Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Jul. 18, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-56318 | |
Entity Registrant Name | American Metals Recovery and Recycling, Inc. | |
Entity Central Index Key | 0001488638 | |
Entity Tax Identification Number | 27-2262066 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 4301 West Bank Drive | |
Entity Address, Address Line Two | Suite 110B | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78746 | |
City Area Code | 866 | |
Local Phone Number | 365-0620 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | AMRR | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity common stock, shares outstanding | 11,081,336 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and Cash Equivalents | $ 1,774,532 | $ 138 |
Accounts Receivable | 9,019,768 | |
Unbilled Accounts Receivable | 3,423,129 | |
Costs in Excess of Billings | 7,487,848 | |
Inventories | 227,236 | |
Prepaids and Other Current Assets | 1,317,827 | |
Total Current Assets | 23,250,340 | 138 |
Property, Plant and Equipment | ||
Property, Plant and Equipment (Net of Accumulated Depreciation of $227,370 and $0) | 2,783,701 | |
Right of Use Asset | 214,389 | |
Total Property, Plant and Equipment | 2,998,090 | |
Other Assets | ||
Goodwill | 25,524,379 | |
Other Receivables | 2,402,000 | |
Long Term Assets | 890,157 | |
Total Non-Current Assets | 31,814,626 | |
TOTAL ASSETS | 55,064,966 | 138 |
Current Liabilities: | ||
Accounts Payable | 2,643,151 | 1,031 |
Accrued Expenses | 1,918,111 | |
Billings In Excess of Costs | 1,120,753 | |
Accrued Interest | 904,918 | |
Note Payable and Accrued Interest – Related Party | 99,358 | 98,232 |
Other Current Liabilities | 2,846,642 | |
Current Portion of Lease Payable | 18,504 | |
Current Portion of Long-Term Debt | 6,539,945 | |
Total Current Liabilities | 16,091,382 | 99,263 |
Non-Current Liabilities: | ||
Note Payable, Less Current Portion | 37,948,731 | |
Capital Leases Payable, Less Current Portion | 1,743,919 | |
Operating Lease Payable, Less Current Portion | 195,885 | |
Total Non-Current Liabilities | 39,888,535 | |
TOTAL LIABILITIES | 55,979,917 | 99,263 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Preferred Stock, $0.001 par value, 5,000,000 shares authorized, 600,000 shares issued and outstanding | 600 | 600 |
Common Stock, $0.001 par value, 50,000,000 shares authorized 11,081,336 issued and outstanding | 11,081 | 11,081 |
Additional Paid In Capital | 507,571 | 507,571 |
Accumulated Deficit | (1,434,203) | (618,377) |
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | (914,951) | (99,125) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | $ 55,064,966 | $ 138 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Net of Accumulated Depreciation | $ 227,370 | $ 0 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, share authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 600,000 | 600,000 |
Preferred stock, shares outstanding | 600,000 | 600,000 |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares outstanding | 11,081,336 | 11,081,336 |
Common stock, shares issued | 11,081,336 | 11,081,336 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
REVENUE | $ 10,771,627 | |
COST OF REVENUE | 8,237,627 | |
Gross Profit | 2,534,000 | |
Operating Expenses: | ||
Selling, General and Administrative Expenses | 2,169,125 | 15,600 |
Other Expenses | ||
Depreciation and Amortization | 228,837 | |
Total Operating Expenses | 2,397,962 | 15,600 |
NET OPERATING INCOME | 136,038 | (15,600) |
OTHER INCOME (EXPENSE) | ||
Interest Income | 35 | |
Interest Expense | (953,614) | (1,125) |
Other Income (Expense) | 1,715 | |
TOTAL OTHER INCOME (EXPENSES) | (951,864) | (1,125) |
NET INCOME (LOSS) BEFORE TAXES | (815,826) | (16,725) |
PROVISION FOR INCOME TAXES | ||
NET INCOME (LOSS) | $ (815,826) | $ (16,725) |
Basic Income Per Common Share | $ (0.07) | $ 0 |
Weighted Average Shares Outstanding - Basic | 11,081,336 | 11,081,336 |
Diluted Income Per Common Share | $ (0.07) | $ 0 |
Weighted Average Shares Outstanding - Diluted | 11,081,336 | 11,081,336 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 600 | $ 11,081 | $ 507,571 | $ (570,580) | $ (51,328) |
Beginning balance (in shares) at Dec. 31, 2020 | 600,000 | 11,081,336 | |||
Net Loss | (16,725) | (16,725) | |||
Ending balance, value at Mar. 31, 2021 | $ 600 | $ 11,081 | 507,571 | (587,305) | (68,053) |
Ending Balance (in shares) at Mar. 31, 2021 | 600,000 | 11,081,336 | |||
Beginning balance, value at Dec. 31, 2021 | $ 600 | $ 11,081 | 507,571 | (618,377) | (99,125) |
Beginning balance (in shares) at Dec. 31, 2021 | 600,000 | 11,081,336 | |||
Net Loss | (815,826) | (815,826) | |||
Ending balance, value at Mar. 31, 2022 | $ 600 | $ 11,081 | $ 507,571 | $ (1,434,203) | $ (914,951) |
Ending Balance (in shares) at Mar. 31, 2022 | 600,000 | 11,081,336 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITES: | ||
Net income | $ (815,826) | $ (16,725) |
Adjustments to reconcile net income to cash used in operating activities | ||
Depreciation and Amortization | 227,370 | |
Change in Operating Assets and Liabilities | ||
Accounts Receivable | (780,281) | |
Unbilled Accounts Receivables | (536,622) | |
Cost in Excess of Billings | (590,474) | |
Inventory | 63,204 | |
Prepaids and Other Assets | 952,876 | |
Other Assets | (3,317,796) | |
Accounts Payable | 486,526 | 1,470 |
Accrued Expenses | 2,825,318 | 1,125 |
Billings in Excess of Costs | (227,903) | |
Accrued Interest – Related Party | 1,125 | |
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES | (1,712,483) | (14,130) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Purchase of Equipment | (36,340) | |
Purchase of AMR Resources | (40,407,648) | |
CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES | (40,443,988) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from Notes Payable | 44,000,000 | |
Payments on Debt | (69,135) | |
