Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 12, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | AYRO, Inc. | |
Entity Central Index Key | 0001086745 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 35,228,048 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash | $ 91,491,161 | $ 36,537,097 |
Accounts receivable, net | 1,053,688 | 765,850 |
Inventory, net | 836,322 | 1,173,254 |
Prepaid expenses and other current assets | 1,788,605 | 1,608,762 |
Total current assets | 95,169,776 | 40,084,963 |
Property and equipment, net | 671,295 | 611,312 |
Intangible assets, net | 130,844 | 143,845 |
Operating lease - right-of-use asset | 1,180,025 | 1,098,819 |
Deposits and other assets | 41,289 | 22,491 |
Total assets | 97,193,229 | 41,961,430 |
Current liabilities: | ||
Accounts payable | 941,597 | 767,205 |
Accrued expenses | 1,048,293 | 665,068 |
Contract liability | 24,000 | |
Current portion long-term debt, net | 7,706 | 7,548 |
Current portion lease obligation - operating lease | 215,555 | 123,139 |
Total current liabilities | 2,213,151 | 1,586,960 |
Long-term debt, net | 12,073 | 14,060 |
Lease obligation - operating lease, net of current portion | 991,545 | 1,002,794 |
Total liabilities | 3,216,769 | 2,603,814 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred Stock Value | ||
Common Stock, ($0.0001 par value; authorized - 100,000,000 shares; issued and outstanding - 35,213,048 and 27,088,584 shares, respectively) | 3,521 | 2,709 |
Additional paid-in capital | 124,761,589 | 64,509,724 |
Accumulated deficit | (30,788,650) | (25,154,817) |
Total stockholders' equity | 93,976,460 | 39,357,616 |
Total liabilities and stockholders' equity | 97,193,229 | 41,961,430 |
Convertible Preferred Stock Series H [Member] | ||
Stockholders' equity: | ||
Preferred Stock Value | ||
Convertible Preferred Stock Series H-3 [Member] | ||
Stockholders' equity: | ||
Preferred Stock Value | ||
Convertible Preferred Stock Series H-6 [Member] | ||
Stockholders' equity: | ||
Preferred Stock Value |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 35,213,048 | 27,088,584 |
Common stock, shares outstanding | 35,213,048 | 27,088,584 |
Convertible Preferred Stock Series H [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 8,500 | 8,500 |
Preferred stock, shares issued | 8 | 8 |
Preferred stock, shares outstanding | 8 | 8 |
Convertible Preferred Stock Series H-3 [Member] | ||
Preferred stock, par value | $ .0001 | $ .0001 |
Preferred stock, shares authorized | 8,461 | 8,461 |
Preferred stock, shares issued | 1,234 | 1,234 |
Preferred stock, shares outstanding | 1,234 | 1,234 |
Convertible Preferred Stock Series H-6 [Member] | ||
Preferred stock, par value | $ .0001 | $ .0001 |
Preferred stock, shares authorized | 50,000 | 50,000 |
Preferred stock, shares issued | 50 | 50 |
Preferred stock, shares outstanding | 50 | 50 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 788,869 | $ 146,816 |
Cost of goods sold | 644,503 | 113,155 |
Gross profit | 144,366 | 33,661 |
Operating expenses: | ||
Research and development | 1,927,561 | 154,699 |
Sales and marketing | 558,404 | 319,454 |
General and administrative | 3,301,309 | 1,249,052 |
Total operating expenses | 5,787,274 | 1,723,205 |
Loss from operations | (5,642,908) | (1,689,544) |
Other income (expense): | ||
Other income, net | 9,926 | 16 |
Interest expense | (851) | (105,625) |
Other income (expense), net | 9,075 | (105,609) |
Net loss | $ (5,633,833) | $ (1,795,153) |
Net loss per share, basic and diluted | $ (0.18) | $ (0.45) |
Basic and diluted weighted average Common Stock outstanding | 32,007,002 | 3,948,078 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes In Stockholders' Equity (Unaudited) - USD ($) | Series H Preferred Stock [Member] | Series H-3 Preferred Stock [Member] | Series H-6 Preferred Stock [Member] | Series Seed Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated (Deficit) [Member] | Total |
Balance at Dec. 31, 2019 | $ 9,025,245 | $ 395 | $ 5,001,947 | $ (13,958,644) | $ 68,943 | |||
Balance, shares at Dec. 31, 2019 | 7,360,985 | 3,948,078 | ||||||
Stock based compensation | 156,459 | 156,459 | ||||||
Net Loss | (1,795,153) | (1,795,153) | ||||||
Balance at Mar. 31, 2020 | $ 9,025,245 | $ 395 | 5,158,406 | (15,753,797) | (1,569,751) | |||
Balance, shares at Mar. 31, 2020 | 7,360,985 | 3,948,078 | ||||||
Balance at Dec. 31, 2019 | $ 9,025,245 | $ 395 | 5,001,947 | (13,958,644) | 68,943 | |||
Balance, shares at Dec. 31, 2019 | 7,360,985 | 3,948,078 | ||||||
Balance at Dec. 31, 2020 | $ 2,709 | 64,509,724 | (25,154,817) | 39,357,616 | ||||
Balance, shares at Dec. 31, 2020 | 8 | 1,234 | 50 | 27,088,584 | ||||
Stock based compensation | 1,699,423 | 1,699,423 | ||||||
Sale of common stock, net of fees | $ 804 | 58,269,025 | 58,269,829 | |||||
Sale of common stock, net of fees, shares | 8,035,835 | |||||||
Exercise of warrants | $ 1 | 99,999 | 100,000 | |||||
Exercise of warrants, shares | 13,642 | |||||||
Exercise of stock options | $ 7 | 183,418 | $ 183,425 | |||||
Exercise of stock options, shares | 74,987 | 74,987 | ||||||
Net Loss | (5,633,833) | $ (5,633,833) | ||||||
Balance at Mar. 31, 2021 | $ 3,521 | $ 124,761,589 | $ (30,788,650) | $ 93,976,460 | ||||
Balance, shares at Mar. 31, 2021 | 8 | 1,234 | 50 | 35,213,048 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (5,633,833) | $ (1,795,153) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 124,198 | 114,275 | |
Stock-based compensation | 1,699,423 | 156,458 | |
Amortization of debt discount | 63,744 | ||
Amortization of right-of-use asset | 39,234 | 19,717 | |
Provision for bad debt expense | 29,032 | 2,694 | |
Change in operating assets and liabilities: | |||
Accounts receivable | (316,870) | (98,228) | |
Inventory | 313,046 | 50,328 | |
Prepaid expenses and other current assets | (179,843) | (114,157) | |
Deposits | (18,798) | ||
Accounts payable | 174,392 | 122,024 | |
Accrued expenses | 383,225 | 427,875 | |
Contract liability | (24,000) | 71,404 | |
Lease obligations - operating leases | (39,273) | (4,096) | |
Net cash used in operating activities | (3,450,067) | (983,115) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment | (131,111) | (87,547) | |
Purchase of intangible assets | (16,183) | (538) | |
Net cash used in investing activities | (147,294) | (88,085) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance debt | 500,000 | ||
Repayments of debt | (1,829) | (1,682) | |
Proceeds from exercise of warrants | 100,000 | ||
Proceeds from exercise of stock options | 183,425 | ||
Proceeds from issuance of Common Stock, net of fees and expenses | 58,269,829 | ||
Net cash provided by financing activities | 58,551,425 | 498,318 | |
Net change in cash | 54,954,064 | (572,882) | |
Cash, beginning of period | 36,537,097 | 641,822 | $ 641,822 |
Cash, end of period | 91,491,161 | 68,940 | $ 36,537,097 |
Supplemental disclosure of cash and non-cash transactions: | |||
Cash paid for interest | 851 | 28,436 | |
Supplemental non-cash amounts of lease liabilities arising from obtaining right of use assets | $ 120,440 | $ 1,210,680 |
Organization and Nature Of Oper
Organization and Nature Of Operations | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature Of Operations | NOTE 1. ORGANIZATION AND NATURE OF OPERATIONS AYRO, Inc. (“AYRO” or the “Company”), a Delaware corporation formerly known as DropCar, Inc. (“DropCar”), a corporation headquartered outside Austin, Texas, is the merger successor discussed below of AYRO Operating Company, Inc., which was formed under the laws of the State of Texas on May 17, 2016 as Austin PRT Vehicle, Inc. and subsequently changed its name to Austin EV, Inc. under an Amended and Restated Articles of Formation filed with the State of Texas on March 9, 2017. On July 24, 2019, the Company changed its name to AYRO, Inc. and converted its corporate domicile to Delaware. The Company was founded on the basis of promoting resource sustainability. The Company, and its wholly-owned subsidiaries, are principally engaged in manufacturing and sales of environmentally-conscious, minimal-footprint electric vehicles (“EV’s”). The all-electric vehicles are typically sold both directly and to dealers in the United States. Merger On May 28, 2020, pursuant to the previously announced Agreement and Plan of Merger, dated December 19, 2019 (the “Merger Agreement”), by and among AYRO, Inc., a Delaware corporation previously known as DropCar, Inc., ABC Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“Merger Sub”), and AYRO Operating Company (“AYRO Operating”), a Delaware corporation previously known as AYRO, Inc., Merger Sub was merged with and into AYRO Operating, with AYRO Operating continuing after the merger as the surviving entity and a wholly owned subsidiary of the Company (the “Merger”). At the effective time of the Merger, without any action on the part of any stockholder, each issued and outstanding share of AYRO Operating’s common stock, par value $0.001 per share (“AYRO Operating Common Stock”), including shares underlying AYRO Operating’s outstanding equity awards and warrants, was converted into the right to receive 1.3634 pre-split and pre-stock dividend shares (the “Exchange Ratio”) of the Company’s common stock, par value $0.0001 per share (“Company Common Stock”). Immediately following the effective time of the Merger, the Company effected a 1-for-10 reverse stock split of the issued and outstanding Company Common Stock (the “Reverse Stock Split”), and immediately following the Reverse Stock Split, the Company issued a stock dividend of one share of Company Common Stock for each outstanding share of Common Stock to all holders of record immediately following the effective time of the Reverse Stock Split (the “Stock Dividend”). The net result of the Reverse Stock Split and the Stock Dividend was a 1-for-5 reverse stock split. As part of the Merger, the Company received cash of $3.06 million in consideration for 2,337,663 shares of common stock. Upon completion of the Merger and the transactions contemplated in the Merger Agreement and assuming the exercise in full of all pre-funded warrants issued pursuant thereto, (i) the former AYRO Operating equity holders (including the investors in a bridge financing and private placements that closed prior to closing of the Merger) owned approximately 79% of the outstanding equity of the Company; (ii) former DropCar stockholders owned approximately 18% of the outstanding equity of the Company; and (iii) a financial advisor to DropCar and AYRO owned approximately 3% of the outstanding equity of the Company. The Merger was treated as a reverse recapitalization effected by a share exchange for financial accounting and reporting purposes because substantially all of DropCar, Inc.’s operations were disposed of as part of the consummation of the Merger and therefore no goodwill or other intangible assets were recorded by the Company as a result of the Merger. AYRO Operating was treated as the accounting acquirer as its stockholders controlled the Company after the Merger, even though DropCar, Inc. was the legal acquirer. As a result, the assets and liabilities and the historical operations that are reflected in our consolidated financial statements are those of AYRO Operating as if AYRO Operating had always been the reporting company. On December 19, 2019, DropCar entered into an asset purchase agreement (the “Asset Purchase Agreement”) with DC Partners Acquisition, LLC (“DC Partners”), Spencer Richardson and David Newman, pursuant to which DropCar agreed to sell substantially all of the assets associated with its business of providing vehicle support, fleet logistics and concierge services for both consumers and the automotive industry to an entity controlled by Messrs. Richardson and Newman, the Company’s Chief Executive Officer and Chief Business Development Officer at the time, respectively. The aggregate purchase price for the purchased assets consisted of the cancellation of certain liabilities pursuant to those certain employment agreements by and between DropCar and each of Messrs. Richardson and Newman, plus the assumption of certain liabilities relating to, or arising out of, workers’ compensation claims that occurred prior to the closing date of the Asset Purchase Agreement. On May 28, 2020, the parties to the Asset Purchase Agreement entered into Amendment No. 1 to the Asset Purchase Agreement (the “Asset Purchase Agreement Amendment”), which Asset Purchase Agreement Amendment (i) provides for the inclusion of up to $30,000 in refunds associated with certain insurance premiums as assets being purchased by DC Partners, (ii) amends the covenant associated with the funding of the DropCar business, such that DropCar provided the DropCar business with additional funding of $175,000 at the closing of the transactions contemplated by the Asset Purchase Agreement and (iii) provides for a current employee of the Company being transferred to DC Partners to provide transition services to the Company for a period of three months after the closing of the transactions contemplated by the Asset Purchase Agreement. The Asset Purchase Agreement closed on May 28, 2020, immediately following the consummation of the Merger. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Liquidity and Other Uncertainties The unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”), which contemplates continuation of the Company as a going concern. The Company is subject to a number of risks similar to those of earlier stage commercial companies, including dependence on key individuals and products, the difficulties inherent in the development of a commercial market, the potential need to obtain additional capital, competition from larger companies, other technology companies and other technologies. The Company has a limited operating history and the sales and income potential of its business and market are unproven. At March 31, 2021, the Company had cash balances totaling $91,491,161. The Company incurred net losses of $5,633,833 and $1,795,153 and negative cash flows from operations of $3,450,067 and $983,115 for the three months ended March 31, 2021 and 2020, respectively. In addition, overall working capital increased by $54,458,622 during the three months ended March 31, 2021. Management believes that the existing cash at March 31, 2021 will be sufficient to fund operations for at least the next twelve months following the issuance of these unaudited condensed consolidated financial statements. Since early 2020, when the World Health Organization established the transmissible and pathogenic coronavirus a global pandemic, there have been business slowdowns and decreased demand for AYRO products. The outbreak of such a communicable disease has resulted in a widespread health crisis which has adversely affected general commercial activity and the economies and financial markets of many countries, including the United States. As the outbreak of the disease has continued through 2020 and into 2021, the measures taken by the governments of countries affected has adversely affected the Company’s business, financial condition, and results of operations. The pandemic had an adverse impact on AYRO’s sales and the demand for AYRO products in 2020 and in the first quarter of 2021, resulting in sales that were less than expected in the first quarter of 2021. AYRO expects the pandemic to continue to have an adverse impact on sales and demand for products throughout 2021. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and in conformity with the instructions on Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, AYRO Operating and DropCar Operating Company, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, which are, in the opinion of management, necessary for a fair presentation of such statements. