Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | Dec. 20, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 1-11398 | |
Entity Registrant Name | CPI AEROSTRUCTURES, INC. | |
Entity Central Index Key | 0000889348 | |
Entity Tax Identification Number | 11-2520310 | |
Entity Incorporation, State or Country Code | NY | |
Entity Address, Address Line One | 91 Heartland Blvd. | |
Entity Address, City or Town | Edgewood | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11717 | |
City Area Code | (631) | |
Local Phone Number | 586-5200 | |
Title of 12(b) Security | Common stock, $0.001 par value per share | |
Trading Symbol | CVU | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,346,219 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash | $ 815,339 | $ 6,033,537 |
Accounts receivable, net | 8,233,688 | 4,962,906 |
Insurance recovery receivable | 2,850,000 | |
Contract assets | 26,700,456 | 19,729,638 |
Inventory | 5,499,218 | 6,386,288 |
Refundable income taxes | 40,000 | 40,000 |
Prepaid expenses and other current assets | 596,570 | 534,857 |
Total current assets | 44,735,271 | 37,687,226 |
Operating lease right-of-use assets | 3,651,630 | 4,075,048 |
Property and equipment, net | 2,288,084 | 2,521,742 |
Intangibles, net | 218,750 | 250,000 |
Goodwill | 1,784,254 | 1,784,254 |
Other assets | 176,515 | 191,179 |
Total assets | 52,854,504 | 46,509,449 |
Current Liabilities: | ||
Accounts payable | 15,040,492 | 12,092,684 |
Accrued expenses | 5,987,100 | 5,937,921 |
Litigation settlement obligation | 3,391,233 | |
Contract liabilities | 528,596 | 1,650,549 |
Loss reserve | 2,297,788 | 2,009,247 |
Current portion of long-term debt | 7,354,020 | 6,501,666 |
Operating lease liabilities | 1,838,219 | 1,819,237 |
Income tax payable | 3,198 | 948 |
Total current liabilities | 36,440,646 | 30,012,252 |
Line of credit | 21,000,000 | 20,738,685 |
Long-term operating lease liabilities | 2,070,414 | 2,537,149 |
Long-term debt, net of current portion | 4,750,906 | 6,205,095 |
Total liabilities | 64,261,966 | 59,493,181 |
Shareholders’ Deficit: | ||
Common stock - $.001 par value; authorized 50,000,000 shares, 11,985,152 and 11,951,271shares, respectively, issued and outstanding | 11,985 | 11,951 |
Additional paid-in capital | 72,349,534 | 72,005,841 |
Accumulated deficit | (83,768,981) | (85,001,524) |
Total Shareholders’ Deficit | (11,407,462) | (12,983,732) |
Total Liabilities and Shareholders’ Deficit | $ 52,854,504 | $ 46,509,449 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 50,000,000 | 50,000,000 |
Common stock, issued | 11,985,152 | 11,951,271 |
Common stock, outstanding | 11,985,152 | 11,951,271 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 30,818,746 | $ 16,858,386 |
Cost of sales | 25,898,658 | 16,705,403 |
Gross profit | 4,920,088 | 152,983 |
Selling, general and administrative expenses | 3,390,806 | 3,093,090 |
Income (loss) from operations | 1,529,282 | (2,940,107) |
Interest expense | 294,489 | 416,670 |
Income (loss) before provision for income taxes | 1,234,793 | (3,356,777) |
Provision for income taxes | 2,250 | 578 |
Net income (loss) | $ 1,232,543 | $ (3,357,355) |
Income (loss) per common share – basic | $ 0.10 | $ (0.29) |
Income (loss) per common share – diluted | $ 0.10 | $ (0.29) |
Shares used in computing income (loss) per common share: | ||
Basic | 11,983,270 | 11,837,014 |
Diluted | 12,084,901 | 11,837,014 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT (UNAUDITED) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at January 1, 2021 (As Restated - see Note 14) at Dec. 31, 2019 | $ 11,819 | $ 71,294,629 | $ (81,346,771) | $ (10,040,323) |
Beginning balance (in shares) at Dec. 31, 2019 | 11,818,830 | |||
Net Income | (3,357,355) | (3,357,355) | ||
Stock-based compensation expense | $ 18 | 347,167 | 347,185 | |
Beginning balance (in shares) | 18,388 | |||
Ending balance, value at Mar. 31, 2020 | $ 11,837 | 71,641,796 | (84,704,126) | (13,050,493) |
Beginning balance (in shares) at Mar. 31, 2020 | 11,837,218 | |||
Balance at January 1, 2021 (As Restated - see Note 14) at Dec. 31, 2020 | $ 11,951 | 72,005,841 | (85,001,524) | $ (12,983,732) |
Beginning balance (in shares) at Dec. 31, 2020 | 11,951,271 | 11,951,271 | ||
Net Income | 1,232,543 | $ 1,232,543 | ||
Stock-based compensation expense | $ 34 | 343,693 | 343,727 | |
Beginning balance (in shares) | 33,881 | |||
Ending balance, value at Mar. 31, 2021 | $ 11,985 | $ 72,349,534 | $ (83,768,981) | $ (11,407,462) |
Beginning balance (in shares) at Mar. 31, 2021 | 11,985,152 | 11,985,152 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 1,232,543 | $ (3,357,355) |
Adjustments to reconcile net income loss to net cash used in operating activities: | ||
Depreciation and amortization | 264,908 | 256,284 |
Amortization of debt issuance cost | 14,665 | 35,437 |
Insurance receivable | (2,850,000) | |
Settlement of litigation obligation | 3,391,233 | |
Cash expended in excess of rent expense | (24,335) | (38,644) |
Stock-based compensation | 343,727 | 347,185 |
Bad debt expense (recovery) | 39,997 | (51,369) |
Changes in operating assets and liabilities: | ||
(Increase) decrease in accounts receivable | (3,310,779) | 973,002 |
Increase in contract assets | (6,970,818) | (533,743) |
Decrease (increase) in inventory | 887,070 | (586,429) |
(Increase) decrease in prepaid expenses and other assets | (61,714) | 26,549 |
Decrease in refundable income taxes | 1,506 | |
Increase in accounts payable and accrued expenses | 2,996,987 | 808,424 |
(Decrease) increase in contract liabilities | (1,121,953) | 1,187,667 |
Increase in income taxes payable | 2,250 | |
Increase (decrease) in loss reserve | 288,541 | (496,036) |
Net cash used in operating activities | (4,877,678) | (1,427,522) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (3,200) | |
Net cash used in investing activities | (3,200) | |
Cash flows from financing activities: | ||
Payments on long-term debt | (601,835) | (622,690) |
Proceeds of line of credit | 261,315 | |
Net cash used in financing activities | (340,520) | (622,690) |
Net decrease in cash and restricted cash | (5,218,198) | (2,053,412) |
Cash at beginning of period | 6,033,537 | 5,432,793 |
Cash at end of period | 815,339 | 3,379,381 |
Cash paid during the period for: | ||
Interest | 294,488 | 450,191 |
Income taxes | $ (928) |
INTERIM FINANCIAL STATEMENTS
INTERIM FINANCIAL STATEMENTS | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
INTERIM FINANCIAL STATEMENTS | 1. INTERIM FINANCIAL STATEMENTS The Company consists of CPI Aerostructures, Inc. (“CPI Aero”), Welding Metallurgy, Inc. (“WMI”), a wholly owned subsidiary of CPI Aero, and Compac Development Corporation, a wholly owned subsidiary of WMI (collectively, the “Company”). An operating segment, in part, is a component of an enterprise whose operating results are regularly reviewed by the chief operating decision maker (the “CODM”) to make decisions about resources to be allocated to the segment and assess its performance. Operating segments may be aggregated only to a limited extent. The Company’s CODM, the Chief Executive Officer, reviews financial information presented on a consolidated basis, accompanied by disaggregated information about revenues for purposes of making operating decisions and assessing financial performance. The Company has determined that it has a single operating and reportable segment. The consolidated financial statements of the Company as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 (as restated) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and notes normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations. The consolidated balance sheet at December 31, 2020 (as restated) has been derived from audited consolidated financial statements, as restated (see Note 14 for more information on the effect of the restatement), but does not include all of the information and notes required by U.S. GAAP. The Company believes that the disclosures are adequate to make the information presented not misleading. All adjustments that, in the opinion of the management, are necessary for a fair presentation for the periods presented have been reflected. Such adjustments are of a normal, recurring nature. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s comprehensive Annual Report on Form 10-K/A for the year ended December 31, 2020 (the “Comprehensive Form 10-K/A”), as restated. The results of operations for interim periods are not necessarily indicative of the operating results to be expected for the full year or any other interim period. The Company maintains its cash in six financial institutions. The balances are insured by the Federal Deposit Insurance Corporation. From time to time, the Company’s balances may exceed insurance limits. As of March 31, 2021, the Company had $ 655,960 The Company currently has a shareholders’ deficit and has experienced losses from operations and negative cash flows from operations in prior periods that collectively represent significant risk to the Company to continue to operate as a going concern. To address this risk, the Company has (i) negotiated and executed a further amendment to its Amended and Restated Credit Agreement with the lenders named therein and BankUnited N.A. as Sole Arranger, Agent and Collateral Agent (as amended from time to time, the “Credit Agreement” or the “BankUnited Facility”), effective October 28, 2021 which extended the maturity date of the credit facility to December 31, 2022, (ii) obtained and is seeking additional progress payment and advance payment customer contract funding provisions, (iii) maintained procedures to reduce investments in inventory and contract assets, (iv) remained focused on its military segment which has proven to be less susceptible to COVID-19 related impacts and (v) maintained a strong (approximately $ 163 million 99 The outbreak of the COVID-19 coronavirus was declared a pandemic by the World Health Organization during our first quarter of 2020. During the latter part of our first quarter and subsequent to our quarter end, the COVID-19 pandemic grew, causing non-essential businesses to shut down and many people to observe the shelter-in-place directive from our state government. Our business and operations and the industries in which we operate have been impacted by public and private sector policies and initiatives in the United States (“U.S.”) to address the transmission of COVID-19, such as the imposition of travel restrictions and the adoption of remote work. The COVID-19 pandemic has contributed to a general slowdown in the global economy, has adversely impacted the businesses of certain of our customers and suppliers, and, if it continues for an extended period of time, it could adversely impact our results of operations and financial condition. In response to the COVID-19 impact on our business, we have been and continue to actively mitigate costs. We have also been taking actions to preserve capital and protect the long-term needs of our businesses, including negotiating progress payments with our customers and reducing discretionary spending. For more information on the current and potential impact of the COVID-19 pandemic on our business, see Risk Factors “ The impact of the coronavirus (COVID-19) pandemic on our operations, supply chain, and customers has impacted and could continue to have a material adverse effect on our business, financial position, results of operations and/or cash flows” . |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | 2. REVENUE RECOGNITION The Company recognizes revenue when it transfers control of a promised good or service to a customer in an amount that reflects the consideration it expects to be entitled to in exchange for the good or service. The majority of the Company’s performance obligations are satisfied over time as the Company (i) sells products with no alternative use to the Company and (ii) has an enforceable rig ht to recover costs incurred plus a reasonable profit margin for work completed to date. Under the over time revenue recognition model, revenue and gross profit are recognized over the contract period as work is performed based on actual costs incurred and an estimate of costs to complete and resulting total estimated costs at completion. The Company also has contracts that are considered point in time. Under the point in time revenue recognition model, revenue is recognized when control of the components has transferred to the customer; in most cases this will be based on shipping terms. Contracts with Customers and Performance Obligations The majority of the Company’s revenues are from long-term contracts with the U.S. government and commercial contractors. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. For the Company, the contract under Accounting Standards Codification Topic 606 (“ASC 606”) is typically established upon execution of a purchase order either in accordance with a long-term customer contract or on a standalone basis. To determine the proper revenue recognition for our contracts, we must evaluate whether two or more contracts should be combined and accounted for as a single contract, and whether the combined or single contract should be accounted for as one performance obligation or more than one performance obligation. This evaluation requires significant judgment, and the decision to combine a group of contracts or to separate a contract into multiple performance obligations could change the amount of revenue and profit recorded in a period. A performance obligation is a promise within a contract to transfer a distinct good or service to the customer in exchange for payment and is the unit of account for recognizing revenue. The Company’s performance obligations in its contracts with customers are typically the sale of each individual product contemplated in the contract or a single performance obligation representing a series of products when the contract contains multiple products that are substantially the same. The Company has elected to account for shipping performed after control over a product has transferred to a customer as fulfillment activities. When revenue is recognized in advance of incurring shipping costs, the costs related to the shipping are accrued. Shipping costs are included in costs of sales. The Company provides warranties on many of its products; however, since customers cannot purchase such warranties separately and they do not provide services beyond standard assurances, warranties are not separate performance obligations. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when or as the performance obligation is satisfied. For contracts with more than one performance obligation, the Company allocates the transaction price to each performance obligation based on its estimated standalone selling price. When standalone selling prices are not available, the transaction price is allocated using an expected cost plus margin approach as pricing for such contracts is typically negotiated on the basis of cost. The contracts with the U.S. government typically are subject to the Federal Acquisition Regulation, which provides guidance on the types of costs that are allowable in establishing prices for goods and services provided under U.S. government contracts. The pricing for commercial contracts is based on the specific negotiations with each customer and any taxes imposed by governmental authorities are excluded from revenue. The transaction price is primarily comprised of fixed consideration as the customer typically pays a fixed fee for each product sold. The Company does not adjust the amount of revenue to be recognized under a customer contract for the effects of the time value of money when the timing difference between receipt of payment and transferring the good or service is less than one year. The majority of the Company’s performance obligations are satisfied over time as the Company (i) sells products with no alternative use to the Company and (ii) has an enforceable right to recover costs incurred plus a reasonable profit margin for work completed to date. The Company uses the cost-to-cost input method to measure progress for its performance obligations because it best depicts the transfer of control to the customer which occurs as the Company incurs costs on its contracts. The Company generally utilizes the portfolio approach to estimate the amount of revenue to recognize for its contracts and groups contracts together that have similar characteristics. Significant judgment is used to determine which contracts are grouped together to form a portfolio. The portfolio approach is utilized only when the result of the accounting is not expected to be materially different than if applied to individual contracts. The Company’s contracts are often modified to account for changes in contract specifications and requirements. The Company considers contract modifications to exist when the modification either creates new or changes the existing enforceable rights and obligations. The effect of a contract modification on the transaction price, and the measure of progress for the performance obligation to which it relates, are recognized prospectively when the remaining goods or services are distinct and on a cumulative catch-up basis when the remaining goods or services are not distinct. The Company also has contracts that are considered point in time. Under the point in time revenue recognition model, revenue is recognized when control of the components has transferred to the customer; in most cases this will be based on shipping terms. Contract Estimates Certain contracts contain forms of variable consideration, such as price discounts and performance penalties. The Company generally estimates variable consideration using the most likely amount based on an assessment of all available information (i.e., historical experience, current and forecasted performance) and only to the extent it is probable that a significant reversal of revenue recognized will not occur when the uncertainty is resolved. In applying the cost-to-cost input method, the Company compares the actual costs incurred relative to the total estimated costs expected at completion to determine its progress towards satisfying its performance obligation and to calculate the corresponding amount of revenue to recognize. For any costs incurred that do not depict the Company’s performance in transferring control of goods or services to the customer, the Company excludes such costs from its input method measure of progress as the amounts are not reflected in the price of the contract. Costs that are inputs to the satisfaction of a performance obligation include labor, materials and subcontractors’ costs, other direct costs and an allocation of indirect costs. Changes to the original estimates may be required during the life of the contract. Estimates are reviewed quarterly and the effect of any change in the estimated gross margin percentage for a contract is reflected in revenue in the period the change becomes known. ASC 606 involves considerable use of estimates and judgment in determining revenues, costs and profits and in assigning the amounts to accounting periods. For instance, management must make assumptions and estimates regarding labor productivity and availability, the complexity of the work to be performed, the availability of materials, the length of time to complete the performance obligation, execution by our subcontractors, the availability and timing of funding from the customer, and overhead cost rates, among other variables. The Company continually evaluates all of the factors related to the assumptions, risks and uncertainties inherent with the application of the cost-to-cost input method; however, it cannot be assured that estimates will be accurate. If estimates are not accurate, or a contract is terminated which will affect estimates at completion, the Company is required to adjust revenue in the period the change is determined. When changes are required for the estimated total revenue on a contract, these changes are recognized on a cumulative catch-up basis in the current period. A significant change in one or more estimates could affect the profitability of one or more of our performance obligations. If estimates of total costs to be incurred exceed estimates of total consideration the Company expects to receive, a provision for the remaining loss on the contract is recorded in the period in which the loss becomes evident. Capitalized Contract Acquisition Costs and Fulfillment Costs Contract acquisition costs are those incremental costs that the Company incurs to obtain a contract with a customer that it would not have incurred if the contract had not been obtained. The Company does not typically incur contract acquisition costs or contract fulfillment costs that are subject to capitalization in accordance with the guidance in Accounting Standards Codification Subtopic 340-40, “Other Assets and Deferred Costs—Contracts with Customers.” Disaggregation of Revenue The following table presents the Company’s revenue disaggregated by contract type: Three months ended March 31, 2021 2020 (As Restated Aerostructure $ 8,615,257 $ 9,127,476 Aerosystems 10,016,128 1,225,266 Kitting and Supply Chain Management 12,187,361 6,505,644 $ 30,818,746 $ 16,858,386 Transaction Price Allocated to Remaining Performance Obligations Our backlog represents the estimated transaction prices on performance obligations to our customers for which work remains to be performed. Backlog is converted into revenue in future periods as work is performed. As of March 31, 2021, the aggregate amount of transaction price allocated to the remaining performance obligations was approximately $ 163 million 48 |
Contract assets and contract li
Contract assets and contract liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Contract Assets And Contract Liabilities | |
Contract assets and contract liabilities | 3. Contract assets and contract liabilities Contract assets represent revenue recognized on contracts in excess of amounts invoiced to the customers and the Company’s right to consideration is conditional on something other than the passage of time. Amounts may not exceed their net realizable value. Under the typical payment terms of our government contracts, the customer retains a portion of the contract price until completion of the contract, as a measure of protection for the customer. Our government contracts therefore typically result in revenue recognized in excess of billings, which we present as contract assets. Contract assets are classified as current. The Company’s contract liabilities represent customer payments received or due from the customer in excess of revenue recognized. Contract liabilities are classified as current. Revenue recognized for the periods ended March 31, 2021 and 2020 that was included in the contract liabilities balance as of January 1, 2021 and 2020, respectively, was approximately $ 1.5 million 0.6 million |
inventory
inventory | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
inventory | 4. inventory The components of inventory consisted of the following: March 31, 2021 December 31, 2020 Raw materials $ 2,302,730 $ 2,218,981 Work in progress 2,147,485 2,645,548 Finished goods 3,858,606 4,251,982 Gross inventory 8,308,821 9,116,511 Inventory reserves (2,809,603 ) (2,730,223 ) Inventory, net $ 5,499,218 $ 6,386,288 |
stock-based compensation
stock-based compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
stock-based compensation | 5. stock-based compensation The Company accounts for stock-based compensation based on the fair value of the stock or stock-based instrument on the date of grant. The Company recognized a net total of $ 343,727 347,185 During the three months ended March 31, 2021, the Company granted 135,512 284,000 258,000 During the three months ended March 31, 2021, the Company did not grant any shares of common stock to employees . For the three months ended March 31, 2021 and 2020, approximately $ 48,000 72,000 11,000 18,000 |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 6. Fair Value Fair Value At March 31, 2021 and December 31, 2020, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. March 31, 2021 Carrying Amount Fair Value Debt Short-term borrowings, PPP loan, long-term debt $ 33,104,926 $ 33,104,926 December 31, 2020 Carrying Amount Fair Value Debt Short-term borrowings and long-term debt $ 33,445,446 $ 33,445,446 We estimated the fair value of debt using market quotes and calculations based on market rates. |
Income (Loss) PER COMMON SHARE