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES | 43,930,865 | |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,774,394 | (14,130) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 138 | 43,436 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 1,774,532 | 29,306 |
SUPPLEMENTAL DISCLOSURES | ||
Cash Paid for Interest | 1,033 | |
Cash Paid for Income Taxes |
NATURE OF ACTIVITIES AND SIGNIF
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES Nature of Activities, History and Organization American Metals Recovery and Recycling Inc. was incorporated in the State of Nevada on June 29, 2009. We were formed in order to acquire 100 On August 2, 2021, the Company filed a Registration Statement on Form 10 to register the Company’s 11,081,336 shares of previously issued and outstanding common stock and 600,000 shares of previously issued and outstanding preferred stock. The Company received no proceeds as result of the August 2, 2021 registration of the common and preferred shares. On February 1, 2022, American Metals Recovery and Recycling, Inc. (“AMRR”) (OTC Pink: AMRR), completed an acquisition of AMR Resources, LLC (“AMR” or “the Company”) whereby AMR became a wholly owned subsidiary of AMRR. The Company owns all of the assets exclusively used in the Onepath Integrated Services (“OIS”) business, which were divested by Onepath Systems, LLC. OIS has operated as a standalone division of Onepath Systems and has provided private and public entities large-scale telecommunications, system / network planning and engineering, low voltage cabling, security / access controls, and installation services since 2006. OIS has a nationwide footprint that provides clients with a one stop solution. Key business units include telecom and internet providers, fire and life safety, large building security and access control, audio/visual, multi-dwelling units, military, and large-scale public and commercial developments. The acquisition of all outstanding units of AMR Resources was consummated in exchange for consideration of $40.5 million (the “AMR Resources Acquisition”). In contemplation of the AMR Resources Acquisition, OnePath Systems, LLC (“OnePath”) formed AMR Resources and contributed those assets necessary for the operation of its integrated services business. As a result of the AMR Resources Acquisition, the Company acquired 100% of the outstanding units of AMR Resources and the former integrated services business of OnePath. AMR Resources is a wholly owned subsidiary of the Company as of February 1, 2022. The consideration paid by AMRR was subject to post-closing adjustment as contemplated by the Agreement. The Agreement contained customary provisions reflecting a transaction of such scope and structure, including representations, warranties, indemnification obligations. AMRR funded the purchase price from the AMRR’s readily available funds generated from loan proceeds. AMR Resources designs, deploys and maintains integrated low-voltage systems for the commercial and residential market. This includes Life Safety, Physical Security, Audio-Visual, Networking and Structured Cabling solutions. With 300 employees and over 5,000 subcontractors, AMR Resources has a national footprint, with a heavy concentration in the Southeastern United States and is headquartered in the Atlanta, Georgia metropolitan area. On April 5, 2022, AMRR announced a rebrand to Multiband Global, positioning itself as a leading IT and network lifecycle company offering solutions for the complete IT and network lifecycle. Significant Accounting Policies The Company’s management selects accounting principles generally accepted in the United States of America and adopts methods for their application. The application of accounting principles requires the estimating, matching and timing of revenues and expenses. The accounting policies used conform to generally accepted accounting principles which have been consistently applied in the preparation of these financial statements. The financial statements and notes are representations of the Company’s management which is responsible for their integrity and objectivity. Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items that: 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods presented. Basis of Presentation The Company prepares its unaudited consolidated financial statements on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States. Principles of Consolidation The unaudited consolidated financial statements include the accounts of American Metals Recovery and Recycling, Inc., as well as its wholly owned subsidiary, AMR Resources, LLC. All significant inter-company transactions have been eliminated. All amounts are presented in U.S. Dollars unless otherwise stated. Cash and Cash Equivalents The Company considers all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents. At times, cash balances may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. As of March 31, 2022, the Company had $ 340,654 Accounts Receivable and Allowances for Doubtful Accounts The allowance for accounts receivable is recorded when receivables are considered to be doubtful of collection. As of March 31, 2022, and December 31, 2021, respectively, the Company had $ 528,851 0 Unbilled Accounts Receivable Unbilled accounts receivable represents amounts deemed receivable but not yet billed – See Note 4. Costs in Excess of Billings Cost in excess of billings represents costs incurred on contracts which have not yet been invoiced. The balance at March 31, 2022 and December 31, 2021 was $ 7,487,848 0 Inventory Inventories are carried at the lower of cost or net realizable value and consists of the supplies on-hand for use in future customer arrangements. The inventories are $ 227,236 0 Prepaids and Other Current Assets These amounts represent prepaid legal, rent and insurance. The balance at March 31, 2022 and December 31, 2021 was $ 1,204,095 0 Billings in Excess of Costs Billings in excess of costs represents advance amounts billed customers for work