Cover
Cover - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Feb. 28, 2022 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Annual Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-40809 | |
Entity Registrant Name | EZFILL HOLDINGS, INC. | |
Entity Central Index Key | 0001817004 | |
Entity Tax Identification Number | 84-4260623 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2299 NE 191st Street | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Aventura | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33180 | |
City Area Code | (305) | |
Local Phone Number | 791-1169 | |
Title of 12(b) Security | Common Stock, Par Value $0.0001 | |
Trading Symbol | EZFL | |
Security Exchange Name | NASDAQ | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Public Float | $ 17,613,262 | |
Entity Common Stock, Shares Outstanding | 26,275,795 | |
Documents Incorporated by Reference [Text Block] | Portions of the Proxy Statement for Registrant’s 2022 Annual Meeting of Stockholders, which Proxy Statement shall be filed with the Commission not later than 120 days after the end of the fiscal year covered by this report, are incorporated by reference into Part III of this Annual Report on Form 10-K | |
Auditor Name | M&K CPAS, PLLC | |
Auditor Location | Houston, TX | |
Auditor Firm ID | 2738 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 13,561,266 | $ 882,870 |
Investment in debt securities | 3,362,880 | |
Accounts receivable, net of allowance for doubtful accounts of $5,665 and $0, respectively | 100,194 | 193,640 |
Prepaid expenses and deferred offering costs | 186,349 | 160,078 |
Inventory | 46,343 | 41,055 |
Total Current Assets | 17,257,032 | 1,277,643 |
Fixed assets, net of accumulated depreciation of $284,216 and $143,818, respectively | 2,286,320 | 428,567 |
Goodwill and other indefinite lived intangibles | 129,983 | 109,983 |
Other intangible assets, net of accumulated amortization of $1,205,379 and $472,944, respectively | 3,207,327 | 990,559 |
Other assets | 43,456 | |
Total Assets | 22,924,118 | 2,806,752 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 579,365 | 488,405 |
Accounts payable and accrued liabilities, related parties | 2,250,000 | |
Notes payable, net of discount of $0 and $75,000, respectively | 178,871 | 958,422 |
Notes payable - related party | 40,645 | |
Total Current Liabilities | 758,236 | 3,737,472 |
Notes payable - net of current portion | 297,436 | 321,024 |
Notes payable - net of current portion - related party | 230,000 | |
Total Liabilities | 1,055,672 | 4,288,496 |
Commitments and Contingencies | ||
Stockholders’ Equity (Deficit) | ||
Preferred stock, $.0001 par value; 50,000,000 shares authorized; -0- shares issued and outstanding | ||
Common stock, $.0001 par value; 500,000,000 shares authorized; 26,243,474 and 17,199,912 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively | 2,624 | 1,720 |
Additional paid in capital | 39,210,291 | 6,472,536 |
Accumulated deficit | (17,339,396) | (7,956,000) |
Accumulated other comprehensive loss | (5,073) | |
Total Stockholders’ Equity (Deficit) | 21,868,446 | (1,481,744) |
Total Liabilities and Stockholders’ Equity (Deficit) | $ 22,924,118 | $ 2,806,752 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Account receivable, allowance for doubtful | $ 5,665 | $ 0 |
Fixed assets, accumulated depreciation | 284,216 | 143,818 |
Intangible assets, accumulated amortization | 1,205,379 | 472,944 |
Discount current | $ 0 | $ 75,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 26,243,474 | 17,199,912 |
Common stock, shares outstanding | 26,243,474 | 17,199,912 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
REVENUES | ||
Revenues | $ 7,233,957 | $ 3,586,244 |
TOTAL REVENUES | 7,233,957 | 3,586,244 |
COSTS & EXPENSES | ||
Cost of sales | 7,027,274 | 3,544,072 |
Operating expenses | 8,102,934 | 6,523,307 |
Depreciation and amortization | 872,834 | 451,533 |
TOTAL COSTS AND EXPENSES | 16,003,042 | 10,518,912 |
OPERATING LOSS | (8,769,085) | (6,932,668) |
OTHER INCOME AND EXPENSES | ||
Other income | 161,572 | |
Interest expense | (775,884) | (321,338) |
LOSS BEFORE INCOME TAXES | (9,383,397) | (7,254,006) |
PROVISION FOR INCOME TAXES | 0 | 0 |
NET LOSS | $ (9,383,397) | $ (7,254,006) |
NET LOSS PER SHARE | ||
Basic and diluted | $ (0.46) | $ (0.72) |
Basic and diluted weighted average number of common shares outstanding | 20,199,444 | 10,126,485 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||
Net loss | $ (9,383,397) | $ (7,254,006) |
Other comprehensive loss: | ||
Change in fair value of debt securities | (5,073) | |
Total comprehensive loss | $ (9,388,470) | $ (7,254,006) |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Dec. 31, 2019 | $ 836 | $ 1,138,620 | $ (701,994) | $ 437,462 | ||
Beginning balance, shares at Dec. 31, 2019 | 8,361,236 | |||||
Beneficial issuance feature of shares on debt instrument | $ 3 | 105,523 | 105,526 | |||
Beneficial issuance feature of shares on debt instrument, shares | 26,573 | |||||
Stock based compensation | $ 84 | 3,234,497 | 3,234,581 | |||
Stock based compensation, shares | 843,820 | |||||
Options granted | 190,127 | 190,127 | ||||
Conversion of debt to equity, related parties | $ 675 | 253,891 | $ 254,566 | |||
Conversion of debt to equity, related parties, shares | 6,752,033 | 6,752,034 | ||||
Sale of shares | $ 122 | 1,549,878 | $ 1,550,000 | |||
Sale of shares, shares | 1,216,250 | |||||
Net loss | (7,254,006) | (7,254,006) | ||||
Ending balance, value at Dec. 31, 2020 | $ 1,720 | 6,472,536 | (7,956,000) | (1,481,744) | ||
Ending balance, shares at Dec. 31, 2020 | 17,199,912 | |||||
Initial public offering, net of expenses | $ 719 | 25,248,855 | $ 25,249,574 | |||
Initial public offering, net of expenses, shares | 7,187,500 | 783,899 | ||||
Stock based compensation | $ 44 | 1,821,297 | $ 1,821,341 | |||
Stock based compensation, shares | 442,511 | |||||
Options granted | 74,733 | 74,733 | ||||
Debt discount, related parties | $ 1 | 29,999 | 30,000 | |||
Debt discount, related parties, shares | 7,972 | |||||
Issuance of acquisition shares | $ 19 | 749,981 | $ 750,000 | |||
Issuance of acquisition shares, shares | 193,398 | 577,835 | ||||
Issuance of bonus and settlement shares | $ 38 | 1,499,962 | $ 1,500,000 | |||
Issuance of bonus and settlement shares, shares | 384,437 | |||||
Warrants and shares to lender | $ 1 | 248,010 | 248,011 | |||
Warrants and shares to lender, shares | 13,286 | |||||
Issuance of shares for technology | $ 79 | 2,949,921 | 2,950,000 | |||
Issuance of shares for technology, shares | 783,899 | |||||
Sale of shares | $ 3 | 114,997 | 115,000 | |||
Sale of shares, shares | 30,559 | |||||
Other comprehensive loss | (5,073) | |||||
Net loss | (9,383,397) | (5,073) | (9,383,397) | |||
Ending balance, value at Dec. 31, 2021 | $ 2,624 | $ 39,210,291 | $ (17,339,396) | $ (5,073) | $ 21,868,446 | |
Ending balance, shares at Dec. 31, 2021 | 26,243,474 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (9,383,397) | $ (7,254,006) |
Adjustments to reconcile net loss to net cash provided by/(used in) operating activities: | ||
Stock based compensation | 1,896,074 | 4,624,708 |
Warrants and shares to lender | 248,011 | |
Change in fair market value | 50,000 | |
Loss on settlement | 300,000 | |
Depreciation and amortization | 872,834 | 451,533 |
Amortization of debt discount, related party | 105,000 | 248,713 |
Bad debt expense | 17,644 | |
PPP loan forgiveness | (154,673) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 75,802 | (168,126) |
Inventory | (5,288) | (4,450) |
Prepaid expenses and other | (69,727) | (129,848) |
Accounts payable and accrued expenses | 462,900 | (81,574) |
Accounts payable and accrued expenses - related party | (371,940) | 355,381 |
Net cash used in operating activities | (6,306,759) | (1,607,669) |
Cash flows from investing activities: | ||
Acquisition of fixed assets | (1,998,151) | (24,075) |
Acquisition of intangible assets | (19,204) | |
Purchase of debt securities | (3,367,953) | |
Net cash used in investing activities | (5,385,308) | (24,075) |
Cash flows from financing activities: | ||
Proceeds from Initial Public Offering | 28,750,000 | |
Initial Public Offering expenses | (3,500,426) | |
Proceeds from issuance of common stock | 115,000 | 1,550,000 |
Proceeds from issuance of debt | 1,440,572 | 1,154,673 |
Proceeds from issuance of related party debt | 1,550,000 | 20,000 |
Repayment of debt | (2,136,283) | (14,939) |
Repayment of related party debt | (1,848,399) | (227,211) |
Net cash provided by financing activities | 24,370,464 | 2,482,523 |
Net change in cash and cash equivalents | 12,678,397 | 850,779 |
Cash and cash equivalents at beginning of period | 882,871 | 32,092 |
Cash and cash equivalents cash at end of period | 13,561,267 | 882,871 |
Noncash investing and financing activities: | ||
Debt discount | 105,000 | 105,526 |
Acquisition of Neighborhood Fuel | 700,000 | |
Issuance of acquisition, bonus, and settlement shares | 2,250,000 | 220,000 |
Vehicles acquired with notes | 62,400 | |
Shares issued for technology | 2,950,000 | |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 455,791 | 41,142 |
Cash paid for taxes |
Nature of Organization and Summ