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2020, which are included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 31, 2021, as amended on April 30, 2021. Use of Estimates The preparation of the accompanying unaudited condensed consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the accompanying unaudited condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. The Company’s most significant estimates include allowance for doubtful accounts, valuation of inventory reserve, valuation of deferred tax asset allowance, and the measurement of stock-based compensation expenses. Actual results could differ from these estimates. Reclassification Certain reclassifications have been made to the prior period financial statements to conform to the current period financial statement presentation. These reclassifications had no effect on net earnings or cash flows as previously reported. Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers To achieve this core principle, five basic criteria must be met before revenue can be recognized: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when or as the Company satisfies a performance obligation. Nature of goods and services The following is a description of the Company’s products and services from which the Company generates revenue, as well as the nature, timing of satisfaction of performance obligations, and significant payment terms for each: Product revenue Product revenue from customer contracts is recognized on the sale of each electric vehicle as vehicles are shipped to customers. The majority of the Company’s vehicle sales orders generally have only one performance obligation: sale of complete vehicles. Ownership and risk of loss transfers to the customer based on FOB shipping point and freight charges are the responsibility of the customer. Revenue is typically recognized at the point control transfers or in accordance with payment terms customary to the business. The Company provides product warranties to assure that the product assembly complies with agreed upon specifications. The Company’s product warranty is identical to the product warranties provided by the Company’s suppliers, therefore minimizing the warranty liability to the standard labor rates associated with the defective part replacement. Customers do not have the option to purchase a warranty separately; as such, warranty is not accounted for as a separate performance obligation. The Company’s policy is to exclude taxes collected from a customer from the transaction price of automotive contracts. Shipping revenue Amounts billed to customers related to shipping and handling are classified as shipping revenue. The Company has elected to recognize the cost for freight and shipping when control over vehicles has transferred to the customer as an operating expense. The Company has reported shipping expenses of $50,626 and $14,150 for the three months ended March 31, 2021 and 2020, respectively. Subscription revenue Subscription revenue from revenue sharing with Destination Fleet Operators (“DFO”) and other vehicle rental agreements is recorded in the month the vehicles in the Company’s fleet is rented. The Company established its rental fleet in late March 2019 which is recorded in the property and equipment section of the accompanying unaudited condensed consolidated balance sheets. For the rental fleet, the Company retains title and ownership to the vehicles and places them in DFO’s in resort communities that typically rent golf cars for use in those communities. In August 2020, the Company phased-out the production of its 311 line which were the vehicles used in the rental offering as it is working to develop a new line of vehicles. The change in production did not represent a strategic shift that will have a major effect on the Company’s operations or financial results. Services and other revenue Services and other revenue consist of non-warranty after-sales vehicle services. Revenue is typically recognized at a point in time when services and replacement parts are provided. Warrants and Preferred Shares The accounting treatment of warrants and preferred share series issued is determined pursuant to the guidance provided by ASC 470, Debt Distinguishing Liabilities from Equity Derivatives and Hedging Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, Compensation-Stock Compensation (“ASC 718”). The Company recognizes all employee share-based compensation as an expense in the financial statements on a straight-line basis over the requisite service period, based on the terms of the awards. Equity-classified awards principally related to stock options, restricted stock awards (“RSAs”) and equity-based compensation, are measured at the grant date fair value of the award. The Company determines grant date fair value of stock option awards using the Black-Scholes option-pricing model. The fair value of RSAs is determined using the closing price of the Company’s common stock on the grant date. For service based vesting grants, expense is recognized ratably over the requisite service period based on the number of options or shares. Stock-based compensation is reversed for forfeitures in the period of forfeiture. In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Unit (“ASU”) 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”). ASU 2018-07 expands the guidance in ASC 718 to include share-based payments for goods and services to non-employees and generally aligns it with the guidance for share-based payments to employees. In accordance with ASU 2018-07, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the underlying equity instrument. The attribution of the fair value of the equity instrument is charged directly to compensation expense over the period during which services are rendered. Basic and Diluted Loss Per Share Basic and diluted net loss per share is determined by dividing net loss by the weighted average ordinary shares outstanding during the period. For all periods presented with a net loss, the shares underlying the ordinary share options and warrants have been excluded from the calculation because their effect would be anti-dilutive. Therefore, the weighted-average shares outstanding used to calculate both basic and diluted loss per share are the same for periods with a net loss. “Penny warrants” were included in the calculation of outstanding shares for purposes of basic earnings per share. On May 28, 2020, pursuant to the previously announced Merger Agreement, dated December 19, 2019, the Company issued prefunded common stock warrants to purchase 1,193,391 shares of the Company’s common stock to certain investors (“Penny Warrants”). All penny warrants were fully exercised by the year ended December 31, 2020. The following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: Three Months Ended March 31, 2021 2020 Options to purchase common stock 1,845,282 998,814 Restricted Stock Unvested 1,244,503 – Series H-1, H-3, H-4, H-5, I, J, pre-merger AYRO Merger common stock purchase warrants and post-merger AYRO warrants issued 7,361,083 461,647 Series H, H-3, H-6, and pre-merger AYRO Seed Preferred Stock 2,475 2,007,193 Totals 10,453,343 3,467,654 |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Revenues | NOTE 3. REVENUES Disaggregation of Revenue Revenue by type was as follows: Three Months Ended March 31, 2021 2020 Revenue type Product revenue $ 710,199 $ 129,626 Shipping revenue 41,983 15,405 Subscription revenue - 1,785 Service income 36,687 - $ 788,869 $ 146,816 Contract Liabilities The Company recognizes a contract liability when a consideration is received, or if the Company has the unconditional right to receive consideration, in advance of satisfying the performance obligation. A contract liability is the Company’s obligation to transfer goods or services to a customer for which the Company has received consideration, or an amount of consideration is due from the customer. The table below details the activity in the Company’s contract liabilities as of March 31, 2021 and December 31, 2020. The balance at the end of each period is reported as contract liability in the Company’s unaudited condensed consolidated balance sheet. March 31, December 31, 2021 2020 Balance, beginning of period $ 24,000 $ - Additions - 183,319 Transfer to revenue (24,000 ) (159,319 ) Balance, end of period $ - $ 24,000 Warranty Reserve The Company records a reserve for warranty repairs upon the initial delivery of vehicles to its dealer network. The Company provides a product warranty on each vehicle including powertrain, battery pack and electronics package. Such warranty matches the product warranty provided by its supply chain for warranty parts for all unaltered vehicles and is not considered a separate performance obligation. The supply chain warranty does not cover warranty-based labor needed to replace a part under warranty. Warranty reserves include management’s best estimate of the projected cost of labor to repair/replace all items under warranty. The Company reserves a percentage of all dealer-based sales to cover an industry-standard warranty fund to support dealer labor warranty repairs. Such percentage is recorded as a component of cost of revenues in the statement of operations. As of March 31, 2021 and December 31, 2020, warranty reserves were recorded within accrued expenses of $54,254 and $43,278, respectively. |
Accounts Receivable, Net
Accounts Receivable, Net | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
Accounts Receivable, Net | NOTE 4. ACCOUNTS RECEIVABLE, NET Accounts receivable, net, consists of amounts due from invoiced customers and product deliveries and were as follows: March 31, December 31, 2021 2020 Trade receivables $ 1,156,549 $ 839,679 Less: Allowance for doubtful accounts (102,861 ) (73,829 ) $ 1,053,688 $ 765,850 |
Inventory, Net
Inventory, Net | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventory, Net | NOTE 5. INVENTORY, NET Inventory consisted of the following: March 31, December 31, 2021 2020 Raw materials $ 367,289 $ 634,085 Work-in-progress 9,939 - Finished goods 459,094 539,169 $ 836,322 $ 1,173,254 For the three months ended March 31, 2021 and 2020, depreciation recorded for fleet inventory was $23,886 and $0, respectively. Management has determined that no reserve for inventory obsolescence was required as of March 31, 2021 and December 31, 2020. |
Prepaid Expenses And Other Curr
Prepaid Expenses And Other Current Assets | 3 Months Ended |
Mar. 31, 2021 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses And Other Current Assets | NOTE 6. PREPAID EXPENSES AND OTHER CURRENT ASSETS March 31, December 31, 2021 2020 Prepaid final assembly services $ 506,213 $ 520,000 Prepayments for inventory 1,093,572 976,512 Prepaid other 188,820 112,250 $ 1,788,605 $ 1,608,762 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | NOTE 7. PROPERTY AND EQUIPMENT, NET Property and equipment consisted of the following: March 31, December 31, 2021 2020 Computer and equipment $ 829,486 $ 815,704 Furniture and fixtures 128,596 127,401 Lease improvements 236,738 221,802 Prototypes 300,376 300,376 Computer software 163,275 62,077 1,658,471 1,527,360 Less: Accumulated depreciation (987,176 ) (916,048 ) $ 671,295 $ 611,312 Depreciation expense for the three months ended March 31, 2021 and 2020 was $71,128 and $86,058, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | NOTE 8. INTANGIBLE ASSETS, NET Intangible assets consisted of the following: March 31, 2021 Weighted- Net Average Gross Accumulated Carrying Amortization Amount Amortization Amount Period Supply chain development $ 395,248 $ (316,640 ) $ 78,608 0.80 yrs. Patents and trademarks 86,618 (34,382 ) 52,236 2.41 yrs. $ 481,866 $ (351,022 ) $ 130,844 December 31, 2020 Weighted- Net Average Gross Accumulated Carrying Amortization Amount Amortization Amount Period Supply chain development $ 395,248 $ (291,937 ) $ 103,311 1.05 yrs. Patents 70,435 (29,901 ) 40,534 2.45 yrs. $ 465,683 $ (321,838 ) $ 143,845 Amortization expense for the three months ended March 31, 2021 and 2020 was $29,184 and $28,217, respectively. The definite lived intangible assets have no residual value at the end of their useful lives. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 9. STOCKHOLDERS’ EQUITY Common Stock In April 2020, the Company issued 553,330 shares of common stock in connection with the issuance of the 2020 $600,000 Bridge Note. On June 17, 2020, the Company entered into a Securities Purchase Agreement with certain existing investors, pursuant to which the Company sold, in a registered public offering by the Company directly to the investors an aggregate of 2,200,000 shares of common stock, par value $0.0001 per share, at an offering price of $2.50 per share for gross proceeds of $5,500,000 before offering expenses of $435,000. On July 6, 2020, the Company entered into a Securities Purchase Agreement with certain existing investors, pursuant to which the Company sold, in a registered public offering by the Company directly to the investors an aggregate of 3,157,895 shares of common stock, par value $0.0001 per share, at an offering price of $4.75 per share for gross proceeds of $15,000,000 before offering expenses of $1,249,200. On July 21, 2020, the Company entered into a Securities Purchase Agreement with certain existing investors, pursuant to which the Company sold, in a registered public offering by the Company directly to the investors an aggregate of 1,850,000 shares of common stock, par value $0.0001 per share, at an offering price of $5.00 per share for gross proceeds of $9,250,000 before offering expenses of $740,000. Each purchaser also had the right to purchase, on or before October 19, 2020, additional shares of common stock (the “Additional Shares”) equal to the full amount of 75% of the common stock it purchased at the initial closing, or an aggregate of 1,387,500 shares, at price of $5.00 per share. On October 16, 2020, the Company entered into an addendum to the Agreement (the “Addendum”), which extended the deadline for each purchaser to exercise the right to purchase the Additional Shares by one year, to October 19, 2021. As of December 31, 2020, investors had elected to purchase 420,000 of the Additional Shares of common stock of AYRO, par value $0.0001 per share, at an offering price of $5.00 per share, for gross proceeds of approximately $2,100,000 before offering expenses of $168,000. On November 22, 2020, the Company entered into a Securities Purchase Agreement with certain institutional and accredited investors, pursuant to which such stockholders agreed to purchase an aggregate of 1,650,164 shares of AYRO common stock, par value $0.0001 per share, at an offering price of $6.06 per share, for gross proceeds of approximately $10,000,000 before the deduction of fees and offering expenses of $847,619. During the year ended December 31, 2020, the Company issued 5,074,645 shares of common stock from the exercise of 5,092,806 warrants and received net cash proceeds of $3,926,818. During the year ended December 31, 2020, the Company issued 1,030,585 shares of common stock from the conversion of the 2019 $1,000,000 Convertible Bridge. During the year ended December 31, 2020, the Company issued 2,337,663 shares of common stock from the closing of the Merger in consideration for $3,060,740 of cash and equity of Merger Sub. During the year ended December 31, 2020, the Company issued 1,573,218 shares of common stock, par value $0.0001 per share, for proceeds of $2,000,000 net of offering fees and expenses of $609,010, pursuant to Stock Purchase Agreements entered into on December 19, 2019 as a component of the Merger Agreement