which the company has not yet completed. The balance at March 31, 2022 and December 31, 2021 was $ 1,120,753 0 Income Taxes The Company accounts for income taxes under ASC 740 “Income Taxes” Use of Estimates In order to prepare unaudited consolidated financial statements in conformity with accounting principles generally accepted in the United States, management must make estimates, judgments and assumptions that affect the amounts reported in the unaudited consolidated financial statements and determines whether contingent assets and liabilities, if any, are disclosed in the unaudited consolidated financial statements. The ultimate resolution of issues requiring these estimates and assumptions could differ significantly from resolution currently anticipated by management and on which the financial statements are based. Revenue Recognition The Company recognizes revenue according to ASC 606 “ Revenue from contracts with customers. 1. Identify the contract with the customer Contract with our customers may be oral, written, or implied. A written and signed invoice stating the terms and conditions is the Company’ preferred method. The terms of a written contract may be contained within the body of an invoice or in an email. No work is commenced without an understanding between the Company and our client that a valid contract exists. 2. Identify the performance obligations in the contract Our sales and account management teams define the scope of services to be offered, to ensure all parties are in agreement and obligations are being delivered to the customer as promised. The performance obligation may not be fully identified in a mutually signed contract, but may be outlined in email correspondence, face-to-face meetings, additional proposals or scopes of work, or phone conversations. 3. Determine the transaction price Pricing is discussed and identified by the operations team prior to submitting an invoice to the customer. 4. Allocate the transaction price to the performance obligations in the contract If a contract involves multiple obligations, the transaction pricing is allocated accordingly, during the performance obligation phase. 5. Recognize revenue when (or as) we satisfy a performance obligation The Company uses digital marketing that includes digital advertising, SEO management and digital ad support. We provide whether presenting a vibrant but simple message about our clients that will enlighten their audience or deploying an influential digital marketing campaign on our online site or across one or multiple social media platforms. Revenue is recognized when ads are run on Company’s advertising platform. The company generates analytical reports monthly or as required to show how the ad dollars were spent and how the targeting resulted in click-through. The report satisfies the performance obligation, regardless of the outcome or effectiveness of the campaign. Sales are recognized when promised services are started in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Sales for service contracts generally are recognized as the services are being provided. For the three months ended March 31, 2022 and 2021, there are no deferred contract costs or deferred commissions. Fair Value of Financial Instruments The ASC guidance for fair value measurements and disclosure establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1 Inputs – Level 2 Inputs – Level 3 Inputs – As of March 31, 2022, and December 31, 2021, the Company’s financial assets were measured at fair value using Level 3 inputs, with the exception of cash, which was valued using Level 1 inputs. Per Share Amounts Earnings per share are calculated in accordance with ASC 260 “ Earnings per Share The Company had no options or warrants outstanding at March 31, 2022 and March 31, 2021. Three Months Ended March 31, 2022 Three Months Ended March 31, 2021 Net income (loss) attributable to common shareholders $ (815,826 ) $ (16,725 ) Weighted average number of common shares outstanding, Basic 11,081,336 11,081,336 Diluted weighted average number of common shares outstanding, 11,081,336 11,081,336 Basic earnings (loss) per share $ (0.07 ) $ (0.00 ) Diluted earnings (loss) per share $ (0.07 ) $ (0.00 ) At March 31, 2022 and 2021, the Company had no potentially dilutive common stock related to outstanding stock warrants. Related Party Transactions FASB ASC 850, “Related Party Disclosures” requires companies to include in their financial statements, disclosures of material related party transactions. The Company discloses all material related party transactions. A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 2 – INVENTORIES Inventories are carried at the lower of cost or fair value and consists of the supplies on-hand for use in future customer arrangements. Inventory balances of March 31, 2022, and December 31, 2021, respectively, were as follows: 2022 2021 Supplies on-hand $ 227,236 $ - |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 3 – PROPERTY, PLANT AND EQUIPMENT Property consists of the following at March 31, 2022 and December 31, 2021: 2022 2021 Furniture and Fixtures $ 29,104 $ - Computer Equipment 176,443 - Machinery and Office Equipment 160,318 - Automobiles and Trucks 2,612,496 - Software 32,710 - Sub-total 3,011,071 - Less: Accumulated depreciation (227,370 ) - Total Property $ 2,783,701 $ - Depreciation and amortization have been provided over each asset’s estimated useful life. Depreciation and amortization expense was $ 227,236 0 |
UNBILLED ACCOUNTS RECEIVABLE
UNBILLED ACCOUNTS RECEIVABLE | 3 Months Ended |
Mar. 31, 2022 | |
Receivables [Abstract] | |
UNBILLED ACCOUNTS RECEIVABLE | NOTE 4 – UNBILLED ACCOUNTS RECEIVABLE Unbilled accounts receivable represents amounts for which work has been performed but not yet billed. The following table shows the amounts as of March 31, 2022 and December 31, 2021: March 31, 2022 Dec 31, 2021 Vendor rebate programs receivable $ 144,381 0 Accrued revenue -Google contract 1,396,473 0 Accrued revenue – Lockheed contract 1,595,204 0 Accrued revenue – Brinks contract 183,637 0 Accrued revenue – Service contracts 89,835 0 Accrued revenue – Shentel contract 3,639 0 Accrued revenue – Miscellaneous projects 9,960 0 Total $ 3,423,129 $ 0 |