Income (Loss) PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Income (Loss) PER COMMON SHARE | 7. Income (Loss) PER COMMON SHARE Basic and diluted income (loss) per common share for the three months ended March 31, 2021 and 2020 is computed using the weighted average number of common shares outstanding adjusted for the incremental shares attributed to outstanding options to purchase common stock, as well as unvested RSUs. Incremental shares of 101,631 55,162 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt Credit Facility On March 24, 2016, the Company entered into the Credit Agreement. The BankUnited Facility originally provided for a revolving credit loan commitment of $ 30 million 10 million On August 24, 2020, the Company entered into a Sixth Amendment and Waiver to the Credit Agreement (the “Sixth Amendment”). Under the Sixth Amendment, the parties amended the Credit Agreement by extending the maturity date of the Revolving Loan and Term Loan to May 2, 2022 6 million 7,933,000 On May 11, 2021, the Company entered into a Waiver and Seventh Amendment (“Seventh Amendment”) to the Credit Agreement. Under the Seventh Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to July 31, 2022 , and (b) amending the leverage ratio covenant for the fiscal quarters ending on and after March 31, 2021, to 4.0 to 1.0, determined at the end of each fiscal quarter for the trailing four-quarter period then ended (or, in the case of the fiscal quarter ended March 31, 2021, determined on an annualized basis for the three-quarter period then ended). Additionally, under the Seventh Amendment, BankUnited waived late delivery of certain financial information. On October 28, 2021, the Company entered into a Waiver and Eighth Amendment (the “Eighth Amendment”) to the Credit Agreement. Under the Eighth Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to December 31, 2022, (b) reducing the availability under the Revolving Loan from $ 24 million to $ 21 million while eliminating the requirement to maintain a minimum $3.0 million in a combination of Revolving Loan availability and unrestricted cash, (c) providing for the repayment of an additional $750,000 of the principal balance of the Term Loan in three installments of $250,000 on November 30, 2021, December 31, 2021 and March 31, 2022 in addition to $200,000 regular monthly principal payments through maturity, (d) amending the minimum debt service coverage ratio covenant for the fiscal quarters ending on and after June 30, 2021 to provide for a ratio of 1.5 to 1.0, and (e) amending the maximum leverage ratio covenant as follows: for the fiscal quarter ending on March 31, 2021 - 5.0 to 1.0; for the fiscal quarter ending June 30, 2021 - 4.75 to 1.0; for the fiscal quarter ended September 30, 2021 - 4.25 to 1.0 and for the fiscal quarter ended December 31, 2021 and thereafter - 4.0 to 1.0, determined at the end of each fiscal quarter for the trailing four-quarter period then ended (or, in the case of the fiscal quarter ended March 31, 2021, determined on an annualized basis for the three-quarter period then ended) . Additionally, under the Eighth Amendment, BankUnited waived certain covenant non-compliance and waived temporarily, late delivery of certain financial information. The BankUnited Facility, as amended, requires us to maintain the following financial covenants: (a) minimum debt service coverage ratio of no less than 1.5 to 1.0 at December 31, 2020 and for the trailing four quarter period at the end of each quarter after June 30, 2021; (b) a minimum net income, after taxes, of no less than $1.00; (c) a maximum leverage ratio as follows: for the fiscal quarter ended on March 31, 2021 - 5.0 to 1.0; for the fiscal quarter ended June 30, 2021 - 4.75 to 1.0; for the fiscal quarter ended September 30, 2021 - 4.25 to 1.0 and for the fiscal quarter ended December 31, 2021 and thereafter - 4.0 to 1.0, determined at the end of each fiscal quarter for the trailing four-quarter period then ended (or, in the case of the fiscal quarter ended March 31, 2021, determined on an annualized basis for the three-quarter period then ended); and (d) a minimum adjusted EBITDA at the end of each quarter of no less than $1 million. The BankUnited Facility is secured by all of the Company’s assets and both the Revolving Loan and Term Loan bear interest at the Prime Rate + 0.75% as of March 31, 2021. As of March 31, the Company had $21,000,000 million outstanding under the Revolving Loan. The Term Loan, as amended by the Eighth Amendment, had an aggregate principal amount of $6,708,333, payable in monthly installments, as defined in the agreement, as of March 31, 2021. PPP Loan On April 10, 2020, we entered into the Paycheck Protection Program loan (“PPP Loan”), with BNB Bank (now part of Dime Community Bank (“Dime”)) as the lender , in an aggregate principal amount of $ 4,795,000 1 On November 2, 2020, the Company applied to the lender for full forgiveness of the PPP Loan as calculated in accordance with the terms of the CARES Act, as modified by the Paycheck Protection Flexibility Act. All amounts are classified as current or long term in accordance with the Note terms. On July 13, 2021, the Company received notification through Dime that the PPP Loan and accrued interest thereon have been fully forgiven by the SBA and that the forgiveness payment date was July 1, 2021. The forgiveness of the PPP Loan will be recognized during the Company’s third fiscal quarter ending September 30, 2021. The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: Twelve months ending March 31, 2022 $ 7,354,020 2023 4,587,651 2024 114,508 2025 30,010 2026 18,737 Total $ 12,104,926 Included in the long-term debt are financing leases and other notes payable of $ 601,594 678,428 234,022 367,572 The Company has cumulatively paid $ 595,540 68,435 |
MAJOR CUSTOMERS
MAJOR CUSTOMERS | 3 Months Ended |
Mar. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
MAJOR CUSTOMERS | 9. MAJOR CUSTOMERS During the three months ended March 31, 2021, the Company’s two largest customers accounted for 39 % and 25 % of revenue. During the three months ended March 31, 2020, the Company’s three largest customers accounted for 39 %, 14 % and 10 % of revenue. At March 31, 2021, 50 14 12 10 39 20 12 9 At March 31, 2021, 31 16 13 29 24 15 13 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | 10. Leases The Company leases a building and equipment. Under ASC 842, at contract inception we determine whether the contract is or contains a lease and whether the lease should be classified as an operating or a financing lease. Operating leases are included in ROU (right-of-use) assets and operating lease liabilities in our consolidated balance sheets. The Company leases manufacturing and office space under an agreement classified as an operating lease. The lease agreement, as amended, expires on April 30, 2026 and does not include any renewal options. The agreement provides for an initial monthly base amount plus annual escalations through the term of the lease. In addition to the monthly base amounts in the lease agreement, the Company is required to pay real estate taxes and operating expenses during the lease terms. The Company also leases office equipment in agreements classified as operating leases. For the three months ended March 31, 2021, the Company’s operating lease expense was $ 466,869 Future minimum lease payments under non-cancellable operating leases as of March 31, 2021 were as follows: Twelve months ending March 31, 2021 $ 1,964,815 2022 1,942,229 2023 174,263 2024 5,067 Total undiscounted operating lease payments 4,086,374 Less imputed interest (between 4.0% - 6.0%) (177,741 ) Present value of operating lease payments $ 3,908,633 The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2021: Assets ROU assets-net $ 3,651,630 Liabilities Current operating lease liabilities $ 1,838,219 Long-term operating lease liabilities 2,070,414 Total ROU liabilities $ 3,908,633 The Company’s weighted average remaining lease term for its operating leases is 2.1 |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 11. Income taxes Income taxes are accounted for under the asset and liability method whereby deferred tax assets and liabilities are recognized for future tax consequences attributable to the temporary differences between the consolidated financial statements carrying amounts of assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company’s policy is to record estimated interest and penalties related to uncertain tax positions in income tax expense. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 12. COMMITMENTS AND CONTINGENCIES Class Action Lawsuit As previously disclosed, a consolidated class action lawsuit has been filed against the Company, Douglas McCrosson, the Company’s Chief Executive Officer, Vincent Palazzolo, the Company’s former Chief Financial Officer, and the two underwriters of the Company’s October 16, 2018 offering of common stock, Canaccord Genuity LLC and B. Riley FBR. The Amended Complaint in the action asserts claims on behalf of two plaintiff classes: (i) purchasers of the Company’s common stock issued pursuant to and/or traceable to the Company’s offering conducted on or about October 16, 2018; and (ii) purchasers of the Company’s common stock between March 22, 2018 through February 14, 2020. The Amended Complaint alleges that the defendants violated Sections 11, 12(a)(2), and 15 of the Securities Act by negligently permitting false and misleading statements to be included in the registration statement and prospectus supplements issued in connection with its October 16, 2018 securities offering. The Amended Complaint also alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated by the SEC, by making false and misleading statements in the Company’s periodic reports filed between March 22, 2018 through February 14, 2020. Plaintiff seeks unspecified compensatory damages, including interest; rescission or a rescissory measure of damages; unspecified equitable or injunctive relief; and costs and expenses, including attorney’s fees and expert fees. On February 19, 2021, the Company moved to dismiss the Amended Complaint. Plaintiff submitted a brief in opposition to the motion to dismiss on April 23, 2021. On May 20, 2021, the parties reached a settlement in the amount of $ 3,600,000 After satisfaction of our $750,000 retention, the Settlement Amount will be covered and paid by our directors’ and officers’ insurance carrier. As of March 31, 2021, we have previously paid or accrued to our financial statements covered expenses totaling $ 750,000 At March 31, 2021, in order to reflect the amounts owed from our directors’ and officers’ insurance carrier and to the Plaintiffs, we have recorded to our balance sheet a litigation settlement obligation of $ 3,391,233 2,850,000 Shareholder Derivative Action Four shareholder derivative actions have been filed against current members of our board of directors and certain of our current and former officers. The first action (captioned Moulton v. McCrosson, et.al., No. 20-cv-02092) was filed in the United States District Court for the Eastern District of New York, and purports to assert derivative claims against the individual defendants for violations of Section 10(b) and 21(d) of the Exchange Act and breach of fiduciary duty, unjust enrichment, and contribution, and seeks to recover on behalf of the Company for any liability the Company might incur as a result of the individual defendants’ alleged misconduct. The complaint also seeks declaratory, equitable, injunctive, and monetary relief, as well as attorneys’ fees and other costs. On October 26, 2020, the plaintiff filed an amended complaint. On January 27, 2021, the Court stayed the action pursuant to a joint stipulation filed by the parties. The second action (captioned Woodyard v. McCrosson, et al., Index No. 613169/2020) was filed on September 17, 2020, in the Supreme Court of the State of New York (Suffolk County), and purports to assert derivative claims against the individual defendants for breach of fiduciary duty and unjust enrichment, and seeks to recover on behalf of the Company for any liability the Company might incur as a result of the individual defendants’ alleged misconduct, along with declaratory, equitable, injunctive and monetary relief, as well as attorneys’ fees and other costs. On December 22, 2020, the parties filed a joint stipulation staying the action pending further developments in the class action. The third action (captioned Berger v. McCrosson, et al., No. 1:20-cv-05454) was filed on November 10, 2020, in the United States District Court for the Eastern District of New York, and purports to assert derivative claims against current and former members of our board of directors, and certain of our current and former officers. The complaint, which is based on the shareholder’s inspection of certain corporate books and records, purports to assert derivative claims against the individual defendants for breach of fiduciary duty and unjust enrichment, and seeks to implement reforms to the Company’s corporate governance and internal procedures and to recover on behalf of the Company an unspecified amount of monetary damages. The complaint also seeks equitable, injunctive, and monetary relief, as well as attorneys’ fees and other costs. On March 19, 2021, the parties to the Moulton and Berger actions filed a joint stipulation consolidating the actions and staying the consolidated action pending further developments in the class action. The fourth action (captioned Wurst v. Bazaar, et al., Index No. 605244/2021) was filed on March 24, 2021, in the Supreme Court of the State of New York (Suffolk County), and purports to assert derivative claims against the Company’s current and former executive officers, certain board members, and the Company as a nominal defendant. The complaint purports to assert derivative claims against the individual defendants for breach of fiduciary duty, unjust enrichment, and waste of corporate assets, and seeks to recover on behalf of the Company for any liability the Company might incur as