X | ||||||||||
- Definition Boolean flag that is true when the XBRL content amends previously-filed or accepted submission. No definition available.
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X | ||||||||||
- Definition Area code of city No definition available.
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X | ||||||||||
- Definition End date of current fiscal year in the format --MM-DD. No definition available.
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X | ||||||||||
- Definition Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY. No definition available.
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X | ||||||||||
- Definition This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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X | ||||||||||
- Definition For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD. No definition available.
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- Definition Boolean flag that is true only for a form used as an quarterly report. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Boolean flag that is true only for a form used as a transition report. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'. No definition available.
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X | ||||||||||
- Definition Address Line 1 such as Attn, Building Name, Street Name No definition available.
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X | ||||||||||
- Definition Name of the City or Town No definition available.
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X | ||||||||||
- Definition Code for the postal or zip code No definition available.
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X | ||||||||||
- Definition Name of the state or province. No definition available.
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X | ||||||||||
- Definition A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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X | ||||||||||
- Definition Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
|
X | ||||||||||
- Definition Indicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen. No definition available.
|
X | ||||||||||
- Definition Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Two-character EDGAR code representing the state or country of incorporation. No definition available.
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X | ||||||||||
- Definition Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Indicates that the company is a Smaller Reporting Company (SRC). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Local phone number for entity. No definition available.
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X | ||||||||||
- Definition Title of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Name of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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X | ||||||||||
- Definition Trading symbol of an instrument as listed on an exchange. No definition available.
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X | ||||||||||
- Definition The amount of deferred rent. No definition available.
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X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition The amount of preferred stock value one. No definition available.
|
X | ||||||||||
- Definition The amount of preferred stock two. No definition available.
|
X | ||||||||||
- Definition Amount of inventory paid in advance for other costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer. No definition available.
|
X | ||||||||||
- Definition The amount of current portion of warranty reserve. No definition available.
|
X | ||||||||||
- Definition Carrying amount of reserve for warrant. No definition available.
|
X | ||||||||||
- Definition Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of excess of issue price over par or stated value of stock and from other transaction involving stock or stockholder. Includes, but is not limited to, additional paid-in capital (APIC) for common and preferred stock. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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X | ||||||||||
- Definition Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of capital lease obligation due within one year or the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount equal to the present value (the principal) at the beginning of the lease term of minimum lease payments during the lease term (excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, together with any profit thereon) net of payments or other amounts applied to the principal, through the balance sheet date and due to be paid more than one year (or one operating cycle, if longer) after the balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Current regulatory liabilities generally represent obligations to make refunds to customers for various reasons including overpayment. No definition available.
|
X | ||||||||||
- Definition Amount of deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable, classified as current. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable, classified as noncurrent. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Carrying value of amounts transferred to third parties for security purposes that are expected to be returned or applied towards payment after one year or beyond the operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount after valuation and LIFO reserves of inventory expected to be sold, or consumed within one year or operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of obligation due after one year or beyond the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Current portion of the total carrying amount as of the balance sheet date due within one year or the operating cycle, if longer, on all notes payable to banks paid on an installment with long term maturities. This can include the amount of any loans from the applicant firm. This does not, however, include any mortgage balances. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The total amount due within more than 12 month, or the operating cycle if longer, on all notes payable to banks paid on an installment. This can include the amount of any loans from the applicant firm. This does not, however, include any mortgage balances. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of current assets classified as other. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- References No definition available.
|
Condensed Balance Sheets (Unaudited) (Parentheticals) - $ / shares |
Sep. 30, 2021 |
Dec. 31, 2020 |
---|---|---|
Preferred stock, par value (in Dollars per share) | ||
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value (in Dollars per share) | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 37,578,358 | 34,187,555 |
Common stock, shares outstanding | 37,578,358 | 34,187,555 |
Series A-1 Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | ||
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Class C Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | ||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding |
X | ||||||||||
- Definition Face amount or stated value per share of common stock. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
Condensed Statements of Operations (Unaudited) - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2021 |
Sep. 30, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
|
Revenue: | ||||
Product sales | $ 1,333,604 | $ 620,438 | $ 3,224,387 | $ 1,473,428 |
Grant revenue | 10,000 | 10,000 | ||
Other revenue | 164,572 | 53,457 | 385,144 | 85,800 |
Total revenues | 1,498,176 | 683,895 | 3,609,531 | 1,569,228 |
Cost of goods sold | 4,856,331 | 2,046,466 | 11,329,143 | 4,944,801 |
Gross loss | (3,358,155) | (1,362,571) | (7,719,612) | (3,375,573) |
Operating expenses: | ||||
Research and development | 3,186,469 | 1,314,053 | 8,256,980 | 2,047,341 |
Sales and marketing | 1,983,738 | 361,508 | 4,537,816 | 1,003,681 |
General and administrative | 3,061,607 | 1,575,890 | 8,071,795 | 4,830,236 |
Total operating expenses | 8,231,814 | 3,251,451 | 20,866,591 | 7,881,258 |
Loss from operations | (11,589,969) | (4,614,022) | (28,586,203) | (11,256,831) |
Other (income) expense: | ||||
Gain on forgiveness of PPP loan | (1,078,482) | |||
Interest expense | 51,671 | 29,120 | 151,246 | 691,729 |
Other income | (131,781) | (221,214) | (7,500) | |
Foreign exchange gain | (409) | (409) | ||
Loss before income tax benefit | (11,509,859) | (4,642,733) | (27,437,753) | (11,940,651) |
Income tax benefit | 2,938,698 | |||
Net loss | $ (11,509,859) | $ (4,642,733) | $ (24,499,055) | $ (11,940,651) |
Weighted average common shares - basic and diluted (in Shares) | 37,525,123 | 31,677,467 | 36,340,706 | 27,111,633 |
Net loss per common share - basic and diluted (in Dollars per share) | $ (0.31) | $ (0.15) | $ (0.67) | $ (0.44) |
X | ||||||||||
- Definition Cost of goods sold. No definition available.
|
X | ||||||||||
- Definition Amount of gain on forgiveness of PPP loan. No definition available.
|
X | ||||||||||
- Definition Amount of other revenue. No definition available.
|
X | ||||||||||
- Definition Aggregate revenue during the period from the sale of goods in the normal course of business, after deducting returns, allowances and discounts. No definition available.
|
X | ||||||||||
- Definition The amount of net income or loss for the period per each share in instances when basic and diluted earnings per share are the same amount and reported as a single line item on the face of the financial statements. Basic earnings per share is the amount of net income or loss for the period per each share of common stock or unit outstanding during the reporting period. Diluted earnings per share includes the amount of net income or loss for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount before tax of foreign currency transaction realized and unrealized gain (loss) recognized in the income statement. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount, before tax, of income (loss) attributable to parent. Includes, but is not limited to, income (loss) from continuing operations, discontinued operations and equity method investments. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of the cost of borrowed funds accounted for as interest expense. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The aggregate amount of gains or losses resulting from nonoperating activities (for example, interest and dividend revenue, property, plant and equipment impairment loss, and so forth). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The net result for the period of deducting operating expenses from operating revenues. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The amount of purchased research and development assets that are acquired in a business combination have no alternative future use and are therefore written off in the period of acquisition. No definition available.
|
X | ||||||||||
- Definition Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The aggregate total amount of expenses directly related to the marketing or selling of products or services. No definition available.