GOODWILL
GOODWILL | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | NOTE 5 – GOODWILL Impairment of Goodwill and Other Intangible Assets 25.5 million In accordance with ASU 2017-04, “Intangibles – Goodwill and Other - Simplifying the Test for Goodwill Impairment On March 31, 2022, we performed our annual goodwill impairment test and estimated the fair value of AMR based on the recent purchase of AMR. We concluded that the goodwill assigned to AMR, as of March 31, 2022, was not impaired and that AMR unit was at risk of failing step one of the goodwill impairment test as prescribed under the ASC . |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 6 – INCOME TAXES The Company has adopted ASC 740-10, “ Income Taxes” The Company’s effective tax rate for the period ended March 31, 2022 and for the period ended March 31, 2021 varies from the statutory rate of 21 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 7– STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue 5,000,000 0.001 As of March 31, 2022 and December 31, 2021, the Company has 600,000 Common Stock The Company is authorized to issue 50,000,000 0.001 As of March 31, 2022 and December 31, 2021, the Company had 11,081,336 The Company did not issue any shares of its common stock during the three months ended March 31, 2022 or 2021. Options As of both March 31, 2022 and December 31, 2021, the Company had no stock options outstanding. Warrants As of both March 31, 2021 and December 31, 2021, the Company had no warrants outstanding. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 8 – COMMITMENTS AND CONTINGENCIES Leases The Company accounts for leases according to ASC 842 - Leases, which requires recognition of a right-of-use asset and lease liability for all leases at the commencement date based on the present value of lease payments over the lease term. In addition, the Company has elected other available practical expedients to not separate lease and non-lease components for all classes of underlying assets and to exclude leases with an initial term of 12 months or less. The Company determines if a contract is or contains a lease at inception. As the implicit rate is not readily determinable for most of the Company’s lease agreements, the Company uses an estimated incremental borrowing rate to determine the initial present value of lease payments. These discount rates for leases are calculated using the Company’s interest rate of promissory notes. The Company leases various vehicles under financing leases expiring in various years through 2026. The assets and liabilities under financing leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are amortized over their estimated useful lives. Amortization of assets under capital leases is included in depreciation expense for the three months ended March 31, 2022. The following is a summary of property held under capital leases as of March 31, 2022 and December 31, 2021. Schedule of property held under capital leases March 31, 2022 Dec 31, 2021 Vehicles $ 2,612,496 $ - Less: Accumulated Amortization (161,357 ) - $ 2,451,139 $ - Minimum future lease Payments under financing leases at March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 Dec 31, 2021 2022 $ 533,352 $ - 2023 693,635 - 2024 674,298 - 2025 593,267 - 2026 193,442 2027 1,279 - Total Minimum Lease Payments 2,689,273 - Less: Amount Representing Interest (456,678 ) - Present Value of Minimum Lease Payments 2,232,595 - Less: Current Portion (488,676 ) - Financing Lease, Net of Current Portion $ 1,743,919 $ - Interest rates on financing leases vary from 2.36 19.28 Operating Lease The Company leases office space for its corporate headquarters in Kennesaw, Georgia under a sublease. The lease terminates on December 31, 2022 and since it is all current, the Company has elected not to record any Right of Use Assets and Lease Liabilities. The lease provides for base monthly rent of $ 60,031 The Company leases office space for the AMR Resources operations in Austin, Texas. In January 2022, the Company entered into a sixty-four month lease through June 2027. As part of the agreement the Company received four months free rent. The Company makes tiered lease payments on the 1st of each month. The Company’s lease does not have any residual value guarantees or restrictive covenants. The Company classified the lease as an operating lease and determined that the value of the right of use lease assets (“ROU”) and liability at the inception of the lease was $ 214,389 10 The Company’s components of lease cost are as follows: Period Ended March 31, 2022 Operating Lease – Office Lease $ - Short Term Lease Costs - Variable Lease Costs - TOTAL Expense $ - Weighted average remaining lease term and weighted average discount rate are as follows: Weighted Average Remaining Lease Term (Years) – Operating Leases 6.33 Weighted Average Discount Rate – Operating Leases 10.00 % Right of Use asset (ROU”) $ 214,389 Estimated future minimum lease obligations are as follow for the years ending December 31: YEAR 2022 $ 26,316 2023 58,389 2024 55,510 2025 57,155 2026 58,800 Thereafter 34,540 Total $ 290,710 Less Imputed Interest (76,321 ) OPERATING LEASE PAYABLE $ 214,389 Other Contingencies Coronavirus Pandemic In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States of America. Efforts implemented by local and national governments, as well as businesses, including temporary closures, are expected to have adverse impacts on local, national and the global economies. Although the disruption is currently expected to be temporary, there is uncertainty around the duration and the related economic impact. Therefore, while we expect this matter to have an impact our business, the