Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 31, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Entity Registrant Name | Reliant Holdings, Inc. | ||
Entity Central Index Key | 0001682265 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | true | ||
Entity Current Reporting Status | Yes | ||
Document Period End Date | Dec. 31, 2020 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2020 | ||
Entity Ex Transition Period | false | ||
Entity Common Stock Shares Outstanding | 16,385,000 | ||
Entity Public Float | $ 970,200 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current Assets | ||
Cash | $ 192,567 | $ 280,680 |
Accounts receivable | 5,119 | 0 |
Federal income tax receivable | 978 | 416 |
House and real estate inventory | 33,948 | 17,424 |
Contract assets | 69,510 | 0 |
Total current assets | 302,122 | 298,520 |
Equipment, net of accumulated depreciation of $43,350 and $27,587 as of December 31, 2020 and 2019, respectively | 38,222 | 7,339 |
Total Assets | 340,344 | 305,859 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 139,011 | 54,974 |
Contract liabilities | 267,156 | 96,490 |
Current portion of note payable | 6,875 | 0 |
Total current liabilities | 413,042 | 151,464 |
Long-term note payable, net of current portion | 73,308 | 0 |
Total Liabilities | 486,350 | 151,464 |
Stockholders' Equity (Deficit) | ||
Preferred stock, 5,000,000 shares authorized, $0.001 par value, 0 issued and outstanding as of December 31, 2020 and 2019, respectively | 0 | 0 |
Common stock, 70,000,000 shares authorized, $0.001 par value, 14,785,000 and 14,585,000 issued and outstanding as of December 31, 2020 and 2019, respectively | 14,785 | 14,585 |
Additional paid-in capital | 48,832 | 43,365 |
Retained earnings (accumulated deficit) | (209,623) | 96,445 |
Total Stockholders' Equity (Deficit) | (146,006) | 154,395 |
Total Liabilities and Stockholders' Equity (Deficit) | $ 340,344 | $ 305,859 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current Assets | ||
Equipment, accumulated depreciation | $ 43,350 | $ 27,587 |
Stockholders' Equity | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 70,000,000 | 70,000,000 |
Common stock, shares issued | 14,785,000 | 14,585,000 |
Common stock, shares outstanding | 14,785,000 | 14,585,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Consolidated Statements of Operations | ||
Revenue | $ 2,131,388 | $ 1,822,437 |
Cost of goods sold | (1,475,833) | (1,225,373) |
Gross margin | 655,555 | 597,064 |
Operating expenses | ||
General and administrative | 960,261 | 484,186 |
Total Operating Expenses | (960,261) | (484,186) |
Income (loss) from operations | (304,706) | 112,878 |
Other income (expense) | ||
Interest income | 22 | 104 |
Interest expense | (1,946) | (388) |
Total other income (expense) | (1,924) | (284) |
Income (loss) before income taxes | (306,630) | 112,594 |
Benefit (provision) for income tax | 562 | (9,584) |
Net income (loss) | $ (306,068) | $ 103,010 |
Net income (loss) per share - basic and diluted | $ (0.02) | $ 0.01 |
Weighted average common shares outstanding | 13,520,904 | 14,585,000 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) |
Balance, shares at Dec. 31, 2018 | 14,585,000 | ||||
Balance, amount at Dec. 31, 2018 | $ 51,385 | $ 0 | $ 14,585 | $ 43,365 | $ (6,565) |
Net income | 103,010 | $ 0 | $ 0 | 0 | 103,010 |
Balance, shares at Dec. 31, 2019 | 14,585,000 | ||||
Balance, amount at Dec. 31, 2019 | 154,395 | $ 0 | $ 14,585 | 43,365 | 96,445 |
Net income | (306,068) | $ 0 | $ 0 | $ 0 | $ (306,068) |
Stock-based compensation, shares | 200,000 | ||||
Stock-based compensation, amount | $ 5,667 | $ 0 | $ 200 | $ 5,467 | $ 0 |
Balance, shares at Dec. 31, 2020 | 14,785,000 | ||||
Balance, amount at Dec. 31, 2020 | $ (146,006) | $ 0 | $ 14,785 | $ 48,832 | $ (209,623) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Activities | ||
Net income (loss) | $ (306,068) | $ 103,010 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Stock-based compensation | 5,667 | 0 |
Depreciation | 15,919 | 6,775 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (5,119) | 0 |
Contract assets | (69,510) | 9,776 |
House and real estate inventory | (16,524) | (17,424) |
Prepaid and other current assets | (562) | 11,084 |
Contract liabilities | 170,666 | 6,499 |
Accounts payable and accrued liabilities | 84,037 | (1,885) |
Net cash provided by (used in) operating activities | (121,494) | 117,835 |
Investing Activities | ||
Purchase of property and equipment | (11,000) | 0 |
Net cash used in investing activities | (11,000) | 0 |
Financing Activities | ||
Payments on related party advances | 0 | (5,000) |
Proceeds from notes payable | 51,113 | 0 |
Payments on note payable | (6,732) | (13,248) |
Net cash provided by (used in) financing activities | 44,381 | (18,248) |
Net change in cash | (88,113) | 99,587 |
Cash - beginning of period | 280,680 | 181,093 |
Cash - end of period | 192,567 | 280,680 |
Supplemental Disclosures | ||
Interest paid | 783 | 368 |
Income taxes paid | 0 | 0 |
Non-cash Disclosures | ||
Purchase of equipment with note payable | $ 35,802 | $ 0 |
The Company, Summary of Signifi
The Company, Summary of Significant Accounting Policies and Going Concern | 12 Months Ended |
Dec. 31, 2020 | |
The Company, Summary of Significant Accounting Policies and Going Concern | |
Note 1. The Company and Summary of Significant Accounting Policies | The Compan Reliant Holdings, Inc. (the “ Company Reliant Pools Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates. Princi p les of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all short-term investments purchased with original maturities of three months or less at the date of purchase to be cash equivalents. Going Concern The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company’s continuation as a going concern is dependent upon its ability to generate revenues to sustain its current level of operations. Management believes in their ability to generate revenues to fund its current level of operation. During the year ended December 31, 2020, the Company had a net loss, negative cash flow from operations, and a working capital deficit. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management cannot be certain that such events can be achieved. Real Estate Inventory Inventory consists of raw land, land acquisition, development, interest, real estate taxes and overhead are allocated to homes and units using the relative sales value method. These costs are capitalized to inventory from the point development begins to the point construction is completed. We assess the recoverability of our land inventory in accordance with the provisions of ASC Topic 360, “Property, Plant, and Equipment.” We review our real estate inventory for indicators of impairment by property during each reporting period. If indicators of impairment are present for a property, generally, an undiscounted cash flow analysis is prepared in order to determine if the carrying value of the assets in that community exceeds the undiscounted cash flows. Generally, if the carrying value of the assets exceeds their estimated undiscounted cash flows, the assets are potentially impaired, requiring a fair value analysis. Our determination of fair value is primarily based on a discounted cash flow model which includes projections and estimates relating to sales prices, construction costs, sales pace, and other factors. However, fair value can be determined through other methods, such as appraisals, contractual purchase offers, and other third-party opinions of value. Changes in these expectations may lead to a change in the outcome of our impairment analysis, and actual results may also differ from our assumptions. For the years ended December 31, 2020 and 2019, we recorded no impairment charges. Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income taxes and liabilities are determined based on the difference between financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. Revenue Recognition On January 1, 2018, we adopted Financial Accounting Standards Board (“ FASB ASC new revenue standard Revenue is recognized based on the following five step model: - Identification of the contract with a customer - Identification of the performance obligations in the contract - Determination of the transaction price - Allocation of the transaction price to the performance obligations in the contract - Recognition of revenue when, or as, the Company satisfies a performance obligation All of the Company’s revenue is currently generated from the design and installation of swimming pools. As such no further disaggregation of revenue information is provided. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Our contracts have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts and, therefore, not distinct. Performance Obligations Satisfied Over Time Revenue for our contracts that satisfy the criteria for over time recognition is recognized as the work progresses. The majority of our revenue is derived from construction contracts and projects that typically span between 4 to 12 months. Our construction contracts will continue to be recognized over time because of the continuous transfer of control to the customer as all of the work is performed at the customer’s site and, therefore, the customer controls the asset as it is being constructed. Contract costs include labor, material, and indirect costs. Performance Obligations Satisfied at a Point in Time Revenue for our contracts that do not satisfy the criteria for over time recognition is recognized at a point in time. Substantially all of our revenue recognized at a point in time is for work performed for pool maintenance or repairs. Unlike our construction contracts that use a cost-to-cost input measure for performance, the pool maintenance or repairs utilize an output measure for performance based on the completion of a unit of work. The typical time frame for completion of these services is less than one month. Upon fulfillment of the performance obligation, the customer is provided an invoice (or equivalent) demonstrating transfer of control or completion of service to the customer. We believe that point in time recognition remains appropriate for these contracts and will continue to recognize revenues upon completion of the performance obligation and issuance of an invoice. Contract modifications are routine in the performance of our contracts. Contracts are often modified to account for changes in the contract specifications or requirements. In most instances, contract modifications are for goods or services that are not distinct, and, therefore, are accounted for as part of the existing contract. Backlog On December 31, 2020, we had approximately $2,810,705 of remaining performance obligations on our construction contracts, which we also refer to as backlog. We expect to recognize our backlog as revenue during 2021. Contract Estimates Accounting for long-term contracts and programs involves the use of various techniques to estimate total contract revenue and costs. For long-term contracts, we estimate the profit on a contract as the difference between the total estimated revenue and expected costs to complete a contract and recognize that profit over the life of the contract. Contract estimates are based on various assumptions to project the outcome of future events. These assumptions include labor productivity and availability, the complexity of the work to be performed, the cost and availability of materials, and the performance of subcontractors. Variable Consideration Transaction price for our contracts may include variable consideration, which includes increases to transaction price for approved and unapproved change orders, claims and incentives, and reductions to transaction price for liquidated damages. Change orders, claims and incentives are generally not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as a modification of the existing contract and performance obligation. We estimate variable consideration for a performance obligation at the most likely amount to which we expect to be entitled (or the most likely amount we expect to incur in the case of liquidated damages), utilizing estimation methods that best predict the amount of consideration to which we will be entitled (or will be incurred in the case of liquidated damages). We include variable consideration in the estimated transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur or when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in transaction price are based largely on an assessment of our anticipated performance and all information (historical, current and forecasted) that is reasonably available to us. The effect of variable consideration on the transaction price of a performance obligation is recognized as an adjustment to revenue on a cumulative catch-up basis. To the extent unapproved change orders and claims reflected in transaction price (or excluded from transaction price in the case of liquidated damages) are not resolved in our favor, or to the extent incentives reflected in transaction price are not earned, there could be reductions in, or reversals of, previously recognized revenue. No adjustments on any one contract were material to our consolidated financial statements for the years ended December 31, 2020 and 2019. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable and costs and estimated earnings in excess of billings on uncompleted contracts (contract assets) on the consolidated balance sheet. On our construction contracts, amounts are billed as work progresses in accordance with agreed-upon contractual terms, either at periodic intervals (e.g., biweekly or monthly) or upon achievement of contractual milestones. Generally, billing occurs prior to revenue recognition, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheet on a contract-by-contract basis at the end of each reporting period. Home sale revenues - Home sale revenues and related profit are generally recognized when title to and possession of the home are transferred to the buyer at the home closing date. Our performance obligation to deliver the agreed-upon home is generally satisfied at the home closing date. Home sale contract assets consist of cash from home closings held in escrow for our benefit, typically for less than five days, which are considered deposits in-transit and classified as cash. Contract liabilities, include customer deposit liabilities related to homes sold but not yet delivered to buyers, totaled $0 at December 31, 2020 and 2019, respectively, related to Home and Land revenue. Substantially all of our home sales are scheduled to close and be recorded to revenue within one year from the date of receiving a customer deposit. Land sale revenues Accounts Receivable and Allowances The Company does not charge interest to its customers and carries its customers’ receivables at their face amounts, less an allowance for doubtful accounts. Included in accounts receivable are balances billed to customers pursuant to retainage provisions in certain contracts that are due upon completion of the contract and acceptance by the customer, or earlier as provided by the contract. Based on the Company’s experience in recent years, the majority of customer balances at each balance sheet date are collected within twelve months. As is common practice in the industry, the Company classifies all accounts receivable, including retainage, as current assets. The contracting cycle for certain long-term contracts may extend beyond one year, and accordingly, collection of retainage on