Cover
Cover - shares | 9 Months Ended | |
Dec. 31, 2021 | Feb. 11, 2022 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 001-13101 | |
Entity Registrant Name | AMMO, Inc. | |
Entity Central Index Key | 0001015383 | |
Entity Tax Identification Number | 83-1950534 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 7681 E Gray Road | |
Entity Address, City or Town | Scottsdale | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85260 | |
City Area Code | (480) | |
Local Phone Number | 947-0001 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 115,526,404 | |
Common Stock, 0.001 par value | ||
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | POWW | |
Security Exchange Name | NASDAQ | |
8.75% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.001 par value | ||
Title of 12(b) Security | 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.001 par value | |
Trading Symbol | POWWP | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Mar. 31, 2021 | |
Current Assets: | |||
Cash and cash equivalents | $ 27,414,571 | $ 118,341,471 | |
Accounts receivable, net | 45,653,542 | 8,993,920 | |
Due from related parties | 15,657 | 15,657 | |
Inventories | 46,466,594 | 15,866,918 | |
Prepaid expenses | 3,923,778 | 2,402,366 | |
Total Current Assets | 123,474,142 | 145,620,332 | |
Equipment, net | 32,368,131 | 21,553,226 | |
Other Assets: | |||
Deposits | 15,585,668 | 1,833,429 | |
Licensing agreements, net | 4,167 | 41,667 | |
Patents, net | 5,649,562 | 6,019,567 | |
Other intangible assets, net | 139,652,716 | 2,220,958 | |
Goodwill | 90,870,094 | [1] | |
Right of use assets - operating leases | 2,707,546 | 2,090,162 | |
Deferred income tax asset | 892,258 | ||
TOTAL ASSETS | 411,204,284 | 179,379,341 | |
Current Liabilities: | |||
Accounts payable | 24,425,343 | 4,371,974 | |
Factoring liability | 4,097,867 | 1,842,188 | |
Accrued liabilities | 5,114,768 | 3,462,785 | |
Inventory credit facility | 194,810 | 1,091,098 | |
Current portion of operating lease liability | 825,343 | 663,784 | |
Current portion of note payable related party | 669,463 | 625,147 | |
Insurance premium note payable | 285,718 | 41,517 | |
Total Current Liabilities | 35,613,312 | 12,098,493 | |
Long-term Liabilities: | |||
Contingent consideration payable | 227,139 | 589,892 | |
Notes payable related party, net of current portion | 358,263 | 865,771 | |
Note payable | 4,000,000 | ||
Construction note payable, net of unamortized issuance costs | 18,905 | ||
Operating lease liability, net of current portion | 2,006,707 | 1,477,656 | |
Deferred income tax liability | 1,850,277 | ||
Total Liabilities | 40,074,603 | 19,031,812 | |
Shareholders’ Equity: | |||
Series A Cumulative Perpetual Preferred Stock 8.75%, ($25.00 per share, $0.001 par value) 1,400,000 shares issued and outstanding as of December 31, 2021 | 1,400 | ||
Common stock, $0.001 par value, 200,000,000 shares authorized 115,436,404 and 93,099,067 shares issued and outstanding at December 31, 2021 and March 31, 2021, respectively | 115,437 | 93,100 | |
Additional paid-in capital | 382,015,310 | 202,073,968 | |
Accumulated deficit | (11,002,466) | (41,819,539) | |
Total Shareholders’ Equity | 371,129,681 | 160,347,529 | |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 411,204,284 | $ 179,379,341 | |
[1] | Preliminary estimate of Other Intangible Assets and Goodwill. Other intangible assets consist of Tradenames, Customer Relationships, Intellectual Property, and other tangible assets related to the acquired business. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | 9 Months Ended | |
Dec. 31, 2021 | Mar. 31, 2021 | |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Dividend Rate, Percentage | 8.75% | |
Preferred Stock, Stated Value Per Share | $ 25 | |
Preferred Stock, Par Value Per Share | $ 0.001 | |
Preferred Stock, Shares Issued | 1,400,000 | |
Preferred Stock, Shares Outstanding | 1,400,000 | |
Common Stock, Par or Stated Value Per Share | $ 0.001 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 115,436,404 | 93,099,067 |
Common stock, shares outstanding | 115,436,404 | 93,099,067 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net Revenues | ||||
Total Revenues | $ 64,689,186 | $ 16,620,244 | $ 170,167,603 | $ 38,293,086 |
Cost of Revenues | 42,166,320 | 13,278,338 | 102,457,775 | 32,590,149 |
Gross Profit | 22,522,866 | 3,341,906 | 67,709,828 | 5,702,937 |
Operating Expenses | ||||
Selling and marketing | 1,510,574 | 542,271 | 4,226,817 | 1,244,323 |
Corporate general and administrative | 3,737,455 | 1,639,052 | 10,976,288 | 3,805,230 |
Employee salaries and related expenses | 2,939,095 | 1,172,765 | 7,943,076 | 3,329,511 |
Depreciation and amortization expense | 3,725,921 | 416,625 | 10,044,994 | 1,242,809 |
Loss on purchase | 1,000,000 | |||
Total operating expenses | 11,913,045 | 3,770,713 | 33,191,175 | 10,621,873 |
Income/(Loss) from Operations | 10,609,821 | (428,807) | 34,518,653 | (4,918,936) |
Other Expenses | ||||
Other income | 363 | 461,000 | 21,788 | 274,400 |
Interest expense | (190,319) | (1,938,630) | (468,404) | (2,704,315) |
Total other expenses | (189,956) | (1,477,630) | (446,616) | (2,429,915) |
Income/(Loss) before Income Taxes | 10,419,865 | (1,906,437) | 34,072,037 | (7,348,851) |
Provision for Income Taxes | 1,351,998 | 1,351,998 | ||
Net Income/(Loss) | 9,067,867 | (1,906,437) | 32,720,039 | (7,348,851) |
Preferred Stock Dividend | (782,582) | (1,902,966) | ||
Net Income/(Loss) Attributable to Common Stock Shareholders | $ 8,285,285 | $ (1,906,437) | $ 30,817,073 | $ (7,348,851) |
Net Income/(Loss) per share | ||||
Basic | $ 0.07 | $ (0.04) | $ 0.28 | $ (0.15) |
Diluted | $ 0.07 | $ (0.04) | $ 0.27 | $ (0.15) |
Weighted average number of shares outstanding | ||||
Basic | 114,757,014 | 47,790,105 | 111,289,024 | 47,023,094 |
Diluted | 116,717,500 | 47,790,105 | 113,350,998 | 47,023,094 |
Ammunition Sales [Member] | ||||
Net Revenues | ||||
Total Revenues | $ 44,069,473 | $ 12,834,490 | $ 112,629,655 | $ 27,987,438 |
Marketplace Revenue [Member] | ||||
Net Revenues | ||||
Total Revenues | 17,596,769 | 46,646,051 | ||
Casing Sales [Member] | ||||
Net Revenues | ||||
Total Revenues | $ 3,022,944 | $ 3,785,754 | $ 10,891,897 | $ 10,305,648 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Stock subscription receivable [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Mar. 31, 2020 | $ 46,204 | $ 53,219,834 | $ (34,007,245) | $ 19,258,793 | ||
Beginning balance, shares at Mar. 31, 2020 | 46,204,139 | |||||
Common stock issued for cash | $ 11,537 | 23,601,082 | 23,612,619 | |||
Common stock issued for cash, shares | 11,536,143 | |||||
Common stock issued for convertible notes | $ 2,667 | 3,872,292 | 3,874,959 | |||
Common stock issued for covertible notes, shares | 2,667,358 | |||||
Stock subscription receivable for exercised warrants | $ 310 | 664,665 | (664,975) | |||
Stock subscription receivable for exercised warrants, shares | 309,775 | |||||
Common stock issued for debt conversion - related party | $ 1,000 | 2,099,000 | 2,100,000 | |||
Common stock issued for debt conversion - related party, shares | 1,000,000 | |||||
Common stock issuance costs | (3,344,436) | (3,344,436) | ||||
Issuance of warrants for convertible notes | 1,315,494 | 1,315,494 | ||||
Common stock issued for exercised warrants | $ 1,097 | 2,287,781 | 2,288,878 | |||
Common stock issued for exercised warrants, shares | 1,096,939 | |||||
Common stock issued for cashless warrant exercise | $ 160 | (160) | ||||
Common stock issued for cashless warrant exercise, shares | 160,274 | |||||
Common stock issued for services | $ 58 | 87,442 | 87,500 | |||
Common stock issued for services, shares | 58,336 | |||||
Employee stock awards | $ 465 | 716,124 | 716,589 | |||
Employee stock awards, shares | 465,081 | |||||
Stock grants | 213,130 | 213,130 | ||||
Net Income(loss) | (7,348,851) | (7,348,851) | ||||
Ending balance, value at Dec. 31, 2020 | $ 63,498 | 84,732,248 | (664,975) | (41,356,096) | 42,774,675 | |
Ending balance, shares at Dec. 31, 2020 | 63,498,045 | |||||
Beginning balance, value at Sep. 30, 2020 | $ 48,323 | 56,895,422 | (39,449,659) | 17,494,086 | ||
Beginning balance, shares at Sep. 30, 2020 | 48,324,347 | |||||
Common stock issued for cash | $ 9,873 | 20,720,875 | 20,730,748 | |||
Common stock issued for cash, shares | 9,872,928 | |||||
Common stock issued for convertible notes | $ 2,667 | 3,872,292 | 3,874,959 | |||
Common stock issued for covertible notes, shares | 2,667,358 | |||||
Stock subscription receivable for exercised warrants | $ 310 | 664,665 | (664,975) | |||
Stock subscription receivable for exercised warrants, shares | 309,775 | |||||
Common stock issuance costs | (3,274,436) | (3,274,436) | ||||
Issuance of warrants for convertible notes | 1,315,494 | 1,315,494 | ||||
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 exercised warrants | $ 977 | 2,045,476 | 2,046,453 | |||
Common stock issued for exercised warrants, shares | 975,726 | |||||
Common stock issued for cashless warrant exercise | $ 160 | (160) | ||||
Common stock issued for cashless warrant exercise, shares | 159,995 | |||||
Common stock issued for services | $ 50 | 87,450 | 87,500 | |||
Common stock issued for services, shares | 50,000 | |||||
Employee stock awards | $ 138 | 240,715 | 240,853 | |||
Employee stock awards, shares | 137,916 | |||||
Stock grants | 65,455 | 65,455 | ||||
Net Income(loss) | (1,906,437) | (1,906,437) | ||||
Ending balance, value at Dec. 31, 2020 | $ 63,498 | 84,732,248 | (664,975) | (41,356,096) | 42,774,675 | |
Ending balance, shares at Dec. 31, 2020 | 63,498,045 | |||||
Beginning balance, value at Mar. 31, 2021 | $ 93,100 | 202,073,968 | (41,819,539) | 160,347,529 | ||
Beginning balance, shares at Mar. 31, 2021 | 93,099,967 | |||||
Acquisition stock issuances | $ 20,000 | 142,671,282 | 142,691,282 | |||
Acquisition stock issuances, shares | 20,000,000 | |||||
Common stock issued for exercised warrants | $ 431 | 943,476 | 943,907 | |||
Common stock issued for exercised warrants, shares | 431,080 | |||||
Common stock issued for cashless warrant exercise | $ 277 | (277) | ||||
Common stock issued for cashless warrant exercise, shares | 276,907 | |||||
Common stock issued for services | $ 773 | 1,630,928 | 1,631,701 | |||
Common stock issued for services, shares | 772,450 | |||||
Employee stock awards | $ 856 | 2,897,394 | 2,898,250 | |||
Employee stock awards, shares | 856,000 | |||||
Stock grants | 197,110 | 197,110 | ||||
Issuance of Series A Preferred Stock, net of issuance costs | $ 1,400 | 31,007,396 | 31,008,796 | |||
Issuance of Series A PreferredStock, net of issuance costs, shares | 1,400,000 | |||||
Warrant issued for services | 594,033 | 594,033 | ||||
Preferred stock dividends declared | (1,758,405) | (1,758,405) | ||||
Dividends accumulated on preferred stock | (144,561) | (144,561) | ||||
Net Income(loss) | 32,720,039 | 32,720,039 | ||||
Ending balance, value at Dec. 31, 2021 | $ 1,400 | $ 115,437 | 382,015,310 | (11,002,466) | 371,129,681 | |
Ending balance, shares at Dec. 31, 2021 | 1,400,000 | 115,436,404 | ||||
Beginning balance, value at Sep. 30, 2021 | $ 1,400 | $ 113,583 | 369,431,456 | (19,287,751) | 350,258,688 | |