|
X | ||||||||||
- Definition Average number of shares or units issued and outstanding that are used in calculating basic and diluted earnings per share (EPS). No definition available.
|
X | ||||||||||
- Definition Exercise of warrants No definition available.
|
X | ||||||||||
- Definition Issuance of common stock for cash, net of offering costs No definition available.
|
X | ||||||||||
- Definition Issuance of common stock for cash, net of offering costs No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Issuance of common stock to satisfy director award No definition available.
|
X | ||||||||||
- Definition Issuance of common stock under convertible notes. No definition available.
|
X | ||||||||||
- Definition Issuance of common stock for cash No definition available.
|
X | ||||||||||
- Definition Offering costs incurred on placements of common stock No definition available.
|
X | ||||||||||
- Definition Value of stock issued for exercise of warrants. No definition available.
|
X | ||||||||||
- Definition Stock options exercised - cashless No definition available.
|
X | ||||||||||
- Definition Stock options exercised - cashless No definition available.
|
X | ||||||||||
- Definition Stock subscribed No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Warrants exercised - cashless No definition available.
|
X | ||||||||||
- Definition Warrants exercised - cashless No definition available.
|
X | ||||||||||
- Definition Number of shares of common stock issued as dividends during the period. Excludes stock splits. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Number of shares issued which are neither cancelled nor held in the treasury. No definition available.
|
X | ||||||||||
- Definition Number of shares of stock issued during the period pursuant to acquisitions. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares issued during the period as a result of the conversion of convertible securities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Number of shares issued in lieu of cash for services contributed to the entity. Number of shares includes, but is not limited to, shares issued for services contributed by vendors and founders. No definition available.
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X | ||||||||||
- Definition Number of shares of stock issued attributable to transactions classified as other. No definition available.
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- Definition Number of share options (or share units) exercised during the current period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Value of stock issued pursuant to acquisitions during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Value of shares of stock issued attributable to transactions classified as other. No definition available.
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- Definition Value, after forfeiture, of shares issued under share-based payment arrangement. Excludes employee stock ownership plan (ESOP). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Value of stock issued as a result of the exercise of stock options. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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Condensed Statements of Stockholders’ Equity (Unaudited) (Parentheticals) - USD ($) |
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2021 |
Sep. 30, 2021 |
|
Statement of Stockholders' Equity [Abstract] | ||
Net of offering costs | $ 201,047 | $ 1,125,197 |
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- References No definition available.
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X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition Common shares issued for acquisition. No definition available.
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X | ||||||||||
- Definition Amount of gain on forgiveness of PPP loan. No definition available.
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X | ||||||||||
- Definition Amount of increase (decrease) of consideration paid in advance for inventory that provide economic benefits in future periods. No definition available.
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- References No definition available.
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X | ||||||||||
- Definition Customer deposits. No definition available.
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- References No definition available.
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X | ||||||||||
- References No definition available.
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- References No definition available.
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- References No definition available.
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X | ||||||||||
- Definition Portion of equipment acquired through capital leases. No definition available.
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X | ||||||||||
- Definition Proceeds from the sale of common stock. No definition available.
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X | ||||||||||
- Definition Stock issued for payment of payables. No definition available.
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X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition Amount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Future cash outflow to pay for purchases of fixed assets that have occurred. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage. Excludes amount for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of increase (decrease) in cash, cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- References No definition available.
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- Definition Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Amount before tax of foreign currency transaction unrealized gain (loss) recognized in the income statement. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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- Definition The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The increase (decrease) during the reporting period in the aggregate amount of expenses incurred but not yet paid. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of increase (decrease) in deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- Definition The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition Amount of increase (decrease) in current assets classified as other. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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X | ||||||||||
- Definition Amount of increase (decrease) in deferred obligations classified as other. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- References No definition available.
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X | ||||||||||
- Definition The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The cash outflow associated with the repurchase of amount received from entity's first offering of stock to the public. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition The cash outflow associated with the acquisition of a business, net of the cash acquired from the purchase. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition The cash inflow from proceeds received from lessor related to a long-term capital lease obligation. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
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- Definition The cash inflow from a long-term borrowing made from related parties where one party can exercise control or significant influence over another party; including affiliates, owners or officers and their immediate families, pension trusts, and so forth. Alternate caption: Proceeds from Advances from Affiliates. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of cash inflow (outflow) from long-term debt by a related party. Related parties, include, but are not limited to, affiliates, owners or officers and their immediate families, and pension trusts. No definition available.
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- Definition Amount of cash inflow from exercise of option under share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The cash inflow associated with the amount received from holders exercising their stock warrants. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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- Definition The cash outflow for the obligation for a lease meeting the criteria for capitalization (with maturities exceeding one year or beyond the operating cycle of the entity, if longer). Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
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- Definition The cash outflow for a borrowing supported by a written promise to pay an obligation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The cash outflow for the payment of a long-term borrowing made from a related party where one party can exercise control or significant influence over another party; including affiliates, owners or officers and their immediate families, pension trusts, and so forth. Alternate caption: Payments for Advances from Affiliates. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of noncash expense for share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- References No definition available.
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Nature of Operations |
9 Months Ended |
---|---|
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NOTE 1: NATURE OF OPERATIONS
Arcimoto, Inc. (the “Company”, “We”, “Us”, or “Our”) was incorporated in the State of Oregon on November 21, 2007. The Company’s mission is to catalyze the global shift to a sustainable transportation system. Over the past 13 years, the Company has developed a new vehicle platform designed around the needs of everyday drivers. Having approximately one-third the weight and one-third of the footprint of the average car, the Arcimoto platform’s purpose is to bring the joy of ultra-efficient, pure electric driving to the masses. To date, the Company has introduced five vehicle products built on this platform that target specific niches in the vehicle market: our flagship product, the Fun Utility Vehicle® (“FUV®”), for everyday consumer trips; the Deliverator® for last-mile delivery and general fleet utility; the Rapid Responder™ for emergency services and security; the Cameo™ for film, sports and influencers; and the Arcimoto Roadster, an unparalleled pure-electric on-road thrill machine.
Risks and Uncertainties
In the future, the Company may not have the capital resources necessary to further the development of existing and/or new products.
Our current cost structure, along with other factors including market penetration in the states we are currently doing business, does not allow us to achieve profitability. Although we are constantly trying to improve our cost structure and market penetration, we may not succeed to the point where we can achieve profitability consistently. Also, Arcimoto may not be able to reduce costs to the level necessary to unlock the market potential for our products.
In the event that a supplier discontinues a part that is integral to our production, we may incur additional engineering costs to use the next generation part. Currently, we are dependent on a single supplier for our battery cells. During the third quarter of 2021, we received two types of battery, one of which has been discontinued. In order to use these cells, our engineering team is currently developing a module that will enable the utilization of these battery cell types. Upon development, regulatory testing will be conducted in order to comply with government safety standards. The Company expects these cells to be utilized in our FUVs by the end of the first quarter of 2022. Until the batteries are able to be used in our FUVs, we may have to temporarily cease production of our FUVs sometime in the first quarter of 2022 until then due to the shortage of currently compliant battery cells.
We may, from time to time, be subject to recalls due to, among other things, software glitches and/or faulty parts which may require us to provide additional warranties to our customers. These additional warranties may have a negative impact on our financial resources, which may in turn, negatively impact our financial results.