Nature of Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Organization and Summary of Significant Accounting Policies | (1) Nature of Organization and Summary of Significant Accounting Policies Nature of Organization EzFill Holdings, Inc. (the Company) was incorporated on March 28, 2019, in the State of Delaware and operates in South Florida providing an on-demand mobile gas delivery service. Its wholly-owned subsidiary Neighborhood Fuel Holdings, LLC is inactive. Basis of Presentation The Company’s financial statements are presented on the accrual basis of accounting principles generally accepted in the United States of America (“GAAP”) and include the years ended December 31, 2021 and 2020. Initial Public Offering In September 2021, the Company issued 7,187,500 4.00 25,250,000 2,406,250 1,093,750 18,750,000 one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. The significant estimates and assumptions made by management include allowance for doubtful accounts, valuation allowance for deferred tax assets, depreciation lives of property and equipment, recoverability of long-lived assets, fair value of equity instruments and the assumptions used in Black-Scholes valuation models related to stock options and warrants. Actual results could differ from those estimates as the current economic environment has increased the degree of uncertainty inherent in these estimates and assumptions. Cash and Cash Equivalents The Company considers all highly liquid securities with original maturities of three months or less when acquired, to be cash equivalents. At December 31, 2021 and 2020, the Company had $ 13,561,266 882,870 250,000 Investments Available-for-sale debt securities are recorded at fair value with the net unrealized gains and losses (that are deemed to be temporary) reported as a component of other comprehensive income (loss). Realized gains and losses and charges for other-than-temporary impairments are included in determining net income, with related purchase costs based on the first-in, first-out method. The Company evaluates its available-for-sale-investments for possible other-than-temporary impairments by reviewing factors such as the extent to which, and length of time, an investment’s fair value has been below the Company’s cost basis, the issuer’s financial condition, and the Company’s ability and intent to hold the investment for sufficient time for its market value to recover. For impairments that are other-than-temporary, an impairment loss is recognized in earnings equal to the difference between the investment’s cost and its fair value at the balance sheet date of the reporting period for which the assessment is made. The fair value of the investment then becomes the new amortized cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The following is a summary of the unrealized gains, losses, and fair value by investment type as of December 31, 2021: Schedule of Unrealized Gains, Losses, and Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate bonds $ 3,367,953 $ - $ 5,073 $ 3,362,880 Accounts Receivable The Company reviews accounts receivable periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary. The Company records an allowance for doubtful accounts that is based on historical trends, customer knowledge, any known disputes, and considers the aging of the accounts receivable balances combined with management’s estimate of future potential recoverability. Accounts are written off against the allowance after all attempts to collect a receivable have failed. At December 31, 2021 and December 31, 2020, the allowance was $ 5,665 0 Concentrations Major Customers For the years ended December 31, 2021 and 2020, the Company had one customer that made up approximately 58% 38% The Company had two customers that made up 37% and 23% of accounts receivable as of December 31, 2021, and 68% and 7% of accounts receivable as of December 31, 2020. Major Vendors The Company purchases substantially all of its fuel from one vendor. Inventory Inventory is valued at the lower of the inventory’s cost or market using the first-in, first-out method. Management compares the cost of inventory with its net realizable value and an allowance is made to write down inventory to net realizable value, if lower. Inventory consists solely of fuel. At December 31, 2021 and 2020, the allowance was $ 0 Deferred Offering Costs The Company includes offering costs directly associated with its IPO in prepaid expenses and deferred offering costs in the consolidated balance sheet. Deferred offering costs were offset against additional paid in capital upon completion of the offering. As of December 31, 2021 and 2020, the Company recorded $ 0 153,597 Property, Equipment and Depreciation Property and equipment are stated at cost. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. Expenditures for additions and improvements are capitalized, while repairs and maintenance costs are expensed as incurred. The cost and related accumulated depreciation of property and equipment sold or otherwise disposed of are removed from the accounts and any gain or loss is recorded in the year of disposal. Schedule of Property and Equipment Useful Life Property and Equipment Useful Life Equipment 5 Trucks and automobiles 5 Acquisitions and Intangible Assets The Company accounts for acquisitions in accordance with ASC 805, Business Combinations (“ASC 805”) and ASC 350, Intangibles- Goodwill and Other (“ASC 350”). The acquisition method of accounting requires that assets acquired and liabilities assumed be recorded at their fair values on the date of a business acquisition. The consolidated financial statements and results of operations reflect an acquired business from the completion date of an acquisition. The judgments that the Company makes in determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact net income in periods following an asset acquisition. The Company generally uses either the income, cost or market approach to aid in their conclusions of such fair values and asset lives. The income approach presumes that the value of an asset can be estimated by the net economic benefit to be received over the life of the asset, discounted to present value. The cost approach presumes that an investor would pay no more for an asset than its replacement or reproduction cost. The market approach estimates value based on what other participants in the market have paid for reasonably similar assets. Although each valuation approach is considered in valuing the assets acquired, the approach ultimately selected is based on the characteristics of the asset and the availability of information. The Company amortizes finite lived intangible assets over their estimated useful lives, which range between two and five years as follows: Schedule of Amortization Finite Lived Intangible Assets Useful Life Intangible Asset Useful Life Customer list 5 Mobile app 3 Non-compete 2 Trade name 5 Long-lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment has occurred typically requires various estimates and assumptions, including determining which cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, their amount and the asset’s residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. The Company uses quoted market prices when available and independent appraisals and management estimates of future operating cash flows, as appropriate, to determine fair value. Fair Value of Financial Instruments The carrying amounts of cash, accounts receivable, and accounts payable approximate fair value because of the relative short-term maturity of these items and current payment expected. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The Company does not hold or issue financial instruments for trading purposes, nor does it utilize derivative instruments. ASC 825, Financial Instruments, clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. The Company measures its available for sale securities on a recurring basis based on level 1 prices. Revenue Recognition The Company generates its revenue from mobile gas sales, either as a one-time purchase, or through a monthly membership. Revenue is recognized at the time of delivery and includes a delivery fee for each delivery or a subscription fee on a monthly basis for memberships. Under Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) “Revenue from Contracts with Customers”, revenue from contracts with customers is measured based on the consideration specified in the contract with the customer, and excludes any sales incentives and amounts collected on behalf of third parties. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer and is the unit of account under Topic 606. The Company’s contracts with its customers do not include multiple performance obligations. The Company recognizes revenue when a performance obligation is satisfied by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. Advertising Costs Advertising costs are expensed as incurred. The Company incurred advertising costs for the year ended December 31, 2021 and 2020 of approximately $ 216,946 33,897 Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes Stock-based compensation The Company accounts for employee stock awards for services based on the grant date fair value of the instrument issued and those issued to non-employees are recorded based on the grant date fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable. Compensation expense from stock awards is expensed over the service period. Forfeitures are recognized as they occur. Net loss per share Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if stock options or other contracts to issue common stock were exercised or converted during the period. FASB ASC 260, Earnings per Share Schedule of Shares Excluded from the Computations of Diluted Loss Per Share 2021 2020 Year ended December 31, Description 2021 2020 Stock options under treasury stock method 0 46,184 Recent accounting pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) Leases Leases In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments—Credit Losses All other newly issued accounting pronouncements not yet effective have been deemed either immaterial or not applicable. Reclassifications Certain reclassifications of prior year amounts have been made to be consistent with the current year presentation. |
Liquidity