Beginning balance, shares at Sep. 30, 2021 | 1,400,000 | 113,583,016 | ||||
Acquisition stock issuances | $ 1,500 | 10,753,500 | 10,755,000 | |||
Acquisition stock issuances, shares | 1,500,000 | |||||
Common stock issued for exercised warrants | $ 51 | 122,200 | 122,251 | |||
Common stock issued for exercised warrants, shares | 50,938 | |||||
Common stock issued for cashless warrant exercise | ||||||
Common stock issued for services | $ 2 | 4,198 | 4,200 | |||
Common stock issued for services, shares | 1,200 | |||||
Employee stock awards | $ 301 | 1,044,824 | 1,045,125 | |||
Employee stock awards, shares | 301,250 | |||||
Stock grants | 65,098 | 65,098 | ||||
Issuance of Series A Preferred Stock, net of issuance costs | ||||||
Warrant issued for services | 594,033 | 594,033 | ||||
Preferred stock dividends declared | (638,021) | (638,021) | ||||
Dividends accumulated on preferred stock | (144,561) | (144,561) | ||||
Net Income(loss) | 9,067,867 | 9,067,867 | ||||
Ending balance, value at Dec. 31, 2021 | $ 1,400 | $ 115,437 | $ 382,015,310 | $ (11,002,466) | $ 371,129,681 | |
Ending balance, shares at Dec. 31, 2021 | 1,400,000 | 115,436,404 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flow (Unaudited) - USD ($) | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net Income/(Loss) | $ 32,720,039 | $ (7,348,851) |
Adjustments to reconcile Net Loss to Net Cash used in operations: | ||
Depreciation and amortization | 12,778,103 | 3,588,966 |
Debt discount amortization | 18,905 | 325,141 |
Employee stock awards | 2,898,250 | 716,589 |
Stock grants | 197,110 | 213,130 |
Stock for services | 4,200 | 87,500 |
Contingent consideration payable fair value | (362,753) | (88,106) |
Allowance for doubtful accounts | 1,097,985 | 54,846 |
(Gain)/loss on disposal of assets | (12,044) | 25,400 |
Reduction in right of use asset | 496,469 | 322,970 |
Warrant issued for services | 148,508 | |
Deferred income taxes | 958,019 | |
Stock issued in lieu of cash payments | 48,000 | |
Interest on convertible promissory notes | 146,104 | |
Paycheck protection program note forgiveness | (624,600) | |
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 | (20,755,245) | (3,927,054) |
Due to (from) related parties | 150 | |
Inventories | (30,599,676) | (5,140,518) |
Prepaid expenses | 1,569,928 | 16,985 |
Deposits | (13,051,850) | 164,388 |
Accounts payable | 7,538,451 | 1,842,472 |
Accrued liabilities | 1,310,641 | 2,332,819 |
Operating lease liability | (514,872) | (322,037) |
Net cash used in operating activities | (3,559,832) | (5,250,212) |
Cash flows from investing activities: | ||
Gemini acquisition | (50,517,840) | |
Purchase of equipment | (12,868,156) | (4,493,051) |
Proceeds from disposal of assets | 59,800 | |
Net cash used in investing activities | (63,326,196) | (4,493,051) |
Cash flow from financing activities: | ||
Payments on inventory facility, net | (896,287) | 2,250,000 |
Proceeds from factoring liability | 86,465,962 | 26,079,000 |
Payments on factoring liability | (84,210,284) | (25,794,381) |
Payments on assumed debt from Gemini | (50,000,000) | |
Payments on note payable - related party | (463,192) | (7,235,312) |
Payments on insurance premium note payment | (1,922,651) | (452,471) |
Payments on note payable | (4,000,000) | |
Proceeds from paycheck protection program notes | 1,051,985 | |
Proceeds from note payable related party issued | 3,500,000 | |
Proceeds from note payable | 4,000,000 | |
Proceeds from convertible promissory notes | 1,959,000 | |
Sale of preferred stock | 35,000,000 | |
Sale of common stock | 23,564,619 | |
Common stock issued for exercised warrants | 943,907 | 2,288,878 |
Stock issuance costs | (3,199,922) | (3,344,436) |
Preferred stock dividends paid | (1,758,405) | |
Net cash used in/(provided by) financing activities | (24,040,872) | 27,866,882 |
Net increase/(decrease) in cash | (90,926,900) | 18,123,619 |
Cash, beginning of period | 118,341,471 | 884,274 |
Cash, end of period | 27,414,571 | 19,007,893 |
Cash paid during the period for: | ||
Interest | 474,454 | 923,454 |
Income taxes | ||
Non-cash investing and financing activities: | ||
Acquisition stock issuances | 143,400,000 | |
Insurance premium note payment | 2,166,852 | 226,539 |
Dividends accumulated on preferred stock | 144,561 | |
Operating lease liability | 501,125 | 737,680 |
Construction note payable | 387,968 | |
Warrant issued for services | 594,033 | |
Note payable related party | 2,635,797 | |
Convertible promissory note | 3,520,000 | |
Note payable related party conversion | 2,100,000 | |
Stock subscription receivable | $ 664,975 |
ORGANIZATION AND BUSINESS ACTIV
ORGANIZATION AND BUSINESS ACTIVITY | 9 Months Ended |
Dec. 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 their common stock 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 of the issued and outstanding shares of the common stock of the Company. 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). (PRIVCO) subsequently changes its name to AMMO Munitions, Inc. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Basis The accompanying unaudited condensed consolidated financial statements and related disclosures included in this Quarterly Report on Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect all adjustments, which consist solely of normal recurring adjustments, needed to fairly present the financial results for these periods. Additionally, these condensed consolidated financial statements and related disclosures are presented pursuant to the rules and regulations of the Securities Exchange Commission (“SEC”). The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures contained in the Company’s Annual Report filed with the SEC on Form 10-K for the year ended March 31, 2021. The results for the three and nine month periods ended December 31, 2021 are not necessarily indicative of the results that may be expected for the entire fiscal year. Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to the rules and regulations of the SEC. In the opinion of management, all adjustments have been made, which consist only of normal recurring adjustments necessary for a fair statement of (a) the results of operations for the three and nine month periods ended December 31, 2021 and 2020, (b) the financial position at December 31, 2021, and (c) cash flows for the nine month periods ended December 31, 2021 and 2020. We use the accrual basis of accounting and U.S. GAAP and all amounts are expressed in U.S. dollars. The Company has a fiscal year-end of March 31 st Unless the context otherwise requires, all references to “Ammo”, “we”, “us”, “our,” or the “Company” are to AMMO, Inc., a Delaware corporation, and its consolidated subsidiaries. Principles of Consolidation The condensed consolidated financial statements include the accounts of AMMO, Inc. and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. 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 condensed consolidated financial statements include the valuation of allowances for doubtful accounts, valuation of deferred tax assets, inventories, useful lives of assets, intangible assets, stock-based compensation and warrant-based compensation. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 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 December 31, 2021 and March 31, 2021, we reserved $ 1,240,271 148,540 License Agreements We are a party to a license agreement with Jesse James, a well-known motorcycle designer, and Jesse James Firearms (“JJF”), 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. 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 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. 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. 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. 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 the 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. This asset will be amortized from September 2017, the first full month of the acquired rights, through October 29, 2028. Under the terms of the Exclusive License Agreement, the Company is obligated to pay a quarterly royalty to the patent holder, based on a $ 0.01 18,558 70,793 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On October 5, 2018, we completed the acquisition of SW Kenetics Inc. ATI succeeded all of the assets of SW Kenetics, Inc. and assumed all of the liabilities. 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. 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. The intangible assets acquired include a tradename, customer relationships, and intellectual property. On April 30, 2021, we 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 and Gemini Direct Investments, LLC, a Nevada limited liability company. Whereby SpeedLight Group I, LLC merged with and into Gemini Direct Investments, LLC, with SpeedLight Group I, LLC surviving the merger as a wholly owned subsidiary of the Company. At the time of the Merger, Gemini Direct Investments, LLC had nine (9) subsidiaries, all of which are related to Gemini’s ownership of Gunbroker.com, an online auction marketplace dedicated to firearms, hunting, shooting, and related products. The intangible assets acquired include a tradename, customer relationships, intellectual property, software and domain names. 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 Revenue Recognition We generate revenue from the production and sale of ammunition, and marketplace fee revenue, which includes auction revenue, payment processing revenue, and shipping income. We recognize revenue according to Accounting Standard Codification - Revenue from Contract with Customers (“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. We apply 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 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS We only apply the five-step model when it is probable that we will collect the consideration we are 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 determine those that are performance obligations, and assess 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 our product, which typically occurs upon shipment of the product or the performance of the service. In the year ended March 31, 2021, we began accepting contract liabilities or deferred revenue. We included Deferred Revenue in our Accrued Liabilities. We will recognize revenue when the performance obligation is met. For the three and nine months ended December 31, 2021, the Company’s customers that comprised more than ten percent (10%) of total revenues and accounts receivable were as follows: SCHEDULE OF CONCENTRATION OF RISKS Revenues at December 31, 2021 Accounts Receivable PERCENTAGES Three Months Nine Months Ended December 31, March 31, Customers: A - 12.2 % - - B - - 11.2 % C - - 18.9 % D - - - 11.9 % E - - 23.3 % F - - 10.6 % - 12.2 % 30.1 % 45.8 % Disaggregated Revenue Information The following table represent a disaggregation of revenue from customers by category. We attribute net sales to categories by product or services types; ammunition, ammunition casings, and marketplace fees. The Company notes that revenue recognition processes are consistent between product and service 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 and service type. SCHEDULE