impact to our results of operations and financial position cannot be reasonably estimated at this time. Russia-Ukraine conflict The Russian-Ukraine conflict is a global concern. The Company does not have any direct exposure to Russia or Ukraine through its operations, employee base, investments or sanctions. We have no basis to evaluate the possible risks of this conflict. |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 9 – NOTES PAYABLE On January 21, 2022, the Company issued the Note to GNET in an aggregate principal amount of $ 44 million 10 January 21, 2025 Acquisition of AMR Resources On February 1, 2022, the Company completed the AMR Resources Acquisition for $ 40.4 million AMR Resources has approximately 125 vehicle leases which are accounted for as finance leases and included in assets under property and equipment and in liabilities under notes payable. The following is a schedule of the Company’s long-term debt: Schedule of long term debt March 31, 2022 Dec 31, 2021 $ 44,000,000 10 $ 44,000,000 $ - Finance Automobile Leases Payable, various rates 2,232,595 - Subtotal $ 46,232,595 $ - Current portion – long-term debt (6,539,945 ) - Total $ 39,692,650 $ - The Company purchased the following assets (liabilities) on February 1, 2022 for $ 40.4 million Schedule of assets and liabilities Purchase Asset / Liability Purchased Feb 1, 2022 Cash 802,000.00 Accounts Receivable 8,239,486.93 Other Receivables 2,886,507.23 Preapids & Other Current Assets 1,468,703.54 Earnings in Excess of Billings 6,897,373.65 Inventory 290,439.58 Fexed Assets (Net) 3,164,887.93 Goodwill 25,308,583.06 Accounts Payable (2,155,595.21 ) Accrued Expenses (1,633,722.59 ) Curr.Portion LT Leases Payable (557,811.41 ) Total Wages Payable (1,047,407.38 ) Billings in Excess of Costs (1,348,655.61 ) Leases Payable - Autos (2,464,953.45 ) Less Curr.Portion-Leases 557,811.42 Purchase Price 40,407,647.70 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 10 – SUBSEQUENT EVENTS The Company has evaluated events from March 31, 2022, through the date when the financial statements were available to issue and has determined there were no items requiring disclosure. |
NATURE OF ACTIVITIES AND SIGN_2
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies The Company’s management selects accounting principles generally accepted in the United States of America and adopts methods for their application. The application of accounting principles requires the estimating, matching and timing of revenues and expenses. The accounting policies used conform to generally accepted accounting principles which have been consistently applied in the preparation of these financial statements. The financial statements and notes are representations of the Company’s management which is responsible for their integrity and objectivity. Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items that: 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods presented. |
Basis of Presentation | Basis of Presentation The Company prepares its unaudited consolidated financial statements on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States. |
Principles of Consolidation | Principles of Consolidation The unaudited consolidated financial statements include the accounts of American Metals Recovery and Recycling, Inc., as well as its wholly owned subsidiary, AMR Resources, LLC. All significant inter-company transactions have been eliminated. All amounts are presented in U.S. Dollars unless otherwise stated. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents. At times, cash balances may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. As of March 31, 2022, the Company had $ 340,654 |
Accounts Receivable and Allowances for Doubtful Accounts | Accounts Receivable and Allowances for Doubtful Accounts The allowance for accounts receivable is recorded when receivables are considered to be doubtful of collection. As of March 31, 2022, and December 31, 2021, respectively, the Company had $ 528,851 0 |
Unbilled Accounts Receivable | Unbilled Accounts Receivable Unbilled accounts receivable represents amounts deemed receivable but not yet billed – See Note 4. |
Costs in Excess of Billings | Costs in Excess of Billings Cost in excess of billings represents costs incurred on contracts which have not yet been invoiced. The balance at March 31, 2022 and December 31, 2021 was $ 7,487,848 0 |
Inventory | Inventory Inventories are carried at the lower of cost or net realizable value and consists of the supplies on-hand for use in future customer arrangements. The inventories are $ 227,236 0 |
Prepaids and Other Current Assets | Prepaids and Other Current Assets These amounts represent prepaid legal, rent and insurance. The balance at March 31, 2022 and December 31, 2021 was $ 1,204,095 0 |
Billings in Excess of Costs | Billings in Excess of Costs Billings in excess of costs represents advance amounts billed customers for work which the company has not yet completed. The balance at March 31, 2022 and December 31, 2021 was $ 1,120,753 0 |
Income Taxes | Income Taxes The Company accounts for income taxes under ASC 740 “Income Taxes” |