Although we expect our recent acquisition of TMW to positively impact our overall financial performance, the results may not justify our goodwill and intangible asset values. If this occurs, we will have to consider the recoverability of our values placed on our goodwill and intangible assets. |
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- Definition The entire disclosure for the nature of an entity's business, major products or services, principal markets including location, and the relative importance of its operations in each business and the basis for the determination, including but not limited to, assets, revenues, or earnings. For an entity that has not commenced principal operations, disclosures about the risks and uncertainties related to the activities in which the entity is currently engaged and an understanding of what those activities are being directed toward. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- References No definition available.
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Summary of Significant Accounting Policies |
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Sep. 30, 2021 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Going Concern
The accompanying financial statements have been prepared on the basis that the Company is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred significant losses since inception and management expects losses to continue for the foreseeable future. The Company had approximately $32,978,000 of cash as of September 30, 2021, which, along with its standing ability to generate additional funds through its at-the-market (“ATM”) offering of up to approximately $45,000,000, is in excess of cash needed for the next twelve months. In the event that additional funding is needed to sustain the business, the Company anticipates being able to obtain such funds through the capital markets and/or by re-financing its long-lived assets.
Basis of Presentation
The accompanying unaudited financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and pursuant to the instructions to Form 10-Q promulgated by the United States Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all information and disclosures required by GAAP for complete financial statement presentation. In the opinion of management, the accompanying condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company’s financial position as of September 30, 2021, and the results of its operations for the three and nine months ended September 30, 2021 and 2020 and its cash flows for the nine months ended September 30, 2021 and 2020. Results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2021.
The preparation of financial statements in conformity with U.S GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and its related disclosures. Actual amounts could differ materially from those estimates.
Business Combinations
The Company accounts for business combinations under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805 “Business Combinations” using the acquisition method of accounting, and accordingly, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. All acquisition costs are expensed as incurred. Upon acquisition, the acquired assets and liabilities and results of operations are consolidated beginning at the acquisition date. See Note 3 - TMW Acquisition for additional information related to our acquisition that concluded in the first quarter of 2021.
Inventory
Inventory is stated at the lower of cost (using the first-in, first-out method (“FIFO”) or market value. Inventories consist of purchased electric motors, electrical storage and transmission equipment, and component parts.
The Company is required to remit partial prepayments for some purchases of its inventories acquired from overseas vendors which are included in prepaid inventory. The Company is currently selling vehicles below the base cost of a finished unit. Accordingly, the Company expensed all labor and overhead as period costs and recorded an allowance to reduce inventories to net realizable value of approximately $642,000 and $550,000 as of September 30, 2021 and December 31, 2020, respectively.
During the third quarter of 2021, the Company prepaid $720,000 for a certain type of battery cell that were intended to be used in production. It was discovered that such battery cells cannot be utilized without incurring additional costs to develop a new battery module in its production process in order to accommodate these battery cells that had a different set of specifications than the ones currently in use. As a result, the Company recorded a $115,000 charge to cost of goods sold.
Also, the Company had purchased approximately $670,000 and will continue to purchase another type of battery cell that is different than the one it uses currently in its production process. In order to use this new battery cell, Arcimoto will develop a new battery module for use in its production process. These development costs may be significant and may cause a temporary shutdown of its production facility, which in turn will cause a delay in production of its vehicles.
Intangible Assets
Intangible assets primarily consist of trade names/trademarks, proprietary technology, and customer relationships. They are amortized using the straight-line method over a period of 10 to 14 years. The Company assesses the recoverability of its finite-lived intangible assets when there are indications of potential impairment. Indefinite-lived intangible assets are evaluated for impairment annually.
Goodwill
The Company tests goodwill for potential impairment at least annually, or more frequently if an event or other circumstance indicates that the Company may not be able to recover the carrying amount of the net assets of the reporting unit. In evaluating goodwill for impairment, the Company may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If the Company bypasses the qualitative assessment, or if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the Company performs a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount.
The Company calculates the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, the Company uses internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, the Company uses internal analyses based primarily on market comparables. The Company bases these assumptions on its historical data and experience, third party appraisals, industry projections, micro and macro general economic condition projections, and its expectations.
Net Earnings or Loss per Share
The Company’s computation of earnings (loss) per share (“EPS”) includes basic and diluted EPS. Basic EPS is measured as the income (loss) available to common shareholders divided by the weighted average number of common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares (e.g., common stock warrants and common stock options) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS.
Loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the respective periods. Basic and diluted loss per common share is the same for all periods presented because all common stock warrants and common stock options outstanding were anti-dilutive.
At September 30, 2021 and 2020, the Company excluded the outstanding Employee Equity Plans (“EEP”) and other securities summarized below calculated using the Treasury Stock Method, which entitled the holders thereof to ultimately acquire shares of common stock, from its calculation of earnings per share, as their effect would have been anti-dilutive.
Accounting Pronouncements Recently Adopted
In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), as part of its simplification initiative to reduce the cost and complexity in accounting for income taxes. ASU 2019-12 removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also amends other aspects of the guidance to help simplify and promote consistent application of GAAP. The guidance is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We adopted this ASU on January 1, 2021 and it did not have a material impact on our financial statements.
Accounting Pronouncements Not Yet Adopted
The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financial statements properly reflect the change.
In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”) which supersedes ASC Topic 840, Leases. ASU 2016-02 requires lessees to recognize a right-of-use asset and a lease liability on their balance sheets for all the leases with terms greater than 12 months. Based on certain criteria, leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition in the income statement. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. In November 2019, the FASB delayed the effective date for Topic 842 to fiscal years beginning after December 15, 2020 for private companies and emerging growth companies, and interim periods within those years, with early adoption permitted. In June 2020, the FASB issued ASU No 2020-05 that further delayed the effective date of Topic 842 to fiscal years beginning after December 15, 2021. We will adopt this new standard on January 1, 2022. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” that allows entities to apply the provisions of the new standard at the effective date, as opposed to the earliest period presented under the modified retrospective transition approach and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The modified retrospective approach includes a number of optional practical expedients primarily focused on leases that commenced before the effective date of Topic 842, including continuing to account for leases that commence before the effective date in accordance with previous guidance, unless the lease is modified. The Company currently expects that most of its operating lease commitments will be subject to the new standard and recognized as operating lease liabilities and right-of-use assets upon its adoption of Topic 842, which will increase the total assets and total liabilities that the Company reports relative to such amounts prior to adoption. The adoption of ASU 2016-02 is not expected to have a material impact on Arcimoto’s Statement of Operations.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) which replaces the current incurred loss methodology with an expected loss methodology which is referred to as the current expected loss (“CECL”) methodology. The measurement of credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loans receivables and trace accounts receivables and held-to-maturity debt securities. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees and other similar instruments) and net investment in leases recognized by a lessor in accordance with Accounting Standards Codification (“ASC”) Topic 842 – Leases. ASU 2016-13 also made changes to the accounting for available-for-sale debt securities and requires credit losses to be presented as an allowance rather than as a write-down on such securities management does not intend to sell or believes that it is more likely than not they will be required to sell. The Company is required to adopt ASU 2016-13 on January 1, 2023 and has not completed its assessment of ASU 2016-13’s impact on its financial statements. |
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- References No definition available.