OF DISAGGREGATED REVENUE FROM CUSTOMERS BY SEGMENT For the Three Months Ended For the Nine Months Ended December 31, 2021 December 31, 2020 December 31, 2021 December 31, 2020 Ammunition Sales $ 44,069,473 $ 12,834,490 $ 112,629,655 $ 27,987,438 Marketplace fee revenue 17,596,769 - 46,646,051 - Ammunition Casings Sales 3,022,944 3,785,754 10,891,897 10,305,648 Total Sales $ 64,689,186 $ 16,620,244 $ 170,167,603 $ 38,293,086 Ammunition products are sold through “Big Box” retailers, manufacturers, local ammunition stores, and shooting range operators. We also sell directly to customers online. In contrast, our ammunition casings products are sold to manufacturers. Marketplace fees are generated through our Gunbroker.com online auction marketplace. Advertising Costs We expense advertising costs as they are incurred in selling and marketing expenses of operating expenses. Marketplace advertising costs are expenses as they are incurred in cost of revenues. We incurred advertising expenses of $ 276,742 448,368 51,700 190,277 102,042 193,753 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. These provisions are based on our best estimates. At December 31, 2021, and March 31, 2021, we conducted a full analysis of inventory on hand and expensed all inventory not currently in use, or for which there was no future demand. Research and Development To date, we have expensed all costs associated with developing our product specifications, manufacturing procedures, and products through our cost of products sold, as this work was done by the same employees who produced the finished product. We anticipate that it may become necessary to reclassify research and development costs into our operating expenditures for reporting purposes as we begin to develop new technologies and lines of ammunition. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Property and Equipment We state property and equipment at cost, less accumulated depreciation. We capitalize major renewals and improvements, while we charge minor replacements, maintenance, and repairs to current operations. We compute depreciation by applying the straight-line method over estimated useful lives, which are generally five to ten years Compensated Absences We accrue a liability for compensated absences in accordance with Accounting Standards Codifications 710 – Compensation – General (“ASC 710”) . 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 301,250 and 856,000 shares of common stock issued to employees, members of the Board of Directors, and members of our advisory committee for services during the three and nine months ended December 31, 2021, respectively. 137,916 465,081 Fair Value of Financial Instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of December 31, 2021. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair value. These financial instruments include cash, accounts receivable, accounts payable, and amounts due to related parties. Fair values were assumed to approximate carrying values because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Concentrations of Credit Risk Accounts at banks are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 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 Excise Tax As a result of regulations imposed by the Federal Government for sales of ammunition to non-government U.S. entities, we charge and collect an 11% 4.0 1.2 10.3 2.7 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Contingencies Certain conditions may exist as of the date the condensed 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 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 up of 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 received a Due Process letter on January 13, 2022 and responded as directed with supplemental analysis on February 1, 2022. 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 matter was resolved in a confidential manner on or about December 12, 2021. The Company retrieved the unlawfully removed assets, obtained a full release of all claims arising in the subject lawsuit and that might arise in the future relating to contingent consideration the former employee might have been entitled to in the future, subject to certain sales targets being achieved. The lawsuit was dismissed with prejudice, all parties bearing their own fees and costs. There were no other known contingencies at December 31, 2021. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
INCOME_(LOSS) PER COMMON SHARE
INCOME/(LOSS) PER COMMON SHARE | 9 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
INCOME/(LOSS) PER COMMON SHARE | NOTE 3 – INCOME/(LOSS) PER COMMON SHARE We calculate basic income/(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. We use the treasury stock method, in the determination of dilutive shares outstanding during each reporting period. We have issued warrants to purchase 2,933,755 shares of common stock. Due to the loss from operations in the three and nine months ended December 31, 2020, there are no common shares added to calculate the dilutive loss per share for that period as the effect would be antidilutive. The Company excluded warrants of 150,000 8,910,205 and 8,629,432 for the three and nine months ended December 31, 2020, respectively, from the weighted average diluted common shares outstanding because their inclusion would have been antidilutive. SCHEDULE OF INCOME/(LOSS) PER COMMON SHARE For the Three Months Ended For the Nine Months Ended 2021 2020 2021 2020 Numerator: Net income/(loss) $ 9,067,867 $ (1,906,437 ) $ 32,720,039 $ (7,348,851 ) Less: Preferred stock dividends (782,582 ) - (1,902,966 ) - Net income/(loss) attributable to common stockholders $ 8,285,285 $ (1,906,437 ) $ 30,817,073 $ (7,348,851 ) Denominator: Weighted average shares of common stock - basic 114,757,014 47,790,105 111,289,024 47,023,094 Effect of dilutive common stock purchase warrants 1,835,395 - 1,934,172 - Effect of dilutive equity incentive awards 125,091 - 127,802 - Weighted average shares of common stock - Diluted 116,717,500 47,790,105 113,350,998 47,023,094 Basic earnings per share: Income/(loss) per share attributable to common stockholders - basic $ 0.07 $ (0.04 ) $ 0.28 $ (0.15 ) Diluted earnings per share: Income/(loss) per share attributable to common stockholders - diluted $ 0.07 $ (0.04 ) $ 0.27 $ (0.15 ) |
INVENTORIES
INVENTORIES | 9 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 4 – INVENTORIES At December 31, 2021 and March 31, 2021, the inventory balances are composed of: SCHEDULE OF INVENTORIES December 31, 2021 March 31, 2021 Finished product $ 3,948,574 $ 899,266 Raw materials 26,307,975 12,440,548 Work in process 16,210,045 2,527,104 Inventory net $ 46,466,594 $ 15,866,918 |
EQUIPMENT
EQUIPMENT | 9 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
EQUIPMENT | NOTE 5 – EQUIPMENT We state 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 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. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Equipment consisted of the following at December 31, 2021 and March 31, 2021: SCHEDULE OF EQUIPMENT December 31, 2021 March 31, 2021 Construction in progress $ 9,282,292 $ 544,939 Leasehold Improvements 257,009 126,558 Furniture and Fixtures 331,490 87,790 Vehicles 153,254 142,691 Equipment 31,238,627 26,425,221 Tooling 143,710 121,790 Total property and equipment $ 41,406,382 $ 27,448,989 Less accumulated depreciation (9,038,251 ) (5,895,763 ) Net equipment $ 32,368,131 $ 21,553,226 Depreciation Expense for the three and nine months ended December 31, 2021 totaled $ 1,087,550 , and $ 3,184,976 , respectively. Depreciation Expense for the three and nine months ended December 31, 2020 totaled $ 731,183 , and $ 2,110,125 , respectively. |
FACTORING LIABILITY
FACTORING LIABILITY | 9 Months Ended |
Dec. 31, 2021 | |
Factoring Liability | |
FACTORING LIABILITY | NOTE 6 – 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 85 4.5 3 150,000 4,097,867 103,876 216,242 37,500 75,000 86,006 313,747 37,500 50,000 On June 17, 2020, this agreement was amended which extended the maturity date to June 17, 2022. |
INVENTORY CREDIT FACILITY
INVENTORY CREDIT FACILITY | 9 Months Ended |
Dec. 31, 2021 | |
Inventory Credit Facility | |
INVENTORY CREDIT FACILITY | NOTE 7 – 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 an annualized interest rate of the greater of the three-month LIBOR rate plus 3.09% or 8% 2 35,000 2,250,000 194,810 24,256 8,561 118,202 24,962 |
LEASES
LEASES | 9 Months Ended |
Dec. 31, 2021 | |
Leases | |
LEASES | NOTE 8 – LEASES We lease office, manufacturing, and warehouse space in Scottsdale and Payson, AZ, Atlanta and Marietta, GA, and Manitowoc and Two Rivers, WI under contracts we classify as operating leases. None of our leases are financing leases. The Payson lease had an option to renew for five years 34,071 March 2025 737,680 501,125 Consolidated lease expense for the three and nine months ended December 31, 2021 were $ 309,766 and $ 896,594 including $ 307,278 and $ 882,028 of respective operating lease expense and $ 2,488 and $ 14,566 of respective other lease associated expenses such as association dues, taxes. Consolidated lease expense for the three and nine months ended December 2020 was $ 217,140 and $ 609,250 , respectively, including $ 179,487 and $ 534,781 of respective operating lease expense and $ 37,653 and $ 74,468 of respective other lease associated expenses such as association dues, taxes, utilities, and other month to month rentals. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The weighted average remaining lease term and weighted average discount rate for operating leases were 3.7 10.0 Future minimum lease payments under non-cancellable leases as of December 31, 2021 are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES Years Ended March 31, 2022 (1) $ 291,808 2023 1,018,689 2024 873,420 2025 675,078 2026 250,008 Thereafter 301,168 Total 3,410,171 Less: Amount Representing Interest (578,121 ) Operating lease liability, net $ 2,832,050 (1) This amount represents future lease payments for the remaining three months of fiscal year 2022. It does not include any lease payments for the nine months ended December 31, 2021. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
NOTES PAYABLE _ RELATED PARTY
NOTES PAYABLE – RELATED PARTY | 9 Months Ended |
Dec. 31, 2021 | |
Notes Payable Related Party | |
NOTES PAYABLE – RELATED PARTY | NOTE 9 – NOTES PAYABLE – RELATED PARTY For the three and nine months ended December 31, 2021, the Company made $ 158,131 463,192 June 26, 2023 31,438 94,210 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
CAPITAL STOCK
CAPITAL STOCK | 9 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