Use of Estimates | Use of Estimates In order to prepare unaudited consolidated financial statements in conformity with accounting principles generally accepted in the United States, management must make estimates, judgments and assumptions that affect the amounts reported in the unaudited consolidated financial statements and determines whether contingent assets and liabilities, if any, are disclosed in the unaudited consolidated financial statements. The ultimate resolution of issues requiring these estimates and assumptions could differ significantly from resolution currently anticipated by management and on which the financial statements are based. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue according to ASC 606 “ Revenue from contracts with customers. 1. Identify the contract with the customer Contract with our customers may be oral, written, or implied. A written and signed invoice stating the terms and conditions is the Company’ preferred method. The terms of a written contract may be contained within the body of an invoice or in an email. No work is commenced without an understanding between the Company and our client that a valid contract exists. 2. Identify the performance obligations in the contract Our sales and account management teams define the scope of services to be offered, to ensure all parties are in agreement and obligations are being delivered to the customer as promised. The performance obligation may not be fully identified in a mutually signed contract, but may be outlined in email correspondence, face-to-face meetings, additional proposals or scopes of work, or phone conversations. 3. Determine the transaction price Pricing is discussed and identified by the operations team prior to submitting an invoice to the customer. 4. Allocate the transaction price to the performance obligations in the contract If a contract involves multiple obligations, the transaction pricing is allocated accordingly, during the performance obligation phase. 5. Recognize revenue when (or as) we satisfy a performance obligation The Company uses digital marketing that includes digital advertising, SEO management and digital ad support. We provide whether presenting a vibrant but simple message about our clients that will enlighten their audience or deploying an influential digital marketing campaign on our online site or across one or multiple social media platforms. Revenue is recognized when ads are run on Company’s advertising platform. The company generates analytical reports monthly or as required to show how the ad dollars were spent and how the targeting resulted in click-through. The report satisfies the performance obligation, regardless of the outcome or effectiveness of the campaign. Sales are recognized when promised services are started in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Sales for service contracts generally are recognized as the services are being provided. For the three months ended March 31, 2022 and 2021, there are no deferred contract costs or deferred commissions. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The ASC guidance for fair value measurements and disclosure establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1 Inputs – Level 2 Inputs – Level 3 Inputs – As of March 31, 2022, and December 31, 2021, the Company’s financial assets were measured at fair value using Level 3 inputs, with the exception of cash, which was valued using Level 1 inputs. |
Per Share Amounts | Per Share Amounts Earnings per share are calculated in accordance with ASC 260 “ Earnings per Share The Company had no options or warrants outstanding at March 31, 2022 and March 31, 2021. Three Months Ended March 31, 2022 Three Months Ended March 31, 2021 Net income (loss) attributable to common shareholders $ (815,826 ) $ (16,725 ) Weighted average number of common shares outstanding, Basic 11,081,336 11,081,336 Diluted weighted average number of common shares outstanding, 11,081,336 11,081,336 Basic earnings (loss) per share $ (0.07 ) $ (0.00 ) Diluted earnings (loss) per share $ (0.07 ) $ (0.00 ) At March 31, 2022 and 2021, the Company had no potentially dilutive common stock related to outstanding stock warrants. |
Related Party Transactions | Related Party Transactions FASB ASC 850, “Related Party Disclosures” requires companies to include in their financial statements, disclosures of material related party transactions. The Company discloses all material related party transactions. A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. |
NATURE OF ACTIVITIES AND SIGN_3
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company had no options or warrants outstanding at March 31, 2022 and March 31, 2021. | The Company had no options or warrants outstanding at March 31, 2022 and March 31, 2021. Three Months Ended March 31, 2022 Three Months Ended March 31, 2021 Net income (loss) attributable to common shareholders $ (815,826 ) $ (16,725 ) Weighted average number of common shares outstanding, Basic 11,081,336 11,081,336 Diluted weighted average number of common shares outstanding, 11,081,336 11,081,336 Basic earnings (loss) per share $ (0.07 ) $ (0.00 ) Diluted earnings (loss) per share $ (0.07 ) $ (0.00 ) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories are carried at the lower of cost or fair value and consists of the supplies on-hand for use in future customer arrangements. Inventory balances of March 31, 2022, and December 31, 2021, respectively, were as follows: | Inventories are carried at the lower of cost or fair value and consists of the supplies on-hand for use in future customer arrangements. Inventory balances of March 31, 2022, and December 31, 2021, respectively, were as follows: 2022 2021 Supplies on-hand $ 227,236 $ - |
UNBILLED ACCOUNTS RECEIVABLE (T
UNBILLED ACCOUNTS RECEIVABLE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Receivables [Abstract] | |
Unbilled accounts receivable represents amounts for which work has been performed but not yet billed. The following table shows the amounts as of March 31, 2022 and December 31, 2021: | Unbilled accounts receivable represents amounts for which work has been performed but not yet billed. The following table shows the amounts as of March 31, 2022 and December 31, 2021: March 31, 2022 Dec 31, 2021 Vendor rebate programs receivable $ 144,381 0 Accrued revenue -Google contract 1,396,473 0 Accrued revenue – Lockheed contract 1,595,204 0 Accrued revenue – Brinks contract 183,637 0 Accrued revenue – Service contracts 89,835 0 Accrued revenue – Shentel contract 3,639 0 Accrued revenue – Miscellaneous projects 9,960 0 Total $ 3,423,129 $ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of property held under capital leases | Schedule of property held under capital leases March 31, 2022 Dec 31, 2021 Vehicles $ 2,612,496 $ - Less: Accumulated Amortization (161,357 ) - $ 2,451,139 $ - |