and contingent upon closing of the Merger. During the year ended December 31, 2020, the Company issued 1,037,496 shares of common stock to advisors in connection with the Merger. In December 2020, based on its contract, the Company agreed to issue 15,000 shares of common stock to COR Prominence LLC, the Company’s investor relations firm. The shares were immediately vested and were issued in April 2021. An expense of $42,300 was recorded for the year ended December 31, 2020. During the year ended December 31, 2020, the Company issued 2,007,193 shares of the common stock from the conversion of 7,360,985 shares of AYRO Seed Preferred Stock. During the year ended December 31, 2020, the Company issued 6,817 shares of common stock from the exercise of stock options and received cash proceeds of $16,669. During the year ended December 31, 2020, the Company issued 795 shares of common stock from the conversion of 955 shares of H-3 Preferred Stock. During July 2020, the Company issued 225,590 shares of common stock from the conversion of 7,833 shares of Series H-6 Preferred Stock. On January 25, 2021, AYRO entered into a Securities Purchase Agreement with certain institutional and accredited investors, pursuant to which AYRO agreed to issue and sell in a registered direct offering (the “January 2021 Offering”) an aggregate of 3,333,334 shares of common stock of AYRO, par value $0.0001 per share, at an offering price of $6.00 per share, for gross proceeds of $20,000,004 before the deduction of fees and offering expenses of $1,648,608. On February 11, 2021, AYRO entered into a Securities Purchase Agreement with certain institutional and accredited investors, pursuant to which AYRO agreed to issue and sell in a registered direct offering (the “February 2021 Offering”) an aggregate of 4,400,001 shares of common stock of AYRO, par value $0.0001 per share, at an offering price of $9.50 per share, for gross proceeds of $41,800,008 before the deduction of fees and offering expenses of $3,394,054. Each purchaser was also granted an option to purchase, on or before February 16, 2022, additional shares of common stock equal to the full amount of 75% of the common stock it purchased at the initial closing, or an aggregate of 3,300,001 shares, at an exercise price of $11.50 per share. On March 17, 2021, in connection with that certain Agreement and Plan of Merger dated December 19, 2019, whereby certain former stockholders of AYRO Operating entered into lock-up agreements (collectively, the “May Lock-Up Agreements”) pursuant to which they agreed to certain restrictions on the transfer or sale of shares of the Company’s common stock for the one-year period following the Merger, AYRO modified the May Lock-Up Agreements to allow each stockholder party to a May Lock-Up Agreement to (i) sell up to 5% of such stockholder’s holdings in the Company’s common stock on any trading day (with such 5% limitation to be measured as of the date of each sale) and (ii) allow for unlimited sales of the Company’s common stock for any sales made at $10.00 per share or greater. Pursuant to the Securities Purchase Agreement dated July 21, 2020, during the three months ended March 31, 2021, investors purchased 302,500 of the Additional Shares of common stock of AYRO, par value $0.0001 per share, at an offering price of $5.00 per share, for gross proceeds of $1,512,500. During February 2021, the Company issued 74,987 shares of common stock from the exercise of stock options and received cash proceeds of $183,425. During February 2021, the Company issued 13,642 shares of common stock from the exercise of warrants and received cash proceeds of $100,000. Restricted Stock During the year ended December 31, 2020, the Company issued 1,087,618 shares of restricted common stock valued based on the stock price at the date of issuance with a weighted average price of $5.27 per share, pursuant to the AYRO, Inc. 2020 Long-Term Incentive Plan, See Note 10. Of which 15,115 shares were vested during the year ended December 31, 2020 and no additional shares vested during the three months ended March 31, 2021. The Company recognized stock based compensation expense during the three months ended March 31, 2021 of $1,246,539. Preferred Stock Upon closing of the Merger, the Company assumed the Series H, H-3 and H-6 preferred stock of DropCar, Inc., which respective conversion prices have been adjusted to reflect the May 2020 one-for-five reverse split. Series H Convertible Preferred Stock Under the terms of the Series H Certificate of Designation, each share of the Company’s Series H Convertible Preferred Stock (the “Series H Preferred Stock”) has a stated value of $154 and is convertible into shares of the Company’s Common Stock, equal to the stated value divided by the conversion price of $184.80 per share (subject to adjustment in the event of stock splits or dividends). The Company is prohibited from effecting the conversion of the Series H Preferred Stock to the extent that, as a result of such conversion, the holder would beneficially own more than 9.99%, in the aggregate, of the issued and outstanding shares of the Company’s common stock calculated immediately after giving effect to the issuance of shares of common stock upon such conversion. In the event of liquidation, the holders of the Series H Preferred Stock are entitled, pari passu with the holders of common stock, to receive a payment in the amount the holder would receive if such holder converted the Series H Preferred Stock into common stock immediately prior to the date of such payment. As of March 31, 2021, such payment would be calculated as follows: Number of Series H Preferred Stock outstanding as of March 31, 2021 8 Multiplied by the stated value $ 154.00 Equals the gross stated value $ 1,232 Divided by the conversion price $ 184.80 Equals the convertible shares of Company Common Stock 7 Multiplied by the fair market value of Company Common Stock as of March 31, 2021 $ 6.48 Equals the payment $ 45 Series H-3 Convertible Preferred Stock Pursuant to the Series H-3 Certificate of Designation (as defined below), the holders of the Company’s Series H-3 Convertible Preferred Stock (the “Series H-3 Preferred Stock”) are entitled to elect up to two members of a seven-member Board, subject to certain step downs; pursuant to the Series H-3 securities purchase agreement, the Company agreed to effectuate the appointment of the designees specified by the Series H-3 investors as directors of the Company. Under the terms of the Series H-3 Certificate of Designation, each share of the Series H-3 Preferred Stock has a stated value of $138 and is convertible into shares of common stock, equal to the stated value divided by the conversion price of $165.60 per share (subject to adjustment in the event of stock splits and dividends). The Company is prohibited from effecting the conversion of the Series H-3 Preferred Stock to the extent that, as a result of such conversion, the holder or any of its affiliates would beneficially own more than 9.99%, in the aggregate, of the issued and outstanding shares of common stock calculated immediately after giving effect to the issuance of shares of common stock upon the conversion of the Series H-3 Preferred Stock. In the event of liquidation, the holders of the Series H-3 Preferred Stock are entitled, pari passu with the holders of common stock, to receive a payment in the amount the holder would receive if such holder converted the Series H-3 Preferred Stock into common stock immediately prior to the date of such payment. As of March 31, 2021, such payment would be calculated as follows: Number of Series H-3 Preferred Stock outstanding as of March 31, 2021 1,234 Multiplied by the stated value $ 138 Equals the gross stated value $ 170,292 Divided by the conversion price $ 165.60 Equals the convertible shares of Company Common Stock 1,028 Multiplied by the fair market value of Company Common Stock as of March 31, 2021 $ 6.48 Equals the payment $ 6,661 Series H-6 Convertible Preferred Stock On February 5, 2020, the Company filed the Certificate of Designations, Preferences and Rights of the Series H-6 Preferred Stock (the “Series H-6 Certificate of Designation”) with the Secretary of State of the State of Delaware, establishing and designating the rights, powers and preferences of the Series H-6 Preferred Stock. The Company designated up to 50,000 shares of Series H-6 Preferred Stock and each share has a stated value of $72.00 (the “H-6 Stated Value”). Each share of Series H-6 Preferred Stock is convertible at any time at the option of the holder thereof, into a number of shares of common stock of the Company determined by dividing the H-6 Stated Value by the initial conversion price of $3.60 per share, which was then further reduced to $2.50 under the anti-dilution adjustment provision, subject to a 9.99% blocker provision. The Series H-6 Preferred Stock has the same dividend rights as the common stock, except as provided for in the Series H-6 Certificate of Designation or as otherwise required by law. The Series H-6 Preferred Stock also has the same voting rights as the common stock, except that in no event shall a holder of Series H-6 Preferred Stock be permitted to exercise a greater number of votes than such holder would have been entitled to cast if the Series H-6 Preferred Stock had immediately been converted into shares of common stock at a conversion price equal to $3.60. In addition, a holder (together with its affiliates) may not be permitted to vote Series H-6 Preferred Stock held by such holder to the extent that such holder would beneficially own more than 9.99% of our common stock. In the event of any liquidation or dissolution, the Series H-6 Preferred Stock ranks senior to the common stock in the distribution of assets, to the extent legally available for distribution. The holders of Series H-6 Preferred Stock are entitled to certain anti-dilution adjustments if the Company issues shares of its common stock at a lower price per share than the applicable conversion price of the Series H-6 Preferred Stock. If any such dilutive issuance occurs prior to the conversion of the Series H-6 Preferred Stock, the conversion price will be adjusted downward to a price that cannot be less than 20% of the exercise price of $3.60. In the event of liquidation, the holders of the Series H-6 Preferred Stock are entitled, pari passu with the holders of common stock, to receive a payment in the amount the holder would receive if such holder converted the Series H-6 Preferred Stock into common stock immediately prior to the date of such payment. As of March 31, 2021, such payment would be calculated as follows: Number of Series H-6 Preferred Stock outstanding as of March 31, 2021 50 Multiplied by the stated value $ 72.00 Equals the gross stated value $ 3,600 Divided by the conversion price $ 2.50 Equals the convertible shares of Company Common Stock 1,440 Multiplied by the fair market value of Company Common Stock as of March 31, 2021 $ 6.48 Equals the payment $ 9,331 Warrants AYRO Seed Warrants Prior to the Merger, the Company issued 461,647 warrants (the “AYRO Seed Warrants”) with an exercise price $7.33. The AYRO Seed Warrants terminate five years from the grant date. During February 2021, AYRO Seed Warrants were exercised for proceeds of $100,000 and the Company issued 13,642 shares of its Common Stock. As of March 31, 2021, there were 448,005 AYRO Seed Warrants outstanding. The Company recorded warrant expense of $0 and $22,056 related to the AYRO Seed Warrants for the three months ended March 31, 2021 and 2020, respectively. Series I, J, H, H-1, H-3, H-4 and H-5 warrants transferred to AYRO common stock pursuant to the Merger. Series I Warrants As a result of the Merger, 14,636 Series I Warrants transferred to AYRO and have an exercise price of $69.00 per share. If at any time (i) the volume weighted average price (“VWAP”) of the Common Stock exceeds $138.00 for not less than the mandatory exercise measuring period; (ii) the daily average number of shares of Common Stock traded during the mandatory exercise measuring period equals or exceeds 25,000; and (iii) no equity conditions failure has occurred as of such date, then the Company shall have the right to require the holder to exercise all or any portion of the Series I Warrants still unexercised for a cash exercise. As of March 31, 2021, there were 14,636 outstanding. Series H-3 Warrants As a result of the Merger, 2,800 Series H-3 Warrants transferred to AYRO and have an exercise price of $165.60 per share, subject to adjustments (the “Series H-3 Warrants”). Subject to certain ownership limitations, the Series H-3 Warrants are immediately exercisable from the issuance date and will be exercisable for a period of five (5) years from the issuance date. As of March 31, 2021, there were 2,800 Series H-3 Warrants outstanding. Exercise of Series H-4 Warrants and Issuance of Series J Warrants Series H-4 Warrants As a result of the Merger, 37,453 Series H-4 Warrants transferred to AYRO and have an exercise price of $15.60. The Series H-4 Warrants contain an anti-dilution price protection, and the warrants cannot be less than $15.60 per share. As of March 31, 2021, there were 37,453 Series H-4 Warrants outstanding. As a result of the Merger, 52,023 Series J Warrants transferred to AYRO. The terms of the Series J Warrants are substantially identical to the terms of the Series H-4 Warrants except that (i) the exercise price is equal to $30.00 per share, (ii) the Series J Warrants may be exercised at all times beginning on the 6-month anniversary of the issuance date on a cash basis and also on a cashless basis, (iii) the Series J Warrants do not contain any provisions for anti-dilution adjustment and (iv) the Company has the right to require the Holders to exercise all or any portion of the Series J Warrants still unexercised for a cash exercise if the volume-weighted average price (VWAP) (as defined in the Series J Warrant) for the Company’s common stock equals or exceeds $45.00 for not less than ten consecutive trading days. If at any time (i) the VWAP of the Common Stock exceeds $9.00 for not less than the mandatory exercise measuring period; (ii) the daily average number of shares of Common Stock traded during the mandatory exercise measuring period equals or exceeds 25,000; and (iii) no equity conditions failure has occurred as of such date, then the Company shall have the right to require the holder to exercise all or any portion of the Series J Warrants still unexercised for a cash exercise. As of March 31, 2021, there were 52,023 Series J Warrants outstanding. Series H-5 Warrants As a result of the Merger, 296,389 Series H-5 Warrants were transferred to AYRO and have an exercise price of $2.50 per share. Subject to certain ownership limitations, the H-5 Warrants will be exercisable beginning six months from the issuance date and will be exercisable for a period of five years from the initial issuance date. The H-5 Warrants are entitled to certain anti-dilution adjustments if the Company issues shares of its common stock at a lower price per share than the applicable exercise price (subject to a floor of $0.792 per share). An anti-dilution adjustment was triggered resulting in an adjusted exercise price per share from $3.96 to $2.50, resulting in an issuance of an additional 173,091 warrants that are exercisable at $2.50 per share. As of March 31, 2021, there were 348,476 Series H-5 Warrants outstanding. The Company considers the change in exercise price due to the anti-dilution trigger related to the Series H-5 Warrants to be of an equity nature, as the issuance allowed the warrant holders to exercise warrants in exchange for common stock, which