CAPITAL STOCK | NOTE 10 – CAPITAL STOCK During the nine months period ended December 31, 2021, we issued 22,336,437 shares of common stock as follows: ● 20,000,000 142,691,282 ● 431,080 943,907 ● 276,907 343,110 ● 772,450 1,631,701 ● 856,000 2,898,250 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS At December 31, 2021, outstanding and exercisable stock purchase warrants consisted of the following: SCHEDULE OF OUTSTANDING AND EXERCISABLE STOCK PURCHASE WARRANTS Number of Shares Weighted Averaged Weighted Average Life Remaining Outstanding at March 31, 2021 3,607,945 $ 2.31 3.24 Granted 100,000 0.01 4.91 Exercised (774,190 ) 1.99 - Forfeited or cancelled - - - Outstanding at December 31, 2021 2,933,755 $ 2.32 2.53 Exercisable at December 31, 2021 2,933,755 $ 2.32 2.53 As of December 31, 2021, we had 2,933,755 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 100,000 0.01 911 1.65 1,821,567 2.00 474,966 2.40 386,311 2.63 150,000 6.72 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
PREFERRED STOCK
PREFERRED STOCK | 9 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
PREFERRED STOCK | NOTE 11 – PREFERRED STOCK On May 18, 2021, the Company filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to establish the preferences, voting powers, limitations as to dividends or other distributions, qualifications, terms and conditions of redemption and other terms and conditions of the Series A Preferred Stock. The Series A Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”), as to dividend rights and rights as to the distribution of assets upon the Company’s liquidation, dissolution or winding-up, ranks: (1) senior to all classes or series of Common Stock and to all other capital stock issued by the Company expressly designated as ranking junior to the Series A Preferred Stock; (2) on parity with any future class or series of the Company’s capital stock expressly designated as ranking on parity with the Series A Preferred Stock; (3) junior to any future class or series of the Company’s capital stock expressly designated as ranking senior to the Series A Preferred Stock; and (4) junior to all the Company’s existing and future indebtedness. The Series A Preferred Stock has no stated maturity and is not subject to mandatory redemption or any sinking fund. In the event of the voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company, the holders of shares for the Series A Preferred Stock are entitled to be paid out of the Company’s assets legally available for distribution to its stockholders ( i.e. 25.00 The Company will pay cumulative cash dividends on the Series A Preferred Stock when, as and if declared by its board of directors (or a duly authorized committee of its board of directors), only out of funds legally available for payment of dividends. Dividends on the Series A Preferred Stock will accrue on the stated amount of $ 25.00 8.75 2.1875 Generally, the Series A Preferred Stock is not redeemable by the Company prior to May 18, 2026. However, upon a change of control or delisting event (each as defined in the Certificate of Designations), the Company will have a special option to redeem the Series A Preferred Stock for a limited period of time. On May 19, 2021, we entered into an underwriting agreement (the “Underwriting Agreement”) with Alexander Capital, L.P., as representative of several underwriters (collectively, the “Underwriters”), relating to a firm commitment public offering of 1,097,200 25.00 164,580 1,097,200 27,430,000 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 25.00 138,220 3,455,500 164,580 4,114,500 Preferred dividends accumulated as of December 31, 2021 were $ 144,561 . On August 27, 2021 the Board of Directors of the Company declared a dividend on the Company’s Series A Preferred Stock for the period beginning May 21, 2021 (the first issuance date of the Series A Preferred Stock) through and including June 30, 2021 payable on September 15, 2021 to holders of record of Series A Preferred Stock on August 31, 2021 equal to $ 0.241246528 per share. Dividends totaling $ 337,745 were paid on September 15, 2021. On November 17, 2021, the Board of Directors of the Company declared a dividend on the Company’s Series A Preferred Stock for the period beginning July 1, 2021 through and including December 14, 2021 payable on December 15, 2021 to holders of record of Series A Preferred Stock on November 30, 2021 equal to $ 1.01475694444444 per share. Dividends totaling $ 1,420,660 were paid on December 15, 2021. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
ACQUISITION
ACQUISITION | 9 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION | NOTE 12 - ACQUISITION Gemini Direct Investments, LLC On April 30, 2021 (the “Effective Date”) we 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”). 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 an on-line auction marketplace dedicated to firearms, hunting, shooting, and related products. The Merger was completed on the Effective Date. 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 and repaid an aggregate amount of indebtedness of Gemini and its subsidiaries equal to $ 50,000,000 50,000,000 20,000,000 0.001 In connection with the Merger Agreement, the Company and the Seller agreed that the Stock Consideration consisted of: (a) 14,500,000 4,000,000 1,500,000 The total estimated consideration consisted of cash payment of $ 50,000,000 1,350,046 2,000,000 50,000,000 10,755,000 1,500,000 18,500,000 7.17 Pursuant to the Merger Agreement, the Company completed a Post-Closing Adjustment following the close of the Merger equal to the Closing Working Capital minus the Estimated Working Capital at closing of the Merger. Accordingly, the Company received a cash payment of $ 129,114 2,000,000 1,870,886 In accordance with the acquisition method of accounting for business combinations, the assets acquired, and the liabilities assumed have been recorded at their respective fair values. The consideration in excess of the fair values of assets acquired, and liabilities assumed are recorded as goodwill. The preliminary fair value of the consideration transferred was valued as of the date of the acquisition as follows: SCHEDULE OF FAIR VALUE OF CONSIDERATION TRANSFERRED Cash $ 48,649,954 Estimated working capital adjustment 1,870,886 Contingent consideration 10,755,000 Common stock 132,645,000 Assumed debt 50,000,000 Fair value of Patent $ 243,920,840 The preliminary allocation for the consideration recorded for the acquisition is as follows: SCHEDULE OF ALLOCATION FOR CONSIDERATION Accounts receivable, net $ 17,002,362 Prepaid expenses 478,963 Equipment 1,051,980 Deposits 703,389 Other Intangible assets (1) (1) 146,617,380 Goodwill (1) (1) 90,870,094 Right of use assets - operating leases 612,727 Accounts payable (12,514,919 ) Accrued expenses (196,780 ) Operating lease liability (704,356 ) Total Consideration $ 243,920,840 (1) Preliminary estimate of Other Intangible Assets and Goodwill. Other intangible assets consist of Tradenames, Customer Relationships, Intellectual Property, and other tangible assets related to the acquired business. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS We recorded approximately $ 1.3 The purchase price allocation is preliminary. The preliminary estimated fair value recorded for the acquired assets and liabilities assumed with excess consideration recorded as goodwill represent management’s estimate of fair value and are subject to change when additional information may become available. The purchase price allocation will continue to be preliminary until the Company is able to finalize the allocation. The Company expects to finalize the purchase price allocation within the measurement period, but not more than one year following the closing date of the Merger. The final amounts from the valuation may significantly and materially differ from the preliminary allocation herein. Unaudited Pro Forma Results of Operations These pro forma results of operations gives effect to the acquisition as if it had occurred on April 1, 2021. Material pro forma adjustments include the removal of approximately $ 1.8 million of interest expenses and debt discount amortization and the addition of approximately $ 0.9 million of depreciation and amortization expenses. SCHEDULE OF UNAUDITED PRO FORMA RESULTS OF OPERATIONS INCOME STATEMENT DATA For the Nine Months Ended December 31, 2021 Net revenues $ 178,213,024 Net income $ 37,266,527 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 13 – GOODWILL AND INTANGIBLE ASSETS In the current period, we recorded $ 90,870,094 Amortization expenses related to our intangible assets for the three and nine months ended December 31, 2021 were $ 3,535,805 9,593,127 492,947 1,478,841 SCHEDULE OF INTANGIBLE ASSETS December 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 GDI Acquisition: Tradename 15 - - 76,532,389 Customer List 10 - - 65,252,802 Intellectual Property 10 - - 4,224,442 Other Intangible Assets 5 - - 607,747 250,000 7,074,005 151,763,617 Accumulated amortization – Licensing Agreements (245,833 ) - - Accumulated amortization – Patents - (1,424,443 ) - Accumulated amortization – Intangible Assets - - (12,110,901 ) $ 4,167 $ 5,649,562 $ 139,652,716 Annual amortization of intangible assets for the next five fiscal years are as follows: SCHEDULE OF ANNUAL AMORTIZATION OF INTANGIBLE ASSET Years Ended March 31, Estimates for 2022 (1) $ 3,479,832 2023 13,095,215 2024 13,074,489 2025 12,664,775 2026 12,674,904 Thereafter 90,317,230 Annual amortization of intangible assets $ 145,306,445 (1) This amount represents future amortization for the remaining three months of fiscal year 2022. It does not include any amortization for the nine months ended December 31, 2021. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
SEGMENTS
SEGMENTS | 9 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
SEGMENTS | NOTE 14 – SEGMENTS On April 30, 2021, the Company entered into an agreement and plan of merger with Gemini, which, along with its subsidiaries, engages primarily in the operation of an online marketplace dedicated to firearms, hunting, shooting and related products. As a result, at December 31, 2021, our Chief Executive Officer reviews financial performance based on two operating segments as follows: ● Ammunition – which consists of our manufacturing business. The Ammunition segment engages in the design, production and marketing of ammunition and ammunition component products. ● Marketplace – which consists of the GunBroker.com marketplace. In its role as an auction site, GunBroker.com supports the lawful sale of firearms, ammunition and hunting/shooting accessories. Ammunition generated approximately 73 92 76 SCHEDULE OF OPERATING SEGMENTS For the Three Months Ended December 31, 2021 Ammunition Marketplace Total Net Revenues $ 47,092,417 $ 17,596,769 $ 64,689,186 Cost of Revenues 39,904,811 2,261,509 42,166,320 General and administrative expense 5,935,949 2,251,175 8,187,124 Depreciation and amortization 420,077 3,305,844 3,725,921 Income from Operations $ 831,580 $ 9,778,241 $ 10,609,821 For the Nine Months Ended December 31, 2021 Ammunition Marketplace Total Net Revenues $ 123,521,552 $ 46,646,051 $ 170,167,603 Cost of Revenues 96,203,543 6,254,232 102,457,775 General and administrative expense 17,745,255 5,400,926 23,146,181 Depreciation and amortization 1,260,064 8,784,930 10,044,994 Income from Operations $ 8,312,690 $ 26,205,963 $ 34,518,653 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 15 – INCOME TAXES The income tax provision reflective effective tax rates were 13.0 % and 4.0 % for the three and nine months ended December 31, 2021. Our effective tax rates were 0.0 % and 0.0 % for the three and nine months ended December 31, 2020, respectively. During the three and nine months ended December 31, 2021 and 2020, the effective tax rate differed from the U.S. federal statutory rate primarily due to the change in the valuation allowance. The effective tax rates increased during the three and nine months ended December 31, 2021 compared to the prior year periods due to an increase in income from operations. 