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- Definition The entire disclosure for the basis of presentation and significant accounting policies concepts. Basis of presentation describes the underlying basis used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). Accounting policies describe all significant accounting policies of the reporting entity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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TMW Acquisition |
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Business Combinations [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
TMW ACQUISITION | NOTE 3: TMW ACQUISITION
On January 23, 2021, the Company entered into an Asset Purchase Agreement (the “Agreement”) with Tilting Motor Works, Inc. (“TMW”), a Washington corporation (the “Seller”) and its owner. TMW engages in the design, production, sales, and installation of a bolt on kit that converts a two wheeled motorcycle into a tilting three wheeled motorcycle. TMW was acquired to utilize the tilting technology in new three wheeled micro-mobility vehicles.
Pursuant to the terms and conditions of the Agreement, the Company paid cash of $1,754,083 and issued 436,339 shares of Company common stock and assumed certain liabilities as consideration for substantially all of the TMW’s assets. The common shares issued were unregistered and are subject to sales restrictions under the Securities Act of 1933. The Company valued the shares issued in the transaction at the average of opening and closing price on the date of acquisition with a 12.5% discount for lack of marketability. The acquisition closed on February 4, 2021 and was recorded as a business combination as the set of assets and activities acquired met the definition of a business.
The purchase price allocation was finalized in the first quarter of 2021 and is as follows:
The following unaudited proforma financial information presents the consolidated results of operations of the Company and TMW for the three months ended September 30, 2020, and the nine months ended September 30, 2021 and 2020, as if the acquisition had occurred as of the beginning of the first period presented instead of on February 4, 2021. The proforma information does not necessarily reflect the results of operations that would have occurred had the entities been a single company during those periods.
The proforma financial information for the Company and TMW is as follows:
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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- References No definition available.
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Property and Equipment |
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Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
PROPERTY AND EQUIPMENT | NOTE 4: PROPERTY AND EQUIPMENT
As of September 30, 2021 and December 31, 2020, our property and equipment consisted of the following:
Fixed assets in process are primarily comprised of tooling and equipment related to the manufacturing of our vehicles, buildings, and machinery & equipment. Completed assets are transferred to their respective asset class and depreciation begins when the asset is placed in service. FUV fleet consists of marketing and other non-revenue generating vehicles. FUV rental fleet consists of rental revenue generating vehicles.
On December 23, 2020, the Company entered into an agreement to purchase certain buildings totaling approximately 187,000 square feet, and approximately 6.6 acres of real estate located within the City of Eugene, Oregon. The Company has agreed to purchase the properties commonly known as 311 Chambers Street and 1480 West 3rd Avenue, from RLA Holdings, LLC for the total purchase price of $10,250,000. The Company pledged $80,000 as earnest money for the transaction. During the first quarter of 2021, an additional 4.1 acres and 33,000 square feet of buildings to the south commonly known as 1593 W. 5th Ave. Eugene, Oregon was added to the purchase agreement totaling $2,500,000. The total sales price was increased to $12,750,000. The purchase was contingent upon the Company’s complete and unconditional approval of: (i) the property and its physical condition, zoning and land use restrictions, and all systems, utilities, and access rights pertaining to the property; (ii) the seller’s documents; (iii) securing financing; (iv) a Phase I environmental assessment and all appropriate inquiries investigation so as to protect the Company under CERCLA; and (v) anything else the Company deems necessary. On March 15, 2021, the due diligence was completed and the Company paid the $80,000 earnest money. On April 19, 2021, the Company closed and completed the purchase of the properties described above. RLA Holdings, LLC will be permitted to rent back the 311 Chambers St property after closing for up to six (6) months at a rate of $50,000 per month plus all utilities, taxes, insurance, and maintenance expenses. $25,000 was deducted from the purchase price at the closing to cover the tenant’s security deposit. $1,250,000 was deducted at the closing and will be paid in one year from the closing date. This sum is secured by a zero interest note. The Company intends to utilize these properties to improve its production capabilities. The new facility is expected to be operational by the end of 2022. The purchases described above are allocated to property and equipment as land and buildings.
Depreciation expense was approximately $412,000 and $1,089,000 during the three and nine months ended September 30, 2021, respectively, and was approximately $238,000 and $676,000 during the three and nine months ended September 30, 2020, respectively. |
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- References No definition available.
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- Definition The entire disclosure for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Intangible Assets |
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Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
INTANGIBLE ASSETS | NOTE 5: INTANGIBLE ASSETS
The following table summarizes the Company’s intangible assets:
(1) On February 4, 2021, the Company acquired various assets of Tilting Motor Works, Inc. (See Note 3)
Amortization expense was approximately $210,000 and $552,000 during the three and nine months ended September 30, 2021, respectively. |
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- References No definition available.
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- Definition The entire disclosure for all or part of the information related to intangible assets. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Customer Deposits |
9 Months Ended |
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Sep. 30, 2021 | |
Customer Deposits [Abstract] | |
CUSTOMER DEPOSITS | NOTE 6: CUSTOMER DEPOSITS
Customer deposits at September 30, 2021 and December 31, 2020 were approximately $740,000 and $606,000, respectively. These deposits are primarily funds obtained from customers for orders that have not yet been fulfilled and for deposits from potential customers that have expressed interests (preorders) in purchasing FUVs. We collect $2,500 per order from customers for orders that have not been fulfilled and $100 per FUV from customers that have expressed interests in purchasing our FUV. |
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- References No definition available.
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- References No definition available.
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Capital Lease Obligations and Notes Payable |
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Sep. 30, 2021 | |
Leases [Abstract] | |
CAPITAL LEASE OBLIGATIONS AND NOTES PAYABLE | NOTE 7: CAPITAL LEASE OBLIGATIONS AND NOTES PAYABLE
As of September 30, 2021, the Company has financed through lease agreements a total of approximately $1,800,000 of its capital equipment purchases with monthly payments ranging from approximately $400 to $9,000, repayment terms ranging from 48 to 60 months, and effective interest rates ranging from 4.52% to 9.52%. Total monthly capital lease payments as of September 30, 2021 are approximately $36,000. These lease obligations mature ranging from December 2021 through August 2027 and are secured by approximately $2,171,000 in underlying assets which have approximately $645,000 in accumulated depreciation as of September 30, 2021. The balance of capital lease obligations was approximately $1,187,000 and approximately $781,000 as of September 30, 2021 and December 31, 2020, respectively.
On May 5, 2020, the Company received a Paycheck Protection Program (“PPP”) loan in the amount of approximately $1,069,000, referred to on the balance sheet as Note payable to bank. The loan had an interest rate of 1% and monthly payments of approximately $60,000 for 18 months beginning December 5, 2020. This loan was eligible for the limited loan forgiveness provisions of Section 1102 of the CARES Act, and the SBA Interim Final Rule dated April 2, 2020. On April 27, 2021 all of the outstanding principal and interest of approximately $1,069,000 and $10,000, respectively, were forgiven and as of September 30, 2021, the balance on the loan was $0.
As of September 30, 2021, the Company has financed a total of approximately $2,597,000 of its capital equipment purchases with monthly payments ranging from approximately $400 to $12,000, repayment terms ranging from 60 to 72 months, and effective interest rates ranging from 1.99% to 9.90%. Total monthly payments as of September 30, 2021 are approximately $50,000. These equipment notes mature ranging from January 2023 through October 2026. The balance of equipment financing notes payable was approximately $1,593,000 and $1,590,000 as of September 30, 2021 and December 31, 2020, respectively. |
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- References No definition available.