Liquidity | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity | (2) Liquidity The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has sustained a net loss since inception and does not have sufficient revenues and income to fully fund the operations. As a result, the Company has relied on loans from stockholders and others as well as stock sales to fund its activities to date. For the year ended December 31, 2021, the Company had a net loss of $ 9,383,397 . At December 31, 2021, the Company had an accumulated deficit of $ 17,339,396 and a working capital surplus of $ 16,436,296 . The Company anticipates that it will continue to generate operating losses and use cash in operations through the foreseeable future. In September 2021, the Company completed its Initial Public Offering and raised $ 25,250,000 in net proceeds after deducting the underwriting discount and offering expenses. The Company expects that its cash on hand will fund its operations for at least 12 months after the issuance date of these financial statements. However, since inception, the Company’s operations have primarily been funded through proceeds received in equity and debt financings. The Company anticipates that it will need to raise additional capital in order to fund its operations. There is no assurance that the Company will be able to obtain funds on commercially acceptable terms, if at all. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its initiatives or attain profitable operations. The Company’s operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital expenditures. The Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s ability to successfully expand to new markets, competition, and the need to enter into collaborations with other companies or acquire other companies to enhance or complement its product and service offerings. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (3) Related Party Transactions During the year ended December 31, 2021 and 2020, Company issued 26,572 106,291 100,000 400,000 The Company entered into a consulting agreement, dated November 18, 2020, with Balance Labs, Inc. Pursuant to the Consulting Agreement, Balance Labs provides consulting services including assisting with the Company’s IPO and assisting with introductions to, and assistance with, negotiating and entering agreements with potential fleet, residential, marine and corporate customers that Balance Labs has relationships with. Balance Labs will also assist with the Company’s expansion efforts. Under the Consulting Agreement, in payment of services that Balance Labs had already provided, the Company issued Balance Labs 265,728 200,000 25,000 22,500 132,905 28% The Company is party to a technology license agreement with Fuel Butler LLC, which is owned 20% During the twelve months ending December 31, 2020, related parties converted principal to equity for $ 254,566 6,752,034 On March 10, 2021, the Company borrowed a total of $ 300,000 100,000 265,958 15,958 132,979 7,979 265,000 15,000 During the twelve months ended December 31, 2020, the Company issued notes payable to related parties totaling $ 20,000 5,526 56,000 As of , 2020, the Company had accounts payable and accrued liabilities due to related parties of $ 2,250,000 All related party debt was repaid in September 2021. |
Fixed Assets
Fixed Assets | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | (4) Fixed Assets Fixed assets consisted of the following: Schedule of Fixed Assets Description Estimated Useful Lives December 31, 2021 December 31, 2020 Fixed assets: Equipment 5 $ 175,068 $ 42,643 Leasehold improvements Lease term 16,265 - Vehicles 5 975,377 529,742 Office equipment 5 9,471 - Vehicle construction in process 1,394,355 - Total fixed assets 2,570,536 572,385 Accumulated depreciation (284,216 ) (143,818 ) Fixed assets, net $ 2,286,320 $ 428,567 Depreciation expense totaled $ 140,398 114,391 |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | (5) Intangible Assets Intangible assets consisted of the following: Schedule of Intangible Assets Description December 31, 2021 December 31, 2020 Indefinite lived intangible assets: Domain name 20,000 - Goodwill $ 109,983 $ 109,983 Total indefinite lived intangible assets $ 129,983 $ 109,983 Other intangible assets: Trademarks $ 103,258 $ 103,258 Software 503,517 504,314 Customer list 855,073 855,073 Non-compete 858 858 Technology license 2,950,000 - Total other intangible assets $ 4,412,706 $ 1,463,503 Accumulated amortization (1,205,379 ) (472,944 ) Total other intangible assets, net $ 3,207,327 $ 990,559 On April 7, 2021, the Company entered into a Technology License Agreement, under which the Company licensed certain proprietary technology. Under the terms of the license, the Company issued 265,728 332,160 186,010 730,752 531,456 3.76 1,062,913 Amortization expense on intangible assets totaled $ 732,436 337,141 Future amortization schedule for intangible assets as of December 31, 2021 is as follows: Schedule of Future Amortization Expense for Intangible Assets 2022 $ 888,208 2022 $ 888,208 2023 792,937 2024 706,708 2025 601,974 2026 217,500 2027 - TOTAL $ 3,207,327 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | (6) Accounts Payable and Accrued Liabilities The Company had accounts payable and accrued liabilities as follows: Schedule of Accounts Payable and Accrued Liabilities December 31, December 31, Accounts Payable and Accrued Liabilities: Accounts payable $ 491,598 $ 215,599 Accrued payroll 82,080 160,417 Accrued expenses 5,687 68,290 Accrued interest - 44,099 Total Accounts Payable and Accrued Liabilities $ 579,365 $ 488,405 Accounts Payable and Accrued Liabilities – Related Parties: Settlement payable $ - $ 300,000 Acquisition consideration payable in shares - 750,000 Shares payable to technology licensor - - Signing and performance bonus payable in shares - 1,200,000 Total Accounts Payable and Accrued Liabilities, Related Parties $ - $ 2,250,000 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable | (7) Notes Payable During the twelve months ending December 31, 2020, related parties converted principal to equity for $ 254,566 6,752,034 On November 24, 2020, the Company issued a note payable in the amount of $ 1,000,000 1 April 21, 2021 100,000 10,000 On March 10, 2021, the Company borrowed a total of $ 300,000 100,000 1 March 10, 2022 10,000 30,000 On April 16, 2021, the Company issued a promissory note to a lender for $ 1,166,000 66,000 8 January 16, 2022 January 16, 2022 400,000 125 On June 25, 2021, the Company issued promissory notes to two related parties for $ 265,958 15,958 1 December 25, 2021 On July 26, 2021, the company issued promissory notes to two related parties for $ 132,979 7,979 1 January 26, 2022 On August 18, 2021, the Company issued a promissory note to a related party in the amount of $ 265,000 15,000 12 August 18, 2022 however if the Company completed a capital raise of at least $ 7,000,000 On August 19, 2021, the Company issued a promissory note to a lender in the amount of $ 265,000 15,000 12 August 19, 2022 however if the Company completed a capital raise of at least $ 7,000,000 All debt except for vehicle loans was repaid in September 2021 after the consummation of the Company’s IPO. Amounts remaining in debt discount were included in interest expense. Maturities of debt as of December 31, 2021 are as follows: Schedule of Maturities of Long-Term Debt 2022 $ 178,871 2022 $ 178,871 2023 129,768 2024 112,545 2025 44,869 2026 10,254 Total $ 476,307 |
SBA PPP Loan
SBA PPP Loan | 12 Months Ended |
Dec. 31, 2021 | |
Sba Ppp Loan | |
SBA PPP Loan | (8) SBA PPP Loan On April 20, 2020, the Company received loan proceeds in the amount of $ 154,673 On September 17, 2021, 100 154,673 |
Shareholders Equity
Shareholders Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Shareholders Equity | (9) Shareholders Equity Authorized shares include 500 50 18,750,000 one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders On August 1, 2020, the Company’s board of directors approved the EzFill Holdings, Inc. 2020 Equity Incentive Plan (Plan), which plan has also been approved by the Company’s shareholders. The Company has reserved 1,913,243 Common stock During the years ended December 31, 2021 and 2020, 30,559 1,216,250 115,000 1,550,000 During the years ended December 31, 2021 and 2020, the Company recorded stock-based compensation expense of $ 406,667 500,000 During the year ended December 31, 2021 and 2020, the Company recorded stock-based compensation expense of $ 378,947 658,498 959,643 2,000,000 During the year ended December 31, 2021, the Company issued a total of 783,899 On April 11, 2019, the Company entered into an employment agreement with a former owner of a business sold to the Company. Stock compensation of $ 76,084 89,100 During the year ended December 31, 2021, the Company issued a total of 577,835 In November 2020, the Company issued 6,752,033 A total of 317,586 shares of restricted stock were issued to employees, board members and consultants during the year ended December 31, 2021. The restricted shares vest over periods from one to three years and are being recognized as expense on a straight-line basis over the vesting period of the awards. A total expense of $ 177,510 was recorded for the year ended December 31, 2021. A summary of the restricted stock activity is presented as follows: Schedule of Restricted Stock Activity Weighted Average Grant Date Shares Fair Value Outstanding at December 31, 2020 - - Granted 317,586 3.27 Vested - - Forfeited - - December 31, 2021 317,586 3.27 The Company recognizes forfeitures of restricted shares as they occur rather than estimating a forfeiture rate. The reduction of stock compensation expense related to the forfeitures was $ 0 for the year ended December 31, 2021. Unrecognized stock compensation expense was approximately $ 861,000 as of December 31, 2021, which will be recognized over a weighted-average period of 0.9 Stock Options and Warrants The following table represents option activity during the year ended December 31, 2021: Schedule of Option Activity Number of Weighted Average Weighted Average Vested and Exercisable at December 31, 2020 148,145 $ 1.69 3.1 Options granted 27,239 2.26 4.2 Vested and Exercisable at December 31, 2021 175,384 $ 1.78 3.3 Pursuant to certain sponsorship agreements, during the year ended December 31, 2021, 27,239 175,384 74,404 100,980 five years 0.64 2.26 1,550 3,500 The fair value of the stock options granted during the year ended December 31, 2021, of $ 74,733 2 5 0 79 The intrinsic value of options outstanding at December 31, 2021 and 2020 was $ 0 307,000 0 0 The underwriter’s representatives for the Company’s IPO received warrants to purchase up to 359,375 March 14, 2022 September 14, 2026 5.00 The amount of approximately $ 198,000 was included in interest expense in 2021 for 106,291 warrants issued to a lender that became exercisable upon the Company’s IPO. The warrants are exercisable until September 14, 2024 , at $ 5.00 per share. The lender also received 13,286 50,000 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (10) Commitments and Contingencies Litigation The Company is subject to litigation claims arising in the ordinary course of business. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. The Company does not reduce these liabilities for potential insurance or third-party recoveries. As of December 31, 2021, and 2020, the Company is not aware of any litigation, pending litigation, or other transactions that would require accrual or disclosure under GAAP. Lease Commitment On December 3, 2021, the Company signed a lease for 5778 39 21,773 14,743 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (11) Income Taxes The components of the deferred tax assets at December 31, 2021 and 2020 were as follows: Schedule of Deferred Tax Assets 2021 2020 Deferred tax assets: Stock-based compensation $ 165,567 $ 478,922 Amortization of debt discount - 19,125 Loss on settlement and change in fair value - 76,500 Change in fair value - 12,750 Intangibles 219,369 79,029 Net operating loss 4,413,292 1,364,501 Other 1,612 - Total gross deferred tax asset $ 4,799,840 $ 2,030,827 Deferred tax liabilities: Depreciation (196,334 ) (3,622 ) Prepaid assets (32,057 ) - Less: Valuation allowances (4,571,449 ) (2,027,206 ) Net deferred tax asset $ - $ - The components of the income tax benefit and related valuation allowance for the years ended December 31, 2021 and 2020 are as follows: Schedule of Income Tax Benefit and Related Valuation Allowance 2021 2020 Current $ - $ - Deferred (2,544,004 ) (1,848,596 ) Valuation allowance 2,544,004 1,848,596 Total Tax Provision $ - $ - A reconciliation of the provision for income taxes for the years ended December 31, 2021 and 2020 as compared to statutory rates is as follows: Schedule of Reconciliation of Provision for Income Taxes 2021 2020 Provision at federal statutory rate of 21 $ (1,970,514 ) $ (1,523,341 ) Permanent differences, net (51,348 ) 1,176 State income tax benefit (407,709 ) (326,430 ) Rate change 12,562 $- Deferred adjustments (126,995 ) - Change in valuation allowance 2,544,004 1,848,596 Total income tax provision $ 0 $ 0 Federal net operating loss carryforwards at December 31, 2021 and December 31, 2020 totaled approximately $ 17.5 million and $ 5.4 million, respectively, for tax purposes, which will be available to offset 80% of future taxable income indefinitely . The Company reviews its filing positions for all open tax years in all U.S. federal and state jurisdictions where the Company is required to file. The tax years subject to examination include the years 2019 and forward. There are no uncertain tax positions that would require recognition in the consolidated financial statements. If the Company incurs an income tax liability in the future, interest on any income tax liability would be reported as interest expense and penalties on any income tax liability would be reported as income taxes. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment at a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof as well as other factors. |
Bank Credit Line
Bank Credit Line | 12 Months Ended |
Dec. 31, 2021 | |
Bank Credit Line | |
Bank Credit Line | (12) Bank Credit Line On December 10, 2021, the Company entered into a Securities-Based Line of Credit, Promissory Note, Security, Pledge and Guaranty Agreement (the “Line of Credit”) with City National Bank of Florida. Pursuant to the revolving Line of Credit, the Company may borrow up to the Credit Limit, determined from time to time in the sole discretion of the Bank. The Credit Limit was approximately $ 16 The amount outstanding under the Line of Credit shall bear interest equal to the Reference Rate plus the Spread (as defined in the Line of Credit) in effect each day. The Interest is due and payable monthly in arrears. The interest rate on the Line of Credit was 1.5 The Bank may, at any time, without notice, and at its sole discretion, demand the repayment of the outstanding balance and accrued interest thereon, be immediately repaid in full, and the Bank may terminate the Line of Credit. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | (13) Business Combination On February 19, 2020, the Company entered into an Asset Purchase Agreement with Neighborhood Fuel, Inc. This acquisition was considered an acquisition of a business under ASC 805. As per the agreement, the Company purchased certain mobile fueling assets from Neighborhood Fuel, Inc. and assumed certain vehicle financing obligations. The Company purchased the assets with shares of the Company’s common stock equal to a purchase price of $ 750,000 A summary of the purchase price allocation at fair value is below. Summary of Purchase Price Allocation Fair Value Purchase Allocation Customer list $ 395,416 Vehicles 198,087 Non-Compete 858 Mobile app 251,891 Trade name 50,559 Goodwill 1,276 $ 898,087 The purchase price was paid as follows: Schedule of Business Acquisitions by Acquisition Issued or Issuable 2021 Common stock issuable $ 700,000 Vehicle obligations 198,087 Total Purchase Price $ 898,087 Transaction costs related to the acquisitions were not material. The accompanying unaudited pro forma combined statement of operations presents the accounts of EzFill Holdings, Inc. and Neighborhood Fuel for the year ended December 31, 2020 assuming the acquisition occurred on January 1, 2020. Business Acquisition, Pro Forma Information December 31, 2020 Summary Statement of Operations EzFill Holdings Neighborhood Fuel Combined Revenue $ 3,586,244 $ 23,689 $ 3,609,933 Net Loss $ (7,254,006 ) $ (13,047 ) $ (7,267,053 ) Net Loss per common share – basic and diluted $ (0.72 ) $ (0.72 ) Weighted average common shares – basic and diluted 10,126,485 10,126,485 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | (14) Subsequent Events The Company evaluates subsequent events that occur after the balance sheet date through the date the financial statements were issued. On January 17, 2022, the Company executed a Separation Agreement and Release with an executive, pursuant to which it paid the executive a separation payment of $ 118,125 22,321 125,951 On February 22, 2022, the Company issued 10,000 On March 2, 2022, the Company and Full Service Fueling, Inc. (“Seller”), entered into an Asset Purchase and Fuel Supply Agreement (the “Purchase Agreement”) wherein the Company agreed to purchase substantially all of the assets of Seller for (a) $ 325,000 cash, and (b) such number of shares of common stock par value $ 0.0001 , of the Company that is valued at $ 50,000 based upon the Company’s closing stock price on the NASDAQ on the date immediately preceding the Closing Date. |
Nature of Organization and Su_2
Nature of Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Organization | Nature of Organization EzFill Holdings, Inc. (the Company) was incorporated on March 28, 2019, in the State of Delaware and operates in South Florida providing an on-demand mobile gas delivery service. Its wholly-owned subsidiary Neighborhood Fuel Holdings, LLC is inactive. |
Basis of Presentation | Basis of Presentation The Company’s financial statements are presented on the accrual basis of accounting principles generally accepted in the United States of America (“GAAP”) and include the years ended December 31, 2021 and 2020. |
Initial Public Offering | Initial Public Offering In September 2021, the Company issued 7,187,500 4.00 25,250,000 2,406,250 1,093,750 18,750,000 one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. The significant estimates and assumptions made by management include allowance for doubtful accounts, valuation allowance for deferred tax assets, depreciation lives of property and equipment, recoverability of long-lived assets, fair value of equity instruments and the assumptions used in Black-Scholes valuation models related to stock options and warrants. Actual results could differ from those estimates as the current economic environment has increased the degree of uncertainty inherent in these estimates and assumptions. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid securities with original maturities of three months or less when acquired, to be cash equivalents. At December 31, 2021 and 2020, the Company had $ 13,561,266 882,870 250,000 |
Investments | Investments Available-for-sale debt securities are recorded at fair value with the net unrealized gains and losses (that are deemed to be temporary) reported as a component of other comprehensive income (loss). Realized gains and losses and charges for other-than-temporary impairments are included in determining net income, with related purchase costs based on the first-in, first-out method. The Company evaluates its available-for-sale-investments for possible other-than-temporary impairments by reviewing factors such as the extent to which, and length of time, an investment’s fair value has been below the Company’s cost basis, the issuer’s financial condition, and the Company’s ability and intent to hold the investment for sufficient time for its market value to recover. For impairments that are other-than-temporary, an impairment loss is recognized in earnings equal to the difference between the investment’s cost and its fair value at the balance sheet date of the reporting period for which the assessment is made. The fair value of the investment then becomes the new amortized cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The following is a summary of the unrealized gains, losses, and fair value by investment type as of December 31, 2021: Schedule of Unrealized Gains, Losses, and Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate bonds $ 3,367,953 $ - $ 5,073 $ 3,362,880 |