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. 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. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 16 – SUBSEQUENT EVENTS Common Stock Issuances Subsequent to December 31, 2021, we issued 90,000 315,000 or $ 3.50 per share. Board of Directors Share Repurchase Plan On February 7, 2021, our Board of Directors authorized a share repurchase program for up to $ 30.0 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Accounting Basis | Accounting Basis The accompanying unaudited condensed consolidated financial statements and related disclosures included in this Quarterly Report on Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect all adjustments, which consist solely of normal recurring adjustments, needed to fairly present the financial results for these periods. Additionally, these condensed consolidated financial statements and related disclosures are presented pursuant to the rules and regulations of the Securities Exchange Commission (“SEC”). The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures contained in the Company’s Annual Report filed with the SEC on Form 10-K for the year ended March 31, 2021. The results for the three and nine month periods ended December 31, 2021 are not necessarily indicative of the results that may be expected for the entire fiscal year. Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to the rules and regulations of the SEC. In the opinion of management, all adjustments have been made, which consist only of normal recurring adjustments necessary for a fair statement of (a) the results of operations for the three and nine month periods ended December 31, 2021 and 2020, (b) the financial position at December 31, 2021, and (c) cash flows for the nine month periods ended December 31, 2021 and 2020. We use the accrual basis of accounting and U.S. GAAP and all amounts are expressed in U.S. dollars. The Company has a fiscal year-end of March 31 st Unless the context otherwise requires, all references to “Ammo”, “we”, “us”, “our,” or the “Company” are to AMMO, Inc., a Delaware corporation, and its consolidated subsidiaries. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of AMMO, Inc. and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. 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 condensed consolidated financial statements include the valuation of allowances for doubtful accounts, valuation of deferred tax assets, inventories, useful lives of assets, intangible assets, stock-based compensation and warrant-based compensation. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
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 December 31, 2021 and March 31, 2021, we reserved $ 1,240,271 148,540 |
License Agreements | License Agreements We are a party to a license agreement with Jesse James, a well-known motorcycle designer, and Jesse James Firearms (“JJF”), 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. 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 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. 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. |
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. 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 the 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. This asset will be amortized from September 2017, the first full month of the acquired rights, through October 29, 2028. Under the terms of the Exclusive License Agreement, the Company is obligated to pay a quarterly royalty to the patent holder, based on a $ 0.01 18,558 70,793 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On October 5, 2018, we completed the acquisition of SW Kenetics Inc. ATI succeeded all of the assets of SW Kenetics, Inc. and assumed all of the liabilities. 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. 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. The intangible assets acquired include a tradename, customer relationships, and intellectual property. On April 30, 2021, we 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 and Gemini Direct Investments, LLC, a Nevada limited liability company. Whereby SpeedLight Group I, LLC merged with and into Gemini Direct Investments, LLC, with SpeedLight Group I, LLC surviving the merger as a wholly owned subsidiary of the Company. At the time of the Merger, Gemini Direct Investments, LLC had nine (9) subsidiaries, all of which are related to Gemini’s ownership of Gunbroker.com, an online auction marketplace dedicated to firearms, hunting, shooting, and related products. The intangible assets acquired include a tradename, customer relationships, intellectual property, software and domain names. |
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 |
Revenue Recognition | Revenue Recognition We generate revenue from the production and sale of ammunition, and marketplace fee revenue, which includes auction revenue, payment processing revenue, and shipping income. We recognize revenue according to Accounting Standard Codification - Revenue from Contract with Customers (“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. We apply 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 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS We only apply the five-step model when it is probable that we will collect the consideration we are 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 determine those that are performance obligations, and assess 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 our product, which typically occurs upon shipment of the product or the performance of the service. In the year ended March 31, 2021, we began accepting contract liabilities or deferred revenue. We included Deferred Revenue in our Accrued Liabilities. We will recognize revenue when the performance obligation is met. For the three and nine months ended December 31, 2021, the Company’s customers that comprised more than ten percent (10%) of total revenues and accounts receivable were as follows: SCHEDULE OF CONCENTRATION OF RISKS Revenues at December 31, 2021 Accounts Receivable PERCENTAGES Three Months Nine Months Ended December 31, March 31, Customers: A - 12.2 % - - B - - 11.2 % C - - 18.9 % D - - - 11.9 % E - - 23.3 % F - - 10.6 % - 12.2 % 30.1 % 45.8 % Disaggregated Revenue Information The following table represent a disaggregation of revenue from customers by category. We attribute net sales to categories by product or services types; ammunition, ammunition casings, and marketplace fees. The Company notes that revenue recognition processes are consistent between product and service 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 and service type. SCHEDULE OF DISAGGREGATED REVENUE FROM CUSTOMERS BY SEGMENT For the Three Months Ended For the Nine Months Ended December 31, 2021 December 31, 2020 December 31, 2021 December 31, 2020 Ammunition Sales $ 44,069,473 $ 12,834,490 $ 112,629,655 $ 27,987,438 Marketplace fee revenue 17,596,769 - 46,646,051 - Ammunition Casings Sales 3,022,944 3,785,754 10,891,897 10,305,648 Total Sales $ 64,689,186 $ 16,620,244 $ 170,167,603 $ 38,293,086 Ammunition products are sold through “Big Box” retailers, manufacturers, local ammunition stores, and shooting range operators. We also sell directly to customers online. In contrast, our ammunition casings products are sold to manufacturers. Marketplace fees are generated through our Gunbroker.com online auction marketplace. |
Advertising Costs | Advertising Costs We expense advertising costs as they are incurred in selling and marketing expenses of operating expenses. Marketplace advertising costs are expenses as they are incurred in cost of revenues. We incurred advertising expenses of $ 276,742 448,368 51,700 190,277 102,042 193,753 |
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. These provisions are based on our best estimates. At December 31, 2021, and March 31, 2021, we conducted a full analysis of inventory on hand and expensed all inventory not currently in use, or for which there was no future demand. |
Research and Development | Research and Development To date, we have expensed all costs associated with developing our product specifications, manufacturing procedures, and products through our cost of products sold, as this work was done by the same employees who produced the finished product. We anticipate that it may become necessary to reclassify research and development costs into our operating expenditures for reporting purposes as we begin to develop new technologies and lines of ammunition. AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
Property and Equipment | Property and Equipment We state property and equipment at cost, less accumulated depreciation. We capitalize major renewals and improvements, while we charge minor replacements, maintenance, and repairs to current operations. We compute depreciation by applying the straight-line method over estimated useful lives, which are generally five to ten years |
Compensated Absences | Compensated Absences We accrue a liability for compensated absences in accordance with Accounting Standards Codifications 710 – Compensation – General (“ASC 710”) . |
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 301,250 and 856,000 shares of common stock issued to employees, members of the Board of Directors, and members of our advisory committee for services during the three and nine months ended December 31, 2021, respectively. 137,916 465,081 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of December 31, 2021. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair value. These financial instruments include cash, accounts receivable, accounts payable, and amounts due to related parties. Fair values were assumed to approximate carrying values because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. |
Concentrations of Credit Risk | Concentrations of Credit Risk Accounts at banks are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 |
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 |
Excise Tax | Excise Tax As a result of regulations imposed by the Federal Government for sales of ammunition to non-government U.S. entities, we charge and collect an 11% 4.0 1.2 10.3 2.7 AMMO, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