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- Definition The entire disclosure for short-term debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Stockholders’ Equity |
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Sep. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 8: STOCKHOLDERS’ EQUITY
Preferred Stock
The Company is authorized to issue 5,000,000 shares of preferred stock, no par value, of which 1,500,000 shares were designated as Series A-1 Preferred Stock and 2,000,000 are designated as Class C Preferred Stock. As of September 30, 2021 and December 31, 2020, there were no shares issued or outstanding.
Common Stock
The Company has reserved a total of 6,327,711 shares of its common stock pursuant to the equity incentive plans (see Note 9). The Company has 4,046,430 and 4,058,791 stock units, options, and warrants outstanding under these plans as of September 30, 2021 and December 31, 2020, respectively.
The Company has 122,238 and 593,667 shares of its common stock reserved for warrants issued outside of the equity incentive plans as of September 30, 2021 and December 31, 2020, respectively.
Issuance of common stock for settlement of payable
The Company issued 17,421 common shares for investor relations consulting services with a fair value of approximately $221,000 during the nine months ended September 30, 2021. During the nine months ended September 30, 2020, the Company issued 60,591 common shares for services with a fair value of approximately $181,000. The shares were valued based on the stock price at the time of the grant when the performance commitment was complete. The shares issued during the nine months ended September 30, 2021 and 2020 were to settle existing accounts payable.
Exercise of Stock Options and Warrants
A total of 457,433 employee options, with exercise prices ranging from $1.71 to $5.41 per share were exercised for total proceeds to the Company of approximately $1,456,000 during the nine months ended September 30, 2021. During the nine months ended September 30, 2020, 5,225 employee options with exercise prices ranging from $4.33 to $4.52 per share were exercised for total cash proceeds to the Company of approximately $23,000.
During the nine months ended September 30, 2020, a total of 171,470 employee options with exercise prices ranging from $2.06 to $4.52 per share were exercised in cashless transactions at market prices ranging from $6.32 to $7.64 per share and a total of 34,666 options issued to a consultant with exercise prices ranging from $2.54 and $3.57 were also exercised in a cashless transaction at a market price of $7.638, which was based on the Company’s daily closing prices surrounding the transaction dates. The transactions resulted in the issuance of 93,766 shares of common stock issued for qualified options to employees and 22,463 shares issued of common stock for non-qualified options issued to a consultant during the nine months ended September 30, 2020.
A total of 155,000 employee warrants, with an exercise price of $0.50 per share were exercised for total proceeds to the Company of approximately $78,000 during the nine months ended September 30, 2021. During the nine months ended September 30, 2020, no employee warrants were exercised for cash.
During the nine months ended September 30, 2020 a total of 50,004 employee warrants with an exercise price of $0.50 per share were exercised in a cashless transaction at a market price of $7.484 per share, which was based on the average of the Company’s daily closing prices surrounding the transaction dates. The transaction resulted in the issuance of a total of 46,663 shares of the Company’s common stock during the nine months ended September 30, 2020. No such cashless exercises were completed for employee warrants during nine months ended September 30, 2021.
A total of 471,428 warrants issued to an investor with an exercise price of $3.50 per share were exercised for total proceeds to the Company of approximately $1,650,000 during the nine months ended September 30, 2020. No warrants issued to investors were exercised for cash during the nine months ended September 30, 2020.
A total of 944,444 warrants issued to investors with an exercise price of $2.83 per share were exercised in a cashless transaction at a market price of $8.86 per share, which was based on the bid price of the Company’s common stock on the Nasdaq Capital Market as reported by Bloomberg L.P. as of the time of the holder’s execution of the applicable notice of exercise. The transaction resulted in the issuance of a total of 642,776 shares of the Company’s common stock during the nine months ended September 30, 2020.
Director Deferred Units
No director deferred units were converted to common shares during the nine months ended September 30, 2021. During the nine months ended September 30, 2020, 5,546 director deferred stock units were converted to common shares.
Offerings of Common Stock
On January 25, 2021, the Company entered into an Equity Distribution Agreement (“EDA”) with Canaccord Genuity LLC (“Canaccord”) under which we may offer and sell shares of our common stock in connection with its at-the-market (“ATM”) offering in an aggregate amount of up to $80,000,000 from time to time through Canaccord, acting exclusively as our sales agent (the “Offering”). We intend to use the net proceeds of the Offering primarily for working capital and general corporate purposes.
We issued and sold 1,853,181 shares of common stock during the nine months ended September 30, 2021, in connection with the ATM at per share prices between $12.36 and $32.87, resulting in net proceeds to the Company of approximately $33,100,000, after subtracting offering expenses. |
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- References No definition available.
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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Stock-Based Payments |
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Share-based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
STOCK-BASED PAYMENTS | NOTE 9: STOCK-BASED PAYMENTS
The Company has common stock, common stock units, and common stock purchase options and warrants reserved pursuant to the 2018 Omnibus Stock Incentive Plan (“2018 Plan”), Amended and Restated 2015 Stock Incentive Plan (“2015 Plan”) and the Second Amended and Restated 2012 Employee Stock Benefit Plan (“2012 Plan”).
Stock-based compensation, including stock options, warrants and stock issued for compensation and services is included in the statements of operations as follows:
2018 Omnibus Stock Incentive Plan
The 2018 Plan authorizing 1,000,000 shares was approved by the Board of Directors and then the Company’s shareholders at the Company’s 2018 annual meeting of shareholders held on June 9, 2018. At the 2019 annual meeting, the shareholders approved an additional 1,000,000 shares of common stock to be issued under the 2018 Plan. On April 20, 2020, the board of directors approved an increase from 2,000,000 to 4,000,000 shares; at the annual shareholder meeting on June 20, 2020, the increase was approved by a majority of the shareholders. On June 11, 2021 the Company held its annual meeting of shareholders, and the board of directors approved an increase from 4,000,000 to 6,000,000 shares, the increase was approved by a majority of the shareholders.
The 2018 Plan provides the Company the ability to grant to employees, directors, consultants, or advisors shares of common stock of the Company through the grant of equity awards, including, but not limited to, options that are incentive stock options or NQSOs and restricted stock, provided that only employees are entitled to receive incentive stock options in accordance with IRS guidelines. As of September 30, 2021, the Company had a remaining reserve of 2,271,002 shares of common stock under the 2018 Plan. Awards that are forfeited generally become available for grant under the 2018 Plan.
Employee stock-based compensation expense under the 2018 Plan for the three and nine months ended September 30, 2021 was approximately $1,302,000 and $2,598,000, respectively.
Employee stock-based compensation expense under the 2018 Plan for the three and nine months ended September 30, 2020 was approximately $474,000 and $1,143,000, respectively.
On June 7, 2021, qualified options to purchase 674,000 shares of common stock were granted to employees under the 2018 Plan with a grant date fair value of approximately $7,055,000. The options were valued using the Black-Scholes option pricing model with a six-year expected term, risk free interest rate of 1.0%, a dividend yield of 0%, and an annualized standard deviation of stock price volatility of 91.9%. These options vest over three years.
During the third quarter of 2021, qualified options to purchase 46,900 shares of common stock were granted to employees under the 2018 Plan with a grant date fair value of approximately $430,500. The options were valued using the Black-Scholes option pricing model with approximately a 6.3 year expected term, risk free interest rate of 0.96%, a dividend yield of 0%, and an annualized standard deviation of stock price volatility of 94.2%. These options vest over three years.