a result of the individual defendants’ alleged misconduct. The complaint also seeks declaratory, equitable, injunctive, and monetary relief, as well as attorneys’ fees and other costs. On April 12, 2021, the parties filed a joint stipulation staying the action pending further developments in the class action. Each of these derivative actions is based substantially on the same facts alleged in the class action complaint summarized above. SEC Investigation On May 22, 2020, the Company received a subpoena from the SEC Division of Enforcement (the “Division”) seeking documents and information relating, among other things, to previously disclosed errors in and restatement of the Company’s financial statements, the Company’s October 16, 2018 equity offering and the recent separation of the Company’s former Chief Financial Officers. By letter dated March 12, 2021, the Division Staff notified the Company that the Division has concluded its investigation and, based on the information the Division has as of such date, it does not intend to recommend an enforcement action by the SEC against the Company. The Division’s notice was provided under the guidelines described in the final paragraph of Securities Act Release No. 5310 which states in part that the notice “must in no way be construed as indicating that the party has been exonerated or that no action may ultimately result from the staff’s investigation.” |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 13. SUBSEQUENT EVENTS Paycheck Protection Program (PPP) Loan On April 10, 2020, the Company obtained a PPP Loan from Dime, in the principal amount of $ 4,795,000 On July 13, 2021, the Company received notification through Dime that the PPP Loan and accrued interest thereon have been fully forgiven by the SBA and that the forgiveness payment date was July 1, 2021. The forgiveness of the PPP Loan will be recognized during the Company’s third fiscal quarter ending September 30, 2021. Restatement due to Inventory Costing Errors and Insufficient Reserves As previously reported, on June 4, 2021, the audit and finance committee (the “Audit and Finance Committee”) of the board of directors of the Company determined, based on the recommendation of management and in consultation with CohnReznick LLP (“CohnReznick”), the Company’s independent registered public accounting firm, that the Company’s financial statements which were included in its Annual Report on Form 10-K for the year ended December 31, 2020 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020, and September 30, 2020 as filed with the SEC should no longer be relied upon due to errors in such financial statements relating to the recording and reporting of inventory costing and related internal controls (the “Inventory Costing Errors”) and that management’s reports on the effectiveness of internal control over financial reporting, press releases, and investor communications describing the Company’s financial statements for such periods should no longer be relied upon. The Company’s management identified the Inventory Costing Errors during its inventory testing procedures for the preparation of the Company’s financial statements for the quarterly period ended March 31, 2021. At the time of the June 2021 disclosure, the Company estimated and disclosed that the Inventory Costing Errors were expected to increase 2020 net loss reported on the Annual Report on Form 10-K for the year ended December 31, 2020 by $1.9 million to $2.3 million. The Company has determined that the Inventory Costing Errors increased 2020 net loss by $2,010,084. The correction of the Inventory Costing Errors resulted in the determination that certain contracts were in a loss position and certain inventory items required additional reserves. The Company reevaluated the sufficiency of its provisions for loss contracts and inventory reserves that it had previously recorded and concluded that increases to these reserves were required. The insufficient reserves resulting from such reserve increases are referred to as “Additional Inventory Reserves” and “Loss Contract Reserve” and are together referred to as the “Insufficient Reserves.” It was further determined by management that the appropriate starting point for increasing the Insufficient Reserves was during the fourth quarter of 2019. On November 16, 2021, the Audit and Finance Committee determined, based on the analysis and recommendation of management and in consultation with CohnReznick, that the Company’s financial statements as of and for the period ended December 31, 2019 which were included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 should no longer be relied upon due to errors in such financial statements relating to the recording and reporting of the Insufficient Reserves, that, similarly, management’s reports on the effectiveness of internal control over financial reporting, press releases, and investor communications describing the Company’s financial statements for such period should no longer be relied upon, and stated that the Company expected to restate its Annual Report on Form 10-K for the years ended December 31, 2020 and December 31, 2019, and its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020, and September 30, 2020 as filed with the SEC (the “Original Forms 10-Q”) by filing a Comprehensive Form 10-K/A. The Company, upon conducting an analysis of the impact of the Insufficient Reserves on previously reported financial results, determined that net loss for the years ended December 31, 2020 and 2019 is $324,231 and $2,189,728, respectively, greater than the net loss reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Considering both the Inventory Costing Errors and the Insufficient Reserves, the Company determined that the net loss for the years ended December 31, 2020 and 2019 is $2,334,315 and $2,300,083, respectively, greater than the net loss reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and net loss for the quarters ended March 31, 2020, June 30, 2020 is $544,836 and $763,730, respectively, greater than the net loss reported in the respective Quarterly Reports on Form 10-Q for such periods and the net income for the quarter ended September 30, 2020 is $24,556 more than the net income reported in the Quarterly Report for such period. The Inventory Costing Errors resulted from software processing and coding errors, inconsistent units of measure being used for quantities ordered and quantities received of certain purchased parts, incorrect accruals to accounting periods of the cost of certain goods received and the Company not having a procedure to address over- or under-absorbed overhead costs at the end of accounting periods. The Inventory Costing Errors affected the income reported with respect to the Company’s product lines for which revenue is recognized when a product ships to customers, which accounted for approximately 15% of total 2020 revenue (the “Non-POC Contracts”). The Inventory Costing Errors did not affect income reported with respect to the Company’s products for which revenue is recognized over time using percentage of completion accounting (the “POC Contracts”). The Loss Contract Reserve and the Additional Inventory Reserves also only affect the income reported with respect to the Company’s Non-POC Contracts, and do not affect the income reported with respect to the Company’s POC Contracts. The Inventory Costing Errors and the Insufficient Reserves did not affect either prior reported revenue or cash flow for fiscal 2020 and 2019. Management has considered the effect of the Inventory Costing Errors and the Insufficient Reserves on the Company’s prior conclusions of the adequacy of its internal control over financial reporting and disclosure controls and procedures as of the end of each of the applicable periods. As a result of the Inventory Costing Errors and the Insufficient Reserves, management has determined that a material weakness existed in the Company’s internal control over financial reporting as of the end of the quarterly periods ended March 31, 2020, June 30, 2020, September 30, 2020 and for the years ended December 31, 2020 and 2019. See Part II Item 9A – Controls and Procedures included in the Comprehensive Form 10-K/A for a description of these matters. As a result of the restatement caused by the Inventory Costing Errors and Insufficient Reserves, the Company reported net loss for the years ended December 31, 2020 and December 31, 2019 which is $2,334,315 and $2,300,083, respectively, greater than the net loss reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “ Original Form 10-K”) and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, net loss for the quarters ended March 31, 2020 and June 30, 2020 which is $544,836 and $763,730, respectively, greater than the net loss reported in the respective Original Forms 10-Q, and net income for the quarter ended September 30, 2020 which is $24,556 greater than the net income reported in the Original Form 10-Q. The Inventory Costing Errors and the Insufficient Reserves did not affect reported revenue or cash flows for the years ended December 31, 2020 or December 31, 2019, or for the quarters ended March 31, June 30 and September 30, 2020. The Comprehensive Form 10-K/A contains our audited restated annual financial statements as of and for the years ended December 31, 2020 and 2019, as well as our unaudited restated quarterly financial statements as of and for the quarters ended March 31, 2020, June 30, 2020 and September 30, 2020. The restatement is discussed in more detail within Part II, Item 8 Note 17, “Restatement of Previously Issued Consolidated Financial Statements” in the notes to the consolidated financial statements included in our Comprehensive Form 10-K/A. Amendments to BankUnited Facility On May 11, 2021, we entered into the Seventh Amendment. Under the Seventh Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to July 31, 2022 4.0 On October 28, 2021, we entered into the Eighth Amendment. Under the Eighth Amendment, the parties amended the Credit Agreement by (a) extending the maturity date of the Revolving Loan and the Term Loan to December 31, 2022, (b) reducing the availability under the Revolving Loan from $ 24 million 21 million providing for the repayment of an additional $750,000 of the principal balance of the Term Loan in three installments of $250,000 on November 30, 2021, December 31, 2021 and March 31, 2022 in addition to $200,000 regular monthly principal payments through maturity, (d) amending the minimum debt service coverage ratio covenant for the fiscal quarters ending on and after June 30, 2021 to provide for a ratio of 1.5 to 1.0, and (e) amending the maximum leverage ratio covenant as follows: for the fiscal quarter ending on March 31, 2021 - 5.0 to 1.0; for the fiscal quarter ending June 30, 2021 - 4.75 to 1.0; for the fiscal quarter ending September 30, 2021 - 4.25 to 1.0 and for the fiscal quarter ended December 31, 2021 and thereafter - 4.0 to 1.0, determined at the end of each fiscal quarter for the trailing four-quarter period then ended (or, in the case of the fiscal quarter ended March 31, 2021, determined on an annualized basis for the three-quarter period then ended) NYSE American Delinquency Notices On May 25, 2021, we received a notice from NYSE American LLC stating that our failure to timely file our Quarterly Report on Form 10-Q for the three months ended March 31, 2021 caused us to be out of compliance with the NYSE American LLC’s continued listing standards under the timely filing criteria included in Section 1007 of the NYSE American Company Guide (the “Company Guide”). Also, our failure to timely file our Quarterly Reports on Form 10-Q for the three months ended June 30, 2021 and September 30, 2021 is an additional noncompliance with the NYSE American LLC’s continued listing standards under the timely filing criteria included in Section 1007 of the Company Guide. In accordance with Section 1007 of the Company Guide, the Company was provided a six-month initial period to regain compliance with the timely filing criteria. The Company has not yet filed our Quarterly Reports on Form 10-Q for the quarters ended June 30, 2021 and September 30, 2021 (collectively, the “Delayed Filings”). On November 17, 2021, the Company submitted a request for additional time in which to file the Delayed Filings, which included a plan to regain compliance with Section 1007 of the Company Guide. On November 23, 2021, the Company was notified that the NYSE American had accepted the Company’s plan to regain compliance with the continued listing standards and granted a period through April 14, 2022 in which to file the Delayed Filings. If the Company is unable to cure the delinquency by April 14, 2022, the Company may request an additional extension up to the maximum cure period of May 24, 2022. In addition, if the Company does not make progress consistent