Accounts Receivable | Accounts Receivable The Company reviews accounts receivable periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary. The Company records an allowance for doubtful accounts that is based on historical trends, customer knowledge, any known disputes, and considers the aging of the accounts receivable balances combined with management’s estimate of future potential recoverability. Accounts are written off against the allowance after all attempts to collect a receivable have failed. At December 31, 2021 and December 31, 2020, the allowance was $ 5,665 0 |
Concentrations | Concentrations Major Customers For the years ended December 31, 2021 and 2020, the Company had one customer that made up approximately 58% 38% The Company had two customers that made up 37% and 23% of accounts receivable as of December 31, 2021, and 68% and 7% of accounts receivable as of December 31, 2020. Major Vendors The Company purchases substantially all of its fuel from one vendor. |
Inventory | Inventory Inventory is valued at the lower of the inventory’s cost or market using the first-in, first-out method. Management compares the cost of inventory with its net realizable value and an allowance is made to write down inventory to net realizable value, if lower. Inventory consists solely of fuel. At December 31, 2021 and 2020, the allowance was $ 0 |
Deferred Offering Costs | Deferred Offering Costs The Company includes offering costs directly associated with its IPO in prepaid expenses and deferred offering costs in the consolidated balance sheet. Deferred offering costs were offset against additional paid in capital upon completion of the offering. As of December 31, 2021 and 2020, the Company recorded $ 0 153,597 |
Property, Equipment and Depreciation | Property, Equipment and Depreciation Property and equipment are stated at cost. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. Expenditures for additions and improvements are capitalized, while repairs and maintenance costs are expensed as incurred. The cost and related accumulated depreciation of property and equipment sold or otherwise disposed of are removed from the accounts and any gain or loss is recorded in the year of disposal. Schedule of Property and Equipment Useful Life Property and Equipment Useful Life Equipment 5 Trucks and automobiles 5 |
Acquisitions and Intangible Assets | Acquisitions and Intangible Assets The Company accounts for acquisitions in accordance with ASC 805, Business Combinations (“ASC 805”) and ASC 350, Intangibles- Goodwill and Other (“ASC 350”). The acquisition method of accounting requires that assets acquired and liabilities assumed be recorded at their fair values on the date of a business acquisition. The consolidated financial statements and results of operations reflect an acquired business from the completion date of an acquisition. The judgments that the Company makes in determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact net income in periods following an asset acquisition. The Company generally uses either the income, cost or market approach to aid in their conclusions of such fair values and asset lives. The income approach presumes that the value of an asset can be estimated by the net economic benefit to be received over the life of the asset, discounted to present value. The cost approach presumes that an investor would pay no more for an asset than its replacement or reproduction cost. The market approach estimates value based on what other participants in the market have paid for reasonably similar assets. Although each valuation approach is considered in valuing the assets acquired, the approach ultimately selected is based on the characteristics of the asset and the availability of information. The Company amortizes finite lived intangible assets over their estimated useful lives, which range between two and five years as follows: Schedule of Amortization Finite Lived Intangible Assets Useful Life Intangible Asset Useful Life Customer list 5 Mobile app 3 Non-compete 2 Trade name 5 |
Long-lived Assets | Long-lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Determining whether an impairment has occurred typically requires various estimates and assumptions, including determining which cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, their amount and the asset’s residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. The Company uses quoted market prices when available and independent appraisals and management estimates of future operating cash flows, as appropriate, to determine fair value. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of cash, accounts receivable, and accounts payable approximate fair value because of the relative short-term maturity of these items and current payment expected. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The Company does not hold or issue financial instruments for trading purposes, nor does it utilize derivative instruments. ASC 825, Financial Instruments, clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. The Company measures its available for sale securities on a recurring basis based on level 1 prices. |
Revenue Recognition | Revenue Recognition The Company generates its revenue from mobile gas sales, either as a one-time purchase, or through a monthly membership. Revenue is recognized at the time of delivery and includes a delivery fee for each delivery or a subscription fee on a monthly basis for memberships. Under Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) “Revenue from Contracts with Customers”, revenue from contracts with customers is measured based on the consideration specified in the contract with the customer, and excludes any sales incentives and amounts collected on behalf of third parties. A performance obligation is a promise in a contract to transfer a distinct good or service to a customer and is the unit of account under Topic 606. The Company’s contracts with its customers do not include multiple performance obligations. The Company recognizes revenue when a performance obligation is satisfied by transferring control over a product or service to a customer. The amount of revenue recognized reflects the consideration the Company expects to be entitled to in exchange for such products or services. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. The Company incurred advertising costs for the year ended December 31, 2021 and 2020 of approximately $ 216,946 33,897 |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes |
Stock-based compensation | Stock-based compensation The Company accounts for employee stock awards for services based on the grant date fair value of the instrument issued and those issued to non-employees are recorded based on the grant date fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable. Compensation expense from stock awards is expensed over the service period. Forfeitures are recognized as they occur. |
Net loss per share | Net loss per share Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if stock options or other contracts to issue common stock were exercised or converted during the period. FASB ASC 260, Earnings per Share Schedule of Shares Excluded from the Computations of Diluted Loss Per Share 2021 2020 Year ended December 31, Description 2021 2020 Stock options under treasury stock method 0 46,184 |
Recent accounting pronouncements | Recent accounting pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) Leases Leases In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments—Credit Losses All other newly issued accounting pronouncements not yet effective have been deemed either immaterial or not applicable. |
Reclassifications | Reclassifications Certain reclassifications of prior year amounts have been made to be consistent with the current year presentation. |
Nature of Organization and Su_3
Nature of Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Unrealized Gains, Losses, and Fair Value | The following is a summary of the unrealized gains, losses, and fair value by investment type as of December 31, 2021: Schedule of Unrealized Gains, Losses, and Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate bonds $ 3,367,953 $ - $ 5,073 $ 3,362,880 |
Schedule of Property and Equipment Useful Life | Schedule of Property and Equipment Useful Life Property and Equipment Useful Life Equipment 5 Trucks and automobiles 5 |
Schedule of Amortization Finite Lived Intangible Assets Useful Life | The Company amortizes finite lived intangible assets over their estimated useful lives, which range between two and five years as follows: Schedule of Amortization Finite Lived Intangible Assets Useful Life Intangible Asset Useful Life Customer list 5 Mobile app 3 Non-compete 2 Trade name 5 |
Schedule of Shares Excluded from the Computations of Diluted Loss Per Share | Schedule of Shares Excluded from the Computations of Diluted Loss Per Share 2021 2020 Year ended December 31, Description 2021 2020 Stock options under treasury stock method 0 46,184 |
Fixed Assets (Tables)
Fixed Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Fixed Assets | Fixed assets consisted of the following: Schedule of Fixed Assets Description Estimated Useful Lives December 31, 2021 December 31, 2020 Fixed assets: Equipment 5 $ 175,068 $ 42,643 Leasehold improvements Lease term 16,265 - Vehicles 5 975,377 529,742 Office equipment 5 9,471 - Vehicle construction in process 1,394,355 - Total fixed assets 2,570,536 572,385 Accumulated depreciation (284,216 ) (143,818 ) Fixed assets, net $ 2,286,320 $ 428,567 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following: Schedule of Intangible Assets Description December 31, 2021 December 31, 2020 Indefinite lived intangible assets: Domain name 20,000 - Goodwill $ 109,983 $ 109,983 Total indefinite lived intangible assets $ 129,983 $ 109,983 Other intangible assets: Trademarks $ 103,258 $ 103,258 Software 503,517 504,314 Customer list 855,073 855,073 Non-compete 858 858 Technology license 2,950,000 - Total other intangible assets $ 4,412,706 $ 1,463,503 Accumulated amortization (1,205,379 ) (472,944 ) Total other intangible assets, net $ 3,207,327 $ 990,559 |