During the third quarter of 2021, 8,473 restricted stock were issued to certain personnel with a grant date fair value of approximately $96,846. These shares were valued by using the closing date of Arcimoto’s stock price on the date of the grant. These awards vest immediately upon issuance.
Total compensation cost related to non-vested awards issued under the 2018 Plan not yet recognized as of September 30, 2021 was approximately $9,532,000 and will be recognized on a straight-line basis through 2.43 years based on the respective vesting periods. The amount of future stock option compensation expense could be affected by any future option grants or forfeitures.
Consulting Agreement with Common Stock Compensation
During the nine months ended September 30, 2021 and 2020, the Company issued 17,421 and 60,591 common shares for consulting services performed with a fair value of $221,105 and $181,329, respectively. The shares were valued based on the stock price at the time of the grant when the performance commitment was complete. Of these shares, 6,421 and 32,749 were for the August 3 annual renewal of an investor relations consulting contract. The terms of the contract call for the issuance of $100,000 worth of common shares issued at each annual renewal based on the market price at the time of the renewal. In addition to the payment in common shares, this consultant receives cash payments of $7,500 per month and payments for additional services as needed. During the three months ended September 30, 2021 and 2020, we paid this investor relations consultant $22,500 and $94,500, respectively. During the nine months ended September 30, 2021 and 2020, we paid the same investor relations consultant $115,500 and $334,500 respectively, which included significant additional services.
2015 Stock Incentive Plan
The 2015 Plan provides the Company the ability to grant to employees, directors, consultants, or advisors shares of common stock of the Company through the grant of options that are incentive stock options or NQSOs and/or the grant of restricted stock, provided that only employees are entitled to receive incentive stock options in accordance with IRS guidelines. One million shares of common stock were authorized for issuance under the 2015 Plan.
Employee stock-based compensation expense for the three and nine months ended September 30, 2021 related to the 2015 Plan was approximately $19,800 and $61,800, respectively.
Employee stock-based compensation expense for the three and nine months ended September 30, 2020 related to the 2015 Plan was approximately $26,000 and $89,000, respectively.
Total compensation cost related to non-vested awards not yet recognized as of September 30, 2021 and 2020 was approximately $44,000 and $138,000, respectively. The amounts will be recognized on a straight-line basis through May 2023 based on the respective vesting periods. The amount of future stock option compensation expense could be affected by any future option grants or forfeitures. |
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- Definition The entire disclosure for share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- References No definition available.
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Commitments and Contingencies |
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COMMITMENTS AND CONTINGENCIES | NOTE 10: COMMITMENTS AND CONTINGENCIES
On December 6, 2019, we entered into a lease for a property approximately six blocks east of the Arcimoto Manufacturing Plant (“AMP”), located in Eugene, Oregon, that contains two buildings. The initial term of the lease is 25 months and began on December 6, 2019. There is an option for a three-year extension. The main building is 6,508 square feet of office and warehouse space and the auxiliary building is 4,318 square feet of warehouse space. The office space is being used by marketing and sales. The warehouse is being used for R&D and battery module manufacturing. On March 3, 2020, we amended the lease to include the adjacent building which has 10,752 square feet of office and warehouse space on the ground floor plus second floor office and storage space. This location is being used for service will be used for further expansion. Rent is $12,000 per month and subject to a 3% increase per year.
On October 15, 2018, we re-negotiated a lease previously entered into as a month-to-month lease during June 2018, for a 5,291 square foot commercial industrial office space in Eugene, Oregon. The term of the lease is 60 months which began on October 15, 2018. Rent is $4,500 per month and subject to a 3% increase per year. The space is being used for TMW office and manufacturing use.
On October 18, 2018, we entered into a lease for a 4,491 square foot space in San Diego, California. The term of the lease is 60 months which began on November 1, 2018. Base rent is $8,982 per month. The space is being used for Arcimoto’s California dealer showroom, rental and service operations.
On September 30, 2021, we occupied 1,700 square feet of office area, 32,000 square feet of warehouse space and 125,000 square feet of asphalt paving and undeveloped greenfield. The original lease expiring in 2021 has been extended until 2024. Base rent is $12,948 per month. We believe that our current facilities are sufficient for our needs.
On November 18, 2020, we entered into a lease for a 106 square foot space in Orlando Florida. The term of the lease is month to month which began on December 1, 2020 and auto renews each month unless one months’ notice of cancellation is given. Total rent is approximately $2,000 per month. The space is being used for Arcimoto’s Florida dealer showroom.
On February 8, 2021, we entered into a lease for a 15,124 square foot office space on the second floor of 155 Blair Boulevard, Eugene, Oregon 97402 that will be used for office and general use and warehouse space located at 135 Blair Boulevard, Eugene, Oregon 97402 that will be used for a dealer and rental location. The term of the lease is 60 months which began on March 1, 2020. There is an option for two successive five-year extension periods. Rent is approximately $18,000 per month and subject to a 2.5% increase per year.
On May 3, 2021, we entered into a lease for an executive office space in Arlington, Virginia. The space will be used by an executive for office and general use. The term of the lease is one year which began on June 1, 2021 and automatically renews each month after the first year unless two months’ notice of cancellation is given. Total rent is approximately $1,815 per month and will increase automatically by 10% after the first year unless the lease is cancelled pursuant to the terms discussed above.
On June 30, 2021 we entered into a lease for a commercial facility located at 2110 West Second Avenue, Eugene, Oregon. The term of the lease is month to month which began on approximately May 1, 2021 and automatically renews each month unless 30 days’ notice of cancellation is given. Total rent is approximately $4,500 per month. The space is being used for office and general purposes.
See the following table for future annual minimum rent payments as of September 30, 2021:
Rent expense is recognized on a straight-line basis. Total rent expense for the three months ended September 30, 2021 and 2020 was approximately $306,000 and $98,000, respectively, and was approximately $629,000 and $242,000 for the nine months ended September 30, 2021and 2020, respectively.
In February 2021, a statement of work for approximately $3,750,000 was signed with Munro and Associates (“Munro”) for development activities through the end of the year to develop the FUV high volume production platform. Munro’s research and development expenses invoiced in the three and nine months ended September 30, 2021 was approximately $750,000 and $2,375,000, respectively.
Litigation
On March 6, 2020, the Company filed a complaint (“the Complaint”) against Ayro, Inc. (“Ayro”), accusing Ayro of patent infringement in Federal District Court for the Western District of Texas, Waco Division (Case No. 6:20-cv-00176-ADA) (“the Ayro Litigation”). In the Complaint, Arcimoto alleged that Ayro’s 311 two-seater electric vehicles infringe U.S. Patent 8,985,255 (the “255 Patent”). The Complaint asked for monetary damages and enhanced damages due to willful infringement of the 255 Patent by Ayro. On March 27, 2020, Ayro answered the Complaint, denying liability and asserting counterclaims of noninfringement and patent invalidity. During the first quarter of 2021, the parties reached a settlement and submitted a request to the court to dismiss the case.
