounts owing with respect to the Notes will become, at the Note holder’s election, immediately due and payable in cash. The Company analyzed embedded conversion options of the convertible notes at issuance to determine whether the embedded conversion options should be bifurcated and accounted for as derivative liabilities or if the embedded conversion options contain a beneficial conversion feature. This determination must be performed at each balance sheet date and makes it possible for certain instruments to be reclassified between debt and equity at different points in their life. The Company determined that it will defer recognition of its accounting until such notes become convertible. Additionally, the Company determined that the embedded conversion options do not require bifurcation and treatment as derivative liabilities, but they included contingent beneficial conversion features that are indeterminable on the commitment date. The Company notes the embedded conversion options will be accounted for and recognized, if necessary, when the contingencies are resolved (the date of a Qualified Financing or during the 10 days prior to the Maturity Date). Through the maturity date, a Qualified Financing had not occurred and the Note was not yet convertible under the Voluntary Conversion Option. Pursuant to the Subscription Agreements, each Investor will receive the number of Warrants to purchase shares of Common Stock equal to the quotient obtained by dividing 50% of the principal amount of the Note by the Conversion Price of the Note. The Warrants are exercisable at the per share purchase price of shares or other units in the Qualified Financing. If a Qualified Financing has not occurred on or before the Maturity Date, the warrants shall become exercisable at a price per share that is equal to the closing ten-day VWAP in the ten trading days immediately preceding the Maturity Date (the “Exercise Price”). The Warrants contain an anti-dilution protection feature, to adjust the Exercise Price if shares are sold or issued for a consideration per share less than the exercise price then in effect. Joseph Gunnar & Co., LLC acted as placement agent for the Offering. The Placement Agent received cash compensation of $200,000 and is scheduled to be issued five (5) year warrants to purchase such number of shares of Common Stock equal to five percent (5%) of the shares underlying the Notes and the Warrants, at an exercise price equal to 125% of the Conversion Price of the Notes, which price shall not be known until the earlier of the Maturity Date or the closing of the Qualified Financing. From October 8, 2020 to October 26, 2020, the Company received notices for voluntary conversion for the total outstanding principal ($2,500,000) and interest ($146,104) of the Convertible Promissory Notes and issued 2,157,358 shares of our Common Stock as a result of the conversion. The principal and interest related to the Initial Closing and Final Closing were converted at a conversion prices of $1.21 and $1.26, respectively. Additionally, the Company issued a total of 1,019,121 warrants to purchase shares of our Common Stock at exercise prices ranging from $2.19 to $2.67. The Company recognized $1,198,983 in interest expense as a result of the issuance of warrants. Subsequent to the issuance of the warrants, the exercise prices of the warrants were adjusted to $2.00. As a result, the Company recognized $116,511 in interest expense for the change in the valuation of the warrants. Additionally, pursuant to the Subscription Agreements, the Company issued 152,868 warrants to purchase shares of our Common Stock to Joseph Gunnar & Co. LLC with exercise prices ranging from $1.51 to $1.58. The Company has no further obligation with respect to the Convertible Promissory Notes. On November 5, 2020 to November 25, 2020, the Company entered into Convertible Promissory Notes with four (4) accredited investors (the “Investors”), for an aggregate purchase price of $1,959,000 (each a “8% Note,” collectively, the “8% Notes”). The 8% Notes accrue interest at a rate of 8% per annum and mature from November 5, 2022 to November 25, 2022. Additionally, the 8% Notes contain a voluntary conversion mechanism whereby any principal and accrued interest on the 8% Notes, may be converted in holder’s discretion into shares of the Company’s Common Stock at a conversion price of $2.00 per share (“Conversion Price”). If not previously paid in full or converted, on the 180 th On December 5, 2020, $1,020,000 of the 8% Notes were converted into 510,000 shares of common stock. There were $939,000 in 8% Notes remaining as of December 31, 2020. The Company recognized $73,313 in interest expense for the unamortized issuance costs upon conversion. On February 2, 2021, the remaining $939,000 in principal balance and $17,247 in accrued interest were converted into 478,123 shares of common stock at a conversion price of $2.00 per share. The Company recognized $115,811 in interest expense for the unamortized issuance costs upon conversion. |
Notes Payable - Related Party
Notes Payable - Related Party | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable - Related Party | NOTE 9 – NOTES PAYABLE – RELATED PARTY In connection with the acquisition of the casing division of Jagemann Stamping Company (“JSC”), a $10,400,000 promissory note was executed on March 14, 2020. The promissory note, under which $500,000 was paid on March 25, 2019 using funds raised for the acquisition, had a remaining balance at March 31, 2019 of $9,900,000. On April 30, 2019, the original due date of the note was subsequently extended to April 1, 2020. The note bears interest per annum at approximately 4.6% payable in arrears monthly. In May of 2019, the Company paid $1,500,000 on the balance of the note. As of March 31, 2020, we recognized interest of $352,157 related to the note. The note is secured by all the equipment purchased from JSC. JSC owned at least five percent (5%) of our shares outstanding from March 2019 through March 16, 2021. Post-closing of the transaction, it was made apparent that certain equipment that was agreed to be delivered free and clear by the Seller was not achievable as Seller was not able to purchase equipment that Seller had leased. Accordingly, the remaining value of the promissory note was reduced by $2,596,200. As a result of the change to the purchase price of the transaction, the Company reduced Equipment for a net value of $1,871,306, decreased Other Intangible Assets by $766,068, increased Accounts Receivable by $31,924, and recorded an increase to Deposits for $9,250 worth of equipment that the Company agreed to transfer back to Seller. Consequently, accumulated amortization has decreased by $159,530. Additionally, the Company entered into a lease to gain possession of the assets that were originally to be transferred. On June 26, 2020, the Company, Enlight Group II, LLC (“Enlight”), the Company’s wholly owned subsidiary and JSC entered into a Settlement Agreement pursuant to which the parties mutually agreed to settle all disputes and mutually release each other from liabilities related to the Amended APA occurring prior to June 26, 2020. Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, which was reclassed from accounts payable, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company’s common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. As a result of the Settlement Agreement, the Company agreed to forego $1,000,000 in Construction in Progress that the parties had previously agreed to exchange. As a result, the Company recognized a loss in operating expenses for the year ended March 31, 2021. On November 5, 2020, the Company paid $6,000,000 to JSC allocated as follows: (i) payment in full of Note A, representing the balance due from the Company to JSC relating to the acquisition of Jagemann Munition Components in March 2019 and (ii) $592,982 remitted in partial payment of Note B, resulting in the parties’ execution of Amended Note B which has a starting principal balance of $1,687,664 (“Amended Note B”). The Amended Note B principal balance carries a 9% per annum interest rate and is amortized equally over the thirty six (36) month term. As a result of the payment in full of Note A JSC shall release the accompanying security interest in Company assets which secured Note A. Concurrently, upon entry into Amended Note B, JSC and the Company entered into the First Amendment to General Business Security Agreement to reflect a revised list of collateral in which JSC has a security interest. The total interest expense recognized on Note A $216,160 for the year ended March 31, 2021. The total interest expense recognized on the original Note B was $62,876 for the year ended March 31, 2021. The Company’s balance of Amended Note B was $1,490,918 at March 31, 2021. The Company recognized $60,100 in interest expense on Amended Note B for the year ended March 31, 2021. On January 22, 2021, the Company repurchased 1,000,000 shares of the Company’s common stock issued to JSC at a price of $1.50 per share pursuant to the Amended APA. On May 3, 2019, the Company entered into a promissory note of $375,000 with a shareholder of the Company. The original interest rate was the applicable LIBOR Rate. The promissory note was amended and the note’s original a maturity date of August 3, 2019 was extended to September 18, 2020. The amended note bears interest at 1.25% per month. The Company made $18,195 in principal payments during the nine months ended December, 2020 and the Note was paid in full in July of 2020. We recognized $10,327 of interest expenses related to the note during the year ended March 31, 2021. In December of 2019, the Company entered into a Promissory Note of $90,000 with Fred Wagenhals, the Company’s Chief Executive Officer and Chairman of the Board of Directors. The Note originally matured on June 12, 2020 and had an interest rate at the applicable LIBOR Rate. The promissory note has since been amended and the amended maturity date is September 18, 2020. The Company made $25,000 in principal payments during the year ended March 31, 2021 and the Note was paid in full in July of 2020. The amended note bears interest at 1.25% per month. We recognized $5,350 of interest expense on the note for the year ended March 31, 2021. On September 23, 2020, the Company and Enlight entered into a promissory note (the “Forest Street Note”) with Forest Street, LLC (“Lender”), an Arizona limited liability company wholly owned by our current Chief Executive Officer, Fred Wagenhals, for the principal sum of $3.5 million, which accrues interest at 12% per annum. The Note has a maturity date of September 23, 2022. Pursuant to the terms of the Forest Street Note, the Company and Enlight (collectively, the borrower pursuant to the note) shall pay Lender; (i) on a monthly basis, beginning October 23, 2020, all accrued interest (only), (ii) on a quarterly basis, a monitoring fee of 1% of the principal amount and then accrued interest; and (iii) on the maturity date, the remaining outstanding principal balance of the Loan, together with all unpaid accrued interest thereon. On December 14, 2020, the Company entered into a Debt Conversion Agreement with the Lender Pursuant to the Agreement, the Company and Forest Street agreed to convert $2,100,000 of the Note’s principal into 1,000,000 shares of the Company’s common stock. The share issuance occurred on December 15, 2020. As a result of the Debt Conversion Agreement the remaining balance of the Forest Street Note was $1,400,000. On January 14, 2021, the Company paid the remaining $1,400,000 in principal and accrued interest of the Forest Street Note. The Company recognized $137,666 in interest expense related to the Forest Street Note for the year ended March 31, 2021. |
Note Payable
Note Payable | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Note Payable | NOTE 10 – NOTE PAYABLE On November 5, 2020, the Company, entered into a promissory note (the “12% Note”) with Lisa Kay (“LK”), an individual, for the principal sum of $4 million (“Principal”), which accrues interest at 12% per annum (“Interest”). The 12% Note has a maturity date of November 5, 2023 (“Maturity Date”). Pursuant to the terms of the 12% Note, the Borrower shall pay LK: (i) on a monthly basis, beginning December 10, 2020, all accrued interest (only), and (ii) on the Maturity Date, the remaining outstanding principal balance of the Loan, together with all unpaid accrued interest thereon. The 12% Note is unsecured and is not convertible into equity securities of the Company. However, Borrower has agreed that it shall provide commercially reasonable collateral promptly upon the payment of that certain JSC Promissory Note and JSC’s contemporaneous release of security supporting that financial accommodation. The 12% Note contain terms and events of default customary for similar transactions. The Company used the net proceeds from the transaction to pay a portion of the outstanding balance owed to JSC. The Company recognized $197,333 in interest expense related to the 12% Note for the year ended March 31, 2021. On May 21, 2021, the Company repaid the Principal of the 12% Note in full. |
Paycheck Protection Notes Payab
Paycheck Protection Notes Payable | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Paycheck Protection Notes Payable | NOTE 11 – PAYCHECK PROTECTION NOTES PAYABLE In April of 2020, the Company determined it was necessary to obtain additional funds as a result of the foregoing uncertainty caused by COVID-19. The Company received approximately $1.0 million in funds through itself and its wholly owned subsidiary Jagemann Munition Components, which was established under the federal Coronavirus Aid, Relief, and Economic Security Act and is administered by the U.S. Small Business Administration. The Company received approximately $624,600 from Western State Bank and its wholly owned subsidiary, Jagemann Munition Components, received approximately $427,385 from BMO Harris. The Paycheck Protection Notes provide for an interest rate of 1.00% per year and matures two years after the issuance date. Principal and accrued interest are payable monthly in equal installments commencing on the date that is six months after the date funds are first disbursed on the loan and continuing through the maturity date, unless the Paycheck Protection Notes are forgiven. To be available for loan forgiveness, the Paycheck Protection Note may only be used for payroll costs, costs related to certain group health care benefits and insurance premiums, rent payments, utility payments, mortgage interest payments and interest payments on any other debt obligation that existed before February 15, 2020. On November 11, 2020, the Company applied for forgiveness of the $1,051,985 Paycheck Protection Program Notes as these funds were used for qualified expenses. No assurance can be given that the Company will be granted forgiveness of these Paycheck Protection Program Notes. On November 23, 2020, the Company received forgiveness in full on the Paycheck Protection Note Payable from Western State Bank. The Company has recognized the forgiven amount in Other Income. On January 19, 2021, the Company received forgiveness in full on the Paycheck Protection Note Payable from BMO Harris. |
Capital Stock
Capital Stock | 12 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Capital Stock | NOTE 12 – CAPITAL STOCK Our authorized capital consists of 200,000,000 shares of common stock with a par value of $0.001 per share. During the year ended March 31, 2020, we issued 1,893,502 shares of common stock as follows: ● 1,232,770 shares were sold to investors for $2,465,540 ● 127,291 shares were issued for the conversion of Convertible Promissory Notes valued at $318,226 ● 170,504 shares were issued for services valued at $352,300 ● 660,499 shares valued at $901,526 were issued to employees, members of the Board of Directors, and members of the Advisory Committee as compensation During the year ended March 31, 2021, we issued 47,895,828 shares of common stock as follows: ● 34,512,143 shares were sold to investors for $138,564,619 ● 3,145,481 shares were issued for the conversion of convertible promissory notes for $4,831,206 ● 6,521,563 shares were issued to investors for exercised warrants valued for $13,952,336 ● 732,974 shares were issued for cashless exercise of 1,300,069 warrants ● 1,000,000 shares were issued pursuant to a debt conversion agreement for $2,100,000 ● 943,336 shares were issued for services provided to the Company value at $1,707,500 ● 1,016,331 shares valued at $1,450,359 were issued to employees, members of the Board of Directors, and members of the Advisory Committee as compensation ● 24,000 shares were issued to investors for $48,000 in liquidation damage fees In December of 2019, we entered into a placement agreement to secure equity capital from qualified investors to provide funds for our operations. The offering consisted of Units priced at $2.00, which included one share of common stock and one five-year warrant to purchase an additional half-share of common stock for an exercise price of $2.40 per share. Effectively, every two units purchased provided the investor with a five-year warrant at an exercise price of $2.40 per share. Units sold under this agreement totaled 1,232,770 shares of common stock and 616,385 warrants for $2,465,540 for the year ended March 31, 2020. For services provided under the placement agreements, the placement agent collected a 12% cash fee on the sale of every Unit and a fee payable in warrants equaling 12% of the total Units sold. The warrants totaling 553,346 have a term of five years and an exercise price of $2.00 per share. The cash fee totaled $285,981 for the year ended March 31, 2020, including reimbursed expenses. On November 30, 2020, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Alexander Capital, L.P. (“Alexander Capital”), as representative of the underwriters listed therein (the “Underwriters”), pursuant to which the Company agreed to