represents an equity for equity exchange. Therefore, the change in the fair value before and after the effect of the anti-dilution triggering event and the fair value of the Series H-5 warrants will be treated as a deemed dividend in the amount of $432,727. Cash received upon exercise in excess of par value is accounted for through additional paid in capital. The Company valued the deemed dividend as the difference between: (a) the modified fair value of the Series H-5 Warrants in the amount of $967,143 and (b) the fair value of the original award prior to the modification of $534,416. The warrants were valued using the Black-Scholes option pricing model on the date of the modification and issuance using the following assumptions: (a) fair value of common stock of $2.77 per share, (b) expected volatility of 89.96%, (c) dividend yield of 0%, (d) risk-free interest rate of 0.24%, and (e) expected life of 5 years. The Series H-5 Warrants were exercisable beginning June 6, 2020. The Series I, H-1, H-3, H-4, J and H-5 Warrants expire through the years 2021-2024. Other AYRO Warrants On June 19, 2020, the Company agreed to issue finder warrants (the “June Finder Warrants”) to purchase 27,273 shares of the Company’s common stock at an exercise price of $2.75 per share to a finder or its designees, and the Company agreed to issue warrants to Palladium (the “June Placement Agent Warrants”) to purchase 126,000 shares of the Company’s common stock at an exercise price of $2.875 per share. The June Finder Warrants and June Placement Agent Warrants terminate after a period of 5 years on June 19, 2020. As of December 31, 2020, 126,000 of the June Placement Agent Warrants had been exercised. As of March 31, 2021, the 27,273 June Finder Warrants were outstanding. On July 8, 2020, the Company agreed to issue finder warrants (the “July 8 Finder Warrants”) to purchase 71,770 shares of the Company’s common stock at an exercise price of $5.225 per share to a finder or its designees, and the Company agreed to issue warrants to Palladium (the “July 8 Placement Agent Warrants”) to purchase 147,368 shares of the Company’s common stock at an exercise price of $5.4625 per share. The July 8 Finder Warrants and July 8 Placement Agent Warrants terminate after a period of 5 years on July 8, 2020. As of March 31, 2021, there were 71,770 July 8 Finder Warrants and 147,368 July 8 Placement Agent Warrants were outstanding. On July 22, 2020, the Company agreed to issue warrants to Palladium (the “July 22 Placement Agent Warrants”) to purchase 129,500 shares of the Company’s common stock at an exercise price of $5.750 per share. The July 22 Placement Agent Warrants terminate after a period of 5 years on July 22, 2020. As of March 31, 2021, there were 129,500 July 22 Placement Agent Warrants outstanding. On September 25, 2020, the Company issued a warrant (the “September Warrant”) to purchase 31,348 shares of the Company’s common stock at an exercise price of $3.19 per share to a vendor for facilitating a manufacturing agreement. The September Warrant is immediately exercisable and expires on September 25, 2025. The September Warrant was classified as equity and the estimated fair value of $2.13 per share was computed as of September 25, 2020 using the Black-Scholes model. The Company recorded $66,845 as stock-based compensation expense during the fourth quarter in 2020 for the total fair value of the September Warrant. As of March 31, 2021 The following assumptions were used to determine the fair value of the September Warrants: As of Dividend - % Risk Free Rate 0.30 % Exercise Price $ 2.90 Strike Price $ 3.19 Term 5.00 Volatility 102 % On November 22, 2020, the Company entered into a Securities Purchase Agreement with new and current stockholders of the Company, pursuant to which such stockholders agreed to purchase shares of AYRO’s Common Stock, Series A Warrants and Series B Warrants to purchase AYRO’s Common Stock for an aggregate purchase price of $9,999,997. Each purchaser additionally purchased and received Series A Warrants and Series B Warrants equal to 75% and 50% of the purchased shares, for a total of 1,237,624 Series A Warrants and 825,084 Series B Warrants. The Series A Warrants are immediately exercisable, in whole or in part at a strike price of $8.09 and terminate six months from the date of issuance on May 24, 2021. The Series B Warrants are immediately exercisable, in whole or in part, at a strike price of $8.90, and terminate five years from the date issuance on November 24, 2025. As of March 31, 2021 . On November 22, 2020, the Company The November Finder Warrants and November Placement Agent Warrants terminate after a period of 5 years on November 22, 2025. As of March 31, 2021, there were 56,256 November Finder Warrants and 57,756 November Placement Agent Warrants were outstanding. On January 25, 2021, AYRO entered into a Securities Purchase Agreement with certain institutional and accredited investors, pursuant to which AYRO agreed to issue and sell in a registered direct offering (the “January 2021 Offering”) an aggregate of 3,333,334 shares of common stock of AYRO, par value $0.0001 per share, at an offering price of $6.00 per share, for gross proceeds of approximately $20.0 million before the deduction of fees and offering expenses. Each purchaser was also granted a warrant to purchase, between July 26, 2021 and July 26, 2023, additional shares of common stock equal to the full amount of the common stock it purchased at the initial closing, or an aggregate of 3,333,334 shares at an exercise price of $6.93 per share. On January 25, 2021, the Company agreed to issue warrants to Palladium, the placement agent for the January 2021 offering to purchase 233,334 shares of the Company’s common stock at an exercise price of $6.93 per share. The warrants are exercisable six months following issuance and terminate on July 23, 2023. On February 11, 2021, the Company agreed to issue warrants to Spartan Capital Securities, LLC and its affiliates (the “February Finder Warrants”) to purchase 15,574 shares of the Company’s common stock at an exercise price of $10.925 per share and to purchase 35,885 shares of the Company’s common stock at an exercise price of $10.45 per share to a finder or its designees. In addition, the Company agreed to issue warrants to Palladium (the “February Placement Agent Warrants”) to purchase 255,584 shares of the Company’s common stock at an exercise price of $10.925 per share. The February Finder Warrants and February Placement Agent Warrants terminate after a period of 5 years on February 26, 2026. As of March 31, 2021, there were 51,459 February Finder Warrants and 255,584 February Placement Agent Warrants were outstanding. A summary of the Company’s warrants to purchase common stock activity is as follows: Shares Underlying Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Outstanding at December 31, 2020 3,501,014 $ 8.03 2.87 Granted 3,873,711 $ 7.24 Exercised (13,642 ) $ 7.33 Outstanding at March 31, 2021 7,361,083 $ 7.62 2.57 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | NOTE 10. STOCK-BASED COMPENSATION AYRO 2020 Long Term Incentive Plan On May 28, 2020, the Company’s shareholders approved the AYRO, Inc. 2020 Long Term Incentive Plan for future grants of incentive stock options, nonqualified stock, stock appreciation rights, restricted stock, restricted stock units, performance and other awards. The Company has reserved a total of 4,089,650 shares of its common stock pursuant to the AYRO, Inc. 2020 Long-Term Incentive Plan, including shares of restricted stock that have been issued. The Company has 1,879,537 stock options, restricted stock and warrants remaining under this plan as of March 31, 2021. AYRO 2017 Long Term Incentive Plan Prior to the Merger, the Company granted stock options and warrants pursuant to the 2017 Long Term Incentive Plan effective January 1, 2017. As of March 31, 2021, the 2017 Long Term Incentive Plan remains active, but no additional awards may be granted. DropCar Amended and Restated 2014 Equity Incentive Plan The DropCar Amended and Restated 2014 Equity Incentive Plan was amended in 2018 to increase the number of shares of Company common stock available for issuance. Pursuant to the 2014 Equity Incentive Plan (the “2014 Plan”), 141,326 shares of common stock were reserved for issuance and there are options to purchase 61,440 shares outstanding as of March 31, 2021. As of March 31, 2021, there were zero shares available for grant under the 2014 Plan. Stock-based compensation, including restricted stock awards, stock options and warrants is included in the unaudited condensed consolidated statement of operations as follows: Three Months Ended March 31, 2021 2020 Research and development $ 23,486 $ 15,872 Sales and marketing 63,449 34,584 General and administrative 1,612,488 106,002 Total $ 1,699,423 $ 156,458 Options The following table reflects the stock option activity: Number of Shares Weighted Average Exercise Price Contractual Life (Years) Outstanding at December 31, 2020 1,920,269 $ 4.40 8.66 Exercised (74,987 ) (2.45 ) Outstanding at March 31, 2021 1,845,282 $ 4.48 8.47 Of the outstanding options, 971,528 were vested and exercisable as of March 31, 2021. At March 31, 2021 the aggregate intrinsic value of stock options vested and exercisable was $3,277,319. The Company recognized $269,895 and $134,402 of stock option expense for the three months ended March 31, 2021 and 2020, respectively. Total compensation cost related to non-vested stock option awards not yet recognized as of March 31, 2021 was $1,708,387 a Determining the appropriate fair value of the stock-based awards requires the input of subjective assumptions, including the fair value of the Company’s common stock, and for stock options, the expected life of the option, and the expected stock price volatility. The Company uses the Black-Scholes option pricing model to value its stock option awards. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and management uses different assumptions, stock-based compensation expense could be materially different for future awards. The Company uses the following inputs when valuing stock-based awards. Three Months Ended March 31, 2021 2020 Expected life (years) 0.0 5.0 Risk-free interest rate 0 % 0.29 % Expected volatility 0 % 74.4 % Total grant date fair value $ 0.00 $ 0.99 The expected life of the employee stock options was estimated using the “simplified method,” as the Company has no historical information to develop reasonable expectations about future exercise patterns and employment duration for its stock option grants. The simplified method is based on the average of the vesting tranches and the contractual life of each grant. The expected life of awards that vest immediately use the contractual maturity since they are vested when issued. For stock price volatility, the Company uses public company compatibles and historical private placement data as a basis for its expected volatility to calculate the fair value of option grants. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected life of the option at the grant-date. Restricted Stock The following table reflects the restricted stock activity: Number of Shares Weighted Average Grant Price Outstanding at December 31, 2020 1,072,503 $ 5.30 Granted 172,000 $ 7.66 Outstanding at March 31, 2021 1,244,503 $ 5.63 In September 2020, the Company issued 436,368 shares of restricted stock to non-executive directors, of which 15,115 immediately vested and the remainder to vest in December 2020, which was subsequently modified to vest in full in May 2021. The Company recognized compensation expense during the three months ended March 31, 2021 of $500,765. Total compensation cost related to non-vested restricted stock not yet recognized as of March 31, 2021 was $333,843 and will be recognized on a straight-line basis through the end of the vesting periods through May 2021. In December 2020, based on objectives achieved, the Company issued 651,250 shares of restricted stock to Rodney C. Keller, Jr. (“the “Keller Restricted Stock”) that vest according to the following vesting schedule: one-third will vest on May 28, 2021, one-third will vest on December 4, 2021 and one-third will vest on December 4, 2022. Compensation expense for the Keller Restricted Stock of $745,774 was recognized for the three months ended March 31, 2021. Total compensation cost related to non-vested restricted stock not yet recognized as of March 31, 2021 was $3,380,843 and will be recognized on a straight-line basis through the end of the vesting periods through December 4, 2022. On February 24, 2021, pursuant to the AYRO, Inc. 2020 Long-Term Incentive Plan, the Company issued 172,000 shares of restricted stock to non-executive directors at a value of $7.66 per share. The shares vest 50% at June 30, 2021, 25% at September 30, 2021 and 25% at December 31, 2021. The Company recognized compensation expense during the three months ended March 31, 2021 of $182,989. Total compensation cost related to non-vested restricted stock not yet recognized as of March 31, 2021 was $1,134,531 and will be recognized on a straight-line basis through the end of the vesting periods through December 31, 2021. Other Share-Based Payments The Company grants stock warrants pursuant to the 2017 Long Term Incentive Plan (“LTIP”) effective January 1, 2017. The Company measured consultant stock-based awards at grant-date fair value and recognizes contractor consulting expense for contractor warrants on a straight-line method basis over the vesting period of the award. Grants to consultants are expensed at the earlier of (i) the date at which a commitment for performance by the service provider to earn the equity instrument is reached and (ii) the date at which the service provider’s performance is complete. The Company recognized $0 and $22,056 of warrant expense related to consulting services for the three months ended March 31, 2021 and 2020, respectively. |
Concentrations and Credit Risk
Concentrations and Credit Risk | 3 Months Ended |