Contingencies | Contingencies Certain conditions may exist as of the date the condensed 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 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 up of 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 received a Due Process letter on January 13, 2022 and responded as directed with supplemental analysis on February 1, 2022. 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 matter was resolved in a confidential manner on or about December 12, 2021. The Company retrieved the unlawfully removed assets, obtained a full release of all claims arising in the subject lawsuit and that might arise in the future relating to contingent consideration the former employee might have been entitled to in the future, subject to certain sales targets being achieved. The lawsuit was dismissed with prejudice, all parties bearing their own fees and costs. There were no other known contingencies at December 31, 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SCHEDULE OF CONCENTRATION OF RISKS | For the three and nine months ended December 31, 2021, the Company’s customers that comprised more than ten percent (10%) of total revenues and accounts receivable were as follows: SCHEDULE OF CONCENTRATION OF RISKS Revenues at December 31, 2021 Accounts Receivable PERCENTAGES Three Months Nine Months Ended December 31, March 31, Customers: A - 12.2 % - - B - - 11.2 % C - - 18.9 % D - - - 11.9 % E - - 23.3 % F - - 10.6 % - 12.2 % 30.1 % 45.8 % |
SCHEDULE OF DISAGGREGATED REVENUE FROM CUSTOMERS BY SEGMENT | SCHEDULE OF DISAGGREGATED REVENUE FROM CUSTOMERS BY SEGMENT For the Three Months Ended For the Nine Months Ended December 31, 2021 December 31, 2020 December 31, 2021 December 31, 2020 Ammunition Sales $ 44,069,473 $ 12,834,490 $ 112,629,655 $ 27,987,438 Marketplace fee revenue 17,596,769 - 46,646,051 - Ammunition Casings Sales 3,022,944 3,785,754 10,891,897 10,305,648 Total Sales $ 64,689,186 $ 16,620,244 $ 170,167,603 $ 38,293,086 |
INCOME_(LOSS) PER COMMON SHARE
INCOME/(LOSS) PER COMMON SHARE (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF INCOME/(LOSS) PER COMMON SHARE | SCHEDULE OF INCOME/(LOSS) PER COMMON SHARE For the Three Months Ended For the Nine Months Ended 2021 2020 2021 2020 Numerator: Net income/(loss) $ 9,067,867 $ (1,906,437 ) $ 32,720,039 $ (7,348,851 ) Less: Preferred stock dividends (782,582 ) - (1,902,966 ) - Net income/(loss) attributable to common stockholders $ 8,285,285 $ (1,906,437 ) $ 30,817,073 $ (7,348,851 ) Denominator: Weighted average shares of common stock - basic 114,757,014 47,790,105 111,289,024 47,023,094 Effect of dilutive common stock purchase warrants 1,835,395 - 1,934,172 - Effect of dilutive equity incentive awards 125,091 - 127,802 - Weighted average shares of common stock - Diluted 116,717,500 47,790,105 113,350,998 47,023,094 Basic earnings per share: Income/(loss) per share attributable to common stockholders - basic $ 0.07 $ (0.04 ) $ 0.28 $ (0.15 ) Diluted earnings per share: Income/(loss) per share attributable to common stockholders - diluted $ 0.07 $ (0.04 ) $ 0.27 $ (0.15 ) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF INVENTORIES | At December 31, 2021 and March 31, 2021, the inventory balances are composed of: SCHEDULE OF INVENTORIES December 31, 2021 March 31, 2021 Finished product $ 3,948,574 $ 899,266 Raw materials 26,307,975 12,440,548 Work in process 16,210,045 2,527,104 Inventory net $ 46,466,594 $ 15,866,918 |
EQUIPMENT (Tables)
EQUIPMENT (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF EQUIPMENT | Equipment consisted of the following at December 31, 2021 and March 31, 2021: SCHEDULE OF EQUIPMENT December 31, 2021 March 31, 2021 Construction in progress $ 9,282,292 $ 544,939 Leasehold Improvements 257,009 126,558 Furniture and Fixtures 331,490 87,790 Vehicles 153,254 142,691 Equipment 31,238,627 26,425,221 Tooling 143,710 121,790 Total property and equipment $ 41,406,382 $ 27,448,989 Less accumulated depreciation (9,038,251 ) (5,895,763 ) Net equipment $ 32,368,131 $ 21,553,226 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Leases | |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES | Future minimum lease payments under non-cancellable leases as of December 31, 2021 are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES Years Ended March 31, 2022 (1) $ 291,808 2023 1,018,689 2024 873,420 2025 675,078 2026 250,008 Thereafter 301,168 Total 3,410,171 Less: Amount Representing Interest (578,121 ) Operating lease liability, net $ 2,832,050 (1) This amount represents future lease payments for the remaining three months of fiscal year 2022. It does not include any lease payments for the nine months ended December 31, 2021. |
CAPITAL STOCK (Tables)
CAPITAL STOCK (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
SCHEDULE OF OUTSTANDING AND EXERCISABLE STOCK PURCHASE WARRANTS | At December 31, 2021, outstanding and exercisable stock purchase warrants consisted of the following: SCHEDULE OF OUTSTANDING AND EXERCISABLE STOCK PURCHASE WARRANTS Number of Shares Weighted Averaged Weighted Average Life Remaining Outstanding at March 31, 2021 3,607,945 $ 2.31 3.24 Granted 100,000 0.01 4.91 Exercised (774,190 ) 1.99 - Forfeited or cancelled - - - Outstanding at December 31, 2021 2,933,755 $ 2.32 2.53 Exercisable at December 31, 2021 2,933,755 $ 2.32 2.53 |
ACQUISITION (Tables)
ACQUISITION (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
SCHEDULE OF FAIR VALUE OF CONSIDERATION TRANSFERRED | The preliminary fair value of the consideration transferred was valued as of the date of the acquisition as follows: SCHEDULE OF FAIR VALUE OF CONSIDERATION TRANSFERRED Cash $ 48,649,954 Estimated working capital adjustment 1,870,886 Contingent consideration 10,755,000 Common stock 132,645,000 Assumed debt 50,000,000 Fair value of Patent $ 243,920,840 |
SCHEDULE OF ALLOCATION FOR CONSIDERATION | The preliminary allocation for the consideration recorded for the acquisition is as follows: SCHEDULE OF ALLOCATION FOR CONSIDERATION Accounts receivable, net $ 17,002,362 Prepaid expenses 478,963 Equipment 1,051,980 Deposits 703,389 Other Intangible assets (1) (1) 146,617,380 Goodwill (1) (1) 90,870,094 Right of use assets - operating leases 612,727 Accounts payable (12,514,919 ) Accrued expenses (196,780 ) Operating lease liability (704,356 ) Total Consideration $ 243,920,840 (1) Preliminary estimate of Other Intangible Assets and Goodwill. Other intangible assets consist of Tradenames, Customer Relationships, Intellectual Property, and other tangible assets related to the acquired business. |
SCHEDULE OF UNAUDITED PRO FORMA RESULTS OF OPERATIONS | SCHEDULE OF UNAUDITED PRO FORMA RESULTS OF OPERATIONS INCOME STATEMENT DATA For the Nine Months Ended December 31, 2021 Net revenues $ 178,213,024 Net income $ 37,266,527 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLE ASSETS | SCHEDULE OF INTANGIBLE ASSETS December 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 GDI Acquisition: Tradename 15 - - 76,532,389 Customer List 10 - - 65,252,802 Intellectual Property 10 - - 4,224,442 Other Intangible Assets 5 - - 607,747 250,000 7,074,005 151,763,617 Accumulated amortization – Licensing Agreements (245,833 ) - - Accumulated amortization – Patents - (1,424,443 ) - Accumulated amortization – Intangible Assets - - (12,110,901 ) $ 4,167 $ 5,649,562 $ 139,652,716 |
SCHEDULE OF ANNUAL AMORTIZATION OF INTANGIBLE ASSET | Annual amortization of intangible assets for the next five fiscal years are as follows: SCHEDULE OF ANNUAL AMORTIZATION OF INTANGIBLE ASSET Years Ended March 31, Estimates for 2022 (1) $ 3,479,832 2023 13,095,215 2024 13,074,489 2025 12,664,775 2026 12,674,904 Thereafter 90,317,230 Annual amortization of intangible assets $ 145,306,445 (1) This amount represents future amortization for the remaining three months of fiscal year 2022. It does not include any amortization for the nine months ended December 31, 2021. |
SEGMENTS (Tables)
SEGMENTS (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
SCHEDULE OF OPERATING SEGMENTS | SCHEDULE OF OPERATING SEGMENTS For the Three Months Ended December 31, 2021 Ammunition Marketplace Total Net Revenues $ 47,092,417 $ 17,596,769 $ 64,689,186 Cost of Revenues 39,904,811 2,261,509 42,166,320 General and administrative expense 5,935,949 2,251,175 8,187,124 Depreciation and amortization 420,077 3,305,844 3,725,921 Income from Operations $ 831,580 $ 9,778,241 $ 10,609,821 For the Nine Months Ended December 31, 2021 Ammunition Marketplace Total Net Revenues $ 123,521,552 $ 46,646,051 $ 170,167,603 Cost of Revenues 96,203,543 6,254,232 102,457,775 General and administrative expense 17,745,255 5,400,926 23,146,181 Depreciation and amortization 1,260,064 8,784,930 10,044,994 Income from Operations $ 8,312,690 $ 26,205,963 $ 34,518,653 |
SCHEDULE OF CONCENTRATION OF RI
SCHEDULE OF CONCENTRATION OF RISKS (Details) - Customer Concentration Risk [Member] | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2021 | Dec. 31, 2021 | Mar. 31, 2021 | |
Revenue Benchmark [Member] | Customer A [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 12.20% | ||
Revenue Benchmark [Member] | Customer B [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | |||
Revenue Benchmark [Member] | Customer C [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | |||
Revenue Benchmark [Member] | Customer D [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | |||
Revenue Benchmark [Member] | Customer E [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | |||
Revenue Benchmark [Member] | Customer F [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | |||
Revenue Benchmark [Member] | Customers [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 12.20% | ||
Accounts Receivable [Member] | Customer A [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | |||
Accounts Receivable [Member] | Customer B [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 11.20% | ||
Accounts Receivable [Member] | Customer C [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 18.90% | ||
Accounts Receivable [Member] | Customer D [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 11.90% | ||
Accounts Receivable [Member] | Customer E [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 23.30% | ||
Accounts Receivable [Member] | Customer F [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 10.60% | ||
Accounts Receivable [Member] | Customers [Member] | |||
Product Information [Line Items] | |||
Concentration percentage | 30.10% | 45.80% |
SCHEDULE OF DISAGGREGATED REVEN
SCHEDULE OF DISAGGREGATED REVENUE FROM CUSTOMERS BY SEGMENT (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Product Information [Line Items] | ||||
Total Sales | $ 64,689,186 | $ 16,620,244 | $ 170,167,603 | $ 38,293,086 |
Ammunition Sales [Member] | ||||
Product Information [Line Items] | ||||
Total Sales | 44,069,473 | 12,834,490 | 112,629,655 | 27,987,438 |
Marketplace Fee Revenue [Member] | ||||
Product Information [Line Items] | ||||
Total Sales | 17,596,769 | 46,646,051 | ||
Ammunition Casings Sales [Member] | ||||
Product Information [Line Items] | ||||
Total Sales | $ 3,022,944 | $ 3,785,754 | $ 10,891,897 | $ 10,305,648 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||||
Allowance for doubtful accounts | $ 1,240,271 | $ 1,240,271 | $ 148,540 | ||
Impairment expense | 0 | $ 0 | 0 | $ 0 | |
Advertising expenses | 276,742 | 51,700 | 448,368 | 190,277 | |
Selling expenses | $ 102,042 | $ 193,753 | |||
Property plant and equipment useful life description | five to ten years | ||||
Income tax examination, description | We measure recognized income tax positions at the largest amount that is greater than 50% likely of being realized | ||||