sell to the Underwriters in a firm commitment underwritten public offering (the “Offering”) an aggregate of 8,564,285 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a public offering price of $2.10 per share. In addition, the Underwriters were granted an over-allotment option (the “Over-allotment Option”) for a period of 45 days to purchase up to an additional 1,284,643 shares of Common Stock. The Offering closed on December 3, 2020. The Company conducted the Offering pursuant to a Registration Statement on Form S-1, as amended, which was declared effective by the Securities and Exchange Commission (the “Commission”) on November 30, 2020 (the “Registration Statement”). The net proceeds to the Company from the Offering, after deducting the underwriting discount, the underwriters’ fees and expenses and the Company’s estimated Offering expenses, were $15,850,448. On December 11, 2020, the Company completed the closing of the Over-allotment Option. The Underwriters purchases 1,284,643 shares of the Company’s common stock at the public offering price of $2.10 per share. The net proceeds to the Company from the Offering, after deducting the underwriting discount, were $2,467,799. The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. In addition, pursuant to the terms of the Underwriting Agreement and related “lock-up” agreements, the Company (for a period of one year after the date of the Underwriting Agreement), and each director and executive officer of the Company (for a period of six months after the date of the final prospectus relating to the Public Offering), have agreed, subject to customary exceptions, not to sell, transfer or otherwise dispose of securities of the Company, without the prior written consent of Alexander Capital. On December 3, 2020, pursuant to the Underwriting Agreement, the Company entered into an Underwriter’s warrant agreement (the “Underwriters’ Warrant Agreement”) with the Underwriters and certain affiliates of the Underwriters. Pursuant to the Underwriters’ Warrant Agreement, the Company provided the Underwriters and certain affiliates of the Underwriters with a warrant to purchase 428,215 shares of Common Stock in the aggregate. Such warrant may be exercised beginning on May 29, 2021 (the date that is 180 days after the date on which the Registration Statement became effective) until November 30, 2025 (the date that is five years after the date on which the Registration Statement became effective). The initial exercise price of the Underwriters’ Warrant Agreement is $2.63 per share. Pursuant to subscription agreements with certain investors, the Company agreed to file a registration statement for shares purchased by investors on or before the 75 th On January 22, 2021, the Company repurchased 1,000,000 shares of the Company’s common stock issued to JSC at a price of $1.50 per share pursuant to the Amended APA. On March 12, 2021, the Company entered into an underwriting agreement (the “RA Underwriting Agreement”) with Roth Capital Partners, LLC and Alexander Capital, L.P., as representatives of the several underwriters identified therein (collectively, the “RA Underwriters”), relating to a firm commitment public offering of 20,000,000 newly issued shares of our common stock at a public offering price of $5.00 per share. Under the terms of the RA Underwriting Agreement, we granted the RA Underwriters a 30-day option to purchase up to an additional 3,000,000 shares of common stock from us. The closing of the offering occurred on March 16, 2021 and included the exercise of the RA Underwriters Over-allotment of 3,000,000 additional shares. The gross proceeds to us from the sale of 23,000,000 shares of common stock, before deducting underwriting discounts and commissions and estimated offering expenses payable by us, was $115,000,000 and included total expenses of $9,569,161 included commissions to the RA Underwriters of $8,625,000. The RA Underwriting Agreement includes customary representations, warranties and covenants, and customary conditions to closing, expense and reimbursement obligations and termination provisions. Additionally, under the terms of the Underwriting Agreement, we have agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute to payments the Underwriters may be required to make in respect of these liabilities. The shares of common stock being sold by us have been registered pursuant to a registration statement on Form S-3 (File No. 333-253192), which the Commission declared effective on February 24, 2021. A final prospectus supplement and accompanying base prospectus relating to the offering were filed with the Commission on March 15, 2021. At March 31, 2021 and March 31, 2020, outstanding and exercisable stock purchase warrants consisted of the following: Number of Shares Weighted Averaged Exercise Price Weighted Average Life Remaining (Years) Outstanding at March 31, 2019 8,143,115 $ 2.09 4.35 Granted 710,317 2.35 4.18 Exercised - - - Forfeited or cancelled (349,060 ) 2.50 - Outstanding at March 31, 2020 8,504,372 $ 2.10 3.60 Exercisable at March 31, 2020 8,504,372 $ 2.10 3.60 Number of Weighted Averaged Weighted Outstanding at March 31, 2020 8,504,372 $ 2.10 3.60 Granted 2,925,204 2.31 2.47 Exercised (7,821,631 ) 2.08 - Forfeited or cancelled - - - Outstanding at March 31, 2021 3,607,945 $ 2.31 3.24 Exercisable at March 31, 2021 3,179,730 $ 2.27 3.05 As of March 31, 2021, we had 3,607,945 warrants outstanding. Each warrant provides the holder the right to purchase up to one share of our Common Stock at a predetermined exercise price. The outstanding warrants consist of (1) warrants to purchase 261,625 shares of Common Stock at an exercise price of $1.65 per share until April 2025; (2) warrants to purchase 2,154,502 shares of our Common Stock at an exercise price of $2.00 per share consisting until April 2023 through December 2025; (3) warrants to purchase 613,603 shares of Common Stock at an exercise price of $2.40 until September 2024; (4) warrants to purchase 428,215 shares of Common Stock at an exercise price of $2.63 until November 2025, but not exercisable before May 29, 2021 and (5) warrants to purchase 150,000 shares of Common Stock at an exercise price of $6.72 until February 2024. |
Acquisitions
Acquisitions | 12 Months Ended |
Mar. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | NOTE 13 – ACQUISITIONS SW Kenetics, Inc. On September 27, 2018, AMMO Technologies, Inc. (“ATI”) entered into a definitive Agreement and Plan of Merger with SW Kenetics Inc. (“SWK”), an Arizona corporation and completed the merger on October 5, 2018. Pursuant to the agreement SWK merged with and into AMMO Technologies, Inc., with ATI being the survivor. Under the terms of the agreement, we issued to SWK’s three shareholders, 1,700,002 restricted shares of our common stock, payment of $250,000, and a payment obligation of $1,250,000 subject to completion of specific milestones that we have recorded as Contingent Consideration Payable. Additionally, the 1,700,002 shares of common stock were issued with claw back provisions to ensure agreed upon objectives are met. Included among the list of milestones or events that must be completed are significant revenue goals incorporating the product technology of SWK. The initial payment of $250,000 was made on August 20, 2018. The shares were each valued at $2.72, the weighted average share price of our Common Stock that was publicly traded and sold through private placement. We recorded the total purchase consideration to patents as follows: Cash $ 250,000 Contingent Consideration Payable 1,250,000 Common Stock 1,700 Additional Paid-in Capital 4,622,305 Fair Value of Patent $ 6,124,005 The preliminary fair value of the patent at the date of acquisition was $7,723,166 and resulted in the recognition of gain on bargain purchase of $1,599,161. The estimated fair value was determined using the relief from royalty approach. The valuation firm relied on estimates of future sales and profitability provided by the Company. Subsequently, the Company determined the existing facts and circumstances did not support the original fair value due to delays in obtaining tooling and manufacturing equipment. As a result, at March 31, 2019, the Company adjusted the fair value of the patents from $7,723,166 to $6,124,005, with the difference reducing the previously recognized gain on bargain purchase of $1,599,161. SWK is a research and development firm located in Arizona that has designed a new portfolio of modular projectiles that the Company believes will advance the force capability of the United States military, as well as NATO member countries. SWK filed a patent for their technology, which is now pending with the United States Patent and Trademark Office. As of March 31, 2020, the Company has made $350,000 in payments to SW Kenetics, Inc. in connection with the completion of a milestone. The $350,000 payment reduced the Contingent Consideration Payable. At March 31, 2020, The Company reviewed the fair value of contingent consideration using a scenario based method with probability included and determined the fair value was $709,623. An adjustment of $190,377 was recognized in corporate general and administrative expenses. At March 31, 2021, The Company reviewed the fair value of contingent consideration using a scenario based method with probability included and determined the fair value was $589,892. An adjustment of $119,731 was recognized in corporate general and administrative expenses. Jagemann Stamping Company’s Ammunition Casing Division On March 15, 2019, Enlight Group II, LLC (hereinafter referred to as the “Buyer”), a wholly owned subsidiary of AMMO, Inc., completed its acquisition of selected assets of Jagemann Stamping Company’s (“Seller”) ammunition casing, projectile manufacturing, and sales operations pursuant to the terms of the Amended and Restated Asset Purchase Agreement (“Amended APA”) dated March 14, 2019. In accordance with the terms of the Amended APA, Buyer paid Seller a combination of $7,000,000 in cash, $10,400,000 delivered in the form of a Promissory Note, and 4,750,000 shares of AMMO, Inc., common stock valued at $2.00 per share. The fair value of the consideration transferred was valued as of the date of the acquisition as follows: Cash $ 7,000,000 Note Payable 10,400,000 Common Stock 4,750 Additional Paid-in Capital 9,495,250 Total Consideration $ 26,900,000 Total allocation for the consideration recorded for the acquisition is as follows: Equipment $ 18,869,541 Intellectual property 1,773,436 Customer relationships 1,666,774 Tradename 2,472,095 Loss on Purchase 2,118,154 Total Consideration $ 26,900,000 The fair value of the tangible assets was determined by cost and market approaches for tangible assets. The fair value of intangible assets were determined using the relief from royalty and residual income approaches. The acquired intangible assets have remaining useful lives ranging from three to five years. Seller is engaged exclusively in the business of full-service stamping involving, among other things, the manufacture and sale of deep drawn stampings for use in the ammunition casing and projectile industries. Pursuant to the Amended APA, Buyer acquired the Seller’s munition and casing division assets (including equipment and intellectual property), and is transitioning the associated employees to its direct workforce to continue the operations at Seller’s Wisconsin facilities. In October of 2019, it was made apparent that certain equipment that was agreed to be delivered free and clear by the Seller was not achievable as Seller was not able to purchase equipment that Seller had leased. Accordingly, the remaining value of the promissory note was reduced by $2,596,200. As a result of the change to the purchase price of the transaction, the Company reduced Equipment for a net value of $1,871,306, decreased Other Intangible Assets by $766,068, increased Accounts Receivable by $31,924, and recorded an increase to Deposits for $9,250 worth of equipment that the Company agreed to transfer back to Seller. Consequently, accumulated amortization has decreased by $159,530. Additionally, the Company entered into a lease to gain possession of the assets that were originally to be transferred. In addition to the Amended APA, the Company entered into an Administrative and Management Services Agreement with Seller on March 15, 2019. The Seller agreed to provide the Company with services including, but not limited to, inventory, rent, maintenance, engineering, and information systems. Through this agreement the Company purchased approximately $1.9M in Inventory, incurred $394,128 of rent expenses, and incurred $153,604 of expenses related to support costs such as engineering and maintenance, among others, for the year ended March 31, 2020. On June 26, 2020, the Company, Enlight and JSC entered into a Settlement Agreement pursuant to which the parties mutually agreed to settle all disputes and mutually release each other from liabilities related to the Amended APA occurring prior to June 26, 2020. Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company’s common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | NOTE 14 – ACCRUED LIABILITIES At March 31, 2021 and March 31, 2020, accrued liabilities were as follows: March 31, 2021 March 31, 2020 Accrued FAET $ 1,716,461 $ 353,061 Accrued sales commissions 514,892 - Unearned revenue 361,270 493,553 Accrued interest 22,667 197,342 Accrued payroll 640,717 289,603 Accrued professional fees 45,000 131,300 Other accruals 161,778 154,760 $ 3,462,785 $ 1,619,619 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 15 – RELATED PARTY TRANSACTIONS From October 2016 through December 2019, our executive offices were located in Scottsdale, Arizona where we leased approximately 5,000 square feet under a month-to-month triple net lease for $3,800 per month. This space housed our principal executive, administration, and marketing functions. Our Chairman and Chief Executive Officer owned the building in which these offices are currently leased. For the year ended March 31, 2020, the Company paid $21,800 in rent for these offices. During the year ended March 31, 2021, we paid $152,549 in service fees to an independent contractor and 60,000 shares in the aggregate to its advisory committee members for service for a total value of $103,000. During the year ended March 31, 2020, we paid $184,575 in service fees to an independent contractor, $6,500 in consulting fees to our Previous Chief Financial Officer, and 60,000 shares in the aggregate to its advisory committee members for service for a total value of $113,000. Additionally, at March 31, 2020, the Company had a receivable of approximately, $14,700 from its previous Chief Financial Officer. In connection with the acquisition of the casing division of JSC, a promissory note was executed. On April 30, 2019, the note was subsequently extended to April 1, 2020. The note bears interest per annum at approximately 4.6% payable in arrears monthly. On June 26, 2020, the Company extended the promissory note until August 15, 2021. As of March 31, 2021 and March 31, 2020, we accrued interest of $352,157 and $22,196, respectively, related to the note. The note had a balance of $5,400,000 at March 31, 2020 and the note was paid in full on November 5, 2020. JSC owned at least five percent (5%) of our shares outstanding from March 2019 through March 16, 2021. In October of 2019, it was made apparent that certain equipment that was agreed to be delivered free and clear by the Seller was not achievable as Seller was not able to purchase equipment that Seller had leased. Accordingly, the remaining value of the promissory note was reduced by $2,596,200. As a result of the change to the purchase price of the transaction, the Company reduced Equipment for a net value of $1,871,306, decreased Other Intangible Assets by $766,068, increased Accounts Receivable by $31,924, and recorded an increase to Deposits for $9,250 worth of equipment that the Company agreed to transfer back to Seller. Consequently, accumulated amortization has decreased by $159,530. Additionally, the Company entered into a lease to gain possession of the assets that were originally to be transferred. Through the Administrative and Management Services Agreement the Company with JSC, the Company purchased approximately $3.4 million in inventory support services, and incurred $405,171 of rent expenses for the year ended March 31, 2021. For the year ended March 31, 2021, the Company purchased approximately $1.9 million in Inventory, incurred $394,128 of rent expenses, and incurred $153,604 of expenses related to support costs such as engineering and maintenance, among others. On June 26, 2020, the Company and JSC entered into a Settlement Agreement pursuant to which the parties mutually agreed to settle all disputes and mutually release each other from liabilities related to the Amended APA occurring prior to June 26, 2020. Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company’s common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. On November 5, 2020, the Company paid $6,000,000 to JSC allocated as follows: (i) payment in full of Note A, representing the balance due from the Company to JSC relating to the acquisition of Jagemann Munition Components in March 2019 and (ii) $592,982 remitted in partial payment of Note B, resulting in the parties’ execution of Amended Note B which has a starting principal balance of $1,687,664 (“Amended Note B”). The Amended Note B principal balance carries a 9% per annum interest rate and is amortized equally over the thirty six (36) month term. As a result of the payment in full of Note A JSC shall release the accompanying security interest in Company assets which secured Note A. Concurrently, upon entry into Amended Note B, JSC and the Company entered into the First Amendment to General Business Security Agreement to reflect a revised list of collateral in which JSC has a security interest. The total interest expense recognized on Note A $216,160 for the year ended March 31, 2021. The total interest expense recognized on the original Note B was $62,876 for the year ended March 31, 2021. The Company’s balance of Amended Note B was $1,490,918 at March 31, 2021. The Company recognized $60,100 in interest expense on Amended Note B for the year ended March 31, 2021. On January 22, 2021, the Company repurchased 1,000,000 shares of the Company’s common stock issued to JSC at a price of $1.50 per share pursuant to the Amended APA. On May 3, 2019, the Company entered into a promissory note of $375,000 with a shareholder of the Company. The original interest rate was the applicable LIBOR Rate. The promissory note was amended and the note’s original a maturity date of August 3, 2019 was extended to September 18, 2020. The amended note bears interest at 1.25% per month. The Company made $18,195 in principal payments during the nine months ended December, 2020 and the Note was paid in full in July of 2020. We recognized $10,327 of interest expenses related to the note during the year ended March 31, 2021. In December of 2019, the Company entered into a Promissory Note of $90,000 with Fred Wagenhals, the Company’s Chief Executive Officer and Chairman of the Board of Directors. The Note originally matured on June 12, 2020 and had an interest rate at the applicable LIBOR Rate. The promissory note has since been amended and the amended maturity date is September 18, 2020. The Company made $25,000 in principal payments during the year ended March 31, 2021 and the Note was paid in full in July of 2020. The amended note bears interest at 1.25% per month. We recognized $5,350 of interest expense on the note for the year ended March 31, 2021. On September 23, 2020, the Company and Enlight entered into a promissory note (the “Forest Street Note”) with Forest Street, LLC (“Lender”), an Arizona limited liability company wholly owned by our current Chief Executive Officer, Fred Wagenhals, for the principal sum of $3.5 million, which accrues interest at 12% per annum. The Note has a maturity date of September 23, 2022. Pursuant to the terms of the Forest Street Note, the Company and Enlight (collectively, the borrower pursuant to the note) shall pay Lender; (i) on a monthly basis, beginning October 23, 2020, all accrued interest (only), (ii) on a quarterly basis, a monitoring fee of 1% of the principal amount and then accrued interest; and (iii) on the maturity date, the remaining outstanding principal balance of the Loan, together with all unpaid accrued interest thereon. On December 14, 2020, the Company entered into a Debt Conversion Agreement with the Lender Pursuant to the Agreement, the Company and Forest Street agreed to convert $2,100,000 of the Note’s principal into 1,000,000 shares of the Company’s common stock. The share issuance occurred on December 15, 2020. As a result of the Debt Conversion Agreement the remaining balance of the Forest Street Note was $1,400,000. On January 14, 2021, the Company paid the remaining $1,400,000 in principal and accrued interest of the Forest Street Note. The Company recognized $137,666 in interest expense related to the Forest Street Note for the year ended March 31, 2021. |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 16 – INCOME TAXES The income tax (provision) benefit for the periods shown consist of the following: 2021 2020 Current US Federal $ - $ - US State - - Total current provision - - Deferred US Federal 582,724 2,678,176 US State 137,276 630,916 Total deferred benefit 720,000 3,309,092 Change in valuation allowance (720,000 ) (3,309,092 ) Income tax (provision) benefit $ - $ - The reconciliation of income tax expense computed at the U.S. federal statutory rate of 21% to the income tax provision for the years ended March 31, 2021 and 2020 is as follows: 2021 2020 Computed tax expense $ (1,572,832 ) 21 % $ (3,056,903 ) 21 % State taxes, net of Federal income tax benefit (352,015 ) 5 % (684,164 ) 5 % Change in valuation allowance 720,000 (10 %) 3,309,092 (23 %) Employee stock awards 372,742 (5 %) 231,692 (2 %) Stock grants 71,596 (1 %) 137,477 (1 %) Stock for services 438,828 (6 %) 90,541 (1 %) Rent expense 660 0 % 13,358 0 % Non-deductible meals & entertainment 13,709 0 % 7,833 0 % Stock and warrants on note conversion 338,082 (5 %) - 0 % Contingent consideration fair value (30,770 ) 0 % (48,926 ) 0 % Total provision for income taxes $ - $ - The Company’s effective tax rates were 0% and 0% for the years ended March 31, 2021 and 2020, respectively. During the year ended March 31, 2021, the effective tax rate differed from the U.S. federal statutory rate primarily due to the change in the valuation allowance. Significant components of the Company’s deferred tax liabilities and assets at March 31, 2021 and March 31, 2020 are as follows: 2021 2020 Deferred tax assets Net operating loss carryforward $ 8,119,764 $ 7,571,092 Loss on purchase 801,366 544,366 Other 442,953 211,158 Total deferred tax assets $ 9,364,083 $ 8,326,616 Deferred tax liabilities Depreciation expense $ (1,377,238 ) $ (1,059,771 ) Other - - Total deferred tax liabilities $ (1,377,238 ) $ (1,059,771 ) Net deferred tax assets $ 7,986,845 $ 7,266,845 Valuation allowance (7,986,845 ) (7,266,845 ) $ - $ - In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. The Company considers the scheduled reversal of deferred tax assets, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available and due to the last years significant losses there is substantial doubt related to the Company’s ability to utilize its deferred tax assets, the Company recorded a full valuation allowance of the deferred tax asset. For the years ended March 31, 2021 and 2020, the valuation allowance has increased by $720,000 and $3,309,092, respectively. At March 31, 2021, the Company had Federal net operating loss carry forwards (“NOLs”) for income tax purposes of $31,594,411. A valuation allowance has been provided for the deferred tax asset as it is uncertain whether the Company will have future taxable income. There were $5,144,926 of NOLs generated prior to 2018 will begin to expire in 2036. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) signed in to law on March 27, 2020, provided that NOLs generated in a taxable year beginning in 2018, 2019, or 2020, may now be carried back five years and forward indefinitely. In addition, the 80% taxable income limitation is temporarily removed, allowing NOLs to fully offset net taxable income. In accordance with Section 382 of the Internal Revenue Code, the future utilization of the Company’s net operating loss to offset future taxable income may be subject to an annual limitation as a result of ownership changes that may have occurred previously or that could occur in the future. The Company does not believe that such an ownership change has occurred to date. The Company accounts for uncertain tax positions in accordance with ASC No. 740-10-25. ASC No. 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC No. 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. To the extent that the final tax outcome of these matters is different than the amount recorded, such differences impact income tax expense in the period in which such determination is made. Interest and penalties, if any, related to accrued liabilities for potential tax assessments are included in income tax expense. ASC No. 740-10-25 also requires management to evaluate tax positions taken by the Company and recognize a liability if the Company has taken uncertain tax positions that more likely than not would not be sustained upon examination by applicable taxing authorities. The Company has evaluated tax positions taken by the Company and has concluded that as of March 31, 2021 and 2020, there are no uncertain tax positions taken, or expected to be taken, that would require recognition of a liability that would require disclosure in the financial statements. The Company has never had an Internal Revenue Service audit; therefore, the tax periods ended December 31, 2016, December 31, 2017 and March 31, 2018, 2019, 2020, and 2021 are subject to audit. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | NOTE 17 – INTANGIBLE ASSETS March 31, 2021 Life Licenses Patent Other Intangible Assets Licensing Agreement – Jesse James 5 $ 125,000 $ - $ - Licensing Agreement – Jeff Rann 5 125,000 - - Streak Visual Ammunition patent 11.2 - 950,000 - SWK patent acquisition 15 - 6,124,005 - Jagemann Munition Components: Customer Relationships 3 - - 1,450,613 Intellectual Property 3 - - 1,543,548 Tradename 5 - - 2,152,076 250,000 7,074,005 5,146,237 Accumulated amortization – Licensing Agreements (208,333 ) - - Accumulated amortization – Patents - (1,054,438 ) - Accumulated amortization – Intangible Assets - - (2,925,279 ) $ 41,667 $ 6,019,567 $ 2,220,958 Intangible assets consisted of the following: March 31, 2020 Life Licenses Patent Other Intangible Assets Licensing Agreement – Jesse James 5 $ 125,000 $ - $ - Licensing Agreement – Jeff Rann 5 125,000 - - Streak Visual Ammunition patent 11.2 - 950,000 - SWK patent acquisition 15 - 6,124,005 - Jagemann Munition Components: Customer Relationships 3 - - 1,450,613 Intellectual Property 3 - - 1,543,548 Tradename 5 - - 2,152,076 250,000 7,074,005 5,146,237 Accumulated amortization – Licensing Agreements (158,333 ) - - Accumulated amortization – Patents - (561,096 ) - Accumulated amortization – Intangible Assets - - (1,435,030 ) $ 91,667 $ 6,512,909 $ 3,649,404 Annual amortization of intangible assets for the next five fiscal years are as follows: Years Ended March 31, Estimates for 2022 $ 1,915,814 2023 923,782 2024 903,055 2025 493,342 2026 493,342 Thereafter 3,552,857 $ 8,282,192 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 18 - SUBSEQUENT EVENTS Gunbroker.com On April 30, 2021, the Company, entered into an agreement and plan of merger (the “Merger Agreement”), by and among the Company, SpeedLight Group I, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Sub”), Gemini Direct Investments, LLC, a Nevada limited liability company (“Gemini”), and Steven F. Urvan, an individual (the “Seller”), whereby Sub merged with and into Gemini, with Sub surviving the merger as a wholly owned subsidiary of the Company (the “Merger”). Capitalized terms not defined in this report have the meaning assigned to them in the Merger Agreement. At the time of the Merger, Gemini had nine (9) subsidiaries, all of which are related to Gemini’s ownership of the Gunbroker.com business. Gunbroker.com is a large online auction marketplace dedicated to firearms, hunting, shooting, and related products. The Merger was completed on April 30, 2021. In consideration of the Merger, on the terms and subject to the conditions set forth in the Merger Agreement, on the Effective Date, (i) the Company assumed an aggregate amount of indebtedness of Gemini and its subsidiaries equal to $50,000,000; and, (ii) the issued and outstanding membership interests in Gemini, held by the Seller, automatically converted into the right to receive (A) $50,000,000, and (B) 20,000,000 shares of common stock of the Company, $0.001 par value per share (the “Stock Consideration”). In connection with the Merger Agreement, the Company and the Seller agreed that the Stock Consideration consisted of: (a) 14,500,000 shares issued without being held in escrow or requiring prior stockholder approval; (b) 4,000,000 shares issued subject to the Pledge and Escrow Agreement (as defined and described in the Merger Agreement); and (c) 1,500,000 shares that will not be issued prior to the Company obtaining stockholder approval for the issuance. Series A Preferred Stock On May 19, 2021, we entered into an underwriting agreement with Alexander Capital, L.P., as representative of the several underwriters identified therein (collectively, the “Preferred Underwriters”), relating to a firm commitment public offering of 1,097,200 newly issued shares of our 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock (the “Series A Preferred Stock”) at a public offering price of $25.00 per share. Under the terms of the underwriting agreement, we granted the Underwriters a 45-day option to purchase up to an additional 164,580 shares of Series A Preferred Stock from us. The closing of the offering took place on May 21, 2021. The gross proceeds to us from the sale of 1,097,200 shares of Series A Preferred Stock, before deducting underwriting discounts and commissions and estimated offering expenses payable by us, was approximately $27.4 million. On May 25, 2021, Alexander Capital, L.P. exercised its previously announced over-allotment option to purchase 164,580 shares of Series A Preferred Stock pursuant to that certain Underwriting Agreement dated May 19, 2021, by and between us and Alexander Capital, L.P., as representative of the several underwriters identified therein. We closed the exercise of the over-allotment option on May 27, 2021. The gross proceeds from the exercise of the over-allotment option were approximately $4.1 million, before deducting underwriting discounts and commissions. On May 25, 2021, we entered into an additional underwriting agreement with Alexander Capital, L.P. relating to a firm commitment public offering of 138,220 newly issued shares of our 8 Series A Preferred Stock at a public offering price of $25.00 per share. The closing of the offering took place on May 27, 2021. The gross proceeds to us from the sale of 138,220 shares of Series A Preferred Stock, before deducting underwriting discounts and commissions and estimated offering expenses payable by us, were approximately $3.5 million Common Stock Issuances From April 16, 2021 to June 8, 2021, we issued shares of our Common Stock for the exercise of warrants. There were 185,268 shares of Common Stock issued for warrants exercised at per share prices ranging from $1.65 to $2.63 for an aggregate value of $391,689. Subsequent to March 31, 2021, we issued 25,000 shares of Common Stock to employees as compensation for a total value of $87,500. We evaluated subsequent events through the date the financial statements were issued, and determined that there are not any other items to disclose. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of AMMO, Inc. and its wholly owned subsidiaries, Enlight Group II, LLC (d/b/a Jagemann Munition Components), SNI, LLC, AMMO Munitions, Inc., AMMO Technologies, Inc. (inactive) and Firelight Group I, LLC (inactive). All significant intercompany accounts and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires us to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates made in preparing the consolidated financial statements include the valuation of allowances for doubtful accounts, valuation of deferred tax assets, inventories, useful lives of assets, intangible assets, and stock-based compensation. |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of the statement of cash flows, we consider highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Our accounts receivable represents amounts due from customers for products sold and include an allowance for uncollectible accounts which is estimated based on the aging of the accounts receivable and specific identification of uncollectible accounts. At March 31, 2021 and March 31, 2020, we reserved $148,540 and $62,248, respectively, of allowance for doubtful accounts. |
License Agreements | License Agreements We are a party to a license agreement with Jesse James, a well-known motorcycle designer, and Jesse James Firearms, LLC, a Texas limited liability company. The license agreement grants us the exclusive worldwide rights through October 15, 2021 to Mr. James’ image rights and trademarks associated with him in connection with the marketing, promotion, advertising, sale, and commercial exploitation of Jesse James Branded Products. In addition, Mr. James agreed to make himself available for certain promotional activities and to promote Jesse James Branded Products through his own social media outlets. We agreed to pay Mr. James royalty fees on the sale of ammunition and non-ammunition Branded Products and to reimburse him for any out-of-pocket expenses and reasonable travel expenses. We also issued 100,000 shares of our common stock upon the execution of the license agreement with the potential issuance of up to 75,000 additional shares of common stock upon achieving certain gross sales with $15 million in gross sales required to earn the entire 75,000 shares. We are a party to a license agreement with Jeff Rann, a well-known wild game hunter and spokesman for the firearm and ammunition industries. The license agreement grants us through February 2022 the exclusive worldwide rights to Mr. Rann’s image rights and trademarks associated with him in connection with the marketing, promotion, advertising, sale, and commercial exploitation of all Jeff Rann Branded Products. Mr. Rann agreed to make himself available for certain promotional activities and to promote the Branded Products through his own social media outlets. We agreed to pay Mr. Rann royalty fees on the sale of ammunition and non-ammunition Branded Products and to reimburse him for any out-of-pocket expenses and reasonable travel expenses. We also issued 100,000 shares of our common stock upon the execution of the license agreement with the potential issuance of 75,000 additional shares of common stock upon achieving certain gross sales with $15 million in gross sales required to earn the entire 75,000 shares. Amortization expense for the license agreements for the years ended March 31, 2021 and 2020 was $50,000. |