Mar. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Concentrations and Credit Risk | NOTE 11. CONCENTRATIONS AND CREDIT RISK Revenues In March 2019, the Company entered into a five-year Master Procurement Agreement, or the MPA, with Club Car for the sale of AYRO’s four-wheeled vehicle. The MPA grants Club Car the exclusive right to sell AYRO’s four-wheeled vehicle in North America, provided that Club Car orders at least 500 vehicles per year. The MPA has an initial term of five (5) years commencing January 1, 2019 and may be renewed by Club Car for successive one-year periods upon 60 days’ prior written notice. For the period ended March 31, 2021 and 2020, two customers accounted for the Company’s revenues, one for 72% and 94% and the second for 24% and 2%, respectively. Accounts Receivable As of March 31, 2021 and December 31, 2020, multiple customers accounted for more than 10% of the Company’s accounts receivable. One customer accounted for approximately 72% and 74% as of March 31, 2021 and December 31, 2020, respectively. A second and third customer accounted for approximately 17% and 10% as of March 31, 2021. Purchasing The Company places orders with various suppliers. During the three months ended March 31, 2021 and 2020, multiple suppliers provided more than 10% of the Company’s raw materials purchases. During the three months ended March 31, 2021, one supplier accounted for approximately 30%, another supplier accounted for 22%, and a third supplier accounted for 16%. During the three months ended March 31, 2020, the Company’s purchases of raw materials from one supplier accounted for approximately 38%, another supplier accounted for 16% and a third supplier accounted for approximately 12%. The Company’s top supplier accounted for approximately 58% and 77% of its bill of materials as included in costs of goods sold for the three months ended March 31, 2021 and 2020, respectively. Any disruption in the operation of this supplier could adversely affect the Company’s operations. Manufacturing Cenntro Automotive Group (“Cenntro”), a related party owns the design of the AYRO 411 model and has granted the Company an exclusive license to manufacture the AYRO 411 model for sale in North America. The Company’s business is dependent on such license, and if it fails to comply with its obligations to maintain that license, the Company’s business will be substantially harmed. Under the Manufacturing License Agreement, dated April 27, 2017, between Cenntro and the Company, the Company is granted an exclusive license to manufacture and sell AYRO 411 in the United States, and the Company required to purchase the minimum volume of product units from Cenntro, among other obligations. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 12. RELATED PARTY TRANSACTIONS Supply Chain Agreements In 2017, the Company executed a supply chain contract with Cenntro, the Company’s primary supplier, a manufacturer located in the People’s Republic of China. Prior to the Merger, Cenntro was a significant shareholder in AYRO Operating. Through the partnership, Cenntro acquired 19% of AYRO Operating’s common stock. Cenntro beneficially owned approximately 3.37% of the Company’s common stock as of March 31, 2021. Cenntro owns the design of the AYRO 411 Fleet vehicles and has granted the Company an exclusive license to purchase the AYRO 411 Fleet vehicles for sale in North America. Currently, the Company purchases 100% of its vehicle chassis, cabs and wheels through this supply chain relationship with Cenntro. The Company must sell a minimum number of units in order to maintain its exclusive supply chain contract upon availability of the 411x product. As of March 31, 2021 and 2020, the amounts outstanding to Cenntro as a component of accounts payable were $13,469 and $69,825, respectively. See Note 11 for concentration amounts. Under a memo of understanding signed between the Company and Cenntro on March 22, 2020, the Company agreed to purchase 300 units within the following twelve months of signing the memo of understanding, and 500 and 800 in each of the following respective twelve-month periods. On July 9, 2020, in exchange for certain percentage discounts for raw materials, the Company made a $1.2 million prepayment for inventory. During the three months ended March 31, 2021, the Company made an additional deposit of $100,000, as prepayment for additional inventory for 2021. As of March 31, 2021 and 2020, the prepayment deposits were $1,044,590 and $49,162. Other The Company had received short-term expense advances from its founders. As of March 31, 2021 and December 31, 2020, the amounts outstanding were $15,000 for each year and recorded as a component of accounts payable on the accompanying unaudited condensed consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 13. COMMITMENTS AND CONTINGENCIES Lease Agreements In 2019 the Company entered into a new lease agreement for office and manufacturing space. The lease commencement date was January 16, 2020. Prior to the commencement date of the new lease agreement, the Company leased other office and manufacturing space on a short-term basis. The Company determined if an arrangement is a lease at inception of the contract and whether a contract is or contains a lease by determining whether it conveys the right to control the use of identified asset for a period of time. The contact provides the right to substantially all the economic benefits from the use of the identified asset and the right to direct use of the identified asset, as such, the contract is, or contains, a lease. In connection with the adoption of ASC 842, Leases During March 2021, the Company subleased additional office space to support the Company’s expansion plan. The term is for 16 months with a total lease obligation of $131,408. In connection with the adoption of ASC 842, Leases Leases were classified as an operating lease at inception. An operating lease results in the recognition of a Right-of-Use (“ROU”) assets and lease liability on the balance sheet. ROU assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term as of the commencement date. Because the lease does not provide an explicit or implicit rate of return, the Company determines incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments on an individual lease basis. The incremental borrowing rate for a lease is the rate of interest the Company would have to pay on a collateralized basis to borrow an amount equal to the lease payments for the asset under similar term, which is 10.41%. Lease expense for the lease is recognized on a straight-line basis over the lease term. The Company’s leases do not contain any residual value guarantees or material restrictive covenants. Leases with a lease term of 12 months or less are not recorded on the balance sheet and lease expense is recognized on a straight-line basis over the lease term. The remaining terms for the Company’s leases as of March 31, 2021 are 6.0 and 1.25 years, respectively. The Company currently has no finance leases. During the three months ended March 31, 2021 and 2020, cash paid for amounts included in the measurement of lease liabilities- operating cash flows from operating lease was $39,273 and $4,096, respectively. The components of lease expense consist of the following: Three Months Ended March 31, 2021 2020 Operating lease expense $ 68,795 $ 45,868 Short-term lease expense 3,533 60,836 Total lease cost $ 72,328 $ 106,704 Balance sheet information related to leases consists of the following: March 31, 2021 December 31, 2020 Assets Operating lease – right-of-use asset $ 1,180,025 $ 1,098,819 Total lease assets $ 1,180,025 $ 1,098,819 Liabilities Current liabilities: Lease obligation – operating lease $ 215,555 $ 123,139 Noncurrent liabilities: Lease obligation - operating lease, net of current portion 991,545 1,002,794 Total lease liability $ 1,207,100 $ 1,125,933 The weighted-average remaining lease term and discount rate is as follows: Weighted average remaining lease term (in years) – operating lease 6.0 Weighted average discount rate – operating lease 10.41 % Cash flow information related to leases consists of the following: March 31, 2021 March 31, 2021 Operating cash flows for operating leases $ 39,273 $ 4,096 Supplemental non-cash amounts of lease liabilities arising from obtaining right of use assets $ 120,440 $ 1,210,680 Future minimum lease payment under non-cancellable lease as of March 31, 2021 are as follows: As of March 31, 2021 Operating Leases 2021, remaining $ 231,501 2022 306,691 2023 247,533 2024 254,277 2025 261,223 2026 and thereafter 313,307 Total minimum lease payments 1,614,532 Less effects of discounting (407,432 ) Present value of future minimum lease payments $ 1,207,100 Manufacturing Agreements On September 25, 2020, AYRO entered into a Master Manufacturing Services Agreement with Karma Automotive, LLC (the “Karma Agreement”). The term of the contract is for 12 months. Pursuant to the agreement Karma will provide certain manufacturing services, starting in 2021, under an attached statement of work including final assembly, raw material storage and logistical support of our vehicles in return for compensation of $1,160,800. The Company paid Karma an amount of $440,000 for the first production level builds and $80,000 for setup costs. In addition, the Company issued warrants to an advisor to the transaction with a fair value of $66,845 due at signing of the contract and was expensed in the prior year. The payment was recorded as prepaid expense as of December 31, 2020. On February 24, 2021, a first amendment to the Karma Agreement was made where Parties jointly agree to amend the terms of Exhibit A Statement of Work to Master Services Agreement, in order to allow Karma to assemble a certain number of units of the AYRO 411 vehicle. For the period ended March 31, 2021, the Company recorded an expense of $7,120 related to the Karma Agreement for the assembly of the AYRO 411 vehicle as discussed above. This amount was recorded against cost of goods for direct labor as part of the first production level builds. Litigation The Company is subject to various legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business, that it believes are incidental to the operation of its business. While the outcome of these claims cannot be predicted with certainty, management does not believe that the outcome of any of these legal matters will have a material adverse effect on its results of operations, financial positions or cash flows. Other On February 12, 2021, the Company entered into an agreement with Arcimoto, Inc. to settle certain patent infringement claims (the “Arcimoto Settlement”) for a deminimis amount, pursuant to which the Company agreed to cease the production, importation and sale of the AYRO 311, among other things. Accordingly, the Company would not be contractually permitted to resume production of the AYRO 311. The Company is continuing the development of an all-new, three-wheeled electric vehicle, which the Company has intended to replace AYRO 311 as its three-wheeled electric vehicle product offering. As of January 1, 2019, DropCar Operating, Inc. (“DropCar”) had accrued approximately $232,000 for the settlement of multiple employment disputes. As of March 31, 2021, approximately $5,603 remained accrued as accounts payable and accrued expenses for the settlement of the final remaining employment dispute. On March 23, 2018, DropCar was made aware of an audit being conducted by the New York State Department of Labor (“DOL”) regarding a claim filed by an employee. The DOL is investigating whether DropCar properly paid overtime for which DropCar has raised several defenses. In addition, the DOL is conducting its audit to determine whether the Company owes spread of hours pay (an hour’s pay for each day an employee worked or was scheduled for a period over ten hours in a day). If the DOL determines that monies are owed, the DOL will seek a backpay order, which management believes will not, either individually or in the aggregate, have a material adverse effect on the Company’s business, consolidated financial position, results of operations or cash flows. Management believes the case has no merit. DropCar was a defendant in a class action lawsuit which resulted in a judgement entered into whereby the Company is required to pay legal fees in the amount of $45,000 to the plaintiff’s counsel. As of March 31, 2021 and December 31,2020, the balance due remains $45,000. This amount was included in the $186,000 of prefunded liabilities assumed by AYRO in the Merger – See Note 1. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Liquidity and Other Uncertainties | Liquidity and Other Uncertainties The unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”), which contemplates continuation of the Company as a going concern. The Company is subject to a number of risks similar to those of earlier stage commercial companies, including dependence on key individuals and products, the difficulties inherent in the development of a commercial market, the potential need to obtain additional capital, competition from larger companies, other technology companies and other technologies. The Company has a limited operating history and the sales and income potential of its business and market are unproven. At March 31, 2021, the Company had cash balances totaling $91,491,161. The Company incurred net losses of $5,633,833 and $1,795,153 and negative cash flows from operations of $3,450,067 and $983,115 for the three months ended March 31, 2021 and 2020, respectively. In addition, overall working capital increased by $54,458,622 during the three months ended March 31, 2021. Management believes that the existing cash at March 31, 2021 will be sufficient to fund operations for at least the next twelve months following the issuance of these unaudited condensed consolidated financial statements. Since early 2020, when the World Health Organization established the transmissible and pathogenic coronavirus a global pandemic, there have been business slowdowns and decreased demand for AYRO products. The outbreak of such a communicable disease has resulted in a widespread health crisis which has adversely affected general commercial activity and the economies and financial markets of many countries, including the United States. As the outbreak of the disease has continued through 2020 and into 2021, the measures taken by the governments of countries affected has adversely affected the Company’s business, financial condition, and results of operations. The pandemic had an adverse impact on AYRO’s sales and the demand for AYRO products in 2020 and in the first quarter of 2021, resulting in sales that were less than expected in the first quarter of 2021. AYRO expects the pandemic to continue to have an adverse impact on sales and demand for products throughout 2021. |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and in conformity with the instructions on Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, AYRO Operating and DropCar Operating Company, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, which are, in the opinion of management, necessary for a fair presentation of such statements. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2020, which are included in the Company’s Annual Report on Form 10-K, filed with the SEC on March 31, 2021, as amended on April 30, 2021. |
Use of Estimates | Use of Estimates The preparation of the accompanying unaudited condensed consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the accompanying unaudited condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. The Company’s most significant estimates include allowance for doubtful accounts, valuation of inventory reserve, valuation of deferred tax asset allowance, and the measurement of stock-based compensation expenses. Actual results could differ from these estimates. |