Minimum future lease Payments under financing leases at March 31, 2022 and December 31, 2021 are as follows: | Minimum future lease Payments under financing leases at March 31, 2022 and December 31, 2021 are as follows: March 31, 2022 Dec 31, 2021 2022 $ 533,352 $ - 2023 693,635 - 2024 674,298 - 2025 593,267 - 2026 193,442 2027 1,279 - Total Minimum Lease Payments 2,689,273 - Less: Amount Representing Interest (456,678 ) - Present Value of Minimum Lease Payments 2,232,595 - Less: Current Portion (488,676 ) - Financing Lease, Net of Current Portion $ 1,743,919 $ - |
The Company’s components of lease cost are as follows: | The Company’s components of lease cost are as follows: Period Ended March 31, 2022 Operating Lease – Office Lease $ - Short Term Lease Costs - Variable Lease Costs - TOTAL Expense $ - Weighted average remaining lease term and weighted average discount rate are as follows: Weighted Average Remaining Lease Term (Years) – Operating Leases 6.33 Weighted Average Discount Rate – Operating Leases 10.00 % Right of Use asset (ROU”) $ 214,389 Estimated future minimum lease obligations are as follow for the years ending December 31: YEAR 2022 $ 26,316 2023 58,389 2024 55,510 2025 57,155 2026 58,800 Thereafter 34,540 Total $ 290,710 Less Imputed Interest (76,321 ) OPERATING LEASE PAYABLE $ 214,389 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of long term debt | Schedule of long term debt March 31, 2022 Dec 31, 2021 $ 44,000,000 10 $ 44,000,000 $ - Finance Automobile Leases Payable, various rates 2,232,595 - Subtotal $ 46,232,595 $ - Current portion – long-term debt (6,539,945 ) - Total $ 39,692,650 $ - |
Schedule of assets and liabilities | Schedule of assets and liabilities Purchase Asset / Liability Purchased Feb 1, 2022 Cash 802,000.00 Accounts Receivable 8,239,486.93 Other Receivables 2,886,507.23 Preapids & Other Current Assets 1,468,703.54 Earnings in Excess of Billings 6,897,373.65 Inventory 290,439.58 Fexed Assets (Net) 3,164,887.93 Goodwill 25,308,583.06 Accounts Payable (2,155,595.21 ) Accrued Expenses (1,633,722.59 ) Curr.Portion LT Leases Payable (557,811.41 ) Total Wages Payable (1,047,407.38 ) Billings in Excess of Costs (1,348,655.61 ) Leases Payable - Autos (2,464,953.45 ) Less Curr.Portion-Leases 557,811.42 Purchase Price 40,407,647.70 |
The Company had no options or w
The Company had no options or warrants outstanding at March 31, 2022 and March 31, 2021. (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net income (loss) attributable to common shareholders | $ (815,826) | $ (16,725) |
Weighted average number of common shares outstanding, Basic | 11,081,336 | 11,081,336 |
Diluted weighted average number of common shares outstanding, | 11,081,336 | 11,081,336 |
Basic earnings (loss) per share | $ (0.07) | $ 0 |
Diluted earnings (loss) per share | $ (0.07) | $ 0 |
NATURE OF ACTIVITIES AND SIGN_4
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Feb. 02, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Cash and cash equivalents | $ 340,654 | ||
Allowance for accounts receivable | 528,851 | $ 0 | |
Costs in excess of billings | 7,487,848 | 0 | |
Inventories | 227,236 | 0 | |
Amount of prepaid legal, rent and insurance | 1,204,095 | 0 | |
Customer Advances and Progress Payments for Long-Term Contracts or Programs | $ 1,120,753 | $ 0 | |
AMR Resources [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Description of business acquisition | On February 1, 2022, American Metals Recovery and Recycling, Inc. (“AMRR”) (OTC Pink: AMRR), completed an acquisition of AMR Resources, LLC (“AMR” or “the Company”) whereby AMR became a wholly owned subsidiary of AMRR. The Company owns all of the assets exclusively used in the Onepath Integrated Services (“OIS”) business, which were divested by Onepath Systems, LLC. OIS has operated as a standalone division of Onepath Systems and has provided private and public entities large-scale telecommunications, system / network planning and engineering, low voltage cabling, security / access controls, and installation services since 2006. OIS has a nationwide footprint that provides clients with a one stop solution. Key business units include telecom and internet providers, fire and life safety, large building security and access control, audio/visual, multi-dwelling units, military, and large-scale public and commercial developments. | ||
Subsidiaries [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Ownership interest | 100% |
Inventories are carried at the
Inventories are carried at the lower of cost or fair value and consists of the supplies on-hand for use in future customer arrangements. Inventory balances of March 31, 2022, and December 31, 2021, respectively, were as follows: (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Supplies on-hand | $ 227,236 |
Property consists of the follow
Property consists of the following at March 31, 2022 and December 31, 2021: (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Software | $ 2,998,090 | |
Sub-total | 3,011,071 | |
Less: Accumulated depreciation | (227,370) | |
Total Property | 2,783,701 | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Software | 29,104 | |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Software | 176,443 | |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Software | 160,318 | |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Software | 2,612,496 | |
Software Development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Software | $ 32,710 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expenses | $ 227,236 | $ 0 |
Unbilled accounts receivable re
Unbilled accounts receivable represents amounts for which work has been performed but not yet billed. The following table shows the amounts as of March 31, 2022 and December 31, 2021: (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | $ 3,423,129 | |
Unbilled Accounts Receivable | 0 | |