Patents | Patents On September 28, 2017, AMMO Technologies Inc. (“ATI”), an Arizona corporation, which is 100% owned by us, merged with Hallam, Inc, a Texas corporation, with ATI being the survivor. Under the terms of the Merger, we issued to Hallam, Inc.’s two shareholders, 600,000 shares of our common stock, subject to restrictions, and payment of $200,000. The first payment of $100,000 to the Hallam, Inc. shareholders was paid on September 13, 2017, and the second payment of $100,000 was paid on February 6, 2018. The shares were valued at $1.25 and the aggregate value of $950,000 was recorded as a patent asset. This asset will be amortized from September 2017, the first full month of the acquired rights, through October 29, 2028. Patent amortization expense for the years ended March 31, 2021 and 2020 were $85,075 and $85,075, respectively. Under the terms of the Merger, ATI succeeded to all of the assets of Hallam, Inc. and assumed the liabilities of Hallam, Inc., which were none. The primary asset of Hallam, Inc. was an exclusive license to produce projectiles and ammunition using the Hybrid Luminescence Ammunition Technology under patent U.S. 8,402,896 B1 with a publication date of March 26, 2013 owned by University of Louisiana at Lafayette. The license was formally amended and assigned to AMMO Technologies Inc. pursuant to an Assignment and First Amendment to Exclusive License Agreement. Assumption Agreement dated to be effective as of August 22, 2017, the Merger closing date. Under the terms of the Exclusive License Agreement, the Company is obligated to pay a royalty to the patent holder, based on a $0.01 per unit basis for each round of ammunition sold that incorporates this patented technology through October 29, 2028. For the years ended March 31, 2021 and 2020, the Company recognized royalty expenses of In August 2018, we applied for additional patent coverage for the manufacturing methods or application of the Hybrid Luminescence Ammunition Technology on a variety of projectile and ammunition types. The costs of filing this patent were expensed. On October 5, 2018, we completed the acquisition of SW Kenetics Inc. AMMO Technologies, Inc. succeeded all of the assets of SW Kenetics, Inc. and assumed all of the liabilities. Under the terms of the agreement, we issued to SW Kenetics Inc.’s three shareholders, 1,700,002 restricted shares of our common stock, payment of $250,000, and a payment obligation of $1,250,000 subject to completion of specific milestones that we have recorded as Contingent Consideration Payable. Additionally, the 1,700,002 shares of common stock were issued with claw back provisions to ensure agreed upon objectives are met. The Company has made four payments totaling $350,000 for the completion of specific milestones to the shareholders of SW Kenetics, Inc. The primary asset of SW Kenetics Inc. was a pending patent for modular projectiles. All rights to patent pending application were assigned and transferred to AMMO Technologies, Inc. pursuant to Intellectual Property Rights Agreement on September 27, 2018. Patent amortization expense for the years ended March 31, 2021 and 2020 was $408,267 and $341,320, respectively. There was no amortization expense for the patent in the year ended March 31, 2019 as the patent had not been placed in service. We intend to continue building our patent portfolio to protect our proprietary technologies and processes, and will file new applications where appropriate to preserve our rights to manufacture and sell our branded lines of ammunition. |
Other Intangible Assets | Other Intangible Assets On March 15, 2019, Enlight Group II, LLC d/b/a Jagemann Munition Components, a wholly owned subsidiary of AMMO, Inc., completed its acquisition of assets of Jagemann Stamping Company’s ammunition casing manufacturing and sales operations pursuant to the terms of the Amended and Restated Asset Purchase Agreement (See Note 18). The intangible assets acquired include a tradename, customer relationships, and intellectual property. For the years ended March 31, 2021 and 2020, amortization of the other intangibles assets was $1,428,446 and $1,435,030, respectively recognized in depreciation and amortization expense. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We continually monitor events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, we assess the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. No impairment expense was recognized for the years ended March 31, 2021 and March 31, 2020. |
Revenue Recognition | Revenue Recognition We generate revenue from the production and sale of ammunition. We recognize revenue according to Accounting Standards Codification 606 – Revenue From Contracts with Customer (“ASC 606”). When the customer obtains control over the promised goods or services, we record revenue in the amount of consideration that we can expect to receive in exchange for those goods and services. The Company applies the following five-step model to determine revenue recognition: ● Identification of a contract with a customer ● Identification of the performance obligations in the contact ● determination of the transaction price ● allocation of the transaction price to the separate performance allocation ● recognition of revenue when performance obligations are satisfied The Company only applies the five-step model when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception and once the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within each contract and determines those that are performance obligations, and assesses whether each promised good or service is distinct. Our contracts contain a single performance obligation and the entire transaction price is allocated to the single performance obligation. We recognize as revenues the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied or as it is satisfied. Accordingly, we recognize revenues (net) when the customer obtains control of the Company’s product, which typically occurs upon shipment of the product. In the current period, the Company began accepting contract liabilities or deferred revenue. We included Deferred Revenue in our Accrued Liabilities. The Company will recognize revenue when the performance obligation is met. For the years ended March 31, 2021 and 2020, the Company’s customers that comprised more than ten percent (10%) of total revenues and accounts receivable were as follows: For the Year Ended For the Year Ended PERCENTAGES Revenues Accounts Receivable Revenues Accounts Receivable Customers: A 16.5 % 11.9 % 19.1 % 26.5 % B - 23.3 % - - % C - 10.6 % - - % D - - 13.3 % - 16.5 % 45.8 % 32.4 % 26.5 % Disaggregated Revenue Information The following table represent a disaggregation of revenue from customers by segment. We attribute net sales to segments by product types; ammunition and ammunition casings. The Company notes that revenue recognition processes are consistent between product type, however, the amount, timing and uncertainty of revenue and cash flows may vary by each product type due to the customers of each product type. For the Year Ended March 31, 2021 March 31, 2020 Ammunition Sales $ 49,620,530 $ 6,591,196 Ammunition Casings Sales 12,861,800 8,189,169 Total Sales $ 62,482,330 $ 14,780,365 Ammunition products are sold through “Big Box” retailers, manufacturers, local ammunition stores, and shooting range operators. We also sell direct to customers online. In contrast, our ammunition casings products are sold to manufacturers. Sales are initiated in three ways – ● third party sales representative obtains signed purchase order from a customer ● direct contact by in-house sales representatives who obtains signed purchase order ● electronic purchase order from a customer (usually the very large customers) Once a customer’s order is received a sales order is generated by authorized sales or management personnel. Once approved for shipping, the sales order is entered, the inventory control department will pull the purchased items from the inventory or if needed will request the manufacture of a specific product. When the items that were ordered are available for shipment, the merchandise is prepared for shipping and shipped by FedEx or common carrier. All sales are recorded upon shipment and, depending on credit worthiness of customer, the payment terms will vary from thirty (30) to sixty (60) days. No refunds are allowed on any product shipped. Each product manufactured by the Company has standard specifications and performance objectives. The Company has an extensive product testing program and, if the Company were given notice of a product defect by a customer, the Company would request the return of the product so that the manufacturing defect could be identified. From inception to March 31, 2021, the Company has had no returned products related to product warranty. |
Advertising Costs | Advertising Costs We expense advertising costs as they are incurred. We incurred advertising of $257,886 and $563,968 for the years ended March 31, 2021 and 2020, respectively. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We measure options and warrants at fair value in accordance with Accounting Standards Codification 820 – Fair Value Measurement (“ASC 820”). The objective of ASC 820 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. ASC 820 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 specifies a valuation hierarchy based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s own assumptions. These two types of inputs have created the following fair value hierarchy: Level 1 – Quoted prices for identical instruments in active markets; Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. This hierarchy requires us to minimize the use of unobservable inputs and to use observable market data, if available, when estimating fair value. We value all common stock issued for services on the date of the agreements, using the price at which shares were being sold to private investors or at the value of the services performed. We valued warrants issued for the reduction in conversion price for the conversion of Convertible Promissory Notes at the grant date of March 31, 2021 using valuation methods and assumptions that consider, among other factors, the fair value of the underlying stock, risk free interest rate, volatility, and expected life. March 31, 2021 March 31, 2020 Risk free interest rate 0.32%-0.38 % - Expected volatility 88.9%-90.4 % - Expected term 2.5 years - Expected dividend yield 0 % 0 % Equipment acquired in the March 15, 2019 acquisition of the Jagemann Munitions Components was valued at fair value on the acquisition date by using the cost and market valuation approaches. Quoted Significant Significant Total (Level 1) (Level 2) (Level 3) March 31, 2021 Warrants issued for convertible promissory notes conversion $ - $ 1,315,494 $ - $ 1,315,494 |
Inventories | Inventories We state inventories at the lower of cost or net realizable value. We determine cost using the average cost method. Our inventory consists of raw materials, work in progress, and finished goods. Cost of inventory includes cost of parts, labor, quality control, and all other costs incurred to bring our inventories to condition ready to be sold. We periodically evaluate and adjust inventories for obsolescence. |
Property and Equipment | Property and Equipment We state property and equipment at historical cost less accumulated depreciation. We compute depreciation using the straight-line method at rates intended to depreciate the cost of assets over their estimated useful lives, which are generally five to ten years. Upon retirement or sale of property and equipment, we remove the cost of the disposed assets and related accumulated depreciation from the accounts and any resulting gain or loss is credited or charged to other income or expenses. We charge expenditures for normal repairs and maintenance to expense as incurred. We capitalize additions and expenditures for improving or rebuilding existing assets that extend the useful life. Leasehold improvements made either at the inception of the lease or during the lease term are amortized over the shorter of their economic lives or the lease term including any renewals that are reasonably assured. |
Compensated Absences | Compensated Absences We accrue a liability for compensated absences in accordance with Accounting Standards Codifications 710 – Compensation – General. |
Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation at fair value in accordance with Accounting Standards Codification 718 – Compensation – Stock Compensation (“ASC 718”). which requires the measurement and recognition of compensation expense for all share-based payment awards to employees and directors. Stock-based compensation is recognized on a straight line basis over the vesting periods and forfeitures are recognized in the periods they occur. There were 1,016,331 shares of common stock issued to employees, members of the Board of Directors, and members of our advisory committee for services during the year ended March 31, 2021. |
Concentrations of Credit Risk | Concentrations of Credit Risk Accounts at banks are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of March 31, 2021, our bank account balances exceeded federally insured limits, however, we have not incurred losses related to these deposits. |
Income Taxes | Income Taxes We file federal and state income tax returns in accordance with the applicable rules of each jurisdiction. We account for income taxes under the asset and liability method in accordance with Accounting Standards Codification 740 - Income Taxes (“ASC 740”). The provision for income taxes includes federal, state, and local income taxes currently payable, and deferred taxes. We recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable amounts in years in which those temporary differences are expected to be recovered or settled. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized. In accordance with ASC 740, we recognize the effect of income tax positions only if those positions are more likely than not of being sustained. We measure recognized income tax positions at the largest amount that is greater than 50% likely of being realized. We reflect changes in recognition or measurement in the period in which the change in judgment occurs. We currently have substantial net operating loss carryforwards. We have recorded a valuation allowance equal to the net deferred tax assets due to the uncertainty of the ultimate realization of the deferred tax assets. Furthermore, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act was enacted in response to the COVID-19 pandemic and contains numerous income tax provisions, such as relaxing limitations on the deductibility of interest, technical corrections to tax depreciation methods for qualified improvement property and net operating loss carryback periods. The Company is implementing applicable benefits of the CARES Act, such as deferring employer payroll taxes and evaluating potential employee retention credits. |
Contingencies | Contingencies Certain conditions may exist as of the date the consolidated financial statements are issued that may result in a loss to us but will only be resolved when one or more future events occur or fail to occur. We assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against us or unasserted claims that may result in such proceedings, we evaluate the perceived merits of any legal proceedings or unasserted claims and the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability is reasonably estimated, the estimated liability would be accrued in our condensed consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of range of possible loss if determinable and material, would be disclosed. On September 24, 2019, the Company received notice that a former employee that had voluntarily terminated filed a complaint against the Company, and certain individuals, with the U.S. Department of Labor (“DOL”). The Complaint in alleges that the individual reported potential violations of SEC rules and regulations by management and that as a result of such disclosures, the individual experienced a hostile work environment; that the Company lacks sufficient controls internal controls, and that the individual was the victim of retaliation and constructive discharge after being removed as a director by majority vote of the shareholders. The claims were investigated by a newly appointed Special Investigative Committee made of up independent directors represented by special independent legal counsel. The Special Investigative Committee and legal counsel found the material claims were unsubstantiated, including those concerning alleged SEC violations, and recommended enhancements to certain corporate governance charter documents and processes which the Company promptly implemented. The matter is currently the subject of administrative investigation by the DOL via the Occupational Safety and Health Administration. The Company filed a timely Position Statement with the DOL in October of 2019 in response to the Complaint. The Company disputes the allegations of wrongdoing and believes the matters raised in the Complaint are without merit and therefore has and will continue to aggressively defend its interests in this matter. On February 4, 2020, the Company filed suit against a former employee for violating merger agreements with SW Kenetics, Inc., employment agreements, and by unlawfully retaining property belonging to the Company following their termination. On March 11, 2020, the former employee filed a counterclaim against the Company citing breach of contract, breach of implied covenant of good faith and fair dealing, unjust enrichment, and declaratory judgement. The Company plans to aggressively pursue its offensive claims in order to recover economic damages as a result of its claims while seeking dismissal of the counterclaim. There were no other known contingencies at March 31, 2021 and 2020. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02 – “Leases (Topic 842)” Under ASU 2016-02, entities will be required to recognize lease asset and lease liabilities by lessees for those leases classified as operating leases. Among other changes in accounting for leases, a lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to (and a lessor) should include payments to be made in optional periods only if the lessee is reasonably certain to exercise an option to extend the lease or not to exercise an option to terminate the lease. Similarly, optional payments to purchase the underlying asset should be included in the measurement of lease assets and lease liabilities only if the lessee is reasonably certain to exercise that purchase option. The amendments in ASU 2016-02 will become effective for fiscal years beginning after December 15, 2018, including interim periods with those fiscal years for public business entities. We adopted Topic 842 as of April 1, 2019 and this resulted in an increase in assets and liabilities on our consolidated balance sheets related by recording a Right of Use Asset of $3,771,873 and corresponding Operating Lease Liability of $3,812,886. As a result of the adoption, there was no material impact to our Consolidated Statement of Operations. See Note 7 for more information. On June 20, 2018, the FASB expanded the scope of ASC 718, to include share-based payments to nonemployees for goods and services. The accounting board said the amendments in Accounting Standards Update (ASU) No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, align the guidance for stock compensation to employees and nonemployees. The amended guidance replaces ASC 505-50, Equity – Equity-Based Payments to Non-Employees. We anticipate that this ASC will not have a material effect on the Company’s financial statements. The amendments in ASU No. 2018-07 apply “to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards,” the FASB said. But the amended guidance does not cover stock compensation that is used to provide financing to the company that issued the shares or stock awards tied to a sale of goods or services as part of a contract accounted for according to ASC 606. The amendments are effective for public companies for fiscal years that begin after December 15, 2018, and the quarterly and other interim periods in those years, the FASB said the amended guidance can be applied before it becomes effective, but businesses are not permitted to use the guidance in ASU No. 2018-07 before they have implemented ASC 606. On April 1, 2019, we adopted ASU 2018-07. The effects on our consolidated results of operations, financial position or cash flows were not material to the Company’s financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326),” which replaces the current incurred loss impairment methodology for most financial assets with the current expected credit loss (“CECL”) methodology. The series of new guidance amends the impairment model by requiring entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. The guidance should be applied on either a prospective transition or modified-retrospective approach depending on the subtopic. The guidance is effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact that the new guidance will have on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The new guidance is intended to enhance and simplify various aspects of the accounting for income taxes. The new guidance eliminates certain exceptions to the general approach to the income tax accounting model, and adds new guidance to reduce the complexity in accounting for income taxes. The guidance will be effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Early adoption of the amendments is permitted, including adoption in any interim period for public business entities for periods for which financial statements have not yet been issued. The Company is currently evaluating the impact that the new guidance will have on the consolidated financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards could have a material effect on the accompanying financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances. |
Loss Per Common Share | Loss Per Common Share We calculate basic loss per share using the weighted-average number of shares of common stock outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities, such as outstanding options and warrants, using various methods, such as the treasury stock or modified treasury stock method, in the determination of dilutive shares outstanding during each reporting period. We have issued warrants to purchase 3,607,945 shares of common stock. Due to the loss from operations in the years ended March 31, 2021 and 2020, there are no common shares added to calculate the dilutive EPS for those periods as the effect would be antidilutive. The Company excluded warrants of 3,607,945 and 8,504,372 for the years ended March 31, 2021 and 2020, respectively, from the weighted average diluted common shares outstanding because their inclusion would have been antidilutive. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Concentration of Risks | For the years ended March 31, 2021 and 2020, the Company’s customers that comprised more than ten percent (10%) of total revenues and accounts receivable were as follows: For the Year Ended For the Year Ended PERCENTAGES Revenues Accounts Receivable Revenues Accounts Receivable Customers: A 16.5 % 11.9 % 19.1 % 26.5 % B - 23.3 % - - % C - 10.6 % - - % D - - 13.3 % - 16.5 % 45.8 % 32.4 % 26.5 % |
Schedule of Disaggregated Revenue from Customers by Segment | The following table represent a disaggregation of revenue from customers by segment. We attribute net sales to segments by product types; ammunition and ammunition casings. The Company notes that revenue recognition processes are consistent between product type, however, the amount, timing and uncertainty of revenue and cash flows may vary by each product type due to the customers of each product type. For the Year Ended March 31, 2021 March 31, 2020 Ammunition Sales $ 49,620,530 $ 6,591,196 Ammunition Casings Sales 12,861,800 8,189,169 Total Sales $ 62,482,330 $ 14,780,365 |
Schedule of Calculations of Fair Value Assumptions | March 31, 2021 March 31, 2020 Risk free interest rate 0.32%-0.38 % - Expected volatility 88.9%-90.4 % - Expected term 2.5 years - Expected dividend yield 0 % 0 % |
Schedule of Acquisition of Fixed Assets | Quoted Significant Significant Total (Level 1) (Level 2) (Level 3) March 31, 2021 Warrants issued for convertible promissory notes conversion $ - $ 1,315,494 $ - $ 1,315,494 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | At March 31, 2021 and March 31, 2020, the inventory balances are composed of: March 31, 2021 March 31, 2020 Finished product $ 899,266 $ 1,916,417 Raw materials 12,440,548 1,771,006 Work in process 2,527,104 720,650 $ 15,866,918 $ 4,408,073 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following at March 31, 2021 and March 31, 2020: March 31, 2021 March 31, 2020 Leasehold Improvements $ 126,558 $ 118,222 Furniture and Fixtures 87,790 87,790 Vehicles 142,691 103,511 Equipment 26,425,221 19,578,035 Tooling 121,790 126,190 Construction in Progress 544,939 1,093,262 Total property and equipment $ 27,448,989 $ 21,107,010 Less accumulated depreciation (5,895,763 ) (3,060,681 ) Net property and equipment 21,553,226 18,046,329 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments Under Non-cancellable Leases | Future minimum lease payments under non-cancellable leases as of March 31, 2021 are as follows: Years Ended March 31, 2022 847,219 2023 679,432 2024 598,160 2025 408,852 Thereafter - 2,533,663 Less: Amount Representing Interest (392,223 ) $ 2,141,440 |
Capital Stock (Tables)
Capital Stock (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Outstanding and Exercisable Stock Purchase Warrants | At March 31, 2021 and March 31, 2020, outstanding and exercisable stock purchase warrants consisted of the following: Number of Shares Weighted Averaged Exercise Price Weighted Average Life Remaining (Years) Outstanding at March 31, 2019 8,143,115 $ 2.09 4.35 Granted 710,317 2.35 4.18 Exercised - - - Forfeited or cancelled (349,060 ) 2.50 - Outstanding at March 31, 2020 8,504,372 $ 2.10 3.60 Exercisable at March 31, 2020 8,504,372 $ 2.10 3.60 Number of Weighted Averaged Weighted Outstanding at March 31, 2020 8,504,372 $ 2.10 3.60 Granted 2,925,204 2.31 2.47 Exercised (7,821,631 ) 2.08 - Forfeited or cancelled - - - Outstanding at March 31, 2021 3,607,945 $ 2.31 3.24 Exercisable at March 31, 2021 3,179,730 $ 2.27 3.05 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Total Purchase Consideration on Intangible Assets | We recorded the total purchase consideration to patents as follows: Cash $ 250,000 Contingent Consideration Payable 1,250,000 Common Stock 1,700 Additional Paid-in Capital 4,622,305 Fair Value of Patent $ 6,124,005 |
Schedule of Fair Value of Consideration Transferred | The fair value of the consideration transferred was valued as of the date of the acquisition as follows: Cash $ 7,000,000 Note Payable 10,400,000 Common Stock 4,750 Additional Paid-in Capital 9,495,250 Total Consideration $ 26,900,000 |
Schedule of Allocation for Consideration | Total allocation for the consideration recorded for the acquisition is as follows: Equipment $ 18,869,541 Intellectual property 1,773,436 Customer relationships 1,666,774 Tradename 2,472,095 Loss on Purchase 2,118,154 Total Consideration $ 26,900,000 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | At March 31, 2021 and March 31, 2020, accrued liabilities were as follows: March 31, 2021 March 31, 2020 Accrued FAET $ 1,716,461 $ 353,061 Accrued sales commissions 514,892 - Unearned revenue 361,270 493,553 Accrued interest 22,667 197,342 Accrued payroll 640,717 289,603 Accrued professional fees 45,000 131,300 Other accruals 161,778 154,760 $ 3,462,785 $ 1,619,619 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax (Provision) Benefit | The income tax (provision) benefit for the periods shown consist of the following: 2021 2020 Current US Federal $ - $ - US State - - Total current provision - - Deferred US Federal 582,724 2,678,176 US State 137,276 630,916 Total deferred benefit 720,000 3,309,092 Change in valuation allowance (720,000 ) (3,309,092 ) Income tax (provision) benefit $ - $ - |
Schedule of Reconciliation of Income Tax | The reconciliation of income tax expense computed at the U.S. federal statutory rate of 21% to the income tax provision for the years ended March 31, 2021 and 2020 is as follows: 2021 2020 Computed tax expense $ (1,572,832 ) 21 % $ (3,056,903 ) 21 % State taxes, net of Federal income tax benefit (352,015 ) 5 % (684,164 ) 5 % Change in valuation allowance 720,000 (10 %) 3,309,092 (23 %) Employee stock awards 372,742 (5 %) 231,692 (2 %) Stock grants 71,596 (1 %) 137,477 (1 %) Stock for services 438,828 (6 %) 90,541 (1 %) Rent expense 660 0 % 13,358 0 % Non-deductible meals & entertainment 13,709 0 % 7,833 0 % Stock and warrants on note conversion 338,082 (5 %) - 0 % Contingent consideration fair value (30,770 ) 0 % (48,926 ) 0 % Total provision for income taxes $ - $ - |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax liabilities and assets at March 31, 2021 and March 31, 2020 are as follows: 2021 2020 Deferred tax assets Net operating loss carryforward $ 8,119,764 $ 7,571,092 Loss on purchase 801,366 544,366 Other 442,953 211,158 Total deferred tax assets $ 9,364,083 $ 8,326,616 Deferred tax liabilities Depreciation expense $ (1,377,238 ) $ (1,059,771 ) Other - - Total deferred tax liabilities $ (1,377,238 ) $ (1,059,771 ) Net deferred tax assets $ 7,986,845 $ 7,266,845 Valuation allowance (7,986,845 ) (7,266,845 ) $ - $ - |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | March 31, 2021 Life Licenses Patent Other Intangible Assets Licensing Agreement – Jesse James 5 $ 125,000 $ - $ - Licensing Agreement – Jeff Rann 5 125,000 - - Streak Visual Ammunition patent 11.2 - 950,000 - SWK patent acquisition 15 - 6,124,005 - Jagemann Munition Components: Customer Relationships 3 - - 1,450,613 Intellectual Property 3 - - 1,543,548 Tradename 5 - - 2,152,076 250,000 7,074,005 5,146,237 Accumulated amortization – Licensing Agreements (208,333 ) - - Accumulated amortization – Patents - (1,054,438 ) - Accumulated amortization – Intangible Assets - - (2,925,279 ) $ 41,667 $ 6,019,567 $ 2,220,958 Intangible assets consisted of the following: March 31, 2020 Life Licenses Patent Other Intangible Assets Licensing Agreement – Jesse James 5 $ 125,000 $ - $ - Licensing Agreement – Jeff Rann 5 125,000 - - Streak Visual Ammunition patent 11.2 - 950,000 - SWK patent acquisition 15 - 6,124,005 - Jagemann Munition Components: Customer Relationships 3 - - 1,450,613 Intellectual Property 3 - - 1,543,548 Tradename 5 - - 2,152,076 250,000 7,074,005 5,146,237 Accumulated amortization – Licensing Agreements (158,333 ) - - Accumulated amortization – Patents - (561,096 ) - Accumulated amortization – Intangible Assets - - (1,435,030 ) $ 91,667 $ 6,512,909 $ 3,649,404 |
Schedule of Annual Amortization of Intangible Assets | Annual amortization of intangible assets for the next five fiscal years are as follows: Years Ended March 31, Estimates for 2022 $ 1,915,814 2023 923,782 2024 903,055 2025 493,342 2026 493,342 Thereafter 3,552,857 $ 8,282,192 |
Organization and Business Act_2
Organization and Business Activity (Details Narrative) - shares | Mar. 17, 2017 | Dec. 15, 2016 |
Number of shares sold | 475,681 | |
Number of shares issued for pre-split | 11,891,976 | |
Reverse stock split | 1-for-25 reverse stock split ("Reverse Split") of the issued and outstanding shares of the common stock of the Company. As a result of the reverse split, the previous issued and outstanding shares of common stock became 580,052 shares; no shareholder was reversed below 100 shares, and all fractional shares resulting from the reverse split were rounded up to the next whole share. | |
Number of shares issued, post reverse split | 580,052 | |
Definitive Agreement [Member] | PRIVCO [Member] | ||
Number of common stock shares issued | 17,285,800 | |
Number of shares retired | 475,681 | |
Number of shares issued to satisfy issuance commitment | 500,000 | |
Shares equivalent to issuance recapitalization | 604,371 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Oct. 05, 2018 | Sep. 27, 2018 | Feb. 06, 2018 | Sep. 28, 2017 | Sep. 13, 2017 | Mar. 31, 2021 | Mar. 31, 2020 | Apr. 02, 2019 | Aug. 20, 2018 |
Allowance for doubtful accounts | $ 148,540 | $ 62,248 | |||||||
Gross sale | 138,612,619 | 2,465,540 | |||||||
Cash payment | $ 250,000 | ||||||||
Contingent Consideration Payable | 1,250,000 | ||||||||
Amortization of other intangible assets | 1,428,446 | 1,435,030 | |||||||
Impairment expense | |||||||||
Concentration Percentage | 10.00% | 10.00% | |||||||
Advertising costs | $ 257,886 | $ 563,968 | |||||||
Income tax, description | We measure recognized income tax positions at the largest amount that is greater than 50% likely of being realized. | ||||||||
Right use of asset | 2,090,162 | $ 3,431,746 | |||||||
Operating lease liability | $ 663,784 | $ 375,813 | |||||||
Warrants [Member] | |||||||||
Antidilutive securities excluded from computation of earnings per share, amount | 3,607,945 | 8,504,372 | |||||||
Accounting Standards Update 2016-02 [Member] | |||||||||
Right use of asset | $ 3,771,873 | ||||||||
Operating lease liability | $ 3,812,886 | ||||||||
Minimum [Member] | |||||||||
Property and equipment useful life | 5 years | ||||||||
Maximum [Member] | |||||||||
Property and equipment useful life | 10 years | ||||||||
Federal deposit insurance corporation limit | $ 250,000 | ||||||||
SW Kenetics Inc. [Member] | |||||||||
Cash payment | 250,000 | ||||||||
Contingent Consideration Payable | $ 1,250,000 | ||||||||
SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||
Number of shares issued in acquisition | 1,700,002 | ||||||||
Cash payment | $ 250,000 | ||||||||
Patents [Member] | |||||||||
Share price | $ 1.25 | ||||||||
Shares issued for patents, amount | $ 950,000 | ||||||||
Agreement term, description | This asset will be amortized from September 2017, the first full month of the acquired rights, through October 29, 2028. | ||||||||
Patent amortization expense | $ 85,075 | $ 85,075 | |||||||
Royalty expenses | 87,093 | 43,222 | |||||||
Patents [Member] | SW Kenetics Inc. [Member] | |||||||||
Patent amortization expense | 408,267 | 341,320 | |||||||
Restricted Stock [Member] | SW Kenetics Inc. [Member] | |||||||||
Number of shares issued in acquisition | 1,700,002 | ||||||||
Hallam, Inc [Member] | |||||||||
Ownership percentage in ATI | 100.00% | ||||||||
Hallam, Inc [Member] | First Payment [Member] | |||||||||
Payment of note payable related party | $ 100,000 | ||||||||
Hallam, Inc [Member] | Second Payment [Member] | |||||||||
Payment of note payable related party | $ 100,000 | ||||||||
Licensing Agreements [Member] | |||||||||
Amortization expense | $ 50,000 | $ 50,000 | |||||||
Exclusive License Agreement [Member] | Patents [Member] | |||||||||
Share price | $ 0.01 | ||||||||
Jesse James [Member] | Licensing Agreements [Member] | |||||||||
Common stock issued for cash, shares | 100,000 | ||||||||
Additional common stock issued | 75,000 | ||||||||
Gross sale | $ 15,000,000 | ||||||||
Jeff Rann [Member] | Licensing Agreements [Member] | |||||||||
Common stock issued for cash, shares | 100,000 | ||||||||
Additional common stock issued | 75,000 | ||||||||
Gross sale | $ 15,000,000 | ||||||||
Two Shareholders [Member] | Hallam, Inc [Member] | |||||||||
Shares issued for patents, share | 600,000 | ||||||||
Payment of note payable related party | $ 200,000 | ||||||||
Three Shareholders [Member] | SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||
Number of shares issued in acquisition | 1,700,002 | ||||||||
Three Shareholders [Member] | Restricted Stock [Member] | SW Kenetics Inc. [Member] | |||||||||
Number of shares issued in acquisition | 1,700,002 | ||||||||
Cash payment | $ 250,000 | ||||||||
Contingent Consideration Payable | 1,250,000 | ||||||||
Three Shareholders [Member] | Milestone One [Member] | SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||
Cash payment | 350,000 | ||||||||
Three Shareholders [Member] | Milestone Two [Member] | SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||
Cash payment | 350,000 | ||||||||
Three Shareholders [Member] | Milestone Three [Member] | SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||
Cash payment | 350,000 | ||||||||
Three Shareholders [Member] | Milestone Four [Member] | SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||