Excise tax percentage | 11.00% | 11.00% | |||
Excise tax amount | $ 4,000,000 | $ 1,200,000 | $ 10,300,000 | $ 2,700,000 | |
Maximum [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Federal deposit insurance corporation limit | $ 250,000 | $ 250,000 | |||
Employees, Members of Board of Directors and Advisory Committee [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Stock Issued During Period, Shares, Issued for Services | 301,250 | 137,916 | 856,000 | 465,081 | |
Patents [Member] | Exclusive License Agreement [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Share price | $ 0.01 | $ 0.01 | |||
Royalty expenses | $ 18,558 | $ 70,793 | $ 18,558 | $ 70,793 |
SCHEDULE OF INCOME_(LOSS) PER C
SCHEDULE OF INCOME/(LOSS) PER COMMON SHARE (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||||
Net income/(loss) | $ 9,067,867 | $ (1,906,437) | $ 32,720,039 | $ (7,348,851) |
Less: Preferred stock dividends | (782,582) | (1,902,966) | ||
Net income/(loss) attributable to common stockholders | $ 8,285,285 | $ (1,906,437) | $ 30,817,073 | $ (7,348,851) |
Weighted average shares of common stock - basic | 114,757,014 | 47,790,105 | 111,289,024 | 47,023,094 |
Effect of dilutive common stock purchase warrants | 1,835,395 | 1,934,172 | ||
Effect of dilutive equity incentive awards | 125,091 | 127,802 | ||
Weighted average shares of common stock - Diluted | 116,717,500 | 47,790,105 | 113,350,998 | 47,023,094 |
Income/(loss) per share attributable to common stockholders - basic | $ 0.07 | $ (0.04) | $ 0.28 | $ (0.15) |
Income/(loss) per share attributable to common stockholders - diluted | $ 0.07 | $ (0.04) | $ 0.27 | $ (0.15) |
INCOME_(LOSS) PER COMMON SHAR_2
INCOME/(LOSS) PER COMMON SHARE (Details Narrative) - shares | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Warrant, shares | 116,717,500 | 47,790,105 | 113,350,998 | 47,023,094 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,933,755 | |||
Warrant, shares | 8,910,205 | 8,629,432 | ||
Warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Warrant, shares | 150,000 |
SCHEDULE OF INVENTORIES (Detail
SCHEDULE OF INVENTORIES (Details) - USD ($) | Dec. 31, 2021 | Mar. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Finished product | $ 3,948,574 | $ 899,266 |
Raw materials | 26,307,975 | 12,440,548 |
Work in process | 16,210,045 | 2,527,104 |
Inventory net | $ 46,466,594 | $ 15,866,918 |
SCHEDULE OF EQUIPMENT (Details)
SCHEDULE OF EQUIPMENT (Details) - USD ($) | Dec. 31, 2021 | Mar. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 41,406,382 | $ 27,448,989 |
Less accumulated depreciation | (9,038,251) | (5,895,763) |
Net equipment | 32,368,131 | 21,553,226 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 9,282,292 | 544,939 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 257,009 | 126,558 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 331,490 | 87,790 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 153,254 | 142,691 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 31,238,627 | 26,425,221 |
Tools, Dies and Molds [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 143,710 | $ 121,790 |
EQUIPMENT (Details Narrative)
EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Property plant and equipment useful life description | five to ten years | |||
Depreciation | $ 1,087,550 | $ 731,183 | $ 3,184,976 | $ 2,110,125 |
FACTORING LIABILITY (Details Na
FACTORING LIABILITY (Details Narrative) - USD ($) | Jun. 17, 2020 | Jul. 01, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Line of credit facility maximum borrowing capacity | $ 35,000 | |||||
Factoring liability | $ 4,097,867 | $ 4,097,867 | ||||
Interest expenses on factoring liability | 103,876 | $ 86,006 | 216,242 | $ 313,747 | ||
Amortization of commitment fee | $ 37,500 | $ 37,500 | $ 75,000 | $ 50,000 | ||
Debt instrument maturity date description | this agreement was amended which extended the maturity date to June 17, 2022. | |||||
Factoring And Security Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Line of credit facility maximum borrowing capacity | $ 5,000,000 | |||||
Line of credit facility interest rate during period | 85.00% | |||||
Line of credit facility commitment fee percentage | 3.00% | |||||
Line of credit facility commitment fee amount | $ 150,000 | |||||
Factoring And Security Agreement [Member] | Prime Rate [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Line of credit facility interest rate during period | 4.50% |
INVENTORY CREDIT FACILITY (Deta
INVENTORY CREDIT FACILITY (Details Narrative) - USD ($) | Jun. 17, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 31, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 35,000 | |||
Inventory Credit Facility [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Inventory credit facility | $ 194,810 | |||
Interest expense on factoring liability | 24,256 | $ 118,202 | ||
Amortization of annual fee | $ 8,561 | $ 24,962 | ||
Revolving Inventory Loan and Security Agreement [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,750,000 | $ 2,250,000 | ||
Line of Credit Facility, Interest Rate Description | an annualized interest rate of the greater of the three-month LIBOR rate plus 3.09% or 8% | |||
Line of credit facility commitment fee percentage | 2.00% |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES (Details) | Dec. 31, 2021USD ($) | |
Leases | ||
2022 | $ 291,808 | [1] |
2023 | 1,018,689 | |
2024 | 873,420 | |
2025 | 675,078 | |
2026 | 250,008 | |
Thereafter | 301,168 | |
Total | 3,410,171 | |
Less: Amount Representing Interest | (578,121) | |
Operating lease liability, net | $ 2,832,050 | |
[1] | This amount represents future lease payments for the remaining three months of fiscal year 2022. It does not include any lease payments for the nine months ended December 31, 2021. |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | Jun. 26, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | |||||||
Lease renewal term description | five years | ||||||
Payments for rent | $ 34,071 | ||||||
Lease agreement date | 2025-03 | ||||||
Changes in operating lease liability | $ 737,680 | $ 501,125 | |||||
Changes in right of use assets | $ 737,680 | $ 501,125 | |||||
[custom:LeaseExpense] | $ 309,766 | $ 217,140 | $ 896,594 | $ 609,250 | |||
Operating Lease, Expense | 307,278 | 179,487 | 882,028 | 534,781 | |||
[custom:OtherLeaseOperatingExpenses] | $ 2,488 | $ 37,653 | $ 14,566 | $ 74,468 | |||
Weighted average remaining lease term | 3 years 8 months 12 days | 3 years 8 months 12 days | |||||
Weighted average discount rate for operating leases | 10.00% | 10.00% |
NOTES PAYABLE _ RELATED PARTY (
NOTES PAYABLE – RELATED PARTY (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended |
Dec. 31, 2021 | Dec. 31, 2021 | |
Notes Payable Related Party | ||
Repayment of related party debt | $ 158,131 | $ 463,192 |
Debt instrument maturity date | Jun. 26, 2023 | |
Interest expense related party | $ 31,438 | $ 94,210 |
SCHEDULE OF OUTSTANDING AND EXE
SCHEDULE OF OUTSTANDING AND EXERCISABLE STOCK PURCHASE WARRANTS (Details) - Warrant [Member] | 9 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Number of Shares, Outstanding Beginning | shares | 3,607,945 |
Weighted Average Exercise Price, Outstanding Beginning | $ / shares | $ 2.31 |
Weighted Average Life Remaining (Years), Outstanding Beginning | 3 years 2 months 26 days |
Number of Shares, Granted | shares | 100,000 |
Weighted Average Exercise Price, Granted | $ / shares | $ 0.01 |
Weighted Average Life Remaining (Years), Outstanding Granted | 4 years 10 months 28 days |
Number of Shares, Exercised | shares | (774,190) |
Weighted Average Exercise Price, Exercised | $ / shares | $ 1.99 |
Number of Shares, Forfeited or Cancelled | shares | |
Weighted Average Exercise Price, Forfeited or Cancelled | $ / shares | |
Number of Shares, Outstanding Ending | shares | 2,933,755 |
Weighted Average Exercise Price, Outstanding Ending | $ / shares | $ 2.32 |
Weighted Average Life Remaining (Years), Outstanding Ending | 2 years 6 months 10 days |
Number of Shares, Exercisable | shares | 2,933,755 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 2.32 |
Weighted Average Life Remaining (Years), Exercisable | 2 years 6 months 10 days |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of shares issued, value | $ 20,730,748 | $ 23,612,619 | |
Shares Issued for Services [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period shares issued for services | 772,450 | ||
Stock issued during period value issued for services | $ 1,631,701 | ||
Warrant [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Shares issued cashless exercise of warrants | 276,907 | ||
Exercise of warrants | 343,110 | ||
Warrants outstanding | 2,933,755 | ||
Warrant Two [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
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 100,000 shares of Common Stock at an exercise price of $0.01 per share until December 2026, (2) warrants to purchase 911 shares of Common Stock at an exercise price of $1.65 per share until April 2025; (3) warrants to purchase 1,821,567 shares of our Common Stock at an exercise price of $2.00 per share consisting of 32% of the warrants until August 2024, and 68% until February 2026; (4) warrants to purchase 474,966 shares of Common Stock at an exercise price of $2.40 until September 2024; (5) warrants to purchase 386,311 shares of Common Stock at an exercise price of $2.63 until November 2025, and (6) warrants to purchase 150,000 shares of Common Stock at an exercise price of $6.72 until February 2024 | ||
Warrant Two [Member] | Until April 2025 [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants issued to purchase common stock | 911 | ||
Warrants exercise price | $ 1.65 | ||
Warrant One [Member] | Until December Two Thousand Twenty Six [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants issued to purchase common stock | 100,000 | ||
Warrants exercise price | $ 0.01 | ||
Warrant Three [Member] | Until August Two Thousand Twenty Four [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants issued to purchase common stock | 1,821,567 | ||
Warrants exercise price | $ 2 | ||
Warrant Four [Member] | Until September 2024 [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants issued to purchase common stock | 474,966 | ||
Warrants exercise price | $ 2.40 | ||
Warrant Five [Member] | Until November 2025 [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants issued to purchase common stock | 386,311 | ||
Warrants exercise price | $ 2.63 | ||
Warrant Six [Member] | Until February 2024, [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants issued to purchase common stock | 150,000 | ||
Warrants exercise price | $ 6.72 | ||
Gemini direct investments LLC [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of shares issued | 20,000,000 | ||
Number of shares issued, value | $ 142,691,282 | ||
Investors [Member] | Warrant [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period shares warrants exercised | 431,080 | ||
Stock issued during period value warrants exercised | $ 943,907 | ||
Employees, Board of Directors, Advisory Committee [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock issued during period shares employee benefit plan | 856,000 | ||