Schedule of Future Amortization Expense for Intangible Assets | Future amortization schedule for intangible assets as of December 31, 2021 is as follows: Schedule of Future Amortization Expense for Intangible Assets 2022 $ 888,208 2022 $ 888,208 2023 792,937 2024 706,708 2025 601,974 2026 217,500 2027 - TOTAL $ 3,207,327 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | The Company had accounts payable and accrued liabilities as follows: Schedule of Accounts Payable and Accrued Liabilities December 31, December 31, Accounts Payable and Accrued Liabilities: Accounts payable $ 491,598 $ 215,599 Accrued payroll 82,080 160,417 Accrued expenses 5,687 68,290 Accrued interest - 44,099 Total Accounts Payable and Accrued Liabilities $ 579,365 $ 488,405 Accounts Payable and Accrued Liabilities – Related Parties: Settlement payable $ - $ 300,000 Acquisition consideration payable in shares - 750,000 Shares payable to technology licensor - - Signing and performance bonus payable in shares - 1,200,000 Total Accounts Payable and Accrued Liabilities, Related Parties $ - $ 2,250,000 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-Term Debt | Maturities of debt as of December 31, 2021 are as follows: Schedule of Maturities of Long-Term Debt 2022 $ 178,871 2022 $ 178,871 2023 129,768 2024 112,545 2025 44,869 2026 10,254 Total $ 476,307 |
Shareholders Equity (Tables)
Shareholders Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Schedule of Restricted Stock Activity | Schedule of Restricted Stock Activity Weighted Average Grant Date Shares Fair Value Outstanding at December 31, 2020 - - Granted 317,586 3.27 Vested - - Forfeited - - December 31, 2021 317,586 3.27 |
Schedule of Option Activity | The following table represents option activity during the year ended December 31, 2021: Schedule of Option Activity Number of Weighted Average Weighted Average Vested and Exercisable at December 31, 2020 148,145 $ 1.69 3.1 Options granted 27,239 2.26 4.2 Vested and Exercisable at December 31, 2021 175,384 $ 1.78 3.3 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets | The components of the deferred tax assets at December 31, 2021 and 2020 were as follows: Schedule of Deferred Tax Assets 2021 2020 Deferred tax assets: Stock-based compensation $ 165,567 $ 478,922 Amortization of debt discount - 19,125 Loss on settlement and change in fair value - 76,500 Change in fair value - 12,750 Intangibles 219,369 79,029 Net operating loss 4,413,292 1,364,501 Other 1,612 - Total gross deferred tax asset $ 4,799,840 $ 2,030,827 Deferred tax liabilities: Depreciation (196,334 ) (3,622 ) Prepaid assets (32,057 ) - Less: Valuation allowances (4,571,449 ) (2,027,206 ) Net deferred tax asset $ - $ - |
Schedule of Income Tax Benefit and Related Valuation Allowance | The components of the income tax benefit and related valuation allowance for the years ended December 31, 2021 and 2020 are as follows: Schedule of Income Tax Benefit and Related Valuation Allowance 2021 2020 Current $ - $ - Deferred (2,544,004 ) (1,848,596 ) Valuation allowance 2,544,004 1,848,596 Total Tax Provision $ - $ - |
Schedule of Reconciliation of Provision for Income Taxes | A reconciliation of the provision for income taxes for the years ended December 31, 2021 and 2020 as compared to statutory rates is as follows: Schedule of Reconciliation of Provision for Income Taxes 2021 2020 Provision at federal statutory rate of 21 $ (1,970,514 ) $ (1,523,341 ) Permanent differences, net (51,348 ) 1,176 State income tax benefit (407,709 ) (326,430 ) Rate change 12,562 $- Deferred adjustments (126,995 ) - Change in valuation allowance 2,544,004 1,848,596 Total income tax provision $ 0 $ 0 |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Summary of Purchase Price Allocation Fair Value | |
Business Acquisition, Pro Forma Information | The purchase price was paid as follows: Schedule of Business Acquisitions by Acquisition Issued or Issuable 2021 Common stock issuable $ 700,000 Vehicle obligations 198,087 Total Purchase Price $ 898,087 Transaction costs related to the acquisitions were not material. The accompanying unaudited pro forma combined statement of operations presents the accounts of EzFill Holdings, Inc. and Neighborhood Fuel for the year ended December 31, 2020 assuming the acquisition occurred on January 1, 2020. Business Acquisition, Pro Forma Information December 31, 2020 Summary Statement of Operations EzFill Holdings Neighborhood Fuel Combined Revenue $ 3,586,244 $ 23,689 $ 3,609,933 Net Loss $ (7,254,006 ) $ (13,047 ) $ (7,267,053 ) Net Loss per common share – basic and diluted $ (0.72 ) $ (0.72 ) Weighted average common shares – basic and diluted 10,126,485 10,126,485 |
Business Acquisition, Pro Forma Information | The accompanying unaudited pro forma combined statement of operations presents the accounts of EzFill Holdings, Inc. and Neighborhood Fuel for the year ended December 31, 2020 assuming the acquisition occurred on January 1, 2020. Business Acquisition, Pro Forma Information December 31, 2020 Summary Statement of Operations EzFill Holdings Neighborhood Fuel Combined Revenue $ 3,586,244 $ 23,689 $ 3,609,933 Net Loss $ (7,254,006 ) $ (13,047 ) $ (7,267,053 ) Net Loss per common share – basic and diluted $ (0.72 ) $ (0.72 ) Weighted average common shares – basic and diluted 10,126,485 10,126,485 |
Schedule of Unrealized Gains, L
Schedule of Unrealized Gains, Losses, and Fair Value (Details) - Corporate Bond Securities [Member] | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Net Investment Income [Line Items] | |
Debt Securities, Available-for-sale, Amortized Cost | $ 3,367,953 |
Debt Securities, Available-for-sale, Unrealized Gain | |
Debt Securities, Available-for-sale, Unrealized Loss | 5,073 |
Debt Securities, Available-for-sale | $ 3,362,880 |
Schedule of Property and Equipm
Schedule of Property and Equipment Useful Life (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Trucks and automobiles | 5 years |
Trucks and Automobiles [Member] | |
Property, Plant and Equipment [Line Items] | |
Trucks and automobiles | 5 years |
Schedule of Amortization Finite
Schedule of Amortization Finite Lived Intangible Assets Useful Life (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Customer Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Trade name | 5 years |
Mobile App [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Trade name | 3 years |
Noncompete Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Trade name | 2 years |
Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Trade name | 5 years |
Schedule of Shares Excluded fro
Schedule of Shares Excluded from the Computations of Diluted Loss Per Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Stock Options Under Treasury Stock Method [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Stock options under treasury stock method | 0 | 46,184 |
Nature of Organization and Su_4
Nature of Organization and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Mar. 10, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Product Information [Line Items] | ||||
Number of shares issued | 30,000 | 783,899 | ||
Proceeds from issuance initial public offering | $ 28,750,000 | |||
Offering expense | 3,500,426 | |||
Number of shares converted | 6,752,034 | |||
Cash and cash equivalents | 13,561,266 | $ 882,870 | ||
Federally insured | 250,000 | 250,000 | ||
Allowance for accounts receivable | 5,665 | 0 | ||
Allowance for inventory | 0 | 0 | ||
Deferred offering costs | 0 | 153,597 | ||
Advertising costs | $ 216,946 | $ 33,897 | ||
One Customer [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 58.00% | 38.00% | ||
One Customer [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 37.00% | 68.00% | ||
Two Customer [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 23.00% | 7.00% | ||
IPO [Member] | ||||
Product Information [Line Items] | ||||
Number of shares issued | 7,187,500 | |||
Price per share | $ 4 | |||
Proceeds from issuance initial public offering | $ 25,250,000 | |||
Underwriting discounts and commissions | 2,406,250 | |||
Offering expense | $ 1,093,750 | |||
Number of shares converted | 18,750,000 | 18,750,000 | ||
Stockholders' Equity, Reverse Stock Split | one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders | one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders |
Liquidity (Details Narrative)
Liquidity (Details Narrative) - USD ($) | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net Income (Loss) Attributable to Parent | $ 9,383,397 | $ 7,254,006 | |
Accumulated Deficit | 17,339,396 | ||
[custom:WorkingCapitalSurplus-0] | $ 16,436,296 | ||
Investment Banking, Advisory, Brokerage, and Underwriting Fees and Commissions | $ 25,250,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Nov. 18, 2021 | Aug. 18, 2021 | Jun. 26, 2021 | Jun. 25, 2021 | Mar. 10, 2021 | Mar. 10, 2021 | Nov. 30, 2020 | Nov. 18, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period, shares | 30,000 | 783,899 | ||||||||
Share based compensation | $ 100,000 | $ 400,000 | ||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 254,566 | |||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 6,752,034 | |||||||||
Debt instrument, face value | $ 300,000 | $ 300,000 | ||||||||
Proceeds from related party debt | $ 1,550,000 | $ 20,000 | ||||||||
Debt instrument original discount amount | 5,526 | |||||||||
Notes payable, related parties | $ 20,000 | |||||||||
Number of stock options shares | 27,239 | 56,000 | ||||||||
Accounts payable and accrued liabilities | $ 2,250,000 | |||||||||
Promissory Notes [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Proceeds from related party debt | $ 265,000 | |||||||||
Debt instrument original discount amount | $ 15,000 | |||||||||
Promissory Notes [Member] | Related party one [Member]. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Proceeds from related party debt | $ 132,979 | $ 265,958 | 100,000 | |||||||