Cash payment | $ 350,000 | ||||||||
Employees, Members of Board of Directors and Advisory Committee [member] | |||||||||
Number of shares issued for services | 1,016,331 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Concentration of Risks (Details) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Concentration percentage | 10.00% | 10.00% |
Customer Concentration Risk [Member] | Revenues [Member] | ||
Concentration percentage | 16.50% | 32.40% |
Customer Concentration Risk [Member] | Revenues [Member] | Customer A [Member] | ||
Concentration percentage | 16.50% | 19.10% |
Customer Concentration Risk [Member] | Revenues [Member] | Customer B [Member] | ||
Concentration percentage | ||
Customer Concentration Risk [Member] | Revenues [Member] | Customer C [Member] | ||
Concentration percentage | ||
Customer Concentration Risk [Member] | Revenues [Member] | Customer D [Member] | ||
Concentration percentage | 13.30% | |
Customer Concentration Risk [Member] | Accounts receivable [Member] | ||
Concentration percentage | 45.80% | 26.50% |
Customer Concentration Risk [Member] | Accounts receivable [Member] | Customer A [Member] | ||
Concentration percentage | 11.90% | 26.50% |
Customer Concentration Risk [Member] | Accounts receivable [Member] | Customer B [Member] | ||
Concentration percentage | 23.30% | |
Customer Concentration Risk [Member] | Accounts receivable [Member] | Customer C [Member] | ||
Concentration percentage | 10.60% | |
Customer Concentration Risk [Member] | Accounts receivable [Member] | Customer D [Member] | ||
Concentration percentage |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Disaggregated Revenue from Customers by Segment (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Total Sales | $ 62,482,330 | $ 14,780,365 |
Ammunition Sales [Member] | ||
Total Sales | 49,620,530 | 6,591,196 |
Ammunition Casings Sales [Member] | ||
Total Sales | $ 12,861,800 | $ 8,189,169 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Calculations of Fair Value Assumptions (Details) | Mar. 31, 2021 | Mar. 31, 2020 |
Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentages | ||
Risk Free Interest Rate [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 0.32 | |
Risk Free Interest Rate [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 0.38 | |
Expected Volatility [Member] | ||
Fair value assumptions, measurement input, percentages | ||
Expected Volatility [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 88.9 | |
Expected Volatility [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 90.4 | |
Expected Term [Member] | ||
Fair value assumptions, measurement input, term | 2 years 6 months | 0 years |
Expected Dividend Yield [Member] | ||
Fair value assumptions, measurement input, percentages | 0 | 0 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Acquisition of Fixed Assets (Details) | 12 Months Ended |
Mar. 31, 2021USD ($) | |
Warrants issued for convertible promissory notes conversion | $ 1,315,494 |
Level 1 [Member] | |
Warrants issued for convertible promissory notes conversion | |
Level 2 [Member] | |
Warrants issued for convertible promissory notes conversion | 1,315,494 |
Level 3 [Member] | |
Warrants issued for convertible promissory notes conversion |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Finished product | $ 899,266 | $ 1,916,417 |
Raw materials | 12,440,548 | 1,771,006 |
Work in process | 2,527,104 | 720,650 |
Inventory, net | $ 15,866,918 | $ 4,408,073 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Depreciation expense | $ 2,904,968 | $ 2,544,537 |
Cost of Goods Sold [Member] | ||
Depreciation expense | 2,674,161 | 2,380,076 |
Operating Expense [Member] | ||
Depreciation expense | $ 230,797 | $ 164,461 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Total property and equipment | $ 27,448,989 | $ 21,107,010 |
Less accumulated depreciation | (5,895,763) | (3,060,681) |
Net property and equipment | 21,553,226 | 18,046,329 |
Leasehold Improvements [Member] | ||
Total property and equipment | 126,558 | 118,222 |
Furniture and Fixtures [Member] | ||
Total property and equipment | 87,790 | 87,790 |
Vehicles [Member] | ||
Total property and equipment | 142,691 | 103,511 |
Equipment [Member] | ||
Total property and equipment | 26,425,221 | 19,578,035 |
Tooling [Member] | ||
Total property and equipment | 121,790 | 126,190 |
Construction in Progress [Member] | ||
Total property and equipment | $ 544,939 | $ 1,093,262 |
Factoring Liability (Details Na
Factoring Liability (Details Narrative) - USD ($) | Jun. 17, 2020 | Jul. 02, 2019 | Mar. 31, 2021 | Mar. 31, 2020 |
Maximum advance amount | $ 35,000 | |||
Factoring liability | $ 1,842,188 | $ 2,005,979 | ||
Interest expenses on factoring liability | 305,747 | |||
Amortization of commitment fee | $ 50,000 | $ 75,000 | ||
Debt instrument maturity date description | This agreement was amended which extended the maturity date to June 17, 2022. | |||
Factoring And Security Agreement [Member] | ||||
Maximum advance amount | $ 5,000,000 | |||
Annualized interest rate | 85.00% | |||
Maximum facility, description | The twenty-four month agreement contains a maximum advance amount of $5,000,000 on 85% of eligible accounts and has an annualized interest rate of the Prime Rate published from time to time by the Wall Street Journal plus 4.5%. The agreement contains fee of 3% ($150,000) of the Maximum Facility assessed to the Company. | |||
Facility fee percentage | 3.00% | |||
Maximum facility amount | $ 150,000 |
Inventory Credit Facility (Deta
Inventory Credit Facility (Details Narrative) - USD ($) | Jun. 17, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Jul. 31, 2020 |
Maximum loan amount | $ 35,000 | |||
Inventory credit facility | $ 1,091,098 | |||
Interest expense on inventory credit facility | 171,414 | |||
Amortization of annual fee | $ 36,439 | |||
Revolving Inventory Loan and Security Agreement [Member] | ||||
Maximum loan amount | $ 1,750,000 | $ 2,250,000 | ||
Interest rate description | Annualized interest rate of the greater of the three-month LIBOR rate plus 3.09% or 8%. | |||
Interest rate | 2.00% |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | Jun. 26, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Payments for rent | $ 34,071 | $ 786,687 | |
Lease agreement date | Mar. 31, 2025 | ||
Changes in right of use assets | $ 737,680 | ||
Changes in operating lease liability | 737,680 | ||
Reduced operating lease liability | 318,116 | ||
Right use of asset | 2,090,162 | 3,431,746 | |
Operating lease liability | 2,141,440 | 3,483,724 | |
Operating lease liability, current | 663,784 | 375,813 | |
Operating lease liability non-current | 1,477,656 | 3,107,911 | |
Consolidated lease expense | 844,442 | 836,665 | |
Operating lease expense | 742,433 | 706,692 | |
Other lease associated expenses | $ 102,008 | $ 129,973 | |
Weighted average remaining lease term | 3 years 4 months 24 days | 7 years 29 days | |
Weighted average discount rate for operating leases | 10.00% | 10.00% | |
Payson Lease [Member] | |||
Lease renewal term | 5 years | ||
Two Rivers Lease [Member] | |||
Lease renewal term | 12 months |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments Under Non-cancellable Leases (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Leases [Abstract] | ||
2022 | $ 847,219 | |
2023 | 679,432 | |
2024 | 598,160 | |
2025 | 408,852 | |
Thereafter | ||
Total lease payments | 2,533,663 | |
Less: Amount Representing Interest | (392,223) | |
Present value of lease liabilities | $ 2,141,440 | $ 3,483,724 |
Convertible Promissory Notes (D
Convertible Promissory Notes (Details Narrative) | Feb. 02, 2021USD ($)$ / sharesshares | Dec. 05, 2020USD ($)shares | Jun. 17, 2020 | Jan. 30, 2020USD ($) | Jan. 15, 2020USD ($)$ / shares | Apr. 30, 2019 | Nov. 25, 2020USD ($) | Oct. 26, 2020USD ($)$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares | Mar. 31, 2020USD ($)$ / shares |
Proceeds from convertible debt | $ 1,959,000 | $ 2,171,000 | ||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | ||||||||
Debt instrument maturity date description | This agreement was amended which extended the maturity date to June 17, 2022. | |||||||||
Debt instrument, description | The note bears interest per annum at approximately 4.6% payable in arrears monthly. | |||||||||
Common Shares [Member] | ||||||||||
Shares issued for conversion of debt | shares | 1,000,000 | |||||||||
Promissory Note [Member] | ||||||||||
Outstanding principal amount converted | $ 2,500,000 | |||||||||
Interest amount converted | $ 146,104 | |||||||||
Shares issued for conversion of debt | shares | 2,157,358 | |||||||||
Warrants to purchase shares of common stock | shares | 1,019,121 | |||||||||
Interest expense on issuance of warrants | $ 1,198,983 | $ 116,511 | ||||||||
Promissory Note [Member] | Warrants [Member] | ||||||||||
Exercise price of warrant | $ / shares | $ 2 | |||||||||
Promissory Note [Member] | Minimum [Member] | ||||||||||
Exercise price of warrant | $ / shares | $ 2.19 | |||||||||
Promissory Note [Member] | Maximum [Member] | ||||||||||
Exercise price of warrant | $ / shares | 2.67 | |||||||||
Promissory Note [Member] | Initial Closing [Member] | ||||||||||
Conversion price per share | $ / shares | 1.21 | |||||||||
Promissory Note [Member] | Final Closing [Member] | ||||||||||
Conversion price per share | $ / shares | $ 1.26 | |||||||||
Convertible Promissory Note [Member] | ||||||||||
Debt interest rate | 8.00% | 8.00% | ||||||||
Outstanding principal amount converted | $ 939,000 | |||||||||
Interest amount converted | $ 17,247 | |||||||||
Shares issued for conversion of debt | shares | 478,123 | |||||||||
Conversion price per share | $ / shares | $ 2 | |||||||||
Debt instrument, face amount | $ 1,020,000 | $ 939,000 | ||||||||
Debt, interest expense | $ 115,811 | |||||||||
Convertible Promissory Note [Member] | 4 Accredited Investors [Member] | ||||||||||
Debt interest rate | 8.00% | |||||||||
Debt instrument maturity date description | November 5, 2022 to November 25, 2022 | |||||||||
Debt instrument, description | Additionally, the 8% Notes contain a voluntary conversion mechanism whereby any principal and accrued interest on the 8% Notes, may be converted in holder's discretion into shares of the Company's Common Stock at a conversion price of $2.00 per share ("Conversion Price"). If not previously paid in full or converted, on the 180th day following the Maturity Date, the principal and interest due under the 8% Notes shall automatically be converted to common stock shares at the Conversion Price The 8% Notes contain customary events of default (each an "Event of Default"). If an Event of Default occurs, the outstanding principal amount of the 8% Notes, plus accrued but unpaid interest, and other amounts owing with respect to the 8% Notes will become, at the 8% Note holder's election, due and payable in cash. | |||||||||
Debt instrument, face amount | $ 1,959,000 | |||||||||
Debt, interest expense | 17,000 | |||||||||
Debt instrument conversion feature | $ 208,855 | |||||||||
Convertible Promissory Note [Member] | Common Shares [Member] | ||||||||||
Shares issued for conversion of debt | shares | 510,000 | |||||||||
Debt, interest expense | $ 73,313 | |||||||||
Joseph Gunnar & Co LLC [Member] | ||||||||||
Proceeds from convertible debt | $ 200,000 | |||||||||
Warrant terms | 5 years | |||||||||
Conversion rate | 1.25 | |||||||||
Common stock percentage | 5.00% | |||||||||
Joseph Gunnar & Co LLC [Member] | Promissory Note [Member] | ||||||||||
Warrants to purchase shares of common stock | shares | 152,868 | |||||||||
Joseph Gunnar & Co LLC [Member] | Promissory Note [Member] | Minimum [Member] | ||||||||||
Exercise price of warrant | $ / shares | $ 1.51 | |||||||||
Joseph Gunnar & Co LLC [Member] | Promissory Note [Member] | Maximum [Member] | ||||||||||
Exercise price of warrant | $ / shares | $ 1.58 | |||||||||
Subscription Agreements [Member] | Five Accredited Investors [Member] | ||||||||||
Proceeds from convertible debt | $ 1,650,000 | |||||||||
Warrant terms | 5 years | |||||||||
Common stock, par value | $ / shares | $ 0.001 |
Notes Payable - Related Party (
Notes Payable - Related Party (Details Narrative) - USD ($) | Jan. 22, 2021 | Jan. 14, 2021 | Dec. 14, 2020 | Nov. 05, 2020 | Nov. 05, 2020 | Sep. 23, 2020 | Jun. 26, 2020 | Jun. 26, 2020 | Jun. 17, 2020 | Oct. 31, 2019 | May 03, 2019 | Apr. 30, 2019 | Mar. 31, 2019 | Mar. 25, 2019 | Oct. 26, 2020 | Dec. 31, 2019 | May 31, 2019 | Mar. 31, 2021 | Mar. 16, 2021 | Jun. 30, 2020 |
Debt instrument maturity date description | This agreement was amended which extended the maturity date to June 17, 2022. | |||||||||||||||||||
Debt instrument maturity date | Apr. 1, 2020 | |||||||||||||||||||
Debt description | The note bears interest per annum at approximately 4.6% payable in arrears monthly. | |||||||||||||||||||
Debt conversion, converted Instrument, amount | $ 2,100,000 | |||||||||||||||||||
Common Shares [Member] | ||||||||||||||||||||
Debt conversion, converted Instrument, amount | $ 1,000 | |||||||||||||||||||
Debt conversion, converted instrument, shares issued | 1,000,000 | |||||||||||||||||||
Settlement Agreement [Member] | ||||||||||||||||||||
Payment of note payable related party | $ 6,000,000 | |||||||||||||||||||
Debt instrument maturity date | Aug. 15, 2021 | Aug. 15, 2021 | ||||||||||||||||||
Debt description | Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company's common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. | Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company's common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. | ||||||||||||||||||
Proceeds from construction in progress | $ 1,000,000 | |||||||||||||||||||
Principal payments | $ 1,269,977 | $ 1,269,977 | ||||||||||||||||||
Post Closing Transaction Note Reduction [Member] | ||||||||||||||||||||
Post-closing changes to the purchase price of transaction | $ 2,596,200 | 2,596,200 | ||||||||||||||||||
Decreased Equipment Net [Member] | ||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 1,871,306 | 1,871,306 | ||||||||||||||||||
Reduction in Other Intangible Assets [Member] | ||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 766,068 | 766,068 | ||||||||||||||||||
Increased Accounts Receivable [Member] | ||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 31,924 | 31,924 | ||||||||||||||||||
Increase to Deposits [Member] | ||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 9,250 | 9,250 | ||||||||||||||||||
Decreased Accumulated Amortization [Member] | ||||||||||||||||||||
Post-closing changes to the purchase price of transaction | $ 159,530 | 159,530 | ||||||||||||||||||
Minimum [Member] | Jagemann Stamping Company [Member] | ||||||||||||||||||||
Ownership percentage | 5.00% | |||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||
Debt conversion, converted instrument, shares issued | 2,157,358 | |||||||||||||||||||
Promissory Note [Member] | Shareholder [Member] | ||||||||||||||||||||
Debt instrument maturity date description | The note's original a maturity date of August 3, 2019 was extended to September 18, 2020. | |||||||||||||||||||
Debt interest rate | 1.25% | |||||||||||||||||||
Interest expenses | 10,327 | |||||||||||||||||||
Promissory note | $ 375,000 | |||||||||||||||||||
Principal payments | $ 18,195 | |||||||||||||||||||
Promissory Note [Member] | Fred Wagenhals [Member] | ||||||||||||||||||||
Debt interest rate | 1.25% | |||||||||||||||||||
Interest expenses | $ 5,350 | |||||||||||||||||||
Debt instrument maturity date | Jun. 12, 2020 | Sep. 18, 2020 | ||||||||||||||||||
Promissory note | $ 90,000 | $ 131,536 | ||||||||||||||||||
Principal payments | $ 25,000 | |||||||||||||||||||
Note B [Member] | Settlement Agreement [Member] | ||||||||||||||||||||
Payment of note payable related party | $ 592,982 | |||||||||||||||||||
Interest expenses | 62,876 | |||||||||||||||||||
Amended Note B [Member] | ||||||||||||||||||||
Interest expenses | 60,100 | |||||||||||||||||||
Notes payable related party | 1,490,918 | |||||||||||||||||||
Amended Note B [Member] | Settlement Agreement [Member] | ||||||||||||||||||||
Debt interest rate | 9.00% | 9.00% | ||||||||||||||||||
Notes payable related party | $ 1,687,664 | $ 1,687,664 | ||||||||||||||||||
Debt maturity term | 36 months | |||||||||||||||||||
Note A [Member] | Settlement Agreement [Member] | ||||||||||||||||||||
Interest expenses | 216,160 | |||||||||||||||||||
Jagemann Stamping Company [Member] | ||||||||||||||||||||
Payment of note payable related party | 1,269,977 | |||||||||||||||||||
Debt monthly payments | $ 204,295 | |||||||||||||||||||
Debt description | Upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. | |||||||||||||||||||
Jagemann Stamping Company [Member] | Settlement Agreement [Member] | ||||||||||||||||||||
Debt instrument maturity date | Apr. 1, 2021 | |||||||||||||||||||
Shares repurchase | 1,000,000 | |||||||||||||||||||
Share price per share | $ 1.50 | $ 1.50 | ||||||||||||||||||
Jagemann Stamping Company [Member] | Amended APA [Member] | ||||||||||||||||||||
Shares repurchase | 1,000,000 | |||||||||||||||||||
Share price per share | $ 1.50 | |||||||||||||||||||
Jagemann Stamping Company [Member] | Minimum [Member] | ||||||||||||||||||||
Ownership percentage | 5.00% | |||||||||||||||||||
Jagemann Stamping Company [Member] | Promissory Note [Member] | ||||||||||||||||||||
Payment of note payable related party | $ 9,900,000 | $ 500,000 | $ 1,500,000 | $ 10,400,000 | ||||||||||||||||
Debt instrument maturity date description | On April 30, 2019, the original due date of the note was subsequently extended to April 1, 2020. | |||||||||||||||||||
Debt interest rate | 4.60% | |||||||||||||||||||
Interest expenses | $ 352,157 | |||||||||||||||||||
Jagemann Stamping Company [Member] | Promissory Note One [Member] | ||||||||||||||||||||
Payment of note payable related party | $ 5,803,800 | |||||||||||||||||||
Debt instrument maturity date | Aug. 15, 2021 | |||||||||||||||||||
Jagemann Stamping Company [Member] | Promissory Note Two [Member] | ||||||||||||||||||||