Stock issued during period value employee benefit plan | $ 2,898,250 | ||
New Issuance of Shares [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of shares issued | 22,336,437 |
PREFERRED STOCK (Details Narrat
PREFERRED STOCK (Details Narrative) - USD ($) | Dec. 15, 2021 | Sep. 15, 2021 | May 25, 2021 | May 19, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Nov. 30, 2021 | Aug. 31, 2021 |
Class of Stock [Line Items] | |||||||||
Peferred stock dividend percentage | 8.75% | ||||||||
Proceeds from preferred stock | $ 35,000,000 | ||||||||
Dividends, Preferred Stock | $ 144,561 | 144,561 | |||||||
Payments of Ordinary Dividends, Preferred Stock and Preference Stock | $ 1,420,660 | $ 337,745 | $ 1,758,405 | ||||||
Over-Allotment Option [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Proceeds from option | $ 4,114,500 | ||||||||
Series A Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Share price | $ 25 | $ 25 | $ 1.01475694444444 | $ 0.241246528 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 25 | $ 25 | |||||||
Peferred stock dividend percentage | 8.75% | ||||||||
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears | $ 2.1875 | ||||||||
Sale of stock, shares | 138,220 | 1,097,200 | |||||||
Proceeds from preferred stock | $ 3,455,500 | $ 27,430,000 | |||||||
Series A Preferred Stock [Member] | Underwriting Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for cash , shares | 164,580 | ||||||||
Series A Preferred Stock [Member] | Underwriting Agreement [Member] | Over-Allotment Option [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Option to purchase | 164,580 | ||||||||
8.5% Series A Cumulative Redeemable Perpetual Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Share price | $ 25 | ||||||||
Common stock issued for cash , shares | 1,097,200 | ||||||||
Eight Series A Preferred Stock [Member] | Underwriting Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Share price | $ 25 | ||||||||
Common stock issued for cash , shares | 138,220 |
SCHEDULE OF FAIR VALUE OF CONSI
SCHEDULE OF FAIR VALUE OF CONSIDERATION TRANSFERRED (Details) - USD ($) | Dec. 31, 2021 | Apr. 30, 2021 |
Business Combination and Asset Acquisition [Abstract] | ||
Cash | $ 48,649,954 | |
Estimated working capital adjustment | 1,870,886 | |
Contingent consideration | 10,755,000 | $ 10,755,000 |
Common stock | 132,645,000 | |
Assumed debt | 50,000,000 | |
Fair value of Patent | $ 243,920,840 |
SCHEDULE OF ALLOCATION FOR CONS
SCHEDULE OF ALLOCATION FOR CONSIDERATION (Details) - USD ($) | Dec. 31, 2021 | Mar. 31, 2021 | ||
Business Combination and Asset Acquisition [Abstract] | ||||
Accounts receivable, net | $ 17,002,362 | |||
Prepaid expenses | 478,963 | |||
Equipment | 1,051,980 | |||
Deposits | 703,389 | |||
Other Intangible assets(1) | [1] | 146,617,380 | ||
Goodwill(1) | 90,870,094 | [1] | ||
Right of use assets - operating leases | 612,727 | |||
Accounts payable | (12,514,919) | |||
Accrued expenses | (196,780) | |||
Operating lease liability | (704,356) | |||
Total Consideration | $ 243,920,840 | |||
[1] | Preliminary estimate of Other Intangible Assets and Goodwill. Other intangible assets consist of Tradenames, Customer Relationships, Intellectual Property, and other tangible assets related to the acquired business. |
SCHEDULE OF UNAUDITED PRO FORMA
SCHEDULE OF UNAUDITED PRO FORMA RESULTS OF OPERATIONS (Details) | 9 Months Ended |
Dec. 31, 2021USD ($) | |
Business Combination and Asset Acquisition [Abstract] | |
Net revenues | $ 178,213,024 |
Net income | $ 37,266,527 |
ACQUISITION (Details Narrative)
ACQUISITION (Details Narrative) - USD ($) | Apr. 30, 2021 | Apr. 02, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | Mar. 31, 2021 |
Business Acquisition [Line Items] | |||||
Business acquisition, amount | $ 1,350,046 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 50,000,000 | ||||
Business Combination, Contingent Consideration, Liability | 2,000,000 | ||||
Business Combination, Contingent Consideration, Liability, Noncurrent | 50,000,000 | $ 227,139 | $ 227,139 | $ 589,892 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Contingent Liability | $ 10,755,000 | 10,755,000 | 10,755,000 | ||
Shares Issued Prior Stockholder | 1,500,000 | ||||
Business Combination Additional Securities Of Common Stock | 18,500,000 | ||||
Payments to Acquire Businesses, Gross | $ 129,114 | ||||
Working capital adjustments | $ 2,000,000 | ||||
Asset Acquisition, Consideration Transferred, Transaction Cost | $ 1,300,000 | $ 1,300,000 | |||
[custom:BusinessAcquisitionsProFormaInterestAndDebtExpense] | $ 1,800,000 | ||||
[custom:BusinessAcquisitionsProFormaDepreciationAndAmortization] | $ 900,000 | ||||
Gemini direct investments LLC [Member] | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, share price | $ 7.17 | ||||
Business Acquisition Meger Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | $ 1,870,886 | ||||
Merger Agreement [Member] | Gemini direct investments LLC [Member] | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, amount | $ 50,000,000 | ||||
Business acquisition, shares | 20,000,000 | ||||
Business acquisition, share price | $ 0.001 | ||||
Without Being Held in Escrow or Requiring Prior Stockholder Approval [Member] | |||||
Business Acquisition [Line Items] | |||||
Common stock issued for cash , shares | 14,500,000 | ||||
Pledge and escrow agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Common stock issued for cash , shares | 4,000,000 | ||||
Will not be issued prior to the stockholder approval [Member] | |||||
Business Acquisition [Line Items] | |||||
Common stock issued for cash , shares | 1,500,000 |
SCHEDULE OF INTANGIBLE ASSETS (
SCHEDULE OF INTANGIBLE ASSETS (Details) | 9 Months Ended |
Dec. 31, 2021USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, net | $ 145,306,445 |
Licensing Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, Gross | 250,000 |
Accumulated amortization | (245,833) |
Intangible assets, net | $ 4,167 |
Streak Visual Ammunition Patent [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 11 years 2 months 12 days |
Intangible assets, Gross | $ 950,000 |
SWK Patent Acquisition [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 15 years |
Intangible assets, Gross | $ 6,124,005 |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 3 years |
Intangible assets, Gross | $ 1,450,613 |
Intellectual Property [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 3 years |
Intangible assets, Gross | $ 1,543,548 |
Intellectual Property [Member] | GDI Acquisition [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 10 years |
Intangible assets, Gross | $ 4,224,442 |
Tradename [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 5 years |
Intangible assets, Gross | $ 2,152,076 |
Tradename [Member] | GDI Acquisition [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 15 years |
Intangible assets, Gross | $ 76,532,389 |
Customer Lists [Member] | GDI Acquisition [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 10 years |
Intangible assets, Gross | $ 65,252,802 |
Other Intangible Assets [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, Gross | 151,763,617 |
Accumulated amortization | (12,110,901) |
Intangible assets, net | $ 139,652,716 |
Other Intangible Assets [Member] | GDI Acquisition [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 5 years |
Intangible assets, Gross | $ 607,747 |
Patents [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, Gross | 7,074,005 |
Accumulated amortization | (1,424,443) |
Intangible assets, net | $ 5,649,562 |
Jesse James [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 5 years |
Jesse James [Member] | Licensing Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, Gross | $ 125,000 |
Jeff Rann [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Licensing agreement, life | 5 years |
Jeff Rann [Member] | Licensing Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, Gross | $ 125,000 |
SCHEDULE OF ANNUAL AMORTIZATION
SCHEDULE OF ANNUAL AMORTIZATION OF INTANGIBLE ASSET (Details) | Dec. 31, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 (1) | $ 3,479,832 | [1] |
2023 | 13,095,215 | |
2024 | 13,074,489 | |
2025 | 12,664,775 | |
2026 | 12,674,904 | |
Thereafter | 90,317,230 | |
Annual amortization of intangible assets | $ 145,306,445 | |
[1] | This amount represents future amortization for the remaining three months of fiscal year 2022. It does not include any amortization for the nine months ended December 31, 2021. |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||
Goodwill | $ 90,870,094 | [1] | $ 90,870,094 | [1] | |||
Amortization | $ 3,535,805 | $ 492,947 | $ 9,593,127 | $ 1,478,841 | |||
[1] | Preliminary estimate of Other Intangible Assets and Goodwill. Other intangible assets consist of Tradenames, Customer Relationships, Intellectual Property, and other tangible assets related to the acquired business. |
SCHEDULE OF OPERATING SEGMENTS
SCHEDULE OF OPERATING SEGMENTS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue from External Customer [Line Items] | ||||
Net Revenues | $ 64,689,186 | $ 16,620,244 | $ 170,167,603 | $ 38,293,086 |
Cost of Revenues | 42,166,320 | 102,457,775 | ||
General and administrative expense | 8,187,124 | 23,146,181 | ||
Depreciation and amortization | 3,725,921 | 416,625 | 10,044,994 | 1,242,809 |
Income/(Loss) from Operations | 10,609,821 | $ (428,807) | 34,518,653 | $ (4,918,936) |
Ammunition [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net Revenues | 47,092,417 | 123,521,552 | ||
Cost of Revenues | 39,904,811 | 96,203,543 | ||
General and administrative expense | 5,935,949 | 17,745,255 | ||
Depreciation and amortization | 420,077 | 1,260,064 | ||
Income/(Loss) from Operations | 831,580 | 8,312,690 | ||
Marketplace [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net Revenues | 17,596,769 | 46,646,051 | ||
Cost of Revenues | 2,261,509 | 6,254,232 | ||
General and administrative expense | 2,251,175 | 5,400,926 | ||
Depreciation and amortization | 3,305,844 | 8,784,930 | ||
Income/(Loss) from Operations | $ 9,778,241 | $ 26,205,963 |
SEGMENTS (Details Narrative)
SEGMENTS (Details Narrative) | 3 Months Ended | 9 Months Ended |
Dec. 31, 2021 | Dec. 31, 2021 | |
Ammunition Sales [Member] | ||
Revenue from External Customer [Line Items] | ||
Percentage of operating income | 0.73 | 0.73 |
Marketplace Revenue [Member] | ||
Revenue from External Customer [Line Items] | ||
Percentage of operating income | 0.92 | 0.76 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 3 Months Ended | 9 Months Ended |
Dec. 31, 2021 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate Reconciliation, Percent | 13.00% | 4.00% |
Effective Income Tax Rate Reconciliation, Tax Credit, Percent | 0.00% | 0.00% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - Common Stock [Member] - USD ($) | Feb. 07, 2022 | Feb. 14, 2022 |
Subsequent Event [Line Items] | ||
Stock issued to employee as compensation | 90,000 | |
Stock issued to employee as compensation, value | $ 315,000 | |
Shares issued price per share | $ 3.50 | |
Maximum [Member] | Share Repurchase Program [Member] | ||
Subsequent Event [Line Items] | ||
Shares repurchased | $ 30,000,000 |