Debt instrument original discount amount | 7,979 | 15,958 | ||||||||
Promissory Notes [Member] | Related Party Two [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Proceeds from related party debt | 132,979 | 265,958 | 100,000 | |||||||
Debt instrument original discount amount | $ 7,979 | $ 15,958 | ||||||||
Promissory Notes [Member] | Related Party Three [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Proceeds from related party debt | $ 100,000 | |||||||||
Common Stock [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period, shares | 7,187,500 | |||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 675 | |||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 6,752,033 | 6,752,033 | ||||||||
Balance labs Inc [Member] | Consulting Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
One time payment made upon completion initial public offering | $ 200,000 | |||||||||
Percentage of equity ownership | 28.00% | |||||||||
Balance labs Inc [Member] | Consulting Agreement [Member] | First Year [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Monthly payment | 25,000 | |||||||||
Balance labs Inc [Member] | Consulting Agreement [Member] | Second Year [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Monthly payment | $ 22,500 | |||||||||
Balance labs Inc [Member] | Consulting Agreement [Member] | Common Stock [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period, shares | 132,905 | |||||||||
Number of shares issued for services | 265,728 | |||||||||
Fuel Butler LLC [Member] | License Agreement [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Percentage of equity ownership | 20.00% | |||||||||
Executives [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Stock issued during period, shares | 26,572 | 106,291 |
Schedule of Fixed Assets (Detai
Schedule of Fixed Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Total fixed assets | $ 2,570,536 | $ 572,385 |
Accumulated depreciation | (284,216) | (143,818) |
Fixed assets, net | $ 2,286,320 | 428,567 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Total fixed assets | $ 175,068 | 42,643 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total fixed assets | $ 16,265 | |
Estimated Useful Lives | Lease term | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Total fixed assets | $ 975,377 | 529,742 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Total fixed assets | $ 9,471 | |
Vehicle construction in process [Member]. | ||
Property, Plant and Equipment [Line Items] | ||
Total fixed assets | $ 1,394,355 |
Fixed Assets (Details Narrative
Fixed Assets (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expenses | $ 140,398 | $ 114,391 |
Schedule of Intangible Assets (
Schedule of Intangible Assets (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Domain name | $ 20,000 | |
Goodwill | 109,983 | 109,983 |
Total indefinite lived intangible assets | 129,983 | 109,983 |
Trademarks | 103,258 | 103,258 |
Software | 503,517 | 504,314 |
Customer list | 855,073 | 855,073 |
Non-compete | 858 | 858 |
Technology license | 2,950,000 | |
Total other intangible assets | 4,412,706 | 1,463,503 |
Accumulated amortization | (1,205,379) | (472,944) |
Total other intangible assets, net | $ 3,207,327 | $ 990,559 |
Schedule of Future Amortization
Schedule of Future Amortization Expense for Intangible Assets (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 | $ 888,208 | |
2023 | 792,937 | |
2024 | 706,708 | |
2025 | 601,974 | |
2026 | 217,500 | |
2027 | ||
Total other intangible assets, net | $ 3,207,327 | $ 990,559 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | Apr. 07, 2021 | Mar. 10, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 30,000 | 783,899 | |||
Stock options, shares | 175,384 | 148,145 | |||
Stock issued during the period, acquisitions | 577,835 | ||||
Amortization expense | $ 732,436 | $ 337,141 | |||
IPO [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 7,187,500 | ||||
Common Stock [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 7,187,500 | ||||
Stock issued during the period, acquisitions | 193,398 | ||||
Technology License Agreement [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Stock options, shares | 531,456 | ||||
Share issued price exercised | $ 3.76 | ||||
Licensor [Member] | Technology License Agreement [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 332,160 | ||||
Stock issued during the period, acquisitions | 1,062,913 | ||||
Licensor [Member] | Technology License Agreement [Member] | IPO [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 730,752 | ||||
Licensor [Member] | Technology License Agreement [Member] | Common Stock [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 265,728 | ||||
Licensor [Member] | Technology License Agreement [Member] | Common Stock [Member] | IPO [Member] | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Initial public offering, net of expenses, shares | 186,010 |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 491,598 | $ 215,599 |
Accrued payroll | 82,080 | 160,417 |
Accrued expenses | 5,687 | 68,290 |
Accrued interest | 44,099 | |
Total Accounts Payable and Accrued Liabilities | 579,365 | 488,405 |
Settlement payable | 300,000 | |
Acquisition consideration payable in shares | 750,000 | |
Shares payable to technology licensor | ||
Signing and performance bonus payable in shares | 1,200,000 | |
Total Accounts Payable and Accrued Liabilities, Related Parties | $ 2,250,000 |
Schedule of Maturities of Long-
Schedule of Maturities of Long-Term Debt (Details) | Dec. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 178,871 |
2023 | 129,768 |
2024 | 112,545 |
2025 | 44,869 |
2026 | 10,254 |
Total | $ 476,307 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | Aug. 19, 2021 | Aug. 18, 2021 | Jul. 26, 2021 | Jun. 25, 2021 | Apr. 16, 2021 | Mar. 10, 2021 | Nov. 24, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Short-term Debt [Line Items] | |||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 254,566 | ||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 6,752,034 | ||||||||
Outstanding principal and interest | $ 7,000,000 | $ 7,000,000 | $ 300,000 | $ 1,000,000 | |||||
Interest rate | 1.00% | 1.00% | |||||||
Maturity date | Mar. 10, 2022 | Apr. 21, 2021 | |||||||
Initial public offering, net of expenses, shares | 30,000 | 783,899 | |||||||
Debt discount | $ 5,526 | ||||||||
Number of shares granted | 27,239 | 56,000 | |||||||
Promissory Notes [Member] | Related party one [Member]. | |||||||||
Short-term Debt [Line Items] | |||||||||
Outstanding principal and interest | $ 100,000 | ||||||||
Promissory Notes [Member] | Related Party Two [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Outstanding principal and interest | $ 132,979 | $ 265,958 | 100,000 | ||||||
Interest rate | 1.00% | 1.00% | |||||||
Maturity date | Jan. 26, 2022 | Dec. 25, 2021 | |||||||
Debt discount | $ 7,979 | $ 15,958 | |||||||
Debt instrument, covenant description | however if the Company completed a capital raise of at least $7,000,000 the entire outstanding principal and interest through August 19, 2022, was immediately due and payable within two business days of such occurrence | ||||||||
Promissory Notes [Member] | Related Party Three [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Outstanding principal and interest | $ 100,000 | ||||||||
Promissory Notes [Member] | Related Party [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Outstanding principal and interest | $ 265,000 | ||||||||
Interest rate | 12.00% | ||||||||
Maturity date | Aug. 18, 2022 | ||||||||
Debt discount | $ 15,000 | ||||||||
Debt instrument, covenant description | however if the Company completed a capital raise of at least $7,000,000 the entire outstanding principal and interest through August 18, 2022, was immediately due and payable within two business days of such occurrence | ||||||||
Promissory Notes [Member] | Lender [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Outstanding principal and interest | $ 265,000 | ||||||||
Interest rate | 12.00% | ||||||||
Maturity date | Aug. 19, 2022 | ||||||||
Debt discount | $ 15,000 | ||||||||
Note holder [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Interest rate | 8.00% | ||||||||
Initial public offering, net of expenses, shares | 100,000 | ||||||||
Note holder [Member] | Each Monthly Extension [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Initial public offering, net of expenses, shares | 10,000 | ||||||||
Lender [Member] | |||||||||
Short-term Debt [Line Items] | |||||||||
Outstanding principal and interest | $ 1,166,000 | ||||||||
Maturity date | Jan. 16, 2022 | ||||||||
Initial public offering, net of expenses, shares | 10,000 | 13,286 | |||||||
Debt discount | $ 66,000 | ||||||||
Number of shares granted | 400,000 | ||||||||
Offering price percentage | 125.00% |
SBA PPP Loan (Details Narrative
SBA PPP Loan (Details Narrative) - Paycheck protection program [Member] - USD ($) | Sep. 17, 2021 | Apr. 20, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Proceeds from loan | $ 154,673 | $ 154,673 |
Percentage of outstanding loan forgiven | 100.00% |
Schedule of Restricted Stock Ac
Schedule of Restricted Stock Activity (Details) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Equity [Abstract] | |
Number of Shares, Beginning | shares | |
Weighted Average Grant Date Fair Value, Beginning | $ / shares | |
Number of Shares, Granted | shares | 317,586 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | $ 3.27 |
Number of Shares, Vested | shares | |
Weighted Average Grant Date Fair Value, Vested | $ / shares | |
Number of Shares, Forfeited | shares | |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | |
Number of Shares, Ending | shares | 317,586 |
Weighted Average Grant Date Fair Value, Ending | $ / shares | $ 3.27 |
Schedule of Option Activity (De
Schedule of Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Number of Options, Vested and Exercisable, Beginning balance | 148,145 | |