Payment of note payable related party | $ 2,635,797 | |||||||||||||||||||
Debt instrument maturity date | Aug. 15, 2021 | |||||||||||||||||||
Forest Street, LLC [Member] | Promissory Note [Member] | ||||||||||||||||||||
Debt instrument maturity date description | The Company and Enlight (collectively, the borrower pursuant to the note) shall pay Lender; (i) on a monthly basis, beginning October 23, 2020, all accrued interest (only), (ii) on a quarterly basis, a monitoring fee of 1% of the principal amount and then accrued interest; and (iii) on the maturity date, the remaining outstanding principal balance of the Loan, together with all unpaid accrued interest thereon. | |||||||||||||||||||
Debt interest rate | 12.00% | |||||||||||||||||||
Debt instrument maturity date | Sep. 23, 2022 | |||||||||||||||||||
Promissory note | $ 3,500,000 | |||||||||||||||||||
Percentage of monitoring fee on principal and interest | 1.00% | |||||||||||||||||||
Forest Street, LLC [Member] | Forest Street Note [Member] | Debt Conversion Agreement [Member] | ||||||||||||||||||||
Payment of note payable related party | $ 1,400,000 | |||||||||||||||||||
Interest expenses | 137,666 | |||||||||||||||||||
Debt monthly payments | $ 1,400,000 | |||||||||||||||||||
Notes payable related party | $ 1,400,000 | $ 1,400,000 | ||||||||||||||||||
Debt conversion, converted Instrument, amount | $ 2,100,000 | |||||||||||||||||||
Forest Street, LLC [Member] | Forest Street Note [Member] | Debt Conversion Agreement [Member] | Common Shares [Member] | ||||||||||||||||||||
Debt conversion, converted instrument, shares issued | 1,000,000 |
Note Payable (Details Narrative
Note Payable (Details Narrative) - USD ($) | Nov. 05, 2020 | Apr. 30, 2019 | Mar. 31, 2021 | May 21, 2021 |
Maturity date | Apr. 1, 2020 | |||
12% Note [Member] | ||||
Debt instrument principle amount | $ 4,000,000 | |||
Interest rate | 12.00% | |||
Maturity date | Nov. 5, 2023 | |||
Interest expenses | $ 197,333 | |||
12% Note [Member] | Subsequent Event [Member] | ||||
Debt instrument payment | $ 4,000,000 |
Paycheck Protection Notes Pay_2
Paycheck Protection Notes Payable (Details Narrative) - Paycheck Protection Program [Member] - USD ($) | Nov. 11, 2020 | Apr. 30, 2020 |
Proceeds from funds | $ 1,000,000 | |
Debt interest rate | 1.00% | |
Debt maturity term | 2 years | |
Debt forgiveness | $ 1,051,985 | |
BMO Harris [Member] | ||
Proceeds from funds | $ 427,385 | |
Western State Bank [Member] | ||
Proceeds from funds | $ 624,000 |
Capital Stock (Details Narrativ
Capital Stock (Details Narrative) - USD ($) | Mar. 16, 2021 | Mar. 12, 2021 | Jan. 22, 2021 | Dec. 11, 2020 | Nov. 30, 2020 | Dec. 15, 2016 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 03, 2020 | Dec. 31, 2019 |
Common stock, shares authorized | 200,000,000 | 200,000,000 | ||||||||
Common stock, par value | $ 0.001 | $ 0.001 | ||||||||
Number of stock sold | 475,681 | |||||||||
Common stock issued for services, value | $ 1,707,500 | $ 352,300 | ||||||||
Number of shares issued, value | $ 138,612,619 | $ 2,465,540 | ||||||||
Debt Conversion Agreement [Member] | ||||||||||
Number of shares issued for conversion of notes, shares | 1,000,000 | |||||||||
Number of shares issued for conversion of notes | $ 2,100,000 | |||||||||
Shares Issued for Services [Member] | ||||||||||
Number of shares issued for services | 943,336 | |||||||||
Common stock issued for services, value | $ 1,707,500 | |||||||||
Placement Agreement [Member] | ||||||||||
Common stock issued for cash, shares | 1,232,770 | |||||||||
Shares issued warrants exercise | 616,385 | |||||||||
Shares issued warrants exercise, value | $ 2,465,540 | |||||||||
Shares issued price per share | $ 2 | |||||||||
Warrants exercise price | $ 2.40 | |||||||||
Warrants term | 5 years | |||||||||
Underwriters Warrant Agreement [Member] | ||||||||||
Warrants exercise price | $ 2.63 | |||||||||
Warrants issued to purchase common stock | 428,215 | |||||||||
Subscription Agreement [Member] | ||||||||||
Shares issued price per share | $ 2 | |||||||||
Issuance costs, fees payable | $ 329,800 | |||||||||
Shares issued for fee | 24,000 | |||||||||
Warrants [Member] | ||||||||||
Shares issued cashless exercise of warrants | 1,300,069 | |||||||||
Shares issued cashless exercise of warrants, value | $ 732,974 | |||||||||
Warrants outstanding | 3,607,945 | |||||||||
Warrants [Member] | Placement Agreement [Member] | ||||||||||
Number of shares issued, value | $ 285,981 | |||||||||
Shares issued price per share | $ 2 | |||||||||
Warrants outstanding | 553,346 | |||||||||
Warrants term | 5 years | |||||||||
Warrant One [Member] | Until April 2025 [Member] | ||||||||||
Warrants exercise price | $ 1.65 | |||||||||
Warrants issued to purchase common stock | 261,625 | |||||||||
Warrant Two [Member] | Warrants Until April 2023, August 2024, December 2025 [Member] | ||||||||||
Warrants exercise price | $ 2 | |||||||||
Warrants issued to purchase common stock | 2,154,502 | |||||||||
Issuance of warrants, description | Each warrant provides the holder the right to purchase up to one share of our Common Stock at a predetermined exercise price. The outstanding warrants consist of (1) warrants to purchase 261,625 shares of Common Stock at an exercise price of $1.65 per share until April 2025; (2) warrants to purchase 2,154,502 shares of our Common Stock at an exercise price of $2.00 per share consisting until April 2023 through December 2025; (3) warrants to purchase 613,603 shares of Common Stock at an exercise price of $2.40 until September 2024; (4) warrants to purchase 428,215 shares of Common Stock at an exercise price of $2.63 until November 2025, but not exercisable before May 29, 2021 and (5) warrants to purchase 150,000 shares of Common Stock at an exercise price of $6.72 until February 2024. | |||||||||
Warrant Three [Member] | Until September 2024 [Member] | ||||||||||
Warrants exercise price | $ 2.40 | |||||||||
Warrants issued to purchase common stock | 613,603 | |||||||||
Warrant Four [Member] | Until November 2025, Not Exercisable Before May 29, 2021 [Member] | ||||||||||
Warrants exercise price | $ 2.63 | |||||||||
Warrants issued to purchase common stock | 428,215 | |||||||||
Warrant Five [Member] | Until February 2024, [Member] | ||||||||||
Warrants exercise price | $ 6.72 | |||||||||
Warrants issued to purchase common stock | 150,000 | |||||||||
Convertible Promissory Note [Member] | ||||||||||
Number of shares issued for conversion of notes, shares | 3,145,481 | 127,291 | ||||||||
Number of shares issued for conversion of notes | $ 4,831,206 | $ 318,226 | ||||||||
Investors [Member] | ||||||||||
Number of stock sold | 34,512,143 | 1,232,770 | ||||||||
Number of stock sold, value | $ 138,564,619 | $ 2,465,540 | ||||||||
Investors [Member] | Liquidation Damage Fees [Member] | ||||||||||
Common stock issued for cash, shares | 24,000 | |||||||||
Number of shares issued, value | $ 48,000 | |||||||||
Investors [Member] | Warrants [Member] | ||||||||||
Shares issued warrants exercise | 6,521,563 | 170,504 | ||||||||
Shares issued warrants exercise, value | $ 13,952,336 | $ 352,300 | ||||||||
Employees, Board of Directors, Advisory Committee [Member] | ||||||||||
Shares issued for employees benefit | 1,016,331 | 660,499 | ||||||||
Shares issued for employees benefit, value | $ 1,450,359 | $ 901,526 | ||||||||
Underwriters [Member] | Alexander Capital [Member] | Over-Allotment Option [Member] | ||||||||||
Common stock issued for cash, shares | 3,000,000 | 1,284,643 | ||||||||
Shares issued price per share | $ 2.10 | |||||||||
Proceeds from offering | $ 115,000,000 | |||||||||
Underwriting discount | $ 2,467,799 | |||||||||
Gross proceeds from sale of common stock | 23,000,000 | |||||||||
Underwriters [Member] | Underwriting Agreement [Member] | Alexander Capital [Member] | ||||||||||
Common stock, par value | $ 0.001 | |||||||||
Common stock issued for cash, shares | 20,000,000 | 8,564,285 | ||||||||
Number of stock sold | 8,625,000 | |||||||||
Shares issued price per share | $ 5 | $ 2.10 | ||||||||
Underwriting commissions | $ 9,569,161 | |||||||||
Underwriters [Member] | Underwriting Agreement [Member] | Alexander Capital [Member] | Over-Allotment Option [Member] | ||||||||||
Common stock issued for cash, shares | 3,000,000 | 1,284,643 | ||||||||
Proceeds from offering | $ 15,850,448 | |||||||||
New Issuance of Shares [Member] | ||||||||||
Common stock issued for cash, shares | 47,895,828 | 1,893,502 | ||||||||
New Issuance of Shares [Member] | Jagemann Stamping Company [Member] | ||||||||||
Common stock issued for cash, shares | 1,000,000 | |||||||||
Shares issued price per share | $ 1.50 |
Capital Stock - Schedule of Out
Capital Stock - Schedule of Outstanding and Exercisable Stock Purchase Warrants (Details) - Warrants [Member] - $ / shares | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Number of Shares, Outstanding Beginning | 8,504,372 | 8,143,115 |
Number of Shares, Granted | 2,925,204 | 710,317 |
Number of Shares, Exercised | (7,821,631) | |
Number of Shares, Forfeited or Cancelled | (349,060) | |
Number of Shares, Outstanding Ending | 3,607,945 | 8,504,372 |
Number of Shares, Exercisable | 3,179,730 | 8,504,372 |
Weighted Average Exercise Price, Outstanding Beginning | $ 2.10 | $ 2.09 |
Weighted Average Exercise Price, Granted | 2.31 | 2.35 |
Weighted Average Exercise Price, Exercised | 2.08 | |
Weighted Average Exercise Price, Forfeited or Cancelled | 2.50 | |
Weighted Average Exercise Price, Outstanding Ending | 2.31 | 2.10 |
Weighted Average Exercise Price, Exercisable | $ 2.27 | $ 2.10 |
Weighted Average Life Remaining (Years), Outstanding Beginning | 3 years 7 months 6 days | 4 years 4 months 6 days |
Weighted Average Life Remaining (Years), Granted | 2 years 5 months 20 days | 4 years 2 months 5 days |
Weighted Average Life Remaining (Years), Outstanding Ending | 3 years 2 months 27 days | 3 years 7 months 6 days |
Weighted Average Life Remaining (Years), Exercisable | 3 years 18 days | 3 years 7 months 6 days |
Acquisitions (Details Narrative
Acquisitions (Details Narrative) - USD ($) | Nov. 05, 2020 | Jun. 26, 2020 | Jun. 26, 2020 | Oct. 31, 2019 | Apr. 30, 2019 | Mar. 15, 2019 | Mar. 15, 2019 | Sep. 27, 2018 | Mar. 31, 2021 | Mar. 31, 2020 | Aug. 20, 2018 |
Cash payment | $ 250,000 | ||||||||||
Contingent consideration payable | 1,250,000 | ||||||||||
Contingent consideration fair value | $ 119,731 | $ 190,377 | |||||||||
Rent expenes | $ 34,071 | 786,687 | |||||||||
Debt instrument maturity date | Apr. 1, 2020 | ||||||||||
Debt instrument, description | The note bears interest per annum at approximately 4.6% payable in arrears monthly. | ||||||||||
Proceeds from notes payable | 4,000,000 | ||||||||||
Administrative and Management Services [Member] | |||||||||||
Inventory purchased during period | $ 1,900,000 | 3,400,000 | |||||||||
Rent expenes | 405,171 | 394,128 | |||||||||
Expenses related to support cost | 153,604 | ||||||||||
Settlement Agreement [Member] | |||||||||||
Principal payments | $ 1,269,977 | $ 1,269,977 | |||||||||
Payment of note payable related party | $ 6,000,000 | ||||||||||
Debt instrument maturity date | Aug. 15, 2021 | Aug. 15, 2021 | |||||||||
Debt instrument, description | Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company's common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. | Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company's common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. | |||||||||
Settlement Agreement [Member] | Maximum [Member] | |||||||||||
Option grant to repurchase | 1,000,000 | 1,000,000 | |||||||||
Settlement Agreement [Member] | Seller Note [Member] | |||||||||||
Payment of note payable related party | $ 5,803,800 | $ 5,803,800 | |||||||||
Post Closing Transaction Note Reduction [Member] | |||||||||||
Post-closing changes to the purchase price of transaction | $ 2,596,200 | 2,596,200 | |||||||||
Decreased Equipment Net [Member] | |||||||||||
Post-closing changes to the purchase price of transaction | 1,871,306 | 1,871,306 | |||||||||
Reduction in Other Intangible Assets [Member] | |||||||||||
Post-closing changes to the purchase price of transaction | 766,068 | 766,068 | |||||||||
Increased Accounts Receivable [Member] | |||||||||||
Post-closing changes to the purchase price of transaction | 31,924 | 31,924 | |||||||||
Increase to Deposits [Member] | |||||||||||
Post-closing changes to the purchase price of transaction | 9,250 | 9,250 | |||||||||
Decreased Accumulated Amortization [Member] | |||||||||||
Post-closing changes to the purchase price of transaction | $ 159,530 | 159,530 | |||||||||
Inventory and Services [Member] | Settlement Agreement [Member] | |||||||||||
Payment of note payable related party | 2,635,797 | 2,635,797 | |||||||||
SW Kenetics Inc. [Member] | |||||||||||
Cash payment | 350,000 | ||||||||||
Contingent consideration payable | 350,000 | ||||||||||
Contingent consideration payable | 589,892 | 709,623 | |||||||||
Contingent consideration fair value | $ 119,731 | $ 190,377 | |||||||||
Monthly Payments [Member] | Settlement Agreement [Member] | |||||||||||
Principal payments | 204,295 | 204,295 | |||||||||
Ninety Percent [Member] | Settlement Agreement [Member] | |||||||||||
Proceeds from notes payable | 10,000,000 | 10,000,000 | |||||||||
Hundred Percent [Member] | Settlement Agreement [Member] | |||||||||||
Proceeds from notes payable | $ 10,000,000 | $ 10,000,000 | |||||||||
SW Kenetics Inc. [Member] | |||||||||||
Cash payment | 250,000 | ||||||||||
Contingent consideration payable | 1,250,000 | ||||||||||
Gain on bargain purchase | 1,599,161 | ||||||||||
SW Kenetics Inc. [Member] | Patents [Member] | |||||||||||
Fair value of intangible assets | 7,723,166 | ||||||||||
SW Kenetics Inc. [Member] | Patents [Member] | Minimum [Member] | |||||||||||
Fair value of intangible assets | $ 6,124,005 | ||||||||||
SW Kenetics Inc. [Member] | Claw Back Provisions [Member] | |||||||||||
Number of shares issued in acquisition | 1,700,002 | ||||||||||
Cash payment | $ 250,000 | ||||||||||
Common stock weighted average share price | $ 2.72 | ||||||||||
SW Kenetics Inc. [Member] | Restricted Stock [Member] | |||||||||||
Number of shares issued in acquisition | 1,700,002 | ||||||||||
Jagemann Stamping Company [Member] | |||||||||||
Number of shares issued in acquisition | 4,750,000 | ||||||||||
Cash payment | 7,000,000 | $ 7,000,000 | |||||||||
Contingent consideration payable | $ 10,400,000 | $ 10,400,000 | |||||||||
Common stock weighted average share price | $ 2 | $ 2 |
Acquisitions - Schedule of Tota
Acquisitions - Schedule of Total Purchase Consideration on Intangible Assets (Details) | Sep. 27, 2018USD ($) |
Business Combinations [Abstract] | |
Cash | $ 250,000 |
Contingent Consideration Payable | 1,250,000 |
Common Stock | 1,700 |
Additional Paid-in Capital | 4,622,305 |
Fair Value of Patent | $ 6,124,005 |
Acquisitions - Schedule of Fair
Acquisitions - Schedule of Fair Value of Consideration Transferred (Details) - USD ($) | Mar. 15, 2019 | Sep. 27, 2018 |
Cash | $ 250,000 | |
Common Stock | 1,700 | |
Additional Paid-in Capital | 4,622,305 | |
Total Consideration | $ 6,124,005 | |
Jagemann Stamping Company [Member] | ||
Cash | $ 7,000,000 | |
Note Payable | 10,400,000 | |
Common Stock | 4,750 | |
Additional Paid-in Capital | 9,495,250 | |
Total Consideration | $ 26,900,000 |
Acquisitions - Schedule of Allo
Acquisitions - Schedule of Allocation for Consideration (Details) - USD ($) | Mar. 15, 2019 | Sep. 27, 2018 |
Total Consideration | $ 6,124,005 | |
Jagemann Stamping Company [Member] | ||
Total Consideration | $ 26,900,000 | |
Jagemann Stamping Company [Member] | Equipment [Member] | ||
Total Consideration | 18,869,541 | |
Jagemann Stamping Company [Member] | Intellectual Property [Member] | ||
Total Consideration | 1,773,436 | |
Jagemann Stamping Company [Member] | Customer Relationships [Member] | ||
Total Consideration | 1,666,774 | |
Jagemann Stamping Company [Member] | Tradename [Member] | ||
Total Consideration | 2,472,095 | |
Jagemann Stamping Company [Member] | Loss on Purchase [Member] | ||
Total Consideration | $ 2,118,154 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued FAET | $ 1,716,461 | $ 353,061 |
Accrued sales commissions | 514,892 | |
Unearned revenue | 361,270 | 493,553 |
Accrued interest | 22,667 | 197,342 |
Accrued payroll | 640,717 | 289,603 |
Accrued professional fees | 45,000 | 131,300 |
Other accruals | 161,778 | 154,760 |
Accrued liabilities | $ 3,462,785 | $ 1,619,619 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Jan. 22, 2021$ / sharesshares | Jan. 14, 2021USD ($) | Dec. 14, 2020USD ($)shares | Nov. 05, 2020USD ($) | Nov. 05, 2020USD ($) | Sep. 23, 2020USD ($) | Jun. 26, 2020USD ($)$ / sharesshares | Jun. 26, 2020USD ($)$ / sharesshares | Jun. 17, 2020 | Oct. 31, 2019USD ($) | May 03, 2019USD ($) | Apr. 30, 2019 | Mar. 31, 2019USD ($) | Mar. 25, 2019USD ($) | Mar. 15, 2019USD ($) | Oct. 26, 2020shares | Dec. 31, 2019USD ($)ft² | May 31, 2019USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2021USD ($)shares | Mar. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)ft² | Mar. 16, 2021 | Jun. 30, 2020USD ($) |
Rent paid | $ 34,071 | $ 786,687 | ||||||||||||||||||||||
Service paid | $ 1,707,500 | 352,300 | ||||||||||||||||||||||
Debt maturity date | Apr. 1, 2020 | |||||||||||||||||||||||
Debt instrument, description | The note bears interest per annum at approximately 4.6% payable in arrears monthly. | |||||||||||||||||||||||
Accrued interest | 352,157 | 22,196 | ||||||||||||||||||||||
Due to related parties | 5,400,000 | |||||||||||||||||||||||
Proceeds from Notes payable | 4,000,000 | |||||||||||||||||||||||
Debt instrument maturity date description | This agreement was amended which extended the maturity date to June 17, 2022. | |||||||||||||||||||||||
Debt conversion, converted Instrument, amount | 2,100,000 | |||||||||||||||||||||||
Common Shares [Member] | ||||||||||||||||||||||||
Service paid | $ 943 | $ 170 | ||||||||||||||||||||||
Shares for service | shares | 943,336 | 170,504 | ||||||||||||||||||||||