those contracts may extend beyond one year. The Company grants trade credit, on a non-collateralized basis (with the exception of lien rights against the property in certain cases), to its customers and is subject to potential credit risk related to changes in business and overall economic activity. The Company analyzes specific accounts receivable balances, historical bad debts, customer credit-worthiness, current economic trends and changes in customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. In the event that a customer balance is deemed to be uncollectible, the account balance is written-off against the allowance for doubtful accounts. Classification of Construction Contract-related Assets and Liabilities Contract assets are presented as a current asset in the accompanying consolidated balance sheets, and contract liabilities are presented as a current liability in the accompanying consolidated balance sheets. The Company’s contracts vary in duration, with the duration of some larger contracts exceeding one year. Consistent with industry practices, the Company includes the amounts realizable and payable under contracts, which may extend beyond one year, in current assets and current liabilities. The vast majority of these balances are settled within one year. Equipment Equipment, consisting mainly of a truck, is stated at cost. The Company depreciates the cost of equipment using the straight- line method over the estimated useful lives of the assets. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations for the period. The cost of maintenance and repairs is charged to operations as incurred; significant renewals improvements are capitalized. During the years ended December 31, 2020 and 2019, depreciation expense was $15,919 and $6,775, respectively. The estimated useful lives of the Company vehicles are five years. Home and Real Estate Inventory Inventory is stated at cost unless the carrying value is determined to not be recoverable, in which case the affected inventory is written down to fair value. Cost includes land acquisition, land development, and home construction costs, including interest, real estate taxes, and certain direct and indirect overhead costs related to development and construction. The specific identification method is used to accumulate home construction costs. We capitalize interest cost into homebuilding inventories. Interest expense is allocated over the period based on the timing of home closings. Cost of revenues includes the construction cost, average lot cost, estimated warranty costs, and closing costs applicable to the home. Sales commissions are classified within selling, general, and administrative expenses. The construction cost of the home includes amounts paid through the closing date of the home, plus an accrual for costs incurred but not yet paid. We assess the recoverability of our land inventory in accordance with the provisions of Accounting Standards Codification (“ASC”) Topic 360, “Property, Plant, and Equipment.” We review our home and real estate inventory for indicators of impairment by property during each reporting period. If indicators of impairment are present for a property, generally, an undiscounted cash flow analysis is prepared in order to determine if the carrying value of the assets in that community exceeds the undiscounted cash flows. Generally, if the carrying value of the assets exceeds their estimated undiscounted cash flows, the assets are potentially impaired, requiring a fair value analysis. Our determination of fair value is primarily based on a discounted cash flow model which includes projections and estimates relating to sales prices, construction costs, sales pace, and other factors. However, fair value can be determined through other methods, such as appraisals, contractual purchase offers, and other third-party opinions of value. Changes in these expectations may lead to a change in the outcome of our impairment analysis, and actual results may also differ from our assumptions. For the years ended December 31, 2020 and 2019, we recorded $0 of impairment charges. Fair Value of Financial Instruments Under FASB ASC 820, “ Fair Value Measurements and Disclosures Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-tier fair value hierarchy prioritizes the inputs used in measuring 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). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one more significant inputs or significant value drivers are unobservable. The carrying amounts of cash, accounts receivable, trade accounts payable, and other accrued expenses approximate fair value because of the short maturity of those instruments. Earnin g s (Loss) Per Share In accordance with accounting guidance now codified as ASC Topic 260, “ Earnings (Loss) per Share, Recent Accountin g Pronouncements The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements. COVID-19 A novel strain of coronavirus (“COVID-19”) was first identified in December 2019, and subsequently declared a global pandemic by the World Health Organization on March 11, 2020. As a result of the outbreak, many companies have experienced disruptions in their operations, workforce and markets served. While the Company has to date, not suffered any negative effects of COVID-19, the governmental response thereto, or any declines in demand for the Company’s services, the full extent of the COVID-19 outbreak and the ultimate impact on the Company’s operations is uncertain. A prolonged disruption could have a material adverse impact on financial results and business operations of the Company. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2020 | |
Accounts Receivable | |
Note 2. Accounts Receivable | Accounts receivable consisted of the following: December 31, December 31, 2020 2019 Contract receivables $ 5,119 $ 3,000 Less: Allowance for doubtful accounts — (3,000 ) Accounts receivable, net $ 5,119 $ — The Company recognized no bad debt expense during the years ended December 31, 2020 and 2019. |
Contracts in Process
Contracts in Process | 12 Months Ended |
Dec. 31, 2020 | |
Contracts in Process | |
Note 3. Contracts in Process | The net asset (liability) position for contracts in process consisted of the following: December 31, December 31, 2020 2019 Costs on uncompleted contracts $ 441,589 $ 244,557 Estimated earnings 217,499 120,453 659,088 365,010 Less: Progress billings 856,734 461,500 Contract liabilities, net $ (197,646 ) $ (96,490 ) The net asset (liability) position for contracts in process is included in the accompanying consolidated balance sheets as follows: December 31, 2020 December 31, 2019 Costs and estimated earnings in excess of billings on uncompleted contracts $ 69,510 $ — Billings in excess of costs and estimated earnings on uncompleted contracts (267,156 ) (96,490 ) Contract liabilities $ (197,646 ) $ (96,490 ) |
Concentration of Risk
Concentration of Risk | 12 Months Ended |
Dec. 31, 2020 | |
Concentration of Risk | |
Note 4. Concentration of Risk | The Company had gross revenue of $2,131,388 and $1,822,437 for the years ended December 31, 2020 and 2019, respectively. There were no customers representing more than 10% of gross revenue for the year ended December 31, 2020. The Company had three customers representing more than 10% of gross revenue, and a combined 34% of revenue for the year ended December 31, 2019. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity | |
Note 5. Equity | From January 2016 to September 2016, the Company sold 885,000 shares of restricted common stock for $44,250, or $0.05 per share in a private offering pursuant to a private placement memorandum. Purchasers in the offering included Lilia Chavez, the mother of Michael Chavez, the Company’s then President and then sole director (10,000 shares for $500), Alexander Spohn, the adult son of Becky Spohn, the Company’s then Controller (5,000 shares for $250), and Phyllis Laws, the mother of Becky Spohn, the Company’s then Controller (5,000 shares for $250). In September 2016, the Company discovered that the investors in the January 2016 to September 2016 offering may not have been provided all of the information and materials (including current audited financial statements), as is required under the Securities Act of 1933, as amended (the “ Securities Act Nevertheless, based on the above, the Company offered the January 2016 to September 2016 purchasers of the Company’s common stock the right to rescind their previous common stock acquisitions and receive, in exchange for any shares relinquished to the Company, a payment equal to their original purchase price plus interest at the applicable statutory rate in the state in which they reside. The rescission offer expired at 5:00 pm (CST) on October 26, 2016. None of the prior purchasers opted to rescind their prior purchases in connection with the rescission offer. During the first quarter of fiscal 2017, the Company learned that in 2009, Michael Chavez, the former President and former sole director, was barred from association with any FINRA member in any capability. Mr. Chavez similarly became aware of the FINRA bar at the same time. Pursuant to Rule 506(d), Rule 506 of the Securities Act, is not available for a sale of securities if among other persons, any director or executive officer of an issuer has been subject to certain disqualifying events after September 23, 2013, including suspension or expulsion from membership in a self-regulatory organization (SRO), such as FINRA. However, in the event the disqualifying event occurred prior to September 23, 2013, the issuer is not prohibited from relying on Rule 506, provided that pursuant to Rule 506(e) of the Securities Act, an issuer is required to furnish to each purchaser, a reasonable time prior to sale, a description in writing of any matters that would have triggered disqualification under Rule 506(d)(1), but occurred before September 23, 2013. As Mr. Chavez’s FINRA bar constituted a disqualifying event under Rule 506(d), the Company was required to furnish to each purchaser of shares of the Company, a reasonable time prior to sale, a description in writing of such event. The Company did not do that, because as described above, the Company and Mr. Chavez only became aware of the FINRA bar after the close of the offering. Notwithstanding the fact that the Company was not aware of Mr. Chavez’s FINRA bar, the Company determined that the failure to provide such information may prohibit the Company from relying on a Rule 506 exemption for the prior issuances and sales of shares. The Company believes that all such transactions still complied with, and were exempt from registration under Section 4(a)(2) of the Securities Act, because the recipients acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof; the securities were offered without any general solicitation by us or the Company’s representatives; no underwriters or agents were involved in the foregoing issuances and the Company paid no underwriting discounts or commissions, the securities sold/issued were subject to transfer restrictions, and the certificates evidencing the securities (or book entry issuances) contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom; and the securities were not registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. Nevertheless, management determined that the Company would offer rescission to all of its stockholders in April 2017. In connection therewith, in April 2017, the Company offered every stockholder of the Company’s common stock the right to rescind their previous purchases and acquisitions and to receive, in exchange for any shares relinquished to us, a payment equal to their original purchase price or consideration provided, plus interest at the applicable statutory rate in the state in which they reside. The rescission offer expired at 5:00 pm (CST) on April 29, 2017. None of the Company’s stockholders opted to rescind their prior purchase/acquisitions in connection with the rescission offer. The federal securities laws and certain state securities laws do not expressly provide that a rescission offer will terminate a purchaser’s right to rescind a sale of securities that was not registered under the relevant securities laws as required. Accordingly, the Company may continue to be potentially liable under certain securities laws for the offer and sale of the shares sold and issued between May 2014 and September 2016, totaling $57,950 of securities in aggregate, along with statutory interest on such shares, even after the Company completed the rescission offers. This amount is recorded in equity in the accompanying December 31, 2020 and December 31, 2019 balance sheets. This will be evaluated at each reporting period for reclassification to a liability if a rescission request is made. Effective on November 3, 2017, Michael Chavez, the Company’s former sole director, Chief Executive Officer and President of the Company, entered into a Voting Agreement with Elijah May, the Company’s then Chief Operating Officer (COO), and current sole director, Chief Executive Officer and President as well as the Company’s COO (the “ Voting Agreement Pursuant to the Voting Agreement, Mr. Chavez provided complete authority to Mr. May to vote the 4,000,000 shares of common stock which Mr. Chavez then held (and any other securities of the Company obtained by Mr. Chavez in the future) at any and all meetings of stockholders of the Company and via any written consents. Those 4,000,000 shares represented 27.4% of the Company’s common stock as of the parties’ entry into the Voting Agreement and together with the 4,500,000 shares held by Mr. May prior to the parties’ entry into the Voting Agreement, constituted 58.3% of the Company’s total outstanding shares of common stock. The Voting Agreement has a term of ten years, through November 3, 2027, but can be terminated at any time by Mr. May and terminates automatically upon the death of Mr. May. In connection with his entry into the Voting Agreement, Mr. Chavez provided Mr. May an irrevocable voting proxy to vote the shares covered by the Voting Agreement. Additionally, during the term of such agreement, Mr. Chavez agreed not to transfer the shares covered by the Voting Agreement except pursuant to certain limited exceptions. Due to the Voting Agreement, Mr. May holds voting control over the Company due to his ability to vote 58.3% of the Company’s total outstanding shares of voting stock. Effective on November 3, 2017, the Board of Directors of the Company and the Board of Directors of Reliant Pools Inc., the Company’s wholly-owned subsidiary, each then consisting solely of Mr. Chavez, increased the number of members of the Board of Directors of each company from one to two and appointed Mr. May as a member of the Board of Directors of each company to fill the vacancy created by such vacancy. On December 4, 2020, the Company entered into an investor relations agreement and issued a total of 200,000 shares in exchange for a 6-month service period. The stock was valued at $34,000 at the date of grant and will be recognized over the service period. During the year ended December 31, 2020, the Company recognized $5,667 of expense related to these shares. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies | |
Note 6. Commitments and Contingencies | The Company leases approximately 1,000 square feet of office space in Austin, Texas. The Company extended the office space lease from October 1, 2020 through September 30, 2021, for a rental rate of $1,850 per month. Lease expense was $21,405 and $24,855 for the years ended December 31, 2020 and 2019, respectively. On October 19, 2018, a former client, Paul T. Denucci filed an Original Petition naming the Company, Elijah May, our sole officer and director and Michael Chavez, our prior Chief Executive Officer and former sole director, as defendants. The Original Petition was originally filed in Williamson County, Texas, provided the proceeding was subsequently moved to the County Court of Travis County, Texas (County Court 2 – Cause No. C-1-CV-18-011465). The Original Petition alleged breach of contract and alleged defects in the pool which the Company built on Mr. Denucci’s behalf. The Original Petition sought damages in an amount sufficient to allow Mr. Denucci to repair the alleged defects in the pool. We denied all of Mr. Denucci’s claims and filed various responses and proceedings with the court in connection therewith. A bench trial in the matter was held in January 2020. On May 7, 2020, the trial judge ruled in favor of Mr. Denucci, the former client. The final judgment entered by the trial judge awarded Mr. Denucci actual damages in the amount of $177,053; prejudgment interest actual damages at the rate of 5% per annum from April 28, 2019 to May 7, 2020 (approximately $8,900); reasonable and necessary attorney’s fees in the amount of $85,291; court costs; and post-judgment interest at the rate of 5% per annum until all amounts are paid in full. In June 2020, Mr. Denucci filed a petition with the court to include both individuals personally (i.e., Mr. Chavez and Mr. May) and Reliant Holdings Inc. and other subsidiaries in the lawsuit. In September 2020, Reliant Holdings entered into a confidential settlement with Mr. Denucci pursuant to which the parties each released each other, the lawsuits were dismissed and the Company paid Mr. Denucci a cash payment of $275,000. On December 21, 2018, a former client, Brian Moats filed an Original Petition naming Reliant Pools as a defendant in a suit filed in the County Court at Law No. 2 for Travis County, Texas (Cause No. C-1-CV-18-012062). The suit alleged that the Company failed to install a French drain under the pool as required by the terms of the contract, alleged causes of action of breach of express warranty and breach of contract and sought damages of between $100,000 and $200,000. We denied Mr. Moats’ claims. In October 2020, Reliant Pools entered into a memorandum setting forth the proposed terms of a settlement with Mr. Moats. In November 2020, Reliant Pools entered into a Compromise Settlement Agreement and Release whereby Reliant Pools agreed to pay Mr. Moats an aggregate of $145,000 (with $40,000 paid on October 30, 2020 (which payment has been made), $25,000 paid on December 20, 2020 (which payment has been made), $22,500 paid on March 1, 2021 (which payment has been made), $22,500 paid on May 1, 2021, $20,000 on December 21, 2021, and $15,000 on March 1, 2022); to the entry into an agreed judgment (which may be plead by Mr. Moats if we default in any payment); the provision of a security interest over our accounts receivable to secure amounts due to Mr. Moats; a non-suit of the lawsuit which was filed on or around February 2021; and our agreement to honor a prior warranty on Mr. Moats’ pool. During the year ended December 31, 2020, the Company paid Mr. Moats $65,000 and accrued $80,000 related to the above pending lawsuit with Mr. Moats. The associated expense is included in general and administrative expense and includes attorney’s fees awarded by the court. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions | |
Note 7. Related Party Transactions | During the year ended December 31, 2019, the Company repaid a related party advance of $5,000. The advance was due on demand, unsecured and had no stated interest rate. |
Note Payable
Note Payable | 12 Months Ended |
Dec. 31, 2020 | |
Note Payable | |
Note 8. Note Payable | December 30, 2020 December 31, 2019 Term note with a bank secured by car, payable in monthly installments of $660, including interest at 3.99% per annum, through February 27, 2025 $ 29,070 $ — Paycheck Protection Program 51,113 — Total long-term debt 80,183 — Less: current portion (6,875 ) — Long-term debt net of current portion $ 73,308 $ — On April 28, 2020, the Company secured a construction loan to be used to develop the land purchased in the third quarter of 2019. The loan is for $221,000, bears interest at the rate of 6.25% and is repayable one year after issuance. As of December 31, 2020, no proceeds have been drawn on this instrument. On May 7, 2020, the Company received $51,113 of proceeds from the Small Business Administration’s Paycheck Protection Program. The funds will be subject to repayment and a 1% interest rate if not forgiven in accordance with the program. During the year ended December 31, 2020, the Company applied for loan forgiveness under the provisions of Section 1106 of the CARES Act. The forgiveness applications will be reviewed by both the lending bank and SBA and a loan forgiveness amount, if any, will be determined. There can be no assurance, however, that any of the loan to the Company will be forgiven, or if forgiven, the amount of such forgiveness. As of December 31, 2020, the Company has not received a decision from the SBA or lending bank regarding the forgiveness of the loan. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Note 9. Income Taxes | Income tax (benefit) provision for the years ended December 31, 2020 and 2019 are as follows: 2020 2019 Federal income tax expense(benefit) attributed to: Federal income tax at statutory rate of 21% $ (64,400 ) $ 24,000 Utilization of NOL - (16,000 ) Change in valuation allowance 62,900 - Other 1,500 1,584 Net expense (benefit) $ - $ 9,584 Significant items comprising our net deferred tax amount for the years ended December 31, 2020 and 2019 are as follows: 2020 2019 Deferred tax attributed Net operating loss carryforward $ 62,900 $ - Equipment - 2,000 Less: Valuation allowance (62,900 ) (2,000 ) Net deferred tax asset $ - $ - |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent events | |
Note 10.Subsequent events | On January 27, 2021, the Company issued 700,000 shares of restricted common stock to Elijah May, its sole officer and director, 200,000 shares of restricted common stock to Joel Hefner, the Vice President of Reliant Pools, a non-executive officer position, and 700,000 shares of restricted common stock to Michael Chavez, a consultant to the Company, each in consideration for services rendered. On January 27, 2021, Michael Chavez, a greater than 20% shareholder of the Company of the Company, entered into a Lock-Up Agreement with the Company (the “ Lock-Up Transfer |
The Company, Summary of Signi_2
The Company, Summary of Significant Accounting Policies and Going Concern (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
The Company, Summary of Significant Accounting Policies and Going Concern | |
Use of Estimates | The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates. |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents | For purposes of the statement of cash flows, the Company considers all short-term investments purchased with original maturities of three months or less at the date of purchase to be cash equivalents. |
Going Concern | The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company’s continuation as a going concern is dependent upon its ability to generate revenues to sustain its current level of operations. Management believes in their ability to generate revenues to fund its current level of operation. During the year ended December 31, 2020, the Company had a net loss, negative cash flow from operations, and a working capital deficit. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management cannot be certain that such events can be achieved. |