Reclassification | Reclassification Certain reclassifications have been made to the prior period financial statements to conform to the current period financial statement presentation. These reclassifications had no effect on net earnings or cash flows as previously reported. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers To achieve this core principle, five basic criteria must be met before revenue can be recognized: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when or as the Company satisfies a performance obligation. Nature of goods and services The following is a description of the Company’s products and services from which the Company generates revenue, as well as the nature, timing of satisfaction of performance obligations, and significant payment terms for each: Product revenue Product revenue from customer contracts is recognized on the sale of each electric vehicle as vehicles are shipped to customers. The majority of the Company’s vehicle sales orders generally have only one performance obligation: sale of complete vehicles. Ownership and risk of loss transfers to the customer based on FOB shipping point and freight charges are the responsibility of the customer. Revenue is typically recognized at the point control transfers or in accordance with payment terms customary to the business. The Company provides product warranties to assure that the product assembly complies with agreed upon specifications. The Company’s product warranty is identical to the product warranties provided by the Company’s suppliers, therefore minimizing the warranty liability to the standard labor rates associated with the defective part replacement. Customers do not have the option to purchase a warranty separately; as such, warranty is not accounted for as a separate performance obligation. The Company’s policy is to exclude taxes collected from a customer from the transaction price of automotive contracts. Shipping revenue Amounts billed to customers related to shipping and handling are classified as shipping revenue. The Company has elected to recognize the cost for freight and shipping when control over vehicles has transferred to the customer as an operating expense. The Company has reported shipping expenses of $50,626 and $14,150 for the three months ended March 31, 2021 and 2020, respectively. Subscription revenue Subscription revenue from revenue sharing with Destination Fleet Operators (“DFO”) and other vehicle rental agreements is recorded in the month the vehicles in the Company’s fleet is rented. The Company established its rental fleet in late March 2019 which is recorded in the property and equipment section of the accompanying unaudited condensed consolidated balance sheets. For the rental fleet, the Company retains title and ownership to the vehicles and places them in DFO’s in resort communities that typically rent golf cars for use in those communities. In August 2020, the Company phased-out the production of its 311 line which were the vehicles used in the rental offering as it is working to develop a new line of vehicles. The change in production did not represent a strategic shift that will have a major effect on the Company’s operations or financial results. Services and other revenue Services and other revenue consist of non-warranty after-sales vehicle services. Revenue is typically recognized at a point in time when services and replacement parts are provided. |
Warrants and Preferred Shares | Warrants and Preferred Shares The accounting treatment of warrants and preferred share series issued is determined pursuant to the guidance provided by ASC 470, Debt Distinguishing Liabilities from Equity Derivatives and Hedging |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, Compensation-Stock Compensation (“ASC 718”). The Company recognizes all employee share-based compensation as an expense in the financial statements on a straight-line basis over the requisite service period, based on the terms of the awards. Equity-classified awards principally related to stock options, restricted stock awards (“RSAs”) and equity-based compensation, are measured at the grant date fair value of the award. The Company determines grant date fair value of stock option awards using the Black-Scholes option-pricing model. The fair value of RSAs is determined using the closing price of the Company’s common stock on the grant date. For service based vesting grants, expense is recognized ratably over the requisite service period based on the number of options or shares. Stock-based compensation is reversed for forfeitures in the period of forfeiture. In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Unit (“ASU”) 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-07”). ASU 2018-07 expands the guidance in ASC 718 to include share-based payments for goods and services to non-employees and generally aligns it with the guidance for share-based payments to employees. In accordance with ASU 2018-07, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the underlying equity instrument. The attribution of the fair value of the equity instrument is charged directly to compensation expense over the period during which services are rendered. |
Basic and Diluted Loss Per Share | Basic and Diluted Loss Per Share Basic and diluted net loss per share is determined by dividing net loss by the weighted average ordinary shares outstanding during the period. For all periods presented with a net loss, the shares underlying the ordinary share options and warrants have been excluded from the calculation because their effect would be anti-dilutive. Therefore, the weighted-average shares outstanding used to calculate both basic and diluted loss per share are the same for periods with a net loss. “Penny warrants” were included in the calculation of outstanding shares for purposes of basic earnings per share. On May 28, 2020, pursuant to the previously announced Merger Agreement, dated December 19, 2019, the Company issued prefunded common stock warrants to purchase 1,193,391 shares of the Company’s common stock to certain investors (“Penny Warrants”). All penny warrants were fully exercised by the year ended December 31, 2020. The following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: Three Months Ended March 31, 2021 2020 Options to purchase common stock 1,845,282 998,814 Restricted Stock Unvested 1,244,503 – Series H-1, H-3, H-4, H-5, I, J, pre-merger AYRO Merger common stock purchase warrants and post-merger AYRO warrants issued 7,361,083 461,647 Series H, H-3, H-6, and pre-merger AYRO Seed Preferred Stock 2,475 2,007,193 Totals 10,453,343 3,467,654 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: Three Months Ended March 31, 2021 2020 Options to purchase common stock 1,845,282 998,814 Restricted Stock Unvested 1,244,503 – Series H-1, H-3, H-4, H-5, I, J, pre-merger AYRO Merger common stock purchase warrants and post-merger AYRO warrants issued 7,361,083 461,647 Series H, H-3, H-6, and pre-merger AYRO Seed Preferred Stock 2,475 2,007,193 Totals 10,453,343 3,467,654 |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue by type was as follows: Three Months Ended March 31, 2021 2020 Revenue type Product revenue $ 710,199 $ 129,626 Shipping revenue 41,983 15,405 Subscription revenue - 1,785 Service income 36,687 - $ 788,869 $ 146,816 |
Schedule of Contract Liabilities | The balance at the end of each period is reported as contract liability in the Company’s unaudited consolidated balance sheet. 2021 2020 Balance, beginning of period $ 24,000 $ - Additions - 183,319 Transfer to revenue (24,000 ) (159,319 ) Balance, end of period $ - $ 24,000 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable, net, consists of amounts due from invoiced customers and product deliveries and were as follows: March 31, December 31, 2021 2020 Trade receivables $ 1,156,549 $ 839,679 Less: Allowance for doubtful accounts (102,861 ) (73,829 ) $ 1,053,688 $ 765,850 |
Inventory, Net (Tables)
Inventory, Net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consisted of the following: March 31, December 31, 2021 2020 Raw materials $ 367,289 $ 634,085 Work-in-progress 9,939 - Finished goods 459,094 539,169 $ 836,322 $ 1,173,254 |
Prepaid Expenses And Other Cu_2
Prepaid Expenses And Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of Prepaid Expenses And Other Current Assets | March 31, December 31, 2021 2020 Prepaid final assembly services $ 506,213 $ 520,000 Prepayments for inventory 1,093,572 976,512 Prepaid other 188,820 112,250 $ 1,788,605 $ 1,608,762 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: March 31, December 31, 2021 2020 Computer and equipment $ 829,486 $ 815,704 Furniture and fixtures 128,596 127,401 Lease improvements 236,738 221,802 Prototypes 300,376 300,376 Computer software 163,275 62,077 1,658,471 1,527,360 Less: Accumulated depreciation (987,176 ) (916,048 ) $ 671,295 $ 611,312 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following: March 31, 2021 Weighted- Net Average Gross Accumulated Carrying Amortization Amount Amortization Amount Period Supply chain development $ 395,248 $ (316,640 ) $ 78,608 0.80 yrs. Patents and trademarks 86,618 (34,382 ) 52,236 2.41 yrs. $ 481,866 $ (351,022 ) $ 130,844 December 31, 2020 Weighted- Net Average Gross Accumulated Carrying Amortization Amount Amortization Amount Period Supply chain development $ 395,248 $ (291,937 ) $ 103,311 1.05 yrs. Patents 70,435 (29,901 ) 40,534 2.45 yrs. $ 465,683 $ (321,838 ) $ 143,845 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Fair Value Assumptions of Warrants | The following assumptions were used to determine the fair value of the September Warrants: As of Dividend - % Risk Free Rate 0.30 % Exercise Price $ 2.90 Strike Price $ 3.19 Term 5.00 Volatility 102 % |
Schedule of Warrant Activity | A summary of the Company’s warrants to purchase common stock activity is as follows: Shares Underlying Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Outstanding at December 31, 2020 3,501,014 $ 8.03 2.87 Granted 3,873,711 $ 7.24 Exercised (13,642 ) $ 7.33 Outstanding at March 31, 2021 7,361,083 $ 7.62 2.57 |
Convertible Preferred Stock Series H [Member] | |
Schedule of Payment of Preferred Stock | As of March 31, 2021, such payment would be calculated as follows: Number of Series H Preferred Stock outstanding as of March 31, 2021 8 Multiplied by the stated value $ 154.00 Equals the gross stated value $ 1,232 Divided by the conversion price $ 184.80 Equals the convertible shares of Company Common Stock 7 Multiplied by the fair market value of Company Common Stock as of March 31, 2021 $ 6.48 Equals the payment $ 45 |
Convertible Preferred Stock Series H-3 [Member] | |
Schedule of Payment of Preferred Stock | As of March 31, 2021, such payment would be calculated as follows: Number of Series H-3 Preferred Stock outstanding as of March 31, 2021 1,234 Multiplied by the stated value $ 138 Equals the gross stated value $ 170,292 Divided by the conversion price $ 165.60 Equals the convertible shares of Company Common Stock 1,028 Multiplied by the fair market value of Company Common Stock as of March 31, 2021 $ 6.48 Equals the payment $ 6,661 |
Convertible Preferred Stock Series H-6 [Member] | |
Schedule of Payment of Preferred Stock | As of March 31, 2021, such payment would be calculated as follows: Number of Series H-6 Preferred Stock outstanding as of March 31, 2021 50 Multiplied by the stated value $ 72.00 Equals the gross stated value $ 3,600 Divided by the conversion price $ 2.50 Equals the convertible shares of Company Common Stock 1,440 Multiplied by the fair market value of Company Common Stock as of March 31, 2021 $ 6.48 Equals the payment $ 9,331 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Stock-based Compensation | Stock-based compensation, including restricted stock awards, stock options and warrants is included in the unaudited condensed consolidated statement of operations as follows: Three Months Ended March 31, 2021 2020 Research and development $ 23,486 $ 15,872 Sales and marketing 63,449 34,584 General and administrative 1,612,488 106,002 Total $ 1,699,423 $ 156,458 |
Schedule of Stock-based Compensation, Stock Options, Activity | The following table reflects the stock option activity: Number of Shares Weighted Average Exercise Price Contractual Life (Years) Outstanding at December 31, 2020 1,920,269 $ 4.40 8.66 Exercised (74,987 ) (2.45 ) Outstanding at March 31, 2021 1,845,282 $ 4.48 8.47 |
Schedule of Stock-based Payment Award, Stock Options, Valuation Assumptions | The Company uses the following inputs when valuing stock-based awards. Three Months Ended March 31, 2021 2020 Expected life (years) 0.0 5.0 Risk-free interest rate 0 % 0.29 % Expected volatility 0 % 74.4 % Total grant date fair value $ 0.00 $ 0.99 |
Restricted Common Stock [Member] | |
Schedule of Stock-based Compensation, Stock Options, Activity | The following table reflects the restricted stock activity: Number of Shares Weighted Average Grant Price Outstanding at December 31, 2020 1,072,503 $ 5.30 Granted 172,000 $ 7.66 Outstanding at March 31, 2021 1,244,503 $ 5.63 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense consist of the following: Three Months Ended March 31, 2021 2020 Operating lease expense $ 68,795 $ 45,868 Short-term lease expense 3,533 60,836 Total lease cost $ 72,328 $ 106,704 |
Schedule of Operating Leases Right of Use Assets and Liabilities | Balance sheet information related to leases consists of the following: March 31, 2021 December 31, 2020 Assets Operating lease – right-of-use asset $ 1,180,025 $ 1,098,819 Total lease assets $ 1,180,025 $ 1,098,819 Liabilities Current liabilities: Lease obligation – operating lease $ 215,555 $ 123,139 Noncurrent liabilities: Lease obligation - operating lease, net of current portion 991,545 1,002,794 Total lease liability $ 1,207,100 $ 1,125,933 |
Schedule of Weighted-average Remaining Lease Term and Discount Rate | The weighted-average remaining lease term and discount rate is as follows: Weighted average remaining lease term (in years) – operating lease 6.0 Weighted average discount rate – operating lease 10.41 % |
Schedule of Cash Flow Information | Cash flow information related to leases consists of the following: March 31, 2021 March 31, 2021 Operating cash flows for operating leases $ 39,273 $ 4,096 Supplemental non-cash amounts of lease liabilities arising from obtaining right of use assets $ 120,440 $ 1,210,680 |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payment under non-cancellable lease as of March 31, 2021 are as follows: As of March 31, 2021 Operating Leases 2021, remaining $ 231,501 2022 306,691 2023 247,533 2024 254,277 2025 261,223 2026 and thereafter 313,307 Total minimum lease payments 1,614,532 Less effects of discounting (407,432 ) Present value of future minimum lease payments $ 1,207,100 |
Nature of the Business (Details
Nature of the Business (Details Narrative) - USD ($) | May 28, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Stockholders reverse stock split | 1-for-5 reverse stock split | ||
Merger Agreement [Member] | |||
Common stock, par value | $ 0.001 | ||
Conversion price per share | $ 1.3634 | ||
Stockholders reverse stock split | 1-for-10 reverse stock split | ||
Cash received from merger | $ 3,060,000 | ||
Business acquisition, number of shares | 2,337,663 | ||
Merger Agreement [Member] | Financial Advisor [Member] | |||
Ownership percentage | 3.00% | ||
Merger Agreement [Member] | DropCar, Inc. [Member] | |||
Ownership percentage | 18.00% | ||
Merger Agreement [Member] | Bridge Financing and Private Placement [Member] | |||
Ownership percentage | 79.00% | ||
Asset Purchase Agreement [Member] | |||
Asset purchase description | On May 28, 2020, the parties to the Asset Purchase Agreement entered into Amendment No. 1 to the Asset Purchase Agreement (the "Asset Purchase Agreement Amendment"), which Asset Purchase Agreement Amendment (i) provides for the inclusion of up to $30,000 in refunds associated with certain insurance premiums as assets being purchased by DC Partners, (ii) amends the covenant associated with the funding of the DropCar business, such that DropCar provided the DropCar business with additional funding of $175,000 at the closing of the transactions contemplated by the Asset Purchase Agreement and (iii) provides for a current employee of the Company being transferred to DC Partners to provide transition services to the Company for a period of three months after the closing of the transactions contemplated by the Asset Purchase Agreement. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 19, 2019 | |
Cash balances | $ 91,491,161 | $ 36,537,097 | ||
Net loss | (5,633,833) | $ (1,795,153) | ||
Net cash used in operating activities | (3,450,067) | (983,115) | ||
Working capital | 54,458,622 | |||
Shipping expenses | $ 50,626 | $ 14,150 | ||
Penny warrants [Member] | Merger Agreement [Member] | ||||
Warrants purchase | 1,193,391 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Totals | 10,453,343 | 3,467,654 |
Options to Purchase Common Stock [Member] | ||
Totals | 1,845,282 | 998,814 |
Restricted stock Unvested [Member] | ||
Totals | 1,244,503 | |