The Company, Mark Frohnmayer and Douglas Campoli have been sued in two putative class actions in the United States District Court for the Eastern District of New York, Barnette v. Arcimoto, Inc. et al. (Case No. 21-cv-02143 filed on April 19, 2021) and Gibson v. Arcimoto, Inc. et al. (Case No. 21-cv-02870 filed on May 20, 2021). The putative class actions purported to be on behalf of all those who purchased our common stock between February 14, 2018 and March 22, 2021. The allegations in the actions are based on the research report dated March 23, 2021 produced by Bonitas Research, LLC, a short seller of our common stock. The Barnette and Gibson actions were consolidated as In re Arcimoto, Inc. Securities Litigation (Case No. 21-cv-02143) on July 14, 2021, and a consolidated amended complaint was filed on September 20, 2021. No motion to certify a class has been filed at this time. We believe we have substantial defenses to the claims asserted in this lawsuit and intend to vigorously defend this action.
The Company is also a nominal defendant in two shareholder derivative lawsuits filed in the United States District Court for the Eastern District of New York, Liu v. Frohnmayer et al. (Case No. 21-cv-03702 filed on June 30, 2021) and Carranza v. Frohnmayer et al. (Case No. 21-cv-03888 filed on July 9, 2021), and a shareholder derivative lawsuit filed in the United States District Court for the District of Oregon, Laguerre v. Frohnmayer et al. (Case No. 21-cv-00982 filed on June 30, 2021). Mark Frohnmayer, Douglas Campoli, Terry Becker, Nancy Calderon, Joshua Scherer, and Jesse Eisler are named as defendants in all three shareholder derivative suits. Jeff Curl is named as a defendant in Laguerre and Liu. The allegations in the shareholder derivative lawsuits largely arise from the Bonitas report referenced above. The Liu and Carranza actions were consolidated on August 4, 2021 as In re Arcimoto, Inc. Derivative Litigation (Lead Case No. 21-cv-03702). We believe we have substantial defenses to the claims asserted and intend to vigorously defend the actions.
Additionally, from time to time, we might become involved in lawsuits, claims, investigations, proceedings, and threats of litigation relating to intellectual property, commercial arrangements and other matters arising in the ordinary course of our business. |
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- References No definition available.
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Related Party Transactions |
9 Months Ended |
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Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 11: RELATED PARTY TRANSACTIONS
During the second quarter of 2021, Arcimoto recorded a sale of a pre-owned, depreciated marketing FUV to an officer of the Company. The sale was completed at an arm’s length transaction and was paid for in cash for approximately $12,500.
During the third quarter of 2021, Arcimoto recorded a sale of a pre-owned Roadster to the Chief Executive Officer. The sale was completed at an arm’s length transaction and was paid for in cash for approximately $23,900.
Arcimoto may, from time to time, sell to its management and employees at a discounted price. Sales to such parties for the nine months ended September 30, 2021 were not material. |
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- References No definition available.
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- Definition The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Subsequent Events |
9 Months Ended |
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Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 12: SUBSEQUENT EVENTS
The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued. There are two types of subsequent events: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date.
The Company has evaluated subsequent events through the date the financial statements were issued and up to the time of filing with the Securities and Exchange Commission and has determined that were no material subsequent events that came to management’s attention that required disclosure. |
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- References No definition available.
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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Accounting Policies, by Policy (Policies) |
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Sep. 30, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Going Concern | Going Concern
The accompanying financial statements have been prepared on the basis that the Company is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has incurred significant losses since inception and management expects losses to continue for the foreseeable future. The Company had approximately $32,978,000 of cash as of September 30, 2021, which, along with its standing ability to generate additional funds through its at-the-market (“ATM”) offering of up to approximately $45,000,000, is in excess of cash needed for the next twelve months. In the event that additional funding is needed to sustain the business, the Company anticipates being able to obtain such funds through the capital markets and/or by re-financing its long-lived assets.
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Basis of Presentation | Basis of Presentation
The accompanying unaudited financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and pursuant to the instructions to Form 10-Q promulgated by the United States Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all information and disclosures required by GAAP for complete financial statement presentation. In the opinion of management, the accompanying condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the Company’s financial position as of September 30, 2021, and the results of its operations for the three and nine months ended September 30, 2021 and 2020 and its cash flows for the nine months ended September 30, 2021 and 2020. Results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2021.
The preparation of financial statements in conformity with U.S GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and its related disclosures. Actual amounts could differ materially from those estimates.
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Business Combinations | Business Combinations
The Company accounts for business combinations under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805 “Business Combinations” using the acquisition method of accounting, and accordingly, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. All acquisition costs are expensed as incurred. Upon acquisition, the acquired assets and liabilities and results of operations are consolidated beginning at the acquisition date. See Note 3 - TMW Acquisition for additional information related to our acquisition that concluded in the first quarter of 2021.
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Inventory | Inventory
Inventory is stated at the lower of cost (using the first-in, first-out method (“FIFO”) or market value. Inventories consist of purchased electric motors, electrical storage and transmission equipment, and component parts.
The Company is required to remit partial prepayments for some purchases of its inventories acquired from overseas vendors which are included in prepaid inventory. The Company is currently selling vehicles below the base cost of a finished unit. Accordingly, the Company expensed all labor and overhead as period costs and recorded an allowance to reduce inventories to net realizable value of approximately $642,000 and $550,000 as of September 30, 2021 and December 31, 2020, respectively.
During the third quarter of 2021, the Company prepaid $720,000 for a certain type of battery cell that were intended to be used in production. It was discovered that such battery cells cannot be utilized without incurring additional costs to develop a new battery module in its production process in order to accommodate these battery cells that had a different set of specifications than the ones currently in use. As a result, the Company recorded a $115,000 charge to cost of goods sold.
Also, the Company had purchased approximately $670,000 and will continue to purchase another type of battery cell that is different than the one it uses currently in its production process. In order to use this new battery cell, Arcimoto will develop a new battery module for use in its production process. These development costs may be significant and may cause a temporary shutdown of its production facility, which in turn will cause a delay in production of its vehicles.
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Intangible Assets | Intangible Assets
Intangible assets primarily consist of trade names/trademarks, proprietary technology, and customer relationships. They are amortized using the straight-line method over a period of 10 to 14 years. The Company assesses the recoverability of its finite-lived intangible assets when there are indications of potential impairment. Indefinite-lived intangible assets are evaluated for impairment annually.
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Goodwill | Goodwill
The Company tests goodwill for potential impairment at least annually, or more frequently if an event or other circumstance indicates that the Company may not be able to recover the carrying amount of the net assets of the reporting unit. In evaluating goodwill for impairment, the Company may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If the Company bypasses the qualitative assessment, or if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the Company performs a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount.
The Company calculates the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, the Company uses internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, the Company uses internal analyses based primarily on market comparables. The Company bases these assumptions on its historical data and experience, third party appraisals, industry projections, micro and macro general economic condition projections, and its expectations.
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Net Earnings or Loss per Share | Net Earnings or Loss per Share
The Company’s computation of earnings (loss) per share (“EPS”) includes basic and diluted EPS. Basic EPS is measured as the income (loss) available to common shareholders divided by the weighted average number of common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares (e.g., common stock warrants and common stock options) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS.
Loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the respective periods. Basic and diluted loss per common share is the same for all periods presented because all common stock warrants and common stock options outstanding were anti-dilutive.
At September 30, 2021 and 2020, the Company excluded the outstanding Employee Equity Plans (“EEP”) and other securities summarized below calculated using the Treasury Stock Method, which entitled the holders thereof to ultimately acquire shares of common stock, from its calculation of earnings per share, as their effect would have been anti-dilutive.