Real Estate Inventory | Inventory consists of raw land, land acquisition, development, interest, real estate taxes and overhead are allocated to homes and units using the relative sales value method. These costs are capitalized to inventory from the point development begins to the point construction is completed. We assess the recoverability of our land inventory in accordance with the provisions of ASC Topic 360, “Property, Plant, and Equipment.” We review our real estate inventory for indicators of impairment by property during each reporting period. If indicators of impairment are present for a property, generally, an undiscounted cash flow analysis is prepared in order to determine if the carrying value of the assets in that community exceeds the undiscounted cash flows. Generally, if the carrying value of the assets exceeds their estimated undiscounted cash flows, the assets are potentially impaired, requiring a fair value analysis. Our determination of fair value is primarily based on a discounted cash flow model which includes projections and estimates relating to sales prices, construction costs, sales pace, and other factors. However, fair value can be determined through other methods, such as appraisals, contractual purchase offers, and other third-party opinions of value. Changes in these expectations may lead to a change in the outcome of our impairment analysis, and actual results may also differ from our assumptions. For the years ended December 31, 2020 and 2019, we recorded no impairment charges. |
Income Taxes | Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income taxes and liabilities are determined based on the difference between financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. |
Revenue Recognition | On January 1, 2018, we adopted Financial Accounting Standards Board (“ FASB ASC new revenue standard Revenue is recognized based on the following five step model: - Identification of the contract with a customer - Identification of the performance obligations in the contract - Determination of the transaction price - Allocation of the transaction price to the performance obligations in the contract - Recognition of revenue when, or as, the Company satisfies a performance obligation All of the Company’s revenue is currently generated from the design and installation of swimming pools. As such no further disaggregation of revenue information is provided. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Our contracts have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts and, therefore, not distinct. Performance Obligations Satisfied Over Time Revenue for our contracts that satisfy the criteria for over time recognition is recognized as the work progresses. The majority of our revenue is derived from construction contracts and projects that typically span between 4 to 12 months. Our construction contracts will continue to be recognized over time because of the continuous transfer of control to the customer as all of the work is performed at the customer’s site and, therefore, the customer controls the asset as it is being constructed. Contract costs include labor, material, and indirect costs. Performance Obligations Satisfied at a Point in Time Revenue for our contracts that do not satisfy the criteria for over time recognition is recognized at a point in time. Substantially all of our revenue recognized at a point in time is for work performed for pool maintenance or repairs. Unlike our construction contracts that use a cost-to-cost input measure for performance, the pool maintenance or repairs utilize an output measure for performance based on the completion of a unit of work. The typical time frame for completion of these services is less than one month. Upon fulfillment of the performance obligation, the customer is provided an invoice (or equivalent) demonstrating transfer of control or completion of service to the customer. We believe that point in time recognition remains appropriate for these contracts and will continue to recognize revenues upon completion of the performance obligation and issuance of an invoice. Contract modifications are routine in the performance of our contracts. Contracts are often modified to account for changes in the contract specifications or requirements. In most instances, contract modifications are for goods or services that are not distinct, and, therefore, are accounted for as part of the existing contract. Backlog On December 31, 2020, we had approximately $2,810,705 of remaining performance obligations on our construction contracts, which we also refer to as backlog. We expect to recognize our backlog as revenue during 2021. Contract Estimates Accounting for long-term contracts and programs involves the use of various techniques to estimate total contract revenue and costs. For long-term contracts, we estimate the profit on a contract as the difference between the total estimated revenue and expected costs to complete a contract and recognize that profit over the life of the contract. Contract estimates are based on various assumptions to project the outcome of future events. These assumptions include labor productivity and availability, the complexity of the work to be performed, the cost and availability of materials, and the performance of subcontractors. Variable Consideration Transaction price for our contracts may include variable consideration, which includes increases to transaction price for approved and unapproved change orders, claims and incentives, and reductions to transaction price for liquidated damages. Change orders, claims and incentives are generally not distinct from the existing contract due to the significant integration service provided in the context of the contract and are accounted for as a modification of the existing contract and performance obligation. We estimate variable consideration for a performance obligation at the most likely amount to which we expect to be entitled (or the most likely amount we expect to incur in the case of liquidated damages), utilizing estimation methods that best predict the amount of consideration to which we will be entitled (or will be incurred in the case of liquidated damages). We include variable consideration in the estimated transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur or when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in transaction price are based largely on an assessment of our anticipated performance and all information (historical, current and forecasted) that is reasonably available to us. The effect of variable consideration on the transaction price of a performance obligation is recognized as an adjustment to revenue on a cumulative catch-up basis. To the extent unapproved change orders and claims reflected in transaction price (or excluded from transaction price in the case of liquidated damages) are not resolved in our favor, or to the extent incentives reflected in transaction price are not earned, there could be reductions in, or reversals of, previously recognized revenue. No adjustments on any one contract were material to our consolidated financial statements for the years ended December 31, 2020 and 2019. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable and costs and estimated earnings in excess of billings on uncompleted contracts (contract assets) on the consolidated balance sheet. On our construction contracts, amounts are billed as work progresses in accordance with agreed-upon contractual terms, either at periodic intervals (e.g., biweekly or monthly) or upon achievement of contractual milestones. Generally, billing occurs prior to revenue recognition, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheet on a contract-by-contract basis at the end of each reporting period. Home sale revenues - Home sale revenues and related profit are generally recognized when title to and possession of the home are transferred to the buyer at the home closing date. Our performance obligation to deliver the agreed-upon home is generally satisfied at the home closing date. Home sale contract assets consist of cash from home closings held in escrow for our benefit, typically for less than five days, which are considered deposits in-transit and classified as cash. Contract liabilities, include customer deposit liabilities related to homes sold but not yet delivered to buyers, totaled $0 at December 31, 2020 and 2019, respectively, related to Home and Land revenue. Substantially all of our home sales are scheduled to close and be recorded to revenue within one year from the date of receiving a customer deposit. Land sale revenues |