Debt conversion, converted Instrument, amount | $ 1,000 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 1,000,000 | |||||||||||||||||||||||
Amended Note B [Member] | ||||||||||||||||||||||||
Notes payable related party | $ 1,490,918 | |||||||||||||||||||||||
Interest expenses | 60,100 | |||||||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 2,157,358 | |||||||||||||||||||||||
Jagemann Stamping Company [Member] | ||||||||||||||||||||||||
Debt instrument, description | Upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. | |||||||||||||||||||||||
Payment of note payable related party | $ 1,269,977 | |||||||||||||||||||||||
Debt principal and accrued interest | $ 204,295 | |||||||||||||||||||||||
Jagemann Stamping Company [Member] | Promissory Note [Member] | ||||||||||||||||||||||||
Payment of note payable related party | $ 9,900,000 | $ 500,000 | $ 1,500,000 | $ 10,400,000 | ||||||||||||||||||||
Debt interest rate | 4.60% | |||||||||||||||||||||||
Interest expenses | $ 352,157 | |||||||||||||||||||||||
Debt instrument maturity date description | On April 30, 2019, the original due date of the note was subsequently extended to April 1, 2020. | |||||||||||||||||||||||
Forest Street, LLC [Member] | Promissory Note [Member] | ||||||||||||||||||||||||
Debt maturity date | Sep. 23, 2022 | |||||||||||||||||||||||
Debt interest rate | 12.00% | |||||||||||||||||||||||
Promissory note | $ 3,500,000 | |||||||||||||||||||||||
Debt instrument maturity date description | The Company and Enlight (collectively, the borrower pursuant to the note) shall pay Lender; (i) on a monthly basis, beginning October 23, 2020, all accrued interest (only), (ii) on a quarterly basis, a monitoring fee of 1% of the principal amount and then accrued interest; and (iii) on the maturity date, the remaining outstanding principal balance of the Loan, together with all unpaid accrued interest thereon. | |||||||||||||||||||||||
Minimum [Member] | Jagemann Stamping Company [Member] | ||||||||||||||||||||||||
Ownership percentage | 5.00% | |||||||||||||||||||||||
Post Closing Transaction Note Reduction [Member] | ||||||||||||||||||||||||
Post-closing changes to the purchase price of transaction | $ 2,596,200 | $ 2,596,200 | ||||||||||||||||||||||
Decreased Equipment Net [Member] | ||||||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 1,871,306 | 1,871,306 | ||||||||||||||||||||||
Reduction in Other Intangible Assets [Member] | ||||||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 766,068 | 766,068 | ||||||||||||||||||||||
Increased Accounts Receivable [Member] | ||||||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 31,924 | 31,924 | ||||||||||||||||||||||
Increase to Deposits [Member] | ||||||||||||||||||||||||
Post-closing changes to the purchase price of transaction | 9,250 | 9,250 | ||||||||||||||||||||||
Decreased Accumulated Amortization [Member] | ||||||||||||||||||||||||
Post-closing changes to the purchase price of transaction | $ 159,530 | 159,530 | ||||||||||||||||||||||
Related Parties [Member] | ||||||||||||||||||||||||
Rent paid | $ 21,880 | |||||||||||||||||||||||
Independent Contractor [Member] | ||||||||||||||||||||||||
Service paid | $ 152,549 | |||||||||||||||||||||||
Shares for service | shares | 60,000 | |||||||||||||||||||||||
Consulting fees | 184,575 | |||||||||||||||||||||||
Advisory Committee Members [Member] | ||||||||||||||||||||||||
Service paid | $ 103,000 | |||||||||||||||||||||||
Consulting fees | 60,000 | |||||||||||||||||||||||
Advisory Committee Members [Member] | Total Value of Consulting Fees [Member] | ||||||||||||||||||||||||
Consulting fees | 113,000 | |||||||||||||||||||||||
Previous Chief Finanial Officer [Member] | ||||||||||||||||||||||||
Consulting fees | 6,500 | |||||||||||||||||||||||
Chief Financial Officer [Member] | ||||||||||||||||||||||||
Consulting fees | 14,700 | |||||||||||||||||||||||
Shareholder [Member] | Promissory Note [Member] | ||||||||||||||||||||||||
Principal payments | 18,195 | |||||||||||||||||||||||
Proceeds from Notes payable | $ 18,195 | |||||||||||||||||||||||
Debt interest rate | 1.25% | |||||||||||||||||||||||
Interest expenses | $ 10,327 | |||||||||||||||||||||||
Promissory note | $ 375,000 | |||||||||||||||||||||||
Debt instrument maturity date description | The note's original a maturity date of August 3, 2019 was extended to September 18, 2020. | |||||||||||||||||||||||
Fred Wagenhals [Member] | Promissory Note [Member] | ||||||||||||||||||||||||
Debt maturity date | Jun. 12, 2020 | Sep. 18, 2020 | ||||||||||||||||||||||
Principal payments | $ 25,000 | |||||||||||||||||||||||
Debt interest rate | 1.25% | |||||||||||||||||||||||
Interest expenses | $ 5,350 | |||||||||||||||||||||||
Promissory note | $ 90,000 | $ 90,000 | $ 131,536 | |||||||||||||||||||||
Administrative and Management Services [Member] | ||||||||||||||||||||||||
Rent paid | 405,171 | 394,128 | ||||||||||||||||||||||
Inventory purchased during period | $ 1,900,000 | 3,400,000 | ||||||||||||||||||||||
Expenses related to support cost | $ 153,604 | |||||||||||||||||||||||
Engineering and Maintenance [Member] | ||||||||||||||||||||||||
Rent paid | 394,128 | |||||||||||||||||||||||
Inventory purchased during period | 1,900,000 | |||||||||||||||||||||||
Expenses related to support cost | 153,604 | |||||||||||||||||||||||
Settlement Agreement [Member] | ||||||||||||||||||||||||
Debt maturity date | Aug. 15, 2021 | Aug. 15, 2021 | ||||||||||||||||||||||
Debt instrument, description | Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company's common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. | Pursuant to the Settlement Agreement, the Company shall pay JSC $1,269,977 and shall provide JSC with: (i) two new promissory notes, a note of $5,803,800 related to the Seller Note and note of $2,635,797 for inventory and services, both with a maturity date of August 15, 2021, (ii) general business security agreements granting JSC a security interest in all personal property of the Company. Pursuant to the Notes, the Company is obligated to make monthly payments totaling $204,295 to JSC. In addition, the Notes have a mandatory prepayment provision that comes into effect if the Company conducts a publicly registered offering. Pursuant to such provision, the Company: (a) upon the closing of an Offering of less than $10,000,000 would be obligated to pay the lesser of ninety percent (90%) of the Offering proceeds or seventy (70%) of the then aggregate outstanding balance of the Notes; and (b) upon the closing of an Offering of more than $10,000,000 would be obligated to pay one hundred percent (100%) of the then aggregate outstanding balance of the Notes. The Company was granted an option to repurchase up to 1,000,000 of the shares of the Company's common stock issued to JSC under the Amended APA at a price of $1.50 per share through April 1, 2021 so long as there are no defaults under the Settlement Agreement. | ||||||||||||||||||||||
Principal payments | $ 1,269,977 | $ 1,269,977 | ||||||||||||||||||||||
Payment of note payable related party | $ 6,000,000 | |||||||||||||||||||||||
Settlement Agreement [Member] | Monthly Payments [Member] | ||||||||||||||||||||||||
Principal payments | 204,295 | 204,295 | ||||||||||||||||||||||
Settlement Agreement [Member] | Ninety Percent [Member] | ||||||||||||||||||||||||
Proceeds from Notes payable | 10,000,000 | 10,000,000 | ||||||||||||||||||||||
Settlement Agreement [Member] | Hundred Percent [Member] | ||||||||||||||||||||||||
Proceeds from Notes payable | 10,000,000 | 10,000,000 | ||||||||||||||||||||||
Settlement Agreement [Member] | Seller Note [Member] | ||||||||||||||||||||||||
Payment of note payable related party | $ 5,803,800 | $ 5,803,800 | ||||||||||||||||||||||
Settlement Agreement [Member] | Note B [Member] | ||||||||||||||||||||||||
Payment of note payable related party | $ 592,982 | |||||||||||||||||||||||
Interest expenses | 62,876 | |||||||||||||||||||||||
Settlement Agreement [Member] | Amended Note B [Member] | ||||||||||||||||||||||||
Debt interest rate | 9.00% | 9.00% | ||||||||||||||||||||||
Notes payable related party | $ 1,687,664 | $ 1,687,664 | ||||||||||||||||||||||
Debt maturity term | 36 months | |||||||||||||||||||||||
Settlement Agreement [Member] | Note A [Member] | ||||||||||||||||||||||||
Interest expenses | 216,160 | |||||||||||||||||||||||
Settlement Agreement [Member] | Jagemann Stamping Company [Member] | ||||||||||||||||||||||||
Debt maturity date | Apr. 1, 2021 | |||||||||||||||||||||||
Shares repurchase | shares | 1,000,000 | |||||||||||||||||||||||
Share price per share | $ / shares | $ 1.50 | $ 1.50 | ||||||||||||||||||||||
Settlement Agreement [Member] | Maximum [Member] | ||||||||||||||||||||||||
Option grant to repurchase | shares | 1,000,000 | 1,000,000 | ||||||||||||||||||||||
Settlement Agreement [Member] | Inventory and Services [Member] | ||||||||||||||||||||||||
Payment of note payable related party | $ 2,635,797 | $ 2,635,797 | ||||||||||||||||||||||
Amended APA [Member] | Jagemann Stamping Company [Member] | ||||||||||||||||||||||||
Shares repurchase | shares | 1,000,000 | |||||||||||||||||||||||
Share price per share | $ / shares | $ 1.50 | |||||||||||||||||||||||
Debt Conversion Agreement [Member] | Forest Street, LLC [Member] | Forest Street Note [Member] | ||||||||||||||||||||||||
Payment of note payable related party | $ 1,400,000 | |||||||||||||||||||||||
Notes payable related party | $ 1,400,000 | 1,400,000 | ||||||||||||||||||||||
Interest expenses | $ 137,666 | |||||||||||||||||||||||
Debt conversion, converted Instrument, amount | $ 2,100,000 | |||||||||||||||||||||||
Debt principal and accrued interest | $ 1,400,000 | |||||||||||||||||||||||
Debt Conversion Agreement [Member] | Forest Street, LLC [Member] | Forest Street Note [Member] | Common Shares [Member] | ||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 1,000,000 | |||||||||||||||||||||||
Scottsdale [Member] | Month-to-Month Triple Net Lease [Member] | ||||||||||||||||||||||||
Area of land | ft² | 5,000 | 5,000 | ||||||||||||||||||||||
Lease payment | $ 3,800 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2018 | |
Effective interest tax rate | 0.00% | 0.00% | |
Valuation allowance increased | $ 720,000 | $ 3,309,092 | |
Net operating loss carryforwards | $ 5,144,926 | ||
Federal [Member] | |||
Net operating loss carryforwards | $ 31,594,411 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax (Provision) Benefit (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Current: US Federal | ||
Current: US State | ||
Total current provision | ||
Deferred: US Federal | 582,724 | 2,678,176 |
Deferred: US State | 137,276 | 630,916 |
Total deferred benefit | 720,000 | 3,309,092 |
Change in valuation allowance | (720,000) | (3,309,092) |
Income tax (provision) benefit |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Income Tax (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Computed tax expense | $ (1,572,832) | $ (3,056,903) |
State taxes, net of Federal income tax benefit | (352,015) | (684,164) |
Change in valuation allowance | 720,000 | 3,309,092 |
Employee stock awards | 372,742 | 231,692 |
Stock grants | 71,596 | 137,477 |
Stock for services | 438,828 | 90,541 |
Rent expense | 660 | 13,358 |
Non-deductible meals & entertainment | 13,709 | 7,833 |
Stock and warrants on note conversion | 338,082 | |
Contingent consideration fair value | (30,770) | (48,926) |
Total provision for income taxes | ||
Computed tax expense | 21.00% | 21.00% |
State taxes, net of Federal income tax benefit | 5.00% | 5.00% |
Change in valuation allowance | (10.00%) | (23.00%) |
Employee stock awards | (5.00%) | (2.00%) |
Stock grants | (1.00%) | (1.00%) |
Stock for services | (6.00%) | (1.00%) |
Rent expense | 0.00% | 0.00% |
Non-deductible meals & entertainment | 0.00% | 0.00% |
Stock and warrants on note conversion | (5.00%) | 0.00% |
Contingent consideration fair value | 0.00% | 0.00% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Deferred tax assets: Net operating loss carryforward | $ 8,119,764 | $ 7,571,092 |
Deferred tax assets: Loss on purchase | 801,366 | 544,366 |
Deferred tax assets: Other | 442,953 | 211,158 |
Total deferred tax assets | 9,364,083 | 8,326,616 |
Deferred tax liabilities: Depreciation expense | (1,377,238) | (1,059,771) |
Deferred tax liabilities: Other | ||
Total deferred tax liabilities | (1,377,238) | (1,059,771) |
Net deferred tax assets | 7,986,845 | 7,266,845 |
Valuation allowance | (7,986,845) | (7,266,845) |
Deferred tax assets net |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Intangible assets, net | $ 8,282,192 | |
Streak Visual Ammunition patent [Member] | ||
Licensing agreement, life | 11 years 2 months 12 days | 11 years 2 months 12 days |
Intangible assets, Gross | $ 950,000 | $ 950,000 |
SWK Patent Acquisition [Member] | ||
Licensing agreement, life | 15 years | 15 years |
Intangible assets, Gross | $ 6,124,005 | $ 6,124,005 |
Customer Relationships [Member] | ||
Licensing agreement, life | 3 years | 3 years |
Intangible assets, Gross | $ 1,450,613 | $ 1,450,613 |
Intellectual Property [Member] | ||
Licensing agreement, life | 3 years | 3 years |
Intangible assets, Gross | $ 1,543,548 | $ 1,543,548 |
Tradename [Member] | ||
Licensing agreement, life | 5 years | 5 years |
Intangible assets, Gross | $ 2,125,076 | $ 2,125,076 |
Licensing Agreements [Member] | ||
Intangible assets, Gross | 250,000 | 250,000 |
Accumulated amortization | (208,333) | (158,333) |
Intangible assets, net | 41,667 | 91,667 |
Patents [Member] | ||
Intangible assets, Gross | 7,074,005 | 7,074,005 |
Accumulated amortization | (1,054,438) | (561,096) |
Intangible assets, net | 6,019,567 | 6,512,909 |
Other Intangible Assets [Member] | ||
Intangible assets, Gross | 5,146,237 | 5,146,237 |
Accumulated amortization | (2,925,279) | (1,435,030) |
Intangible assets, net | $ 2,220,958 | $ 3,649,404 |
Jesse James [Member] | ||
Licensing agreement, life | 5 years | 5 years |
Jesse James [Member] | Licensing Agreements [Member] | ||
Intangible assets, Gross | $ 125,000 | $ 125,000 |
Jeff Rann [Member] | ||
Licensing agreement, life | 5 years | 5 years |
Jeff Rann [Member] | Licensing Agreements [Member] | ||
Intangible assets, Gross | $ 125,000 | $ 125,000 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Annual Amortization of Intangible Assets (Details) | Mar. 31, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 1,915,814 |
2023 | 923,782 |
2024 | 903,055 |
2025 | 493,342 |
2026 | 493,342 |
Thereafter | 3,552,857 |
Annual amortization of intangible assets | $ 8,282,192 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | May 25, 2021 | May 19, 2021 | Apr. 30, 2021 | Dec. 15, 2016 | Jun. 14, 2021 | Jun. 08, 2021 |
Sale of stock, shares | 475,681 | |||||
Subsequent Event [Member] | Employees [Member] | ||||||
Shares issued as compensation | 25,000 | |||||
Value of shares issued as compensation | $ 87,500 | |||||
Subsequent Event [Member] | Warrants [Member] | ||||||
Common stock shares issued for warrant exercise | 185,268 | |||||
Common stock shares issued for warrant exercise, value | $ 391,689 | |||||
Subsequent Event [Member] | Warrants [Member] | Minimum [Member] | ||||||
Exercise price per share | $ 1.65 | |||||
Subsequent Event [Member] | Warrants [Member] | Maximum [Member] | ||||||
Exercise price per share | $ 2.63 | |||||
Subsequent Event [Member] | Over-Allotment Option [Member] | ||||||
Proceeds from option | $ 4,100,000 | |||||
Subsequent Event [Member] | 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock [Member] | ||||||
Common stock issued for cash , shares | 1,097,200 | |||||
Share price | $ 25 | |||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | ||||||
Sale of stock, shares | 138,220 | 1,097,200 | ||||
Proceeds from preferred stock | $ 3,500,000 | $ 27,400,000 | ||||
Subsequent Event [Member] | Merger Agreement [Member] | ||||||
Stock consideration, description | (a) 14,500,000 shares issued without being held in escrow or requiring prior stockholder approval; (b) 4,000,000 shares issued subject to the Pledge and Escrow Agreement (as defined and described in the Merger Agreement); and (c) 1,500,000 shares that will not be issued prior to the Company obtaining stockholder approval for the issuance. | |||||
Subsequent Event [Member] | Merger Agreement [Member] | Gemini Direct Investments, LLC [Member] | ||||||
Business acquisition, amount | $ 50,000,000 | |||||
Business acquisition, shares | 20,000,000 | |||||
Business acquisition, share price | $ 0.001 | |||||
Stock consideration, description | In consideration of the Merger, on the terms and subject to the conditions set forth in the Merger Agreement, on the Effective Date, (i) the Company assumed an aggregate amount of indebtedness of Gemini and its subsidiaries equal to $50,000,000; and, (ii) the issued and outstanding membership interests in Gemini, held by the Seller, automatically converted into the right to receive (A) $50,000,000, and (B) 20,000,000 shares of common stock of the Company, $0.001 par value per share (the "Stock Consideration"). | |||||
Subsequent Event [Member] | Without Being Held In Escrow or Requiring Prior Stockholder Approval [Member] | ||||||
Common stock issued for cash , shares | 14,500,000 | |||||
Subsequent Event [Member] | Pledge and Escrow Agreement [Member] | ||||||
Common stock issued for cash , shares | 4,000,000 | |||||
Subsequent Event [Member] | Will Not be Issued Prior to the Stockholder Approval [Member] | ||||||
Common stock issued for cash , shares | 1,500,000 | |||||
Subsequent Event [Member] | Underwriting Agreement [Member] | Series A Preferred Stock [Member] | ||||||
Common stock issued for cash , shares | 164,580 | |||||
Subsequent Event [Member] | Underwriting Agreement [Member] | Series A Preferred Stock [Member] | Over-Allotment Option [Member] | ||||||
Option to purchase | 164,580 | |||||
Subsequent Event [Member] | Underwriting Agreement [Member] | 8 Series A Preferred Stock [Member] | ||||||
Common stock issued for cash , shares | 138,220 | |||||
Share price | $ 25 |