with the plan during the plan period or if the Company does not complete its Delayed Filings and any subsequently delayed filings with the SEC by the end of the maximum 12-month cure period on May 24, 2022, the NYSE American staff will initiate delisting proceedings as appropriate. On September 17, 2021, we received notice from NYSE American LLC indicating that the Company does not meet the continued listing standards set forth in Part 10 of the Company Guide. The Company is not in compliance with Section 1003(a)(i) of the Company Guide since it has stockholders’ equity of less than $2.0 million and losses from continuing operations and/or net losses in two of its three most recent fiscal years and Section 1003(a)(ii) of the Company Guide since it has stockholders’ equity of less than $4.0 million and losses from continuing operations and/or net losses in three of its four most recent fiscal years. The Company has therefore become subject to the procedures and requirements of Section 1009 of the Company Guide and was required to, and timely did, submit a plan to NYSE American LLC addressing how the Company intends to regain compliance with the continued listing standards by March 17, 2023 (the “Plan”). On November 19, 2021, we received notice from NYSE American LLC that it accepted the Plan, subject to periodic review, including quarterly monitoring, for compliance with the Plan. If the Company is not in compliance with the continued listing standards by March 17, 2023 or if the Company does not make progress consistent with the Plan during the plan period, the NYSE American staff may initiate delisting proceedings, as appropriate. See Part II, Item 1A Risk Factors “If our common stock is delisted from the NYSE American exchange, our business, financial condition, results of operations and stock price could be adversely affected, and the liquidity of our stock and our ability to obtain financing could be impaired.” Extension of Lease Agreement on Corporate Headquarters, Manufacturing and Office Space On November 10, 2021, the Company executed a second amendment to the lease agreement for its manufacturing and office space, which extends the lease agreement’s expiration date to April 30, 2026. |
RESTATEMENT OF PREVIOUSLY ISSUE
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS | 14. RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS As previously reported, on June 4, 2021, the Audit and Finance Committee determined, based on the recommendation of management and in consultation with CohnReznick that the Company’s financial statements which were included in its Annual Report on Form 10-K for the year ended December 31, 2020 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020, and September 30, 2020 as filed with the SEC should no longer be relied upon due to the Inventory Costing Errors and that management’s reports on the effectiveness of internal control over financial reporting, press releases, and investor communications describing the Company’s financial statements for such periods should no longer be relied upon. The Company’s management identified the Inventory Costing Errors during its inventory testing procedures for the preparation of the Company’s financial statements for the quarterly period ended March 31, 2021. At the time of the June 2021 disclosure, the Company estimated and disclosed that the Inventory Costing Errors were expected to increase 2020 net loss reported on the Annual Report on Form 10-K for the year ended December 31, 2020 by $1.9 million to $2.3 million. The Company has determined that the Inventory Costing Errors increased 2020 net loss by $2,010,084. The correction of the Inventory Costing Errors resulted in the determination that certain contracts were in a loss position and certain inventory items required additional reserves. The Company re-evaluated the sufficiency of its provisions for loss contracts and inventory reserves that it had previously recorded and concluded that increases to these reserves were required. It was further determined by management that the appropriate starting point for increasing the Insufficient Reserves was during the fourth quarter of 2019. On November 16, 2021, the Audit and Finance Committee determined, based on the analysis and recommendation of management and in consultation with CohnReznick, that the Company’s financial statements as of and for the period ended December 31, 2019 which were included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 should no longer be relied upon due to errors in such financial statements relating to the recording and reporting of the Insufficient Reserves, that, similarly, management’s reports on the effectiveness of internal control over financial reporting, press releases, and investor communications describing the Company’s financial statements for such period should no longer be relied upon, and stated that the Company expected to restate its Annual Report on Form 10-K for the years ended December 31, 2020 and December 31, 2019, and its Original Forms 10-Q by filing a Comprehensive Form 10-K/A. The Company, upon conducting an analysis of the impact of the Insufficient Reserves on previously reported financial results, determined that net loss for the years ended December 31, 2020 and 2019 is $324,231 and $2,189,728, respectively, greater than the net loss reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Considering both the Inventory Costing Errors and the Insufficient Reserves, the Company determined that the net loss for the years ended December 31, 2020 and 2019 is $2,334,315 and $2,300,083, respectively, greater than the net loss reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and net loss for the quarters ended March 31, 2020 and June 30, 2020 is $544,836 and $763,730, respectively, greater than the net loss reported in the respective Quarterly Reports on Form 10-Q for such periods and the net income for the quarter ended September 30, 2020 is $24,556 more than the net income reported in the Quarterly Report for such period. The Inventory Costing Errors resulted from software processing and coding errors, inconsistent units of measure being used for quantities ordered and quantities received of certain purchased parts, incorrect accruals to accounting periods of the cost of certain goods received and the Company not having a procedure to address over- or under-absorbed overhead costs at the end of accounting periods. The Inventory Costing Errors affected the income reported with respect to the Company’s Non-POC Contracts. The Inventory Costing Errors did not affect income reported with respect to the Company’s POC Contracts. The Loss Contract Reserve and the Additional Inventory Reserves also only affect the income reported with respect to the Company’s Non-POC Contracts, and do not affect the income reported with respect to the Company’s POC Contracts. The Inventory Costing Errors and the Insufficient Reserves did not affect either prior reported revenue or cash flow for fiscal 2020 and 2019. Management has considered the effect of the Inventory Costing Errors and the Insufficient Reserves on the Company’s prior conclusions of the adequacy of its internal control over financial reporting and disclosure controls and procedures as of the end of each of the applicable periods. As a result of the Inventory Costing Errors and the Insufficient Reserves, management has determined that a material weakness existed in the Company’s internal control over financial reporting as of the end of the quarterly periods ended March 31, 2020, June 30, 2020, September 30, 2020 and for the years ended December 31, 2020 and 2019. See Part II Item 9A – Controls and Procedures within the Comprehensive Form 10-K/A for a description of these matters. As a result of the restatement included caused by the Inventory Costing Errors and Insufficient Reserves, the Company reported net loss for the years ended December 31, 2020 and December 31, 2019 which is $2,334,315 and $2,300,083, respectively, greater than the net loss reported in the Original Form 10-K and the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, net loss for the quarters ended March 31, 2020 and June 30, 2020 which is $544,836 and $763,730, respectively, greater than the net loss reported in the respective Original Forms 10-Q, and net income for the quarter ended September 30, 2020 which is $24,556 greater than the net income reported in the Original Form 10-Q. The Inventory Costing Errors and the Insufficient Reserves did not affect reported revenue or cash flows for the years ended December 31, 2020 or December 31, 2019, or for the quarters ended March 31, June 30 and September 30, 2020. 2020 and 2019 Restatement The following is a discussion of the restatement adjustments that were made to the Company’s previously issued December 31, 2020 and December 31, 2019 consolidated financial statements due to the Inventory Costing Errors, Loss Contract Reserve and Additional Inventory Reserves. (a) Inventory Costing Errors The Company determined that the Inventory Costing Errors resulted in incorrectly reported inventory values and reported income for the annual periods ended December 31, 2020 and December 31, 2019, and the quarterly periods ended March 31, 2020, June 30, 2020 and September 30, 2020. The Inventory Costing Errors were comprised of the following: 1) Labor costs for work in process were overstated in the detailed inventory records due to an automated reversing entry not processing correctly; 2) A customized IT program to calculate weighted average cost was not tested thoroughly enough, which allowed errors in average cost calculations to occur in certain situations; 3) Units of measure were not consistent between quantities ordered and quantities received for certain classes of purchased parts, which resulted in overstatements of inventory values due to units of measure not being consistent with unit prices on purchase orders to suppliers; 4) The cost of goods received which had not yet processed through the Company’s quality inspection process at the time of the period-end accounting closes were not properly accrued to the period financial statements; 5) The Company did not have a process to address over-absorbed or under-absorbed overhead costs at the end of each accounting period. (b) Loss Contract Reserve After correcting its financial statements for the Inventory Costing Errors, the Company determined that is was a party to some contracts to deliver product upon which the Company would lose money, and thus the Company’s Loss Contract Reserve was increased accordingly for the year ended December 31, 2020 and December 31, 2019, and for the quarterly periods ended March 31, 2020, June 30, 2020 and September 30, 2020. (c) Additional Inventory Reserves After correcting its financial statements for the Inventory Costing Errors, the Company determined that its inventory required additional reserves to reflect current market value and demand, and thus the Company’s Inventory Reserves were increased accordingly for the year ended December 31, 2020 and December 31, 2019, and for the quarterly periods ended March 31, 2020, June 30, 2020 and September 30, 2020. (d) Income taxes There were no material tax adjustments to the Company’s provision for/(benefit from) income taxes or net deferred tax assets (liabilities) related to the impact of the 2020 and 2019 restatement. The following tables present the impact of the restatement on the Company’s previously reported financial statements as of December 31, 2020 and March 31, 2020: Impact on Consolidated Balance Sheets The effect of the Restatement described above on the accompanying consolidated balance sheet as of December 31, 2020 is as follows: Consolidated Balance Sheet as at December 31, 2020 As Previously Reported Inventory Costing Errors Loss Contract Reserve Additional Inventory Reserve As Restated ASSETS Current Assets: Cash $ 6,033,537 $ — $ — $ — $ 6,033,537 Accounts receivable, net 4,962,906 4,962,906 Contract assets 19,729,638 19,729,638 Inventory 9,567,921 (1,875,950 ) (1,305,683 ) 6,386,288 Refundable income taxes 40,000 40,000 Prepaid expenses and other current assets 534,857 534,857 Total Current Assets 40,868,859 (1,875,950 ) — (1,305,683 ) 37,687,226 Operating lease right-of-use assets 4,075,048 4,075,048 Property and equipment, net 2,521,742 2,521,742 Intangibles, net 250,000 250,000 Goodwill 1,784,254 1,784,254 Other assets 191,179 191,179 Total Assets $ 49,691,082 $ (1,875,950 ) $ — $ (1,305,683 ) $ 46,509,449 Liabilities and Shareholders’ Deficit Current Liabilities: Accounts payable $ 12,092,684 $ — $ — $ — $ 12,092,684 Accrued expenses 5,693,518 244,403 5,937,921 Contract liabilities 1,650,549 1,650,549 Loss reserve 800,971 1,208,276 2,009,247 Current portion of long-term debt 6,501,666 6,501,666 Operating lease liabilities 1,819,237 1,819,237 Income taxes payable 862 86 948 Total