Accounts Receivable and Allowances | The Company does not charge interest to its customers and carries its customers’ receivables at their face amounts, less an allowance for doubtful accounts. Included in accounts receivable are balances billed to customers pursuant to retainage provisions in certain contracts that are due upon completion of the contract and acceptance by the customer, or earlier as provided by the contract. Based on the Company’s experience in recent years, the majority of customer balances at each balance sheet date are collected within twelve months. As is common practice in the industry, the Company classifies all accounts receivable, including retainage, as current assets. The contracting cycle for certain long-term contracts may extend beyond one year, and accordingly, collection of retainage on those contracts may extend beyond one year. The Company grants trade credit, on a non-collateralized basis (with the exception of lien rights against the property in certain cases), to its customers and is subject to potential credit risk related to changes in business and overall economic activity. The Company analyzes specific accounts receivable balances, historical bad debts, customer credit-worthiness, current economic trends and changes in customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. In the event that a customer balance is deemed to be uncollectible, the account balance is written-off against the allowance for doubtful accounts. |
Classification of Construction Contract-related Assets and Liabilities | Contract assets are presented as a current asset in the accompanying consolidated balance sheets, and contract liabilities are presented as a current liability in the accompanying consolidated balance sheets. The Company’s contracts vary in duration, with the duration of some larger contracts exceeding one year. Consistent with industry practices, the Company includes the amounts realizable and payable under contracts, which may extend beyond one year, in current assets and current liabilities. The vast majority of these balances are settled within one year. |
Equipment | Equipment, consisting mainly of a truck, is stated at cost. The Company depreciates the cost of equipment using the straight- line method over the estimated useful lives of the assets. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in operations for the period. The cost of maintenance and repairs is charged to operations as incurred; significant renewals improvements are capitalized. During the years ended December 31, 2020 and 2019, depreciation expense was $15,919 and $6,775, respectively. The estimated useful lives of the Company vehicles are five years. |
Home and Real Estate Inventory | Inventory is stated at cost unless the carrying value is determined to not be recoverable, in which case the affected inventory is written down to fair value. Cost includes land acquisition, land development, and home construction costs, including interest, real estate taxes, and certain direct and indirect overhead costs related to development and construction. The specific identification method is used to accumulate home construction costs. We capitalize interest cost into homebuilding inventories. Interest expense is allocated over the period based on the timing of home closings. Cost of revenues includes the construction cost, average lot cost, estimated warranty costs, and closing costs applicable to the home. Sales commissions are classified within selling, general, and administrative expenses. The construction cost of the home includes amounts paid through the closing date of the home, plus an accrual for costs incurred but not yet paid. We assess the recoverability of our land inventory in accordance with the provisions of Accounting Standards Codification (“ASC”) Topic 360, “Property, Plant, and Equipment.” We review our home and real estate inventory for indicators of impairment by property during each reporting period. If indicators of impairment are present for a property, generally, an undiscounted cash flow analysis is prepared in order to determine if the carrying value of the assets in that community exceeds the undiscounted cash flows. Generally, if the carrying value of the assets exceeds their estimated undiscounted cash flows, the assets are potentially impaired, requiring a fair value analysis. Our determination of fair value is primarily based on a discounted cash flow model which includes projections and estimates relating to sales prices, construction costs, sales pace, and other factors. However, fair value can be determined through other methods, such as appraisals, contractual purchase offers, and other third-party opinions of value. Changes in these expectations may lead to a change in the outcome of our impairment analysis, and actual results may also differ from our assumptions. For the years ended December 31, 2020 and 2019, we recorded $0 of impairment charges. |
Fair Value of Financial Instruments | Under FASB ASC 820, “ Fair Value Measurements and Disclosures Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-tier fair value hierarchy prioritizes the inputs used in measuring 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). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one more significant inputs or significant value drivers are unobservable. The carrying amounts of cash, accounts receivable, trade accounts payable, and other accrued expenses approximate fair value because of the short maturity of those instruments. |
Earnings (Loss) Per Share | In accordance with accounting guidance now codified as ASC Topic 260, “ Earnings (Loss) per Share, |
New Accounting Pronouncements | The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements. |
COVID-19 | A novel strain of coronavirus (“COVID-19”) was first identified in December 2019, and subsequently declared a global pandemic by the World Health Organization on March 11, 2020. As a result of the outbreak, many companies have experienced disruptions in their operations, workforce and markets served. While the Company has to date, not suffered any negative effects of COVID-19, the governmental response thereto, or any declines in demand for the Company’s services, the full extent of the COVID-19 outbreak and the ultimate impact on the Company’s operations is uncertain. A prolonged disruption could have a material adverse impact on financial results and business operations of the Company. |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounts Receivable | |
Schedule of accounts receivable | Accounts receivable consisted of the following: December 31, December 31, 2020 2019 Contract receivables $ 5,119 $ 3,000 Less: Allowance for doubtful accounts — (3,000 ) Accounts receivable, net $ 5,119 $ — |
Contracts in Process (Tables)
Contracts in Process (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Contracts in Process | |