Vendor Rebate Programs Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | 144,381 | 0 |
Accrued Revenue Google Contract [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | 1,396,473 | 0 |
Accrued Revenue Lockheed Contract [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | 1,595,204 | 0 |
Accrued Revenue Brinks Contract [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | 183,637 | 0 |
Accrued Revenue Service Contracts [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | 89,835 | 0 |
Accrued Revenue Shentel Contract [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | 3,639 | 0 |
Accrued Revenue Miscellaneous Projects [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Unbilled Accounts Receivable | $ 9,960 | $ 0 |
GOODWILL (Details Narrative)
GOODWILL (Details Narrative) | Mar. 31, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | $ 25,500,000 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Effective Income Tax Rate Reconciliation Tax Cuts and Jobs Act of2017 Percent1 | 0.21 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Equity [Abstract] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 600,000 | 600,000 |
Preferred stock, shares outstanding | 600,000 | 600,000 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares issued | 11,081,336 | 11,081,336 |
Common stock, shares outstanding | 11,081,336 | 11,081,336 |
Schedule of property held under
Schedule of property held under capital leases (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Vehicles | $ 2,612,496 | |
Less: Accumulated Amortization | (161,357) | |
Total | $ 2,451,139 |
Minimum future lease Payments u
Minimum future lease Payments under financing leases at March 31, 2022 and December 31, 2021 are as follows: (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
2022 | $ 533,352 | |
2023 | 693,635 | |
2024 | 674,298 | |
2025 | 593,267 | |
2026 | 193,442 | |
2027 | 1,279 | |
Total Minimum Lease Payments | 2,689,273 | |
Less: Amount Representing Interest | (456,678) | |
Present Value of Minimum Lease Payments | 2,232,595 | |
Less: Current Portion | (488,676) | |
Financing Lease, Net of Current Portion | $ 1,743,919 |
The Company_s components of lea
The Company’s components of lease cost are as follows: (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating Lease Office Lease | ||
Short Term Lease Costs | ||
Variable Lease Costs | ||
TOTAL Expense | ||
Weighted Average Remaining Lease Term ( in years) | 6 years 3 months 29 days | |
Weighted Average Discount Rate Operating Leases | 10% | |
Operating Lease, Right-of-Use Asset | $ 214,389 | |
2022 | 26,316 | |
2023 | 58,389 | |
2024 | 55,510 | |
2025 | 57,155 | |
2026 | 58,800 | |
Thereafter | 34,540 | |
Total | 290,710 | |
Less Imputed Interest | (76,321) | |
OPERATING LEASE PAYABLE | $ 214,389 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Loss Contingencies [Line Items] | ||
Rent on lease | $ 60,031 | |
Operating Lease, Right-of-Use Asset | $ 214,389 | |
Discount rate on not payble | 10% | |
Minimum [Member] | ||
Loss Contingencies [Line Items] | ||
Interest on Leases | 2.36% | |
Maximum [Member] | ||
Loss Contingencies [Line Items] | ||
Interest on Leases | 19.28% |
Schedule of long term debt (Det
Schedule of long term debt (Details) - USD ($) | Mar. 31, 2022 | Jan. 21, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | |||
Subtotal | $ 46,232,595 | ||
Current portion - long-term debt | (6,539,945) | ||
Current portion - long-term debt | 6,539,945 | ||
Total | 39,692,650 | ||
Notes Payable, Other Payables [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 44,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||
Loans Payable [Member] | |||
Debt Instrument [Line Items] | |||
Subtotal | 44,000,000 | ||
Loans Payable 1 [Member] | |||
Debt Instrument [Line Items] | |||
Subtotal | $ 2,232,595 |
Schedule of assets and liabilit
Schedule of assets and liabilities (Details) $ in Thousands | Feb. 01, 2022 USD ($) |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | $ 40,407,647,700 |
Cash 1 [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 802,000,000 |
Accounts Receivable 1 [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 8,239,486,930 |
Other Receivables 1 [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 2,886,507,230 |
Preapids And Other Current Assets [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 1,468,703,540 |
Earnings In Excess Of Billings [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 6,897,373,650 |
Inventory [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 290,439,580 |
Fexed Assets Net [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 3,164,887,930 |
Goodwill 1 [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | 25,308,583,060 |
Accounts Payable 1 [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | (2,155,595,210) |
Accrued Expenses 1 [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | (1,633,722,590) |
Curr Portion L T Leases Payable [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | (557,811,410) |
Total Wages Payable [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | (1,047,407,380) |
Billings In Excess Of Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | (1,348,655,610) |
Leases Payable Autos [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | (2,464,953,450) |
Less Curr Portion Leases [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Purchase price | $ 557,811,420 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Feb. 01, 2022 | Jan. 21, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Short-Term Debt [Line Items] | ||||
Goodwill | $ 40,400,000 | $ 25,524,379 | ||
AMR Resources [Member] | ||||
Short-Term Debt [Line Items] | ||||
Payments to Acquire Business Three, Net of Cash Acquired | $ 40,400,000 | |||
G N E T [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt Instrument, Face Amount | $ 44,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 10% | |||
Debt Instrument, Maturity Date | Jan. 21, 2025 |