Current Liabilities 28,559,487 244,489 1,208,276 — 30,012,252 Line of credit 20,738,685 20,738,685 Long-term operating lease liabilities 2,537,149 2,537,149 Long-term debt, net of current portion 6,205,095 6,205,095 Total Liabilities 58,040,416 244,489 1,208,276 — 59,493,181 Shareholders’ Deficit: Common stock 11,951 11,951 Additional paid-in capital 72,005,841 72,005,841 Accumulated deficit (80,367,126 ) (2,120,439 ) (1,208,276 ) (1,305,683 ) (85,001,524 ) Total Shareholders’ Deficit (8,349,334 ) (2,120,439 ) (1,208,276 ) (1,305,683 ) (12,983,732 ) Total Liabilities and Shareholders’ Deficit $ 49,691,082 $ (1,875,950 ) $ — $ (1,305,683 ) $ 46,509,449 The effect of the Restatement described above on the accompanying consolidated statement of operations for the three months ended March 31, 2020 is as follows: Consolidated Statement of Operation For the three months ended March 31, 2020 (Unaudited) As Previously Reported Inventory Costing Errors Loss Contract Reserve Inventory Reserve As Restated Revenue $ 16,858,386 $ — $ — $ — $ 16,858,386 Cost of sales 16,160,567 315,999 9,371 219,466 16,705,403 Gross profit 697,819 (315,999 ) (9,371 ) (219,466 ) 152,983 Selling, general and administrative expenses 3,093,090 3,093,090 Loss from operations (2,395,271 ) (315,999 ) (9,371 ) (219,466 ) (2,940,107 ) Other expense: Interest expense (416,670 ) (416,670 ) Loss before provision for income taxes (2,811,941 ) (315,999 ) (9,371 ) (219,466 ) (3,356,777 ) Provision for income taxes 578 — — — 578 Net loss $ (2,812,519 ) $ (315,999 ) $ (9,371 ) $ (219,466 ) $ (3,357,355 ) Loss per common share - basic $ (0.24 ) $ (0.03 ) $ (0.00 ) $ (0.02 ) $ (0.29 ) Loss per common share - diluted $ (0.24 ) $ (0.03 ) $ (0.00 ) $ (0.02 ) $ (0.29 ) Basic 11,837,014 — — — 11,837,014 Diluted 11,837,014 — — — 11,837,014 Cumulative Effect of Prior Period Adjustments The following table presents the impact of the Restatement on the Company’s shareholders’ deficit as of December 31, 2019 (as restated), March 31, 2020 (as restated), June 30, 2020 (as restated), September 30, 2020 (as restated) and December 31, 2020 (as restated): Common Stock Common Additional Paid-in Accumulated Deficit Total Balance, December 31, 2019 (As Restated) 11,818,830 $ 11,819 $ 71,294,629 $ (81,346,771 ) $ (10,040,323 ) Net Loss (as previously reported) — — — $ (2,812,519 ) $ (2,812,519 ) Inventory Costing Errors — — — (315,999 ) (315,999 ) Loss Contract Reserve — — — (9,371 ) (9,371 ) Inventory Reserve — — — (219,466 ) (219,466 ) Cumulative restatement adjustments — — — (544,836 ) (544,836 ) Net Loss (as restated) (3,357,355 ) (3,357,355 ) Stock-based compensation 18,388 18 347,167 — 347,185 Balance, March 31, 2020 (As Restated) 11,837,218 $ 11,837 $ 71,641,796 $ (84,704,126 ) $ (13,050,493 ) Net Loss (as previously reported) $ (596,831 ) $ (596,831 ) Inventory Costing Errors — — — (510,244 ) (510,244 ) Loss Contract Reserve — — — (190,035 ) (190,035 ) Inventory Reserve — — — (63,451 ) (63,451 ) Cumulative restatement adjustments — — — (763,730 ) (763,730 ) Net Loss (as restated) (1,360,561 ) (1,360,561 ) Stock-based compensation 18,388 19 189,184 — 189,203 Balance, June 30, 2020 (As Restated) 11,855,606 $ 11,856 $ 71,830,980 $ (86,064,687 ) $ (14,221,851 ) Net Income (as previously reported) $ 815,209 $ 815,209 Inventory Costing Errors — — — (112,446 ) (112,446 ) Loss Contract Reserve — — — 206,159 206,159 Inventory Reserve — — — (69,157 ) (69,157 ) Cumulative restatement adjustments — — — 24,556 24,556 Net Income (as restated) 839,765 839,765 Stock-based compensation 70,571 70 141,031 — 141,101 Balance, September 30, 2020 (As Restated) 11,926,177 $ 11,926 $ 71,972,011 $ (85,224,922 ) $ (13,240,985 ) Net Income $ 1,273,703 $ 1,273,703 Inventory Costing Errors — — — (1,071,395 ) (1,071,395 ) Loss Contract Reserve — — — 99,921 99,921 Inventory Reserve — — — (78,831 ) (78,831 ) Cumulative restatement adjustments — — — (1,050,305 ) (1,050,305 ) Net Income (as restated) 223,398 223,398 Stock-based compensation 25,094 25 33,830 — 33,855 Balance, December 31, 2020 (As Restated) 11,951,271 $ 11,951 $ 72,005,841 $ (85,001,524 ) $ (12,983,732 ) Impact on Consolidated Statement of Cash Flows The effect of the Restatement described above on the accompanying consolidated statement of cash flows for the three months ended March 31, 2020 is as follows: Consolidated Statements of Cash Flows for the three months ended March 31, 2020 (Unaudited) As Previously Reported Inventory Costing Errors Loss Contract Reserve Inventory Reserve As Restated Cash flows from operating activities: Net Loss $ (2,812,519 ) $ (315,999 ) $ (9,371 ) $ (219,466 ) $ (3,357,355 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 256,284 256,284 Amortization of debt issuance cost 35,437 35,437 Cash expended in excess of rent expense (38,644 ) (38,644 ) Stock-based compensation expense 347,185 347,185 Bad debt expense (51,369 ) (51,369 ) Changes in operating assets and liabilities: Decrease in accounts receivable 973,002 973,002 Increase in contract assets (533,743 ) (533,743 ) Increase in inventory (1,048,752 ) 242,857 — 219,466 (586,429 ) Decrease in prepaid expenses and other current assets 26,549 26,549 Decrease in refundable income taxes 1,506 1,506 Increase in accounts payable and accrued expenses 735,282 73,142 808,424 Increase in contract liabilities 1,187,667 1,187,667 Decrease in loss reserve (505,407 ) — 9,371 — (496,036 ) Net cash used in operating activities (1,427,522 ) — — — (1,427,522 ) Cash flows from investing activities: Purchase of property and equipment (3,200 ) — — — (3,200 ) Net cash used in investing activities (3,200 ) — — — (3,200 ) Cash flows from financing activities: Payments on long-term debt (622,690 ) — — — (622,690 ) Net cash used in financing activities (622,690 ) — — — (622,690 ) Net decrease in cash and restricted cash (2,053,412 ) — — — (2,053,412 ) Cash and restricted cash at beginning of year 5,432,793 — — — 5,432,793 Cash and restricted cash at end of period $ 3,379,381 $ — $ — $ — $ 3,379,381 Supplemental disclosures of cash flow information: Cash paid during the year for interest $ 450,191 $ — $ — $ — $ 450,191 Cash (received) from income taxes $ (928 ) $ — $ — $ — $ (928 ) |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
The following table presents the Company’s revenue disaggregated by contract type: | The following table presents the Company’s revenue disaggregated by contract type: Three months ended March 31, 2021 2020 (As Restated Aerostructure $ 8,615,257 $ 9,127,476 Aerosystems 10,016,128 1,225,266 Kitting and Supply Chain Management 12,187,361 6,505,644 $ 30,818,746 $ 16,858,386 |
inventory (Tables)
inventory (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
The components of inventory consisted of the following: | The components of inventory consisted of the following: March 31, 2021 December 31, 2020 Raw materials $ 2,302,730 $ 2,218,981 Work in progress 2,147,485 2,645,548 Finished goods 3,858,606 4,251,982 Gross inventory 8,308,821 9,116,511 Inventory reserves (2,809,603 ) (2,730,223 ) Inventory, net $ 5,499,218 $ 6,386,288 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
At March 31, 2021 and December 31, 2020, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. | At March 31, 2021 and December 31, 2020, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. March 31, 2021 Carrying Amount Fair Value Debt Short-term borrowings, PPP loan, long-term debt $ 33,104,926 $ 33,104,926 December 31, 2020 Carrying Amount Fair Value Debt Short-term borrowings and long-term debt $ 33,445,446 $ 33,445,446 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: | The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: Twelve months ending March 31, 2022 $ 7,354,020 2023 4,587,651 2024 114,508 2025 30,010 2026 18,737 Total $ 12,104,926 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Future minimum lease payments under non-cancellable operating leases as of March 31, 2021 were as follows: | Future minimum lease payments under non-cancellable operating leases as of March 31, 2021 were as follows: Twelve months ending March 31, 2021 $ 1,964,815 2022 1,942,229 2023 174,263 2024 5,067 Total undiscounted operating lease payments 4,086,374 Less imputed interest (between 4.0% - 6.0%) (177,741 ) Present value of operating lease payments $ 3,908,633 |
The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2021: | The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2021: Assets ROU assets-net $ 3,651,630 Liabilities Current operating lease liabilities $ 1,838,219 Long-term operating lease liabilities 2,070,414 Total ROU liabilities $ 3,908,633 |
RESTATEMENT OF PREVIOUSLY ISS_2
RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
The effect of the Restatement described above on the accompanying consolidated balance sheet as of December 31, 2020 is as follows: | The effect of the Restatement described above on the accompanying consolidated balance sheet as of December 31, 2020 is as follows: Consolidated Balance Sheet as at December 31, 2020 As Previously Reported Inventory Costing Errors Loss Contract Reserve Additional Inventory Reserve As Restated ASSETS Current Assets: Cash $ 6,033,537 $ — $ — $ — $ 6,033,537 Accounts receivable, net 4,962,906 4,962,906 Contract assets 19,729,638 19,729,638 Inventory 9,567,921 (1,875,950 ) (1,305,683 ) 6,386,288 Refundable income taxes 40,000 40,000 Prepaid expenses and other current assets 534,857 534,857 Total Current Assets 40,868,859 (1,875,950 ) — (1,305,683 ) 37,687,226 Operating lease right-of-use assets 4,075,048 4,075,048 Property and equipment, net 2,521,742 2,521,742 Intangibles, net 250,000 250,000 Goodwill 1,784,254 1,784,254 Other assets 191,179 191,179 Total Assets $ 49,691,082 $ (1,875,950 ) $ — $ (1,305,683 ) $ 46,509,449 Liabilities and Shareholders’ Deficit Current Liabilities: Accounts payable $ 12,092,684 $ — $ — $ — $ 12,092,684 Accrued expenses 5,693,518 244,403 5,937,921 Contract liabilities 1,650,549 1,650,549 Loss reserve 800,971 1,208,276 2,009,247 Current portion of long-term debt 6,501,666 6,501,666 Operating lease liabilities 1,819,237 1,819,237 Income taxes payable 862 86 948 Total Current Liabilities 28,559,487 244,489 1,208,276 — 30,012,252 Line of credit 20,738,685 20,738,685 Long-term operating lease liabilities 2,537,149 2,537,149 Long-term debt, net of current portion 6,205,095 6,205,095 Total Liabilities 58,040,416 244,489 1,208,276 — 59,493,181 Shareholders’ Deficit: Common stock 11,951 11,951 Additional paid-in capital 72,005,841 72,005,841 Accumulated deficit (80,367,126 ) (2,120,439 ) (1,208,276 ) (1,305,683 ) (85,001,524 ) Total Shareholders’ Deficit (8,349,334 ) (2,120,439 ) (1,208,276 ) (1,305,683 ) (12,983,732 ) Total Liabilities and Shareholders’ Deficit $ 49,691,082 $ (1,875,950 ) $ — $ (1,305,683 ) $ 46,509,449 The effect of the Restatement described above on the accompanying consolidated statement of operations for the three months ended March 31, 2020 is as follows: Consolidated Statement of Operation For the three months ended March 31, 2020 (Unaudited) As Previously Reported Inventory Costing Errors Loss Contract Reserve Inventory Reserve As Restated Revenue $ 16,858,386 $ — $ — $ — $ 16,858,386 Cost of sales 16,160,567 315,999 9,371 219,466 16,705,403 Gross profit 697,819 (315,999 ) (9,371 ) (219,466 ) 152,983 Selling, general and administrative expenses 3,093,090 3,093,090 Loss from operations (2,395,271 ) (315,999 ) (9,371 ) (219,466 ) (2,940,107 ) Other expense: Interest expense (416,670 ) (416,670 ) Loss before provision for income taxes (2,811,941 ) (315,999 ) (9,371 ) (219,466 ) (3,356,777 ) Provision for income taxes 578 — — — 578 Net loss $ (2,812,519 ) $ (315,999 ) $ (9,371 ) $ (219,466 ) $ (3,357,355 ) Loss per common share - basic $ (0.24 ) $ (0.03 ) $ (0.00 ) $ (0.02 ) $ (0.29 ) Loss per common share - diluted $ (0.24 ) $ (0.03 ) $ (0.00 ) $ (0.02 ) $ (0.29 ) Basic 11,837,014 — — — 11,837,014 Diluted 11,837,014 — — — 11,837,014 Cumulative Effect of Prior Period Adjustments The following table presents the impact of the Restatement on the Company’s shareholders’ deficit as of December 31, 2019 (as restated), March 31, 2020 (as restated), June 30, 2020 (as restated), September 30, 2020 (as restated) and December 31, 2020 (as restated): Common Stock Common Additional Paid-in Accumulated Deficit Total Balance, December 31, 2019 (As Restated) 11,818,830 $ 11,819 $ 71,294,629 $ (81,346,771 ) $ (10,040,323 ) Net Loss (as previously reported) — — — $ (2,812,519 ) $ (2,812,519 ) Inventory Costing Errors — — — (315,999 ) (315,999 ) Loss Contract Reserve — — — (9,371 ) (9,371 ) Inventory Reserve — — — (219,466 ) (219,466 ) Cumulative restatement adjustments — — — (544,836 ) (544,836 ) Net Loss (as restated) (3,357,355 ) (3,357,355 ) Stock-based compensation 18,388 18 347,167 — 347,185 Balance, March 31, 2020 (As Restated) 11,837,218 $ 11,837 $ 71,641,796 $ (84,704,126 ) $ (13,050,493 ) Net Loss (as previously reported) $ (596,831 ) $ (596,831 ) Inventory Costing Errors — — — (510,244 ) (510,244 ) Loss Contract Reserve — — — (190,035 ) (190,035 ) Inventory Reserve — — — (63,451 ) (63,451 ) Cumulative restatement adjustments — — — (763,730 ) (763,730 ) Net Loss (as restated) (1,360,561 ) (1,360,561 ) Stock-based compensation 18,388 19 189,184 — 189,203 Balance, June 30, 2020 (As Restated) 11,855,606 $ 11,856 $ 71,830,980 $ (86,064,687 ) $ (14,221,851 ) Net Income (as previously reported) $ 815,209 $ 815,209 Inventory Costing Errors — — — (112,446 ) (112,446 ) Loss Contract Reserve — — — 206,159 206,159 Inventory Reserve — — — (69,157 ) (69,157 ) Cumulative restatement adjustments — — — 24,556 24,556 Net Income (as restated) 839,765 839,765 Stock-based compensation 70,571 70 141,031 — 141,101 Balance, September 30, 2020 (As Restated) 11,926,177 $ 11,926 $ 71,972,011 $ (85,224,922 ) $ (13,240,985 ) Net Income $ 1,273,703 $ 1,273,703 Inventory Costing Errors — — — (1,071,395 ) (1,071,395 ) Loss Contract Reserve — — — 99,921 99,921 Inventory Reserve — — — (78,831 ) (78,831 ) Cumulative restatement adjustments — — — (1,050,305 ) (1,050,305 ) Net Income (as restated) 223,398 223,398 Stock-based compensation 25,094 25 33,830 — 33,855 Balance, December 31, 2020 (As Restated) 11,951,271 $ 11,951 $ 72,005,841 $ (85,001,524 ) $ (12,983,732 ) Impact on Consolidated Statement of Cash Flows The effect of the Restatement described above on the accompanying consolidated statement of cash flows for the three months ended March 31, 2020 is as follows: Consolidated Statements of Cash Flows for the three months ended March 31, 2020 (Unaudited) As Previously Reported Inventory Costing Errors Loss Contract Reserve Inventory Reserve As Restated Cash flows from operating activities: Net Loss $ (2,812,519 ) $ (315,999 ) $ (9,371 ) $ (219,466 ) $ (3,357,355 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 256,284 256,284 Amortization of debt issuance cost 35,437 35,437 Cash expended in excess of rent expense (38,644 ) (38,644 ) Stock-based compensation expense 347,185 347,185 Bad debt expense (51,369 ) (51,369 ) Changes in operating assets and liabilities: Decrease in accounts receivable 973,002 973,002 Increase in contract assets (533,743 ) (533,743 ) Increase in inventory (1,048,752 ) 242,857 — 219,466 (586,429 ) Decrease in prepaid expenses and other current assets 26,549 26,549 Decrease in refundable income taxes 1,506 1,506 Increase in accounts payable and accrued expenses 735,282 73,142 808,424 Increase in contract liabilities 1,187,667 1,187,667 Decrease in loss reserve (505,407 ) — 9,371 — (496,036 ) Net cash used in operating activities (1,427,522 ) — — — (1,427,522 ) Cash flows from investing activities: Purchase of property and equipment (3,200 ) — — — (3,200 ) Net cash used in investing activities (3,200 ) — — — (3,200 ) Cash flows from financing activities: Payments on long-term debt (622,690 ) — — — (622,690 ) Net cash used in financing activities (622,690 ) — — — (622,690 ) Net decrease in cash and restricted cash (2,053,412 ) — — — (2,053,412 ) Cash and restricted cash at beginning of year 5,432,793 — — — 5,432,793 Cash and restricted cash at end of period $ 3,379,381 $ — $ — $ — $ 3,379,381 Supplemental disclosures of cash flow information: Cash paid during the year for interest $ 450,191 $ — $ — $ — $ 450,191 Cash (received) from income taxes $ (928 ) $ — $ — $ — $ (928 ) |
INTERIM FINANCIAL STATEMENTS (D
INTERIM FINANCIAL STATEMENTS (Details Narrative) | Mar. 31, 2021USD ($) |
Accounting Policies [Abstract] | |
Cash uninsured amount | $ 655,960 |
Funded orders backlog | $ 163 |
Percentage of funded orders for military programs | 99.00% |
The following table presents th
The following table presents the Company’s revenue disaggregated by contract type: (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue by long-term contract type | $ 30,818,746 | $ 16,858,386 |
Aerostructure [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by long-term contract type | 8,615,257 | 9,127,476 |
Aerosystems [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by long-term contract type | 10,016,128 | 1,225,266 |
Kitting and Supply Chain Management [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by long-term contract type | $ 12,187,361 | $ 6,505,644 |
REVENUE RECOGNITION (Details Na
REVENUE RECOGNITION (Details Narrative) | Mar. 31, 2021USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Remaining performance obligations | $ 163 |
Fiscal Year 2021 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance obligation recognition percentage | 48.00% |
Contract assets and contract _2
Contract assets and contract liabilities (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Contract Assets And Contract Liabilities | ||
Revenue recognized that was included in contract liabilities | $ 1,500,000 | $ 600,000 |
The components of inventory con
The components of inventory consisted of the following: (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 2,302,730 | $ 2,218,981 |
Work in progress | 2,147,485 | 2,645,548 |
Finished goods | 3,858,606 | 4,251,982 |
Gross inventory | 8,308,821 | 9,116,511 |
Inventory reserves | (2,809,603) | (2,730,223) |
Inventory, net | $ 5,499,218 | $ 6,386,288 |
stock-based compensation (Detai
stock-based compensation (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 343,727 | $ 347,185 |
Non-cash compensation expense | 343,727 | 347,185 |
Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | 135,512 | |
Non-cash compensation expense | 284,000 | 258,000 |
Restricted Stock Units (RSUs) [Member] | Cost of Sales [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | 48,000 | 72,000 |
Restricted Stock Units (RSUs) [Member] | Selling, General and Administrative Expenses [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | $ 11,000 | $ 18,000 |
At March 31, 2021 and December
At March 31, 2021 and December 31, 2020, the fair values of cash, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these instruments. (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term borrowings and long-term debt | $ 33,104,926 | $ 33,445,446 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term borrowings and long-term debt | $ 33,104,926 | $ 33,445,446 |
Income (Loss) PER COMMON SHARE
Income (Loss) PER COMMON SHARE (Details Narrative) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Incremental shares | 101,631 | 55,162 |
The maturities of long-term deb
The maturities of long-term debt (excluding unamortized debt issuance costs) are as follows: (Details) | Mar. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 7,354,020 |
2023 | 4,587,651 |
2024 | 114,508 |
2025 | 30,010 |
2026 | 18,737 |
Total | $ 12,104,926 |
Debt (Details Narrative)
Debt (Details Narrative) | May 11, 2021 | Aug. 24, 2020USD ($) | Mar. 31, 2021USD ($) | Mar. 24, 2021USD ($) | Dec. 31, 2020USD ($) | Apr. 10, 2020USD ($) | Dec. 31, 2019USD ($) | Mar. 24, 2016USD ($) |
Line of Credit Facility [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 3,000,000 | |||||||
Long-term Debt and Lease Obligation | $ 601,594 | $ 678,428 | ||||||
Long-term Debt and Lease Obligation, Current | $ 234,022 | $ 367,572 | ||||||
Bank United [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Payments of Debt Issuance Costs | $ 595,540 | |||||||
Debt Issuance Costs, Noncurrent, Net | $ 68,435 | |||||||
Bank United [Member] | Subsequent Event [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Expiration Date | Jul. 31, 2022 | |||||||
Minimum Funded Debt To EBITDA Ratio | 4 | |||||||
BNB Bank [Member] | PPP Loan [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, face amount | $ 4,795,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 100.00% | |||||||
Term loan [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, face amount | $ 10,000,000 | |||||||
Term loan [Member] | Bank United [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Expiration Date | May 2, 2022 | |||||||
Reduction in revolving note | $ 6 | |||||||
Revolving Credit Facility [Member] | Waiver And Eighth Amendment [Member] | Minimum [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | 24,000,000 | |||||||
Revolving Credit Facility [Member] | Waiver And Eighth Amendment [Member] | Maximum [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | 21 | |||||||
Revolving Credit Facility [Member] | Bank United [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Long-term Line of Credit, Noncurrent | $ 7,933,000,000,000 |
MAJOR CUSTOMERS (Details Narrat
MAJOR CUSTOMERS (Details Narrative) - Customer Concentration Risk [Member] | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Revenue Benchmark [Member] | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 39.00% | 39.00% | |
Revenue Benchmark [Member] | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 25.00% | 14.00% | |
Revenue Benchmark [Member] | Customer Three [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 10.00% | ||
Contract Assets [Member] | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 50.00% | 39.00% | |
Contract Assets [Member] | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 14.00% | 20.00% | |
Contract Assets [Member] | Customer Three [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 12.00% | 12.00% | |
Contract Assets [Member] | Customer Four [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 10.00% | 9.00% | |
Accounts Receivable [Member] | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 31.00% | 29.00% | |
Accounts Receivable [Member] | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 16.00% | 24.00% | |
Accounts Receivable [Member] | Customer Three [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 13.00% | 15.00% | |
Accounts Receivable [Member] | Customer Four [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 13.00% |
Future minimum lease payments u
Future minimum lease payments under non-cancellable operating leases as of March 31, 2021 were as follows: (Details) | Mar. 31, 2021USD ($) |
Leases [Abstract] | |
2021 | $ 1,964,815 |
2022 | 1,942,229 |
2023 | 174,263 |
2024 | 5,067 |
Total undiscounted operating lease payments | 4,086,374 |
Less imputed interest (between 4.0% - 6.0%) | (177,741) |
Present value of operating lease payments | $ 3,908,633 |
The following table sets forth
The following table sets forth the ROU assets and operating lease liabilities as of March 31, 2021: (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
ROU assets-net | $ 3,651,630 | $ 4,075,048 |
Liabilities | ||
Current operating lease liabilities | 1,838,219 | 1,819,237 |
Long-term operating lease liabilities | 2,070,414 | $ 2,537,149 |
Total ROU liabilities | $ 3,908,633 |
Leases (Details Narrative)
Leases (Details Narrative) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Leases [Abstract] | |
Lease expense | $ 466,869 |
Weighted average remaining lease term operating leases | 2 years 1 month 6 days |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | May 20, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | |||
Other Commitments, Description | After satisfaction of our $750,000 retention, the Settlement Amount will be covered and paid by our directors’ and officers’ insurance carrier. As of March 31, 2021, we have previously paid or accrued to our financial statements covered expenses totaling $750,000, and have therefore met our directors’ and officers’ retention requirement, which caps the Company’s expenses pertaining to the class action suit. | ||
Estimated Litigation Liability, Current | $ 3,391,233 | ||
Insurance Settlements Receivable, Current | $ 2,850,000 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Litigation Settlement, Amount Awarded to Other Party | $ 3,600,000 | ||
Litigation Settlement, Expense | $ 750,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | May 11, 2021 | Oct. 29, 2021 | Mar. 24, 2021USD ($) | Aug. 24, 2020USD ($) | Apr. 10, 2020USD ($) |
Subsequent Event [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | ||||
Revolving Credit Facility [Member] | Waiver And Eighth Amendment [Member] | |||||
Subsequent Event [Line Items] | |||||
Line of Credit Facility, Revolving Credit Conversion to Term Loan, Description | providing for the repayment of an additional $750,000 of the principal balance of the Term Loan in three installments of $250,000 on November 30, 2021, December 31, 2021 and March 31, 2022 in addition to $200,000 regular monthly principal payments through maturity, (d) amending the minimum debt service coverage ratio covenant for the fiscal quarters ending on and after June 30, 2021 to provide for a ratio of 1.5 to 1.0, and (e) amending the maximum leverage ratio covenant as follows: for the fiscal quarter ending on March 31, 2021 - 5.0 to 1.0; for the fiscal quarter ending June 30, 2021 - 4.75 to 1.0; for the fiscal quarter ending September 30, 2021 - 4.25 to 1.0 and for the fiscal quarter ended December 31, 2021 and thereafter - 4.0 to 1.0, determined at the end of each fiscal quarter for the trailing four-quarter period then ended (or, in the case of the fiscal quarter ended March 31, 2021, determined on an annualized basis for the three-quarter period then ended) | ||||