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Accounting Pronouncements Recently Adopted | Accounting Pronouncements Recently Adopted In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), as part of its simplification initiative to reduce the cost and complexity in accounting for income taxes. ASU 2019-12 removes certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also amends other aspects of the guidance to help simplify and promote consistent application of GAAP. The guidance is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We adopted this ASU on January 1, 2021 and it did not have a material impact on our financial statements. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Not Yet Adopted
The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financial statements properly reflect the change.
In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”) which supersedes ASC Topic 840, Leases. ASU 2016-02 requires lessees to recognize a right-of-use asset and a lease liability on their balance sheets for all the leases with terms greater than 12 months. Based on certain criteria, leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition in the income statement. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. In November 2019, the FASB delayed the effective date for Topic 842 to fiscal years beginning after December 15, 2020 for private companies and emerging growth companies, and interim periods within those years, with early adoption permitted. In June 2020, the FASB issued ASU No 2020-05 that further delayed the effective date of Topic 842 to fiscal years beginning after December 15, 2021. We will adopt this new standard on January 1, 2022. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” that allows entities to apply the provisions of the new standard at the effective date, as opposed to the earliest period presented under the modified retrospective transition approach and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The modified retrospective approach includes a number of optional practical expedients primarily focused on leases that commenced before the effective date of Topic 842, including continuing to account for leases that commence before the effective date in accordance with previous guidance, unless the lease is modified. The Company currently expects that most of its operating lease commitments will be subject to the new standard and recognized as operating lease liabilities and right-of-use assets upon its adoption of Topic 842, which will increase the total assets and total liabilities that the Company reports relative to such amounts prior to adoption. The adoption of ASU 2016-02 is not expected to have a material impact on Arcimoto’s Statement of Operations.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) which replaces the current incurred loss methodology with an expected loss methodology which is referred to as the current expected loss (“CECL”) methodology. The measurement of credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loans receivables and trace accounts receivables and held-to-maturity debt securities. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees and other similar instruments) and net investment in leases recognized by a lessor in accordance with Accounting Standards Codification (“ASC”) Topic 842 – Leases. ASU 2016-13 also made changes to the accounting for available-for-sale debt securities and requires credit losses to be presented as an allowance rather than as a write-down on such securities management does not intend to sell or believes that it is more likely than not they will be required to sell. The Company is required to adopt ASU 2016-13 on January 1, 2023 and has not completed its assessment of ASU 2016-13’s impact on its financial statements. |
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- References No definition available.
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- Definition Disclosure of accounting policy for the going concern is an underlying assumption in the preparation of financial statements, hence it is assumed that the entity has neither the intention, nor the need, to liquidate or curtail materially the scale of its operations. No definition available.
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- References No definition available.
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- Definition Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). No definition available.
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- Definition Disclosure of accounting policy for completed business combinations (purchase method, acquisition method or combination of entities under common control). This accounting policy may include a general discussion of the purchase method or acquisition method of accounting (including for example, the treatment accorded contingent consideration, the identification of assets and liabilities, the purchase price allocation process, how the fair values of acquired assets and liabilities are determined) and the entity's specific application thereof. An entity that acquires another entity in a leveraged buyout transaction generally discloses the accounting policy followed by the acquiring entity in determining the basis used to value its interest in the acquired entity, and the rationale for that accounting policy. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Disclosure of accounting policy for goodwill. This accounting policy also may address how an entity assesses and measures impairment of goodwill, how reporting units are determined, how goodwill is allocated to such units, and how the fair values of the reporting units are determined. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Disclosure of accounting policy for finite-lived intangible assets. This accounting policy also might address: (1) the amortization method used; (2) the useful lives of such assets; and (3) how the entity assesses and measures impairment of such assets. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact. No definition available.
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Summary of Significant Accounting Policies (Tables) |
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Sep. 30, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of inventory |
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Schedule of earnings per share anti-dilutive |
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- References No definition available.
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- Definition Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Tabular disclosure of the carrying amount as of the balance sheet date of merchandise, goods, commodities, or supplies held for future sale or to be used in manufacturing, servicing or production process. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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TMW Acquisition (Tables) |
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Business Combinations [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of purchase price |
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Schedule of proforma financial information |
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- Definition Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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- References No definition available.
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- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Property and Equipment (Tables) |
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Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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- References No definition available.
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- Definition Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Intangible Assets (Tables) |
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Schedule of intangible assets |
(1) On February 4, 2021, the Company acquired various assets of Tilting Motor Works, Inc. (See Note 3)
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- References No definition available.
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- Definition Tabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Stock-Based Payments (Tables) |
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Share-based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of compensation, including stock options, warrants and stock issued for compensation and services |
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- References No definition available.
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- Definition Tabular disclosure of allocation of amount expensed and capitalized for award under share-based payment arrangement to statement of income or comprehensive income and statement of financial position. Includes, but is not limited to, corresponding line item in financial statement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Commitments and Contingencies (Tables) |
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Commitments and Contingencies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of future minimum rent |
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- References No definition available.
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- References No definition available.
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Summary of Significant Accounting Policies (Details) - USD ($) |
9 Months Ended | |
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Sep. 30, 2021 |
Dec. 31, 2020 |
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Summary of Significant Accounting Policies (Details) [Line Items] | ||
Cash | $ 32,978,000 | |
Offering cash | 45,000,000 | |
Inventory scrap | 642,000 | $ 550,000 |
Prepaid expense | 720,000 | |
Cost of goods sold for inventory obsolescence | 115,000 | |
Purchasing batteries | $ 670,000 | |
Percentage of fair value of reporting unit in excess of carrying amount | 50.00% | |
Minimum [Member] | ||
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Intangible assets amortized useful life | 10 years | |
Maximum [Member] | ||
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Intangible assets amortized useful life | 14 years |
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- Definition Purchasing batteries No definition available.
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- References No definition available.
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- Definition Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition The cash inflow associated with the acquisition of a business when the cash held by the acquired business exceeds the cash payments to acquire the business. No definition available.
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- Definition Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. No definition available.
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- Definition Gross amount of components used by the entity which are bought from another entity rather than produced by the entity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Gross amount of residue from manufacturing or production process that has recovery value. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Carrying amount as of the balance sheet date of expenditures made in advance of when the economic benefit of the cost will be realized, and which will be expensed in future periods with the passage of time or when a triggering event occurs. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Percentage of fair value of reporting unit in excess of carrying amount. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
Summary of Significant Accounting Policies (Details) - Schedule of inventory - USD ($) |
Sep. 30, 2021 |
Dec. 31, 2020 |
---|---|---|
Schedule of inventory [Abstract] | ||
Raw materials | $ 5,219,355 | $ 4,667,780 |
Work in progress | 242,103 | 65,210 |
Finished goods | 858,095 | 371,078 |
Total | $ 6,319,553 | $ 5,104,068 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount before valuation and LIFO reserves of completed merchandise or goods expected to be sold within one year or operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount after valuation and LIFO reserves of inventory expected to be sold, or consumed within one year or operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount before valuation and LIFO reserves of raw materials expected to be sold, or consumed within one year or operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount before valuation and LIFO reserves of merchandise or goods in the production process expected to be completed within one year or operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
Summary of Significant Accounting Policies (Details) - Schedule of earnings