Schedule of net asset (liability) position for contracts in process | December 31, December 31, 2020 2019 Costs on uncompleted contracts $ 441,589 $ 244,557 Estimated earnings 217,499 120,453 659,088 365,010 Less: Progress billings 856,734 461,500 Contract liabilities, net $ (197,646 ) $ (96,490 ) |
Schedule for contracts in process | December 31, 2020 December 31, 2019 Costs and estimated earnings in excess of billings on uncompleted contracts $ 69,510 $ — Billings in excess of costs and estimated earnings on uncompleted contracts (267,156 ) (96,490 ) Contract liabilities $ (197,646 ) $ (96,490 ) |
Note Payable (Tables)
Note Payable (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Note Payable | |
Schedule of long term debt | December 30, 2020 December 31, 2019 Term note with a bank secured by car, payable in monthly installments of $660, including interest at 3.99% per annum, through February 27, 2025 $ 29,070 $ — Paycheck Protection Program 51,113 — Total long-term debt 80,183 — Less: current portion (6,875 ) — Long-term debt net of current portion $ 73,308 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes (Tables) | |
Schedule of income tax (benefit) provision | 2020 2019 Federal income tax expense(benefit) attributed to: Federal income tax at statutory rate of 21% $ (64,400 ) $ 24,000 Utilization of NOL - (16,000 ) Change in valuation allowance 62,900 - Other 1,500 1,584 Net expense (benefit) $ - $ 9,584 |
Schedule of deferred tax assets | 2020 2019 Deferred tax attributed Net operating loss carryforward $ 62,900 $ - Equipment - 2,000 Less: Valuation allowance (62,900 ) (2,000 ) Net deferred tax asset $ - $ - |
The Company, Summary of Signi_3
The Company, Summary of Significant Accounting Policies and Going Concern (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue recognition related to Home and Land revenue | $ 0 | $ 0 |
Depreciation expense | $ 15,919 | 6,775 |
Construction contracts description | The majority of our revenue is derived from construction contracts and projects that typically span between 4 to 12 months. | |
Impairment charges | $ 0 | $ 0 |
Backlog [Member] | ||
Remaining performance obligations | $ 2,810,705 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts Receivable | ||
Contract receivables | $ 5,119 | $ 3,000 |
Less: Allowance for doubtful accounts | 0 | (3,000) |
Accounts receivable, net | $ 5,119 | $ 0 |
Contracts in Process (Details)
Contracts in Process (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Contracts in Process (Details) | ||
Costs on uncompleted contracts | $ 441,589 | $ 244,557 |
Estimated earnings | 217,499 | 120,453 |
Total | 659,088 | 365,010 |
Less: Progress billings | 856,734 | 461,500 |
Contract liabilities, net | $ (197,646) | $ (96,490) |
Contracts in Process (Details 1
Contracts in Process (Details 1) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Contracts in Process (Details) | ||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ 69,510 | $ 0 |
Billings in excess of costs and estimated earnings on uncompleted contracts | (267,156) | (96,490) |
Contract liabilities | $ (197,646) | $ (96,490) |
Concentration of Risk (Details
Concentration of Risk (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue | $ 2,131,388 | $ 1,822,437 |
Gross Revenue [Member] | ||
Gross revenue percent | 10.00% | 34.00% |
Number of customers | 0 | 3 |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | Dec. 04, 2020 | Nov. 03, 2017 | Sep. 30, 2016 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2016 |
Stock-based compensation | $ 5,667 | $ 0 | ||||
Sale of stock | $ 57,950 | |||||
Michael Chavez [Member] | ||||||
Common stock shares held by related party | 4,000,000 | |||||
Ownership percentage | 27.40% | |||||
Restricted Stock [Member] | ||||||
Sale of stock | $ 44,250 | |||||
Sale of stock, shares | 885,000 | |||||
Share price (per share) | $ 0.05 | $ 0.05 | ||||
Restricted Stock [Member] | Lilia Chavez [Member] | ||||||
Sale of stock | $ 500 | |||||
Sale of stock, shares | 10,000 | |||||
Restricted Stock [Member] | Alexander Spohn [Member] | ||||||
Sale of stock | $ 250 | |||||
Sale of stock, shares | 5,000 | |||||
Restricted Stock [Member] | Phyllis Laws [Member] | ||||||
Sale of stock | $ 250 | |||||
Sale of stock, shares | 5,000 | |||||
Investors [Member] | ||||||
Conversion of stock, shares | 200,000 | |||||
Conversion of stock, amount | $ 34,000 | |||||
Voting Agreement [Member] | Elijah May [Member] | ||||||
Common stock shares held by related party | 4,500,000 | |||||
Ownership percentage | 58.30% |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | May 07, 2020USD ($) | Dec. 21, 2018USD ($) | Dec. 31, 2020USD ($)a | May 07, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Lease expense per month | $ 1,850 | $ 1,850 | ||||
Lease expense | 21,405 | 24,855 | ||||
General and administrative expense | 960,261 | 484,186 | ||||
Cash payment | 192,567 | $ 280,680 | $ 181,093 | |||
Reliant Pools [Member] | ||||||
Name of defendant | Brian Moats | |||||
Allegations | Mr. Moats an aggregate of $145,000 (with $40,000 paid on October 30, 2020 (which payment has been made), $25,000 paid on December 20, 2020 (which payment has been made), $22,500 paid on March 1, 2021 (which payment has been made), $22,500 paid on May 1, 2021, $20,000 on December 21, 2021, and $15,000 on March 1, 2022); | |||||
Reliant Pools [Member] | Minimum [Member] | ||||||
Damages sought, value | $ 100,000 | |||||
Reliant Pools [Member] | Maximum [Member] | ||||||
Damages sought, value | $ 200,000 | |||||
Mr Moats [Member] | Formal Settlement Agreement [Member] | In September and October 2020 [Member] | ||||||
Consideration aggregate value | 420,000 | |||||
Accrued lawsuit settlements | 65,000 | |||||
General and administrative expense | 80,000 | |||||
Mr Denucci [Member] | ||||||
Damages sought, value | $ 177,053 | |||||
Cash payment | $ 275,000 | |||||
Rate of Interest | 5.00% | |||||
Attorneys fees | $ 85,291 | |||||
Post judgement interest rate for payment | 5.00% | |||||
Austin Texas [Member] | ||||||
Area of office space leased | a | 1,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transactions | ||
Advance from related party | $ 0 | $ 5,000 |
Note Payable (Details)
Note Payable (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Note Payable | ||
Term note with a bank secured by car, payable in monthly installments of $660, including interest at 3.99% per annum, through February 27, 2025 | $ 29,070 | $ 0 |
Paycheck Protection Program | 51,113 | 0 |
Total long term debt | 80,183 | |
Less: current portion | (6,875) | 0 |
Long-term debt net of current portion | $ 73,308 | $ 0 |
Note Payable (Details Narrative
Note Payable (Details Narrative) - USD ($) | May 07, 2020 | Dec. 31, 2020 |
Loan | $ 221,000 | |
Loan interest rate | 6.25% | |
Paycheck Protection Program [Member] | ||
Net proceeds | $ 51,113 | |
Repayment interest rate | 1.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Federal income tax expense(benefit) attributed to: | ||
Federal income tax at statutory rate of 21% | $ (64,400) | $ 24,000 |
Utilization of NOL | 0 | (16,000) |
Change in valuation allowance | 62,900 | 0 |
Other | 1,500 | 1,584 |
Net expense (benefit) | $ 0 | $ 9,584 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax attributed: | ||
Net operating loss carryforward | $ 62,900 | $ 0 |
Equipment | 0 | 2,000 |
Less: valuation allowance | (62,900) | (2,000) |
Net deferred tax asset | $ 0 | $ 0 |
Subsequent events (Details Narr
Subsequent events (Details Narrative) - Subsequent Event [Member] | 1 Months Ended |
Jan. 27, 2021shares | |
Joel Hefner [Member] | |
Restricted common stock | 200,000 |
Michael Chavez [Member] | Lock-Up Agreement [Member] | |
Restricted common stock | 700,000 |
Shares percentage | 20.00% |
Maturity date | Jan. 27, 2023 |
Elijah May [Member] | |
Restricted common stock | 700,000 |