Series H-1, H-3, H-4, H-5, I, J, pre-merger AYRO Merger Common Stock Purchase Warrants and post-merger AYRO warrants issued [Member] | ||
Totals | 7,361,083 | 461,647 |
Series H, H-3, H-6, and Pre-merger AYRO Seed Preferred Stock [Member] | ||
Totals | 2,475 | 2,007,193 |
Revenues (Details Narrative)
Revenues (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Warranty reserves | $ 54,254 | $ 43,278 |
Revenues - Schedule of Disaggre
Revenues - Schedule of Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | $ 788,869 | $ 146,816 |
Product Revenue [Member] | ||
Revenue | 710,199 | 129,626 |
Shipping Revenue [Member] | ||
Revenue | 41,983 | 15,405 |
Subscription Revenue [Member] | ||
Revenue | 1,785 | |
Service Income [Member] | ||
Revenue | $ 36,687 |
Revenues - Schedule of Contract
Revenues - Schedule of Contract Liabilities (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Balance, beginning of year | $ 24,000 | |
Additions | 183,319 | |
Transfer to revenue | (24,000) | (159,319) |
Balance, end of period | $ 24,000 |
Accounts Receivable, Net - Sche
Accounts Receivable, Net - Schedule of Accounts Receivable (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Trade receivables | $ 1,156,549 | $ 839,679 |
Less: Allowance for doubtful accounts | (102,861) | (73,829) |
Accounts receivable, net | $ 1,053,688 | $ 765,850 |
Inventory, Net (Details Narrati
Inventory, Net (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Depreciation expenses | $ 71,128 | $ 86,058 | |
Reserve for inventory obsolescence | |||
Feet Inventory [Member] | |||
Depreciation expenses | $ 23,886 | $ 0 |
Inventory, Net - Schedule of In
Inventory, Net - Schedule of Inventory (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 367,289 | $ 634,085 |
Work-in-progress | 9,939 | |
Finished goods | 459,094 | 539,169 |
Inventory | $ 836,322 | $ 1,173,254 |
Prepaid Expenses And Other Cu_3
Prepaid Expenses And Other Current Assets - Schedule Of Prepaid Expenses And Other Current Assets (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid final assembly services | $ 506,213 | $ 520,000 |
Prepayments for inventory | 1,093,572 | 976,512 |
Prepaid other | 188,820 | 112,250 |
Prepaid Expenses And Other Current Assets | $ 1,788,605 | $ 1,608,762 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 71,128 | $ 86,058 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Property and equipment | $ 1,658,471 | $ 1,527,360 |
Accumulated depreciation | (987,176) | (916,048) |
Property and equipment, net | 671,295 | 611,312 |
Computer and Equipment [Member] | ||
Property and equipment | 829,486 | 815,704 |
Furniture and Fixtures [Member] | ||
Property and equipment | 128,596 | 127,401 |
Leasehold Improvements [Member] | ||
Property and equipment | 236,738 | 221,802 |
Prototypes [Member] | ||
Property and equipment | 300,376 | 300,376 |
Computer Software [Member] | ||
Property and equipment | $ 163,275 | $ 62,077 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 29,184 | $ 28,217 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Gross Amount | $ 481,866 | $ 465,683 |
Accumulated Amortization | (351,022) | (321,838) |
Net Carrying Amount | 130,844 | 143,845 |
Supply Chain Development [Member] | ||
Gross Amount | 395,248 | 395,248 |
Accumulated Amortization | (316,640) | (291,937) |
Net Carrying Amount | $ 78,608 | $ 103,311 |
Weighted- Average Amortization Period | 9 months 18 days | 1 year 18 days |
Patents and Trademarks [Member] | ||
Gross Amount | $ 86,618 | $ 70,435 |
Accumulated Amortization | (34,382) | (29,901) |
Net Carrying Amount | $ 52,236 | $ 40,534 |
Weighted- Average Amortization Period | 2 years 4 months 28 days | 2 years 5 months 12 days |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Mar. 17, 2021 | Feb. 11, 2021 | Jan. 25, 2021 | Nov. 22, 2020 | Sep. 25, 2020 | Jul. 21, 2020 | Jul. 06, 2020 | Feb. 05, 2020 | Feb. 28, 2021 | Dec. 31, 2020 | Jul. 31, 2020 | Apr. 30, 2020 | Jun. 17, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Jul. 22, 2020 | Jul. 17, 2020 | Jul. 08, 2020 | Jun. 19, 2020 |
Common stock par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||||
Cash proceeds | $ 58,269,829 | ||||||||||||||||||||
Shares issued for exercised stock options, shares | $ 183,425 | ||||||||||||||||||||
Shares issued for exercised stock options | 74,987 | ||||||||||||||||||||
Share based compensation | $ 1,699,423 | $ 156,458 | |||||||||||||||||||
Preferred stock, designated | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | |||||||||||||||||
Warrant exercise price | $ 8.03 | $ 7.62 | $ 8.03 | $ 8.03 | |||||||||||||||||
Warrant outstanding | 3,501,014 | 7,361,083 | 3,501,014 | 3,501,014 | |||||||||||||||||
Expected volatility | 0.00% | 74.40% | |||||||||||||||||||
Risk-free interest rate | 0.00% | 0.29% | |||||||||||||||||||
Expected life | 0 years | 5 years | |||||||||||||||||||
Series H-6 Preferred Stock [Member] | |||||||||||||||||||||
Number of shares issued | 225,590 | ||||||||||||||||||||
Shares issued during conversion, shares | 7,833 | ||||||||||||||||||||
Shares issued for exercised stock options, shares | |||||||||||||||||||||
Series H-3 Preferred Stock [Member] | |||||||||||||||||||||
Shares issued for exercised stock options, shares | |||||||||||||||||||||
Preferred stock stated value | $ 138 | ||||||||||||||||||||
Aggregate issued and outstanding shares percentage | 9.99% | ||||||||||||||||||||
Series H Preferred Stock [Member] | |||||||||||||||||||||
Shares issued for exercised stock options, shares | |||||||||||||||||||||
Preferred stock stated value | $ 154 | ||||||||||||||||||||
Preferred stock, conversion price | $ 184.80 | ||||||||||||||||||||
Aggregate issued and outstanding shares percentage | 9.99% | ||||||||||||||||||||
Exercise of warrants | |||||||||||||||||||||
Series H-6 Convertible Preferred Stock [Member] | |||||||||||||||||||||
Preferred stock stated value | $ 72 | ||||||||||||||||||||
Preferred stock, conversion price | $ 3.60 | $ 3.60 | |||||||||||||||||||
Aggregate issued and outstanding shares percentage | 9.99% | ||||||||||||||||||||
Preferred stock, designated | 50,000 | ||||||||||||||||||||
Preferred stock, conversion price description | Each share of Series H-6 Preferred Stock is convertible at any time at the option of the holder thereof, into a number of shares of common stock of the Company determined by dividing the H-6 Stated Value by the initial conversion price of $3.60 per share, which was then further reduced to $2.50 under the anti-dilution adjustment provision, subject to a 9.99% blocker provision. | ||||||||||||||||||||
Advisors [Member] | |||||||||||||||||||||
Number of shares issued | 1,037,496 | ||||||||||||||||||||
Merger Sub [Member] | |||||||||||||||||||||
Number of shares issued | 2,337,663 | ||||||||||||||||||||
Value of common stock issued | $ 3,060,740 | ||||||||||||||||||||
Restricted Common Stock [Member] | Long-Term Incentive Plan [Member] | |||||||||||||||||||||
Number of shares issued | 1,087,618 | ||||||||||||||||||||
Number of shares vested | 15,115 | ||||||||||||||||||||
Weighted average price restricted stock | $ 5.27 | $ 5.27 | $ 5.27 | ||||||||||||||||||
Share based compensation | $ 1,246,539 | ||||||||||||||||||||
AYRO Seed Warrants [Member] | |||||||||||||||||||||
Offering expenses | $ 0 | $ 22,056 | |||||||||||||||||||
Warrants to purchase common stock | 461,647 | ||||||||||||||||||||
Warrant exercise price | $ 7.33 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
Warrant outstanding | 461,647 | ||||||||||||||||||||
Exercise of warrants | $ 100,000 | ||||||||||||||||||||
Exercise of warrants, Shares | 13,642 | ||||||||||||||||||||
Series I Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 14,636 | ||||||||||||||||||||
Warrant exercise price | $ 69 | ||||||||||||||||||||
Warrant outstanding | 14,636 | ||||||||||||||||||||
Warrant weighted average exercise price | $ 138 | ||||||||||||||||||||
Warrants description | If at any time (i) the volume weighted average price ("VWAP") of the Common Stock exceeds $138.00 for not less than the mandatory exercise measuring period; (ii) the daily average number of shares of Common Stock traded during the mandatory exercise measuring period equals or exceeds 25,000; and (iii) no equity conditions failure has occurred as of such date, then the Company shall have the right to require the holder to exercise all or any portion of the Series I Warrants still unexercised for a cash exercise. | ||||||||||||||||||||
Series H-3 Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 2,800 | ||||||||||||||||||||
Warrant exercise price | $ 165.60 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
Warrant outstanding | 2,800 | ||||||||||||||||||||
Series H-4 Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 37,453 | ||||||||||||||||||||
Warrant exercise price | $ 15.60 | ||||||||||||||||||||
Warrant outstanding | 37,453 | ||||||||||||||||||||
Anti-dilution price protection price per share | $ 15.60 | ||||||||||||||||||||
Series J Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 52,023 | ||||||||||||||||||||
Warrant exercise price | $ 30 | ||||||||||||||||||||
Warrant outstanding | 52,023 | ||||||||||||||||||||
Warrant weighted average exercise price | $ 45 | ||||||||||||||||||||
Warrants description | If at any time (i) the VWAP of the Common Stock exceeds $9.00 for not less than the mandatory exercise measuring period; (ii) the daily average number of shares of Common Stock traded during the mandatory exercise measuring period equals or exceeds 25,000; and (iii) no equity conditions failure has occurred as of such date, then the Company shall have the right to require the holder to exercise all or any portion of the Series J Warrants still unexercised for a cash exercise. | ||||||||||||||||||||
Series H-5 Warrants [Member] | |||||||||||||||||||||
Offering price | $ 2.77 | ||||||||||||||||||||
Warrants to purchase common stock | 296,389 | ||||||||||||||||||||
Sale of stock price | $ 2.77 | ||||||||||||||||||||
Warrant exercise price | $ 2.50 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
Warrant outstanding | 348,476 | ||||||||||||||||||||
Exercise of warrants, Shares | 173,091 | ||||||||||||||||||||
Warrants description | The H-5 Warrants are entitled to certain anti-dilution adjustments if the Company issues shares of its common stock at a lower price per share than the applicable exercise price (subject to a floor of $0.792 per share). An anti-dilution adjustment was triggered resulting in an adjusted exercise price per share from $3.96 to $2.50, resulting in an issuance of an additional 173,091 warrants that are exercisable at $2.50 per share. | ||||||||||||||||||||
Deemed dividend | $ 432,727 | ||||||||||||||||||||
Fair value of warrants | 967,143 | ||||||||||||||||||||
Fair value of modification of orinigal award | $ 534,416 | ||||||||||||||||||||
Expected volatility | 89.96% | ||||||||||||||||||||
Dividend yield | 0.00% | ||||||||||||||||||||
Risk-free interest rate | 0.24% | ||||||||||||||||||||
Expected life | 5 years | ||||||||||||||||||||
Series I, H-1, H-3, H-4, J and H-5 [Member] | |||||||||||||||||||||
Warrant expiration description | Warrants expire through the years 2020-2024 | ||||||||||||||||||||
June Finder Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 27,273 | ||||||||||||||||||||
Warrant exercise price | $ 2.75 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
June Placement Agent Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 126,000 | ||||||||||||||||||||
Warrant exercise price | $ 2.875 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
July 8 Finder Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 71,770 | ||||||||||||||||||||
Warrant exercise price | $ 5.225 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
July 8 Placement Agent Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 147,368 | ||||||||||||||||||||
Warrant exercise price | $ 5.4625 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
July 22 Placement Agent Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 129,500 | ||||||||||||||||||||
Warrant exercise price | $ 5.750 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
July 22 Finder Warrants [Member] | |||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
September Warrant [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 31,348 | ||||||||||||||||||||
Share based compensation | $ 66,845 | ||||||||||||||||||||
Warrant exercise price | $ 3.19 | ||||||||||||||||||||
Warrant outstanding | 31,348 | ||||||||||||||||||||
Warrant expiration description | The September Warrant is immediately exercisable and expires on September 25, 2025. | ||||||||||||||||||||
Decrease in exercise price | $ 2.13 | ||||||||||||||||||||
November Finder Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 56,256 | ||||||||||||||||||||
Warrant exercise price | $ 6.6660 | ||||||||||||||||||||
Warrant outstanding | 56,256 | ||||||||||||||||||||
November Placement Agent Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 57,756 | ||||||||||||||||||||
Warrant exercise price | $ 6.9690 | ||||||||||||||||||||
Warrant outstanding | 57,756 | ||||||||||||||||||||
Warrants description | The November Finder Warrants and November Placement Agent Warrants terminate after a period of 5 years on November 22, 2025. | ||||||||||||||||||||
February Finder Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 15,574 | 51,459 | |||||||||||||||||||
Warrant exercise price | $ 10.925 | ||||||||||||||||||||
February Placement Agent Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 255,584 | 255,584 | |||||||||||||||||||
Warrant exercise price | $ 10.925 | ||||||||||||||||||||
Warrants term | 5 years | ||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||
Number of shares issued | 5,074,645 | ||||||||||||||||||||
Warrants to purchase common stock | 5,092,806 | 5,092,806 | 5,092,806 | ||||||||||||||||||
Cash proceeds | $ 3,926,818 | ||||||||||||||||||||
Shares issued for exercised stock options, shares | $ 7 | ||||||||||||||||||||
Shares issued for exercised stock options | 74,987 | ||||||||||||||||||||
Common Stock [Member] | Series H-3 Preferred Stock [Member] | |||||||||||||||||||||
Number of shares issued | 795 | ||||||||||||||||||||
Shares issued during conversion, shares | 955 | ||||||||||||||||||||
Preferred stock, conversion price | $ 165.60 | ||||||||||||||||||||
Common Stock [Member] | February Finder Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 35,885 | ||||||||||||||||||||
Warrant exercise price | $ 10.45 | ||||||||||||||||||||
AYRO Seed Preferred Stock [Member] | |||||||||||||||||||||
Number of shares issued | 2,007,193 | ||||||||||||||||||||
Shares issued during conversion, shares | 7,360,985 | ||||||||||||||||||||
Securities Purchase Agreement [Member] | |||||||||||||||||||||
Number of shares issued | 4,400,001 | 3,333,334 | 1,650,164 | ||||||||||||||||||
Proceeds from sale of common stock | $ 41,800,008 | $ 20,000,004 | $ 10,000,000 | $ 1,512,500 | |||||||||||||||||
Offering expenses | $ 3,394,054 | $ 1,648,608 | 847,619 | ||||||||||||||||||
Warrant exercise price | $ 6.93 | ||||||||||||||||||||
Warrant purchase price | $ 233,334 | ||||||||||||||||||||
Securities Purchase Agreement [Member] | Series A Warrants and Series B [Member] | |||||||||||||||||||||
Value of common stock issued | $ 9,999,997 | ||||||||||||||||||||
Securities Purchase Agreement [Member] | Series A Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 1,237,624 | ||||||||||||||||||||
Warrant exercise price | $ 8.09 | ||||||||||||||||||||
Warrants description | Terminate six months from the date of issuance on May 24, 2021 | ||||||||||||||||||||
Securities Purchase Agreement [Member] | Series B Warrants [Member] | |||||||||||||||||||||
Warrants to purchase common stock | 825,084 | ||||||||||||||||||||