Weighted Average Exercise Price, Vested and Exercisable, Beginning balance | $ 1.69 | |
Weighted Average Remaining Contractual Term (years), Vested and Exercisable, Outstanding balance | 3 years 3 months 18 days | 3 years 1 month 6 days |
Number of Options, Options granted | 27,239 | 56,000 |
Weighted Average Exercise Price, Options granted | $ 2.26 | |
Weighted Average Remaining Contractual Term (years), Options granted | 4 years 2 months 12 days | |
Number of Options, Vested and Exercisable, Ending balance | 175,384 | 148,145 |
Weighted Average Exercise Price, Vested and Exercisable, Ending balance | $ 1.78 | $ 1.69 |
Shareholders Equity (Details Na
Shareholders Equity (Details Narrative) - USD ($) | Apr. 16, 2021 | Mar. 10, 2021 | Nov. 30, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Aug. 01, 2020 |
Subsidiary, Sale of Stock [Line Items] | |||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | |||||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |||||
Conversion of debt to equity, related parties, shares | 6,752,034 | ||||||
Number of sale of shares | 30,559 | 1,216,250 | |||||
Proceeds from issuance of common stock | $ 115,000 | $ 1,550,000 | |||||
Stock-based compensation expense | $ 1,896,074 | $ 4,624,708 | |||||
Number of shares issued | 30,000 | 783,899 | |||||
Number of shares issued to accrued bonuses, acquisitions and settlements | 577,835 | ||||||
Shares of restricted stock issued | 317,586 | ||||||
Restricted stock expense | $ 177,510 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | |||||||
Weighted average period for recognition | 10 months 24 days | ||||||
Number of shares granted | 27,239 | 56,000 | |||||
Options outstanding | 175,384 | 148,145 | |||||
Vesting period | 5 years | ||||||
Fair value of options granted | $ 74,733 | ||||||
Fair value assumptions, risk free interest rate | 2.00% | ||||||
Fair value expected term | 5 years | ||||||
Fair value assumptions, dividend yield | 0.00% | ||||||
Fair value assumptions, expected volatility | 79.00% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | $ 307,000 | |||||
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardWarrantsOutstandingIntrinsicValue-0] | 0 | 0 | |||||
Interest Expense | 775,884 | $ 321,338 | |||||
Number of shares issued value | $ 25,249,574 | ||||||
Underwriter [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Warrants exercisable date | Sep. 14, 2024 | ||||||
Warrants exercise price | $ 5 | ||||||
Lender [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares issued | 10,000 | 13,286 | |||||
Number of shares granted | 400,000 | ||||||
Number of securities called by rights | 106,291 | ||||||
Interest Expense | $ 198,000 | ||||||
Number of shares issued value | $ 50,000 | ||||||
Minimum [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Exercise price of vested shares | $ 0.64 | ||||||
Maximum [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Exercise price of vested shares | $ 2.26 | ||||||
Sponsorship Agreements [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares granted | 100,980 | ||||||
Unrecognized Stock [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock-based compensation expense | $ 861,000 | ||||||
Common Stock [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Conversion of debt to equity, related parties, shares | 6,752,033 | 6,752,033 | |||||
Number of shares issued | 7,187,500 | ||||||
Number of shares issued to accrued bonuses, acquisitions and settlements | 193,398 | ||||||
Number of shares issued value | $ 719 | ||||||
Executives and Other Employees [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock-based compensation expense | 406,667 | $ 500,000 | |||||
Board Members And Consultants [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock-based compensation expense | 378,947 | 658,498 | |||||
Shares granted for sponsorships | 959,643 | 2,000,000 | |||||
Employment Agreement [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Stock-based compensation expense | $ 76,084 | $ 89,100 | |||||
Founder [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares granted | 74,404 | ||||||
Sponsor [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares granted | 1,550 | ||||||
Value of shares granted | $ 3,500 | ||||||
2020 Equity Incentive Plan [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares reserved | 1,913,243 | ||||||
IPO [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Conversion of debt to equity, related parties, shares | 18,750,000 | 18,750,000 | |||||
Stockholders' equity, reverse stock split | one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders | one for 3.763243 reverse stock split approved by the Company’s board of directors and its shareholders | |||||
Number of shares issued | 7,187,500 | ||||||
IPO [Member] | Underwriter [Member] | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of securities called by rights | 359,375 | ||||||
Warrants exercisable date | Mar. 14, 2022 | ||||||
Warrants exercisable date | Sep. 14, 2026 | ||||||
Warrants exercise price | $ 5 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | Dec. 03, 2021USD ($)ft² |
Commitments and Contingencies Disclosure [Abstract] | |
Area of Land | ft² | 5,778 |
Lessee, operating lease, term of contract | 39 months |
Operating leases, rent expense | $ 21,773 |
Payments for rent | $ 14,743 |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Stock-based compensation | $ 165,567 | $ 478,922 |
Amortization of debt discount | 19,125 | |
Loss on settlement and change in fair value | 76,500 | |
Change in fair value | 12,750 | |
Intangibles | 219,369 | 79,029 |
Net operating loss | 4,413,292 | 1,364,501 |
Other | 1,612 | |
Total gross deferred tax asset | 4,799,840 | 2,030,827 |
Depreciation | (196,334) | (3,622) |
Prepaid assets | (32,057) | |
Less: Valuation allowances | (4,571,449) | (2,027,206) |
Net deferred tax asset |
Schedule of Income Tax Benefit
Schedule of Income Tax Benefit and Related Valuation Allowance (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Current | ||
Deferred | (2,544,004) | (1,848,596) |
Valuation allowance | 2,544,004 | 1,848,596 |
Total Tax Provision | $ 0 | $ 0 |
Schedule of Reconciliation of P
Schedule of Reconciliation of Provision for Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Provision at federal statutory rate of 21% | $ (1,970,514) | $ (1,523,341) |
Permanent differences, net | (51,348) | 1,176 |
State income tax benefit | (407,709) | (326,430) |
Rate change | 12,562 | |
Deferred adjustments | (126,995) | |
Change in valuation allowance | 2,544,004 | 1,848,596 |
Total Tax Provision | $ 0 | $ 0 |
Schedule of Reconciliation of_2
Schedule of Reconciliation of Provision for Income Taxes (Details) (Parenthetical) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Operating Loss Carryforwards | $ 17.5 | $ 5.4 |
Operating Loss Carryforwards, Limitations on Use | available to offset 80% of future taxable income indefinitely |
Bank Credit Line (Details Narra
Bank Credit Line (Details Narrative) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Bank Credit Line | |
Line of credit | $ 16 |
Line of credit facility, interest rate | 1.50% |
Summary of Purchase Price Alloc
Summary of Purchase Price Allocation Fair Value (Details) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | $ 898,087 |
Customer Lists [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | 395,416 |
Vehicles [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | 198,087 |
Noncompete Agreements [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | 858 |
Mobile App [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | 251,891 |
Trade Names [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | 50,559 |
Goodwill [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Purchase Allocation | $ 1,276 |
Business Acquisition, Pro Forma
Business Acquisition, Pro Forma Information (Details) | 12 Months Ended |
Dec. 31, 2021USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Common stock issuable | $ 700,000 |
Vehicle obligations | 198,087 |
Total Purchase Price | 898,087 |
Revenue | 3,586,244 |
Net Loss | $ (7,254,006) |
Net Loss per common share – basic and diluted | $ / shares | $ (0.72) |
Weighted average common shares – basic and diluted | $ / shares | $ 10,126,485 |
Neighborhood Fuel Inc [Member] | |
Business Acquisition [Line Items] | |
Revenue | $ 23,689 |
Net Loss | (13,047) |
Ez Fill Holdings Inc And Neighborhood Fuel Inc [Member] | |
Business Acquisition [Line Items] | |
Revenue | 3,609,933 |
Net Loss | $ (7,267,053) |
Net Loss per common share – basic and diluted | $ / shares | $ (0.72) |
Weighted average common shares – basic and diluted | $ / shares | $ 10,126,485 |
Business Combination (Details N
Business Combination (Details Narrative) - USD ($) | Mar. 02, 2022 | Dec. 31, 2021 |
Subsequent Event [Line Items] | ||
Stock issued during period value purchase of assets | $ 2,950,000 | |
Subsequent Event [Member] | Neighborhood Fuel Inc [Member] | IPO [Member] | ||
Subsequent Event [Line Items] | ||
Stock issued during period value purchase of assets | $ 750,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Feb. 22, 2022 | Jan. 17, 2022 | Mar. 10, 2021 | Dec. 31, 2021 | Mar. 02, 2022 | Dec. 31, 2020 |
Subsequent Event [Line Items] | ||||||
Number of shares issued value | $ 25,249,574 | |||||
Number of shares issued | 30,000 | 783,899 | ||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||||
Common Stock, Value, Issued | $ 2,624 | $ 1,720 | ||||
Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Shares vested | 10,000 | |||||
Subsequent Event [Member] | Separation Agreement [Member] | Executive [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Number of shares issued value | $ 118,125 | |||||
Number of shares issued | 22,321 | |||||
Stock option vested | 125,951 | |||||
Subsequent Event [Member] | Asset Purchase And Fuel Supply Agreement [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Cash | $ 325,000 | |||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | |||||
Common Stock, Value, Issued | $ 50,000 |