Revolving Credit Facility [Member] | Waiver And Eighth Amendment [Member] | Minimum [Member] | |||||
Subsequent Event [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 24,000,000 | ||||
Revolving Credit Facility [Member] | Waiver And Eighth Amendment [Member] | Maximum [Member] | |||||
Subsequent Event [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 21 | ||||
BNB Bank [Member] | PPP Loan [Member] | |||||
Subsequent Event [Line Items] | |||||
Debt Instrument, Face Amount | $ 4,795,000 | ||||
Bank United [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Line of Credit Facility, Expiration Date | Jul. 31, 2022 | ||||
Minimum Funded Debt To EBITDA Ratio | 4 |
The effect of the Restatement d
The effect of the Restatement described above on the accompanying consolidated balance sheet as of December 31, 2020 is as follows: (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current Assets: | ||||
Cash | $ 815,339 | $ 6,033,537 | ||
Accounts receivable, net | 8,233,688 | 4,962,906 | ||
Contract assets | 26,700,456 | 19,729,638 | ||
Inventory | 5,499,218 | 6,386,288 | ||
Refundable income taxes | 40,000 | 40,000 | ||
Prepaid expenses and other current assets | 596,570 | 534,857 | ||
Total Current Assets | 44,735,271 | 37,687,226 | ||
Operating lease right-of-use assets | 3,651,630 | 4,075,048 | ||
Property and equipment, net | 2,288,084 | 2,521,742 | ||
Intangibles, net | 218,750 | 250,000 | ||
Goodwill | 1,784,254 | 1,784,254 | ||
Other assets | 176,515 | 191,179 | ||
Total Assets | 52,854,504 | 46,509,449 | ||
Current Liabilities: | ||||
Accounts payable | 15,040,492 | 12,092,684 | ||
Accrued expenses | 5,987,100 | 5,937,921 | ||
Contract liabilities | 528,596 | 1,650,549 | ||
Loss reserve | 2,297,788 | 2,009,247 | ||
Current portion of long-term debt | 7,354,020 | 6,501,666 | ||
Operating lease liabilities | 1,838,219 | 1,819,237 | ||
Income taxes payable | 3,198 | 948 | ||
Total Current Liabilities | 36,440,646 | 30,012,252 | ||
Line of credit | 21,000,000 | 20,738,685 | ||
Long-term operating lease liabilities | 2,070,414 | 2,537,149 | ||
Long-term debt, net of current portion | 4,750,906 | 6,205,095 | ||
Total Liabilities | 64,261,966 | 59,493,181 | ||
Shareholders’ Deficit: | ||||
Common stock | 11,985 | 11,951 | ||
Additional paid-in capital | 72,349,534 | 72,005,841 | ||
Accumulated deficit | (83,768,981) | (85,001,524) | ||
Total Shareholders’ Deficit | (11,407,462) | $ (13,050,493) | (12,983,732) | $ (10,040,323) |
Total Liabilities and Shareholders’ Deficit | 52,854,504 | 46,509,449 | ||
Revenue | 30,818,746 | 16,858,386 | ||
Cost of sales | 25,898,658 | 16,705,403 | ||
Gross profit | 4,920,088 | 152,983 | ||
Selling, general and administrative expenses | 3,390,806 | 3,093,090 | ||
Loss from operations | 1,529,282 | (2,940,107) | ||
Other expense: | ||||
Interest expense | (294,489) | (416,670) | ||
Loss before provision for income taxes | 1,234,793 | (3,356,777) | ||
Provision for income taxes | 2,250 | 578 | ||
Net Loss | $ 1,232,543 | $ (3,357,355) | ||
Loss per common share - basic | $ 0.10 | $ (0.29) | ||
Loss per common share - diluted | $ 0.10 | $ (0.29) | ||
Basic | 11,983,270 | 11,837,014 | ||
Diluted | 12,084,901 | 11,837,014 | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | $ 264,908 | $ 256,284 | ||
Amortization of debt issuance cost | 14,665 | 35,437 | ||
Stock-based compensation expense | 343,727 | 347,185 | ||
Bad debt expense | 39,997 | (51,369) | ||
Changes in operating assets and liabilities: | ||||
Decrease in accounts receivable | (3,310,779) | 973,002 | ||
Increase in contract assets | (6,970,818) | (533,743) | ||
Increase in inventory | 887,070 | (586,429) | ||
Decrease in prepaid expenses and other current assets | (61,714) | 26,549 | ||
Decrease in refundable income taxes | 1,506 | |||
Increase in accounts payable and accrued expenses | 2,996,987 | 808,424 | ||
Increase in contract liabilities | (1,121,953) | 1,187,667 | ||
Decrease in loss reserve | (496,036) | |||
Net cash used in operating activities | (4,877,678) | (1,427,522) | ||
Cash flows from investing activities: | ||||
Purchase of property and equipment | (3,200) | |||
Net cash used in investing activities | (3,200) | |||
Cash flows from financing activities: | ||||
Payments on long-term debt | (601,835) | (622,690) | ||
Net cash used in financing activities | (340,520) | (622,690) | ||
Net decrease in cash and restricted cash | (5,218,198) | (2,053,412) | ||
Cash at beginning of period | 6,033,537 | 5,432,793 | ||
Cash at end of period | 815,339 | 3,379,381 | ||
Supplemental disclosures of cash flow information: | ||||
Cash paid during the year for interest | 294,488 | 450,191 | ||
Cash (received) from income taxes | (928) | |||
As Previously Reported [Member] | ||||
Current Assets: | ||||
Cash | 6,033,537 | |||
Accounts receivable, net | 4,962,906 | |||
Contract assets | 19,729,638 | |||
Inventory | 9,567,921 | |||
Refundable income taxes | 40,000 | |||
Prepaid expenses and other current assets | 534,857 | |||
Total Current Assets | 40,868,859 | |||
Operating lease right-of-use assets | 4,075,048 | |||
Property and equipment, net | 2,521,742 | |||
Intangibles, net | 250,000 | |||
Goodwill | 1,784,254 | |||
Other assets | 191,179 | |||
Total Assets | 49,691,082 | |||
Current Liabilities: | ||||
Accounts payable | 12,092,684 | |||
Accrued expenses | 5,693,518 | |||
Contract liabilities | 1,650,549 | |||
Loss reserve | 800,971 | |||
Current portion of long-term debt | 6,501,666 | |||
Operating lease liabilities | 1,819,237 | |||
Income taxes payable | 862 | |||
Total Current Liabilities | 28,559,487 | |||
Line of credit | 20,738,685 | |||
Long-term operating lease liabilities | 2,537,149 | |||
Long-term debt, net of current portion | 6,205,095 | |||
Total Liabilities | 58,040,416 | |||
Shareholders’ Deficit: | ||||
Common stock | 11,951 | |||
Additional paid-in capital | 72,005,841 | |||
Accumulated deficit | (80,367,126) | |||
Total Shareholders’ Deficit | (8,349,334) | |||
Total Liabilities and Shareholders’ Deficit | 49,691,082 | |||
Revenue | 16,858,386 | |||
Cost of sales | 16,160,567 | |||
Gross profit | 697,819 | |||
Selling, general and administrative expenses | 3,093,090 | |||
Loss from operations | (2,395,271) | |||
Other expense: | ||||
Interest expense | (416,670) | |||
Loss before provision for income taxes | (2,811,941) | |||
Provision for income taxes | 578 | |||
Net Loss | $ (2,812,519) | |||
Loss per common share - basic | $ (0.24) | |||
Loss per common share - diluted | $ (0.24) | |||
Basic | 11,837,014 | |||
Diluted | 11,837,014 | |||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | $ 256,284 | |||
Amortization of debt issuance cost | 35,437 | |||
Stock-based compensation expense | 347,185 | |||
Bad debt expense | (51,369) | |||
Changes in operating assets and liabilities: | ||||
Decrease in accounts receivable | 973,002 | |||
Increase in contract assets | (533,743) | |||
Increase in inventory | (1,048,752) | |||
Decrease in prepaid expenses and other current assets | 26,549 | |||
Decrease in refundable income taxes | 1,506 | |||
Increase in accounts payable and accrued expenses | 735,282 | |||
Increase in contract liabilities | 1,187,667 | |||
Decrease in loss reserve | (505,407) | |||
Net cash used in operating activities | (1,427,522) | |||
Cash flows from investing activities: | ||||
Purchase of property and equipment | (3,200) | |||
Net cash used in investing activities | (3,200) | |||
Cash flows from financing activities: | ||||
Payments on long-term debt | (622,690) | |||
Net cash used in financing activities | (622,690) | |||
Net decrease in cash and restricted cash | (2,053,412) | |||
Cash at beginning of period | 5,432,793 | |||
Cash at end of period | 3,379,381 | |||
Supplemental disclosures of cash flow information: | ||||
Cash paid during the year for interest | 450,191 | |||
Cash (received) from income taxes | (928) | |||
Inventory Costing Errors [Member] | ||||
Current Assets: | ||||
Cash | ||||
Inventory | (1,875,950) | |||
Total Current Assets | (1,875,950) | |||
Total Assets | (1,875,950) | |||
Current Liabilities: | ||||
Accounts payable | ||||
Accrued expenses | 244,403 | |||
Income taxes payable | 86 | |||
Total Current Liabilities | 244,489 | |||
Total Liabilities | 244,489 | |||
Shareholders’ Deficit: | ||||
Accumulated deficit | (2,120,439) | |||
Total Shareholders’ Deficit | (2,120,439) | |||
Total Liabilities and Shareholders’ Deficit | (1,875,950) | |||
Revenue | ||||
Cost of sales | 315,999 | |||
Gross profit | (315,999) | |||
Loss from operations | (315,999) | |||
Other expense: | ||||
Loss before provision for income taxes | (315,999) | |||
Provision for income taxes | ||||
Net Loss | $ (315,999) | |||
Loss per common share - basic | $ (0.03) | |||
Loss per common share - diluted | $ (0.03) | |||
Basic | ||||
Diluted | ||||
Changes in operating assets and liabilities: | ||||
Increase in inventory | $ 242,857 | |||
Increase in accounts payable and accrued expenses | 73,142 | |||
Decrease in loss reserve | ||||
Net cash used in operating activities | ||||
Cash flows from investing activities: | ||||
Purchase of property and equipment | ||||
Net cash used in investing activities | ||||
Cash flows from financing activities: | ||||
Payments on long-term debt | ||||
Net cash used in financing activities | ||||
Net decrease in cash and restricted cash | ||||
Cash at beginning of period | ||||
Cash at end of period | ||||
Supplemental disclosures of cash flow information: | ||||
Cash paid during the year for interest | ||||
Cash (received) from income taxes | ||||
Loss Contract Reserve [Member] | ||||
Current Assets: | ||||
Cash | ||||
Total Current Assets | ||||
Total Assets | ||||
Current Liabilities: | ||||
Accounts payable | ||||
Loss reserve | 1,208,276 | |||
Total Current Liabilities | 1,208,276 | |||
Total Liabilities | 1,208,276 | |||
Shareholders’ Deficit: | ||||
Accumulated deficit | (1,208,276) | |||
Total Shareholders’ Deficit | (1,208,276) | |||
Total Liabilities and Shareholders’ Deficit | ||||
Revenue | ||||
Cost of sales | 9,371 | |||
Gross profit | (9,371) | |||
Loss from operations | (9,371) | |||
Other expense: | ||||
Loss before provision for income taxes | (9,371) | |||
Provision for income taxes | ||||
Net Loss | $ (9,371) | |||
Loss per common share - basic | $ 0 | |||
Loss per common share - diluted | $ 0 | |||
Basic | ||||
Diluted | ||||
Changes in operating assets and liabilities: | ||||
Increase in inventory | ||||
Decrease in loss reserve | 9,371 | |||
Net cash used in operating activities | ||||
Cash flows from investing activities: | ||||
Purchase of property and equipment | ||||
Net cash used in investing activities | ||||
Cash flows from financing activities: | ||||
Payments on long-term debt | ||||
Net cash used in financing activities | ||||
Net decrease in cash and restricted cash | ||||
Cash at beginning of period | ||||
Cash at end of period | ||||
Supplemental disclosures of cash flow information: | ||||
Cash paid during the year for interest | ||||
Cash (received) from income taxes | ||||
Additional Inventory Reserve [Member] | ||||
Current Assets: | ||||
Cash | ||||
Inventory | (1,305,683) | |||
Total Current Assets | (1,305,683) | |||
Total Assets | (1,305,683) | |||
Current Liabilities: | ||||
Accounts payable | ||||
Total Current Liabilities | ||||
Total Liabilities | ||||
Shareholders’ Deficit: | ||||
Accumulated deficit | (1,305,683) | |||
Total Shareholders’ Deficit | (1,305,683) | |||
Total Liabilities and Shareholders’ Deficit | $ (1,305,683) | |||
Revenue | ||||
Cost of sales | 219,466 | |||
Gross profit | (219,466) | |||
Loss from operations | (219,466) | |||
Other expense: | ||||
Loss before provision for income taxes | (219,466) | |||
Provision for income taxes | ||||
Net Loss | $ (219,466) | |||
Loss per common share - basic | $ (0.02) | |||
Loss per common share - diluted | $ (0.02) | |||
Basic | ||||
Diluted | ||||
Inventory Reserve [Member] | ||||
Other expense: | ||||
Net Loss | $ (219,466) | |||
Changes in operating assets and liabilities: | ||||
Increase in inventory | 219,466 | |||
Decrease in loss reserve | ||||
Net cash used in operating activities | ||||
Cash flows from investing activities: | ||||
Purchase of property and equipment | ||||
Net cash used in investing activities | ||||
Cash flows from financing activities: | ||||
Payments on long-term debt | ||||
Net cash used in financing activities | ||||
Net decrease in cash and restricted cash | ||||
Cash at beginning of period | ||||
Cash at end of period | ||||
Supplemental disclosures of cash flow information: | ||||
Cash paid during the year for interest | ||||
Cash (received) from income taxes |