Warrant exercise price | $ 8.90 | ||||||||||||||||||||
Warrants description | Terminate five years from the date issuance on November 24, 2025. | ||||||||||||||||||||
Securities Purchase Agreement [Member] | Additional Shares [Member] | |||||||||||||||||||||
Number of shares issued | 420,000 | ||||||||||||||||||||
Common stock par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||
Offering price | $ 9.50 | $ 6 | $ 6.06 | $ 5 | 5 | 5 | $ 5 | ||||||||||||||
Proceeds from sale of common stock | $ 2,100,000 | ||||||||||||||||||||
Offering expenses | 168,000 | ||||||||||||||||||||
Purchase of additional shares description | (i) sell up to 5% of such stockholder's holdings in the Company's common stock on any trading day (with such 5% limitation to be measured as of the date of each sale) and (ii) allow for unlimited sales of the Company's common stock for any sales made at $10.00 per share or greater. | Each purchaser was also granted an option to purchase, on or before February 16, 2022, additional shares of common stock equal to the full amount of 75% of the common stock it purchased at the initial closing, or an aggregate of 3,300,001 shares, at an exercise price of $11.50 per share. | Each purchaser also had the right to purchase, on or before October 19, 2020, additional shares of common stock (the "Additional Shares") equal to the full amount of 75% of the common stock it purchased at the initial closing, or an aggregate of 1,387,500 shares, at price of $5.00 per share. | ||||||||||||||||||
Shares issued for exercised stock options, shares | $ 74,987 | $ 6,817 | |||||||||||||||||||
Shares issued for exercised stock options | 183,425 | 16,669 | |||||||||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | |||||||||||||||||||||
Proceeds from sale of common stock | $ 100,000 | ||||||||||||||||||||
Shares issued for exercised stock options | 13,642 | ||||||||||||||||||||
Securities Purchase Agreement [Member] | Investors [Member] | |||||||||||||||||||||
Number of stock sold | 1,850,000 | 3,157,895 | 2,200,000 | ||||||||||||||||||
Common stock par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||||||
Offering price | $ 5 | $ 4.75 | $ 2.50 | ||||||||||||||||||
Proceeds from sale of common stock | $ 9,250,000 | $ 15,000,000 | $ 5,500,000 | ||||||||||||||||||
Offering expenses | $ 740,000 | $ 1,249,200 | $ 435,000 | ||||||||||||||||||
Stock Purchase Agreements [Member] | |||||||||||||||||||||
Number of shares issued | 1,573,218 | ||||||||||||||||||||
Common stock par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||||||
Offering expenses | $ 609,010 | ||||||||||||||||||||
Cash proceeds | 2,000,000 | ||||||||||||||||||||
Core IR [Member] | Restricted Common Stock [Member] | |||||||||||||||||||||
Number of shares issued | 15,000 | ||||||||||||||||||||
Core IR [Member] | Restricted Common Stock [Member] | General and Administrative Expense [Member] | |||||||||||||||||||||
Offering expenses | $ 42,300 | ||||||||||||||||||||
Bridge Notes [Member] | |||||||||||||||||||||
Number of shares issued | 553,330 | ||||||||||||||||||||
Value of common stock issued | $ 600,000 | ||||||||||||||||||||
Convertible Bridge Notes [Member] | |||||||||||||||||||||
Shares issued during conversion, shares | 1,030,585 | ||||||||||||||||||||
Shares issued during conversion | $ 1,000,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Payment of Preferred Stock (Details) | Mar. 31, 2021USD ($)$ / sharesshares |
Convertible Preferred Stock Series H [Member] | |
Preferred stock outstanding | shares | 8 |
Multiplied by the stated value | $ 154 |
Equals the gross stated value | $ | $ 1,232 |
Divided by the conversion price | $ 184.80 |
Equals the convertible shares of common stock | shares | 7 |
Multiplied by the fair market value of common stock | $ 6.48 |
Payment | $ | $ 45 |
Convertible Preferred Stock Series H-3 [Member] | |
Preferred stock outstanding | shares | 1,234 |
Multiplied by the stated value | $ 138 |
Equals the gross stated value | $ | $ 170,292 |
Divided by the conversion price | $ 165.60 |
Equals the convertible shares of common stock | shares | 1,028 |
Multiplied by the fair market value of common stock | $ 6.48 |
Payment | $ | $ 6,661 |
Convertible Preferred Stock Series H-6 [Member] | |
Preferred stock outstanding | shares | 50 |
Multiplied by the stated value | $ 72 |
Equals the gross stated value | $ | $ 3,600 |
Divided by the conversion price | $ 2.50 |
Equals the convertible shares of common stock | shares | 1,440 |
Multiplied by the fair market value of common stock | $ 6.48 |
Payment | $ | $ 9,331 |
Stockholders' Equity -Schedule
Stockholders' Equity -Schedule of Fair Value Assumptions of Warrants (Details) - September Warrants [Member] | Mar. 31, 2021 |
Dividend [Member] | |
Fair value assumptions | 0 |
Risk Free Rate [Member] | |
Fair value assumptions | 0.30 |
Exercise Price [Member] | |
Fair value assumptions | 2.90 |
Strike Price [Member] | |
Fair value assumptions | 3.19 |
Term [Member] | |
Fair value assumptions, term | 5 years |
Volatility [Member] | |
Fair value assumptions | 1.02 |
Stockholders' Equity -Schedul_2
Stockholders' Equity -Schedule of Warrant Activity (Details) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Equity [Abstract] | |
Shares Underlying Warrants Outstanding, Beginning | shares | 3,501,014 |
Shares Underlying Warrants Granted | shares | 3,873,711 |
Shares Underlying Warrants Exercised | shares | (13,642) |
Shares Underlying Warrants Outstanding, Ending | shares | 7,361,083 |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 8.03 |
Weighted Average Exercise Price Granted | $ / shares | 7.24 |
Weighted Average Exercise Price Exercised | $ / shares | 7.33 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 7.62 |
Weighted Average Remaining Contractual Life, Beginning | 2 years 10 months 14 days |
Weighted Average Remaining Contractual Life, Ending | 2 years 6 months 25 days |
Stock Based Compensation (Detai
Stock Based Compensation (Details Narrative) - USD ($) | Feb. 24, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Share-based Compensation | $ 1,699,423 | $ 156,458 | ||
Stock Option [Member] | ||||
Number of stock options vested | 971,528 | |||
Aggregate intrinsic value of stock options vested and exercisable | $ 3,277,319 | |||
Share-based Compensation | 269,895 | 134,402 | ||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | 1,708,387 | |||
Share based Payment Arrangement [Member] | Consulting Services [Member] | ||||
Warrant Expenses | 22,056 | |||
Directors [Member] | Restricted Common Stock [Member] | ||||
Number of stock options vested | 15,115 | |||
Share-based Compensation | 500,765 | |||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | 333,843 | |||
Number of restricted stock units | 436,368 | |||
Restricted stock vesting description | Vest in December 2020, which was subsequently modified to fully vesting in May 2021. | |||
Keller Award [Member] | Restricted Common Stock [Member] | ||||
Share-based Compensation | 745,774 | |||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | $ 3,380,843 | |||
Number of restricted stock units | 651,250 | |||
Restricted stock vesting description | The following vesting schedule: one-third will vest on May 28, 2021, one-third will vest on December 4, 2021 and one-third will vest on December 4, 2022 | |||
2020 Long Term Incentive Plan [Member] | ||||
Number of stock options available for grants | 1,879,537 | |||
Number of restricted stock grants in periods | ||||
2020 Long Term Incentive Plan [Member] | Directors [Member] | DropCar, Inc. [Member] | ||||
Number of shares reserved | 4,089,650 | |||
2014 Equity Incentive Plan [Member] | DropCar, Inc. [Member] | ||||
Number of shares reserved | 141,326 | |||
Number of stock options available for grants | 61,440 | |||
2020 Long-Term Incentive Plan [Member] | Directors [Member] | Restricted Common Stock [Member] | ||||
Share-based Compensation | $ 182,989 | |||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | $ 1,134,531 | |||
Number of restricted stock units | 172,000 | |||
Restricted stock vesting description | The shares vest 50% at June 30, 2021, 25% at September 30, 2021 and 25% at December 31, 2021. | |||
Share price | $ 7.66 |
Stock Based Compensation - Sche
Stock Based Compensation - Schedule of Stock-based Compensation (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share based compensation | $ 1,699,423 | $ 156,458 |
Research and development [Member] | ||
Share based compensation | 23,486 | 15,872 |
Sales and Marketing [Member] | ||
Share based compensation | 63,449 | 34,584 |
General and Administrative [Member] | ||
Share based compensation | $ 1,612,488 | $ 106,002 |
Stock Based Compensation - Sc_2
Stock Based Compensation - Schedule of Stock-based Compensation, Stock Options, Activity (Details) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Stock Based Compensation Schedule Of Stockbased Compensation Stock Options Activity Details Abstract | |
Number of Stock options outstanding, beginning | shares | 1,920,269 |
Number of Stock options Excercised | shares | (74,987) |
Number of Stock options outstanding, ending | shares | 1,845,282 |
Weighted average exercise price outstanding, beginning | $ / shares | $ 4.40 |
Weighted average exercise price excercised | $ / shares | (2.45) |
Weighted average exercise price outstanding, ending | $ / shares | $ 4.48 |
Weighted average remaining contractual life, beginning | 8 years 7 months 28 days |
Weighted average remaining contractual life, ending | 8 years 5 months 20 days |
Stock Based Compensation - Sc_3
Stock Based Compensation - Schedule of Stock-based Payment Award, Stock Options, Valuation Assumptions (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Expected life (years) | 0 years | 5 years |
Risk-free interest | 0.00% | 0.29% |
Expected volatility | 0.00% | 74.40% |
Total grant date fair value | $ 0 | $ 0.99 |
Stock Based Compensation - Sc_4
Stock Based Compensation - Schedule of Restricted stock activity (Details) - Restricted Stock Units (RSUs) [Member] | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Number of shares, Outstanding Beginning | shares | 1,072,503 |
Number of shares, Granted | shares | 172,000 |
Number of shares, Outstanding Ending | shares | 1,244,503 |
Weighted Average Grant Price, Outstanding Beginning | $ / shares | $ 5.30 |
Weighted Average Grant Price, Granted | $ / shares | 7.66 |
Weighted Average Grant Price, Outstanding Ending | $ / shares | $ 5.63 |
Concentrations and Credit Risk
Concentrations and Credit Risk (Details Narrative) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
One Supplier [Member] | ||
Concentration risk percentage | 30.00% | 38.00% |
Two Supplier [Member] | ||
Concentration risk percentage | 22.00% | 16.00% |
Three Supplier [Member] | ||
Concentration risk percentage | 16.00% | 12.00% |
Top Supplier [Member] | ||
Concentration risk percentage | 58.00% | 77.00% |
Sales Revenue [Member] | One Customer [Member] | ||
Concentration risk percentage | 72.00% | 94.00% |
Sales Revenue [Member] | Two Customer [Member] | ||
Concentration risk percentage | 24.00% | 2.00% |
Accounts Receivable [Member] | One Customer [Member] | ||
Concentration risk percentage | 72.00% | 74.00% |
Accounts Receivable [Member] | Two Customer [Member] | ||
Concentration risk percentage | 17.00% | |
Accounts Receivable [Member] | Three Customer [Member] | ||
Concentration risk percentage | 10.00% |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jul. 09, 2020 | Dec. 31, 2017 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Accounts payable | $ 15,000 | $ 15,000 | |||
Additional deposit | 100,000 | ||||
Prepayment deposit | $ 1,044,590 | $ 49,162 | |||
Cenntro Automotive Group [Member] | |||||
Equity method investment, ownership percentage | 3.37% | ||||
Accounts payable | $ 13,469 | $ 69,825 | |||
Cenntro Automotive Group [Member] | Common Stock [Member] | |||||
Equity method investment, ownership percentage | 19.00% | ||||
Supply Chain Agreements [Member] | Cenntro Automotive Group [Member] | |||||
Payments to acquire property and equipment percentage | 100.00% | ||||
Original term of contract description | Under a memo of understanding signed between the Company and Cenntro on March 22, 2020, the Company agrees to purchase 300 units within the following twelve months of signing the memo of understanding, and 500 and 800 in each of the following respective twelve-month periods. | ||||
Prepayment for inventory | $ 1,200,000 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | Sep. 25, 2020 | Jan. 02, 2019 | Jan. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Lease remaining term | 6 years | |||||
Lease liabilities | $ 1,207,100 | $ 1,125,933 | ||||
Stock-based compensation | 1,699,423 | $ 156,458 | ||||
DropCar Operating, Inc [Member] | ||||||
Settlement of multiple employment disputes | $ 232,000 | |||||
Accounts payable and accrued expenses | 5,603 | |||||
Legal fees | 45,000 | |||||
Plaintiff's counsel balance | 45,000 | |||||
Prefunded liabilities | 186,000 | |||||
New Lease Agreement [Member] | ||||||
Lease obligations | $ 131,408 | |||||
Incremental borrowing rate for the lease | 10.41% | |||||
Lease remaining term | 6 years | 1 year 2 months 30 days | ||||
Lease liabilities | $ 39,273 | $ 4,096 | ||||
Master Manufacturing Services Agreement [Member] | Karma Automotive, LLC [Member] | ||||||
Contract term | 12 months | |||||
Stock-based compensation | $ 1,160,800 | |||||
Master Manufacturing Services Agreement [Member] | Karma Automotive, LLC [Member] | Advisor [Member] | ||||||
Payment of amount | 66,845 | |||||
Master Manufacturing Services Agreement [Member] | Karma Automotive, LLC [Member] | First Production Level Builds [Member] | ||||||
Payment of amount | 440,000 | |||||
Settlement of multiple employment disputes | 7,120 | |||||
Master Manufacturing Services Agreement [Member] | Karma Automotive, LLC [Member] | Setup Costs [Member] | ||||||
Payment of amount | $ 80,000 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Components of Lease Expense (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease expense | $ 68,795 | $ 45,868 |
Short-term lease expense | 3,533 | 60,836 |
Total lease cost | $ 72,328 | $ 106,704 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Operating Leases Right of Use Assets and Liabilities (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease - right-of-use asset | $ 1,180,025 | $ 1,098,819 |
Total lease assets | 1,180,025 | 1,098,819 |
Lease obligation - operating lease | 215,555 | 123,139 |
Lease obligation - operating lease, net of current portion | 991,545 | 1,002,794 |
Total lease liability | $ 1,207,100 | $ 1,125,933 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Weighted-average Remaining Lease Term and Discount Rate (Details) | Mar. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | |
Weighted average remaining lease term (in years) - operating lease | 6 years |
Weighted average discount rate - operating lease | 10.41% |
Commitments and Contingencies_5
Commitments and Contingencies - Schedule of Cash Flow Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating cash flows for operating leases | $ 39,273 | $ 4,096 |
Supplemental non-cash amounts of lease liabilities arising from obtaining right of use assets | $ 120,440 | $ 1,210,680 |
Commitments and Contingencies_6
Commitments and Contingencies - Schedule of Future Minimum Rental Payments for Operating Leases (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
2021, remaining | $ 231,501 | |
2022 | 306,691 | |
2023 | 247,533 | |
2024 | 254,277 | |
2025 | 261,223 | |
2026 and thereafter | 313,307 | |
Total minimum lease payments | 1,614,532 | |
Less effects of discounting | (407,432) | |
Present value of future minimum lease payments | $ 1,207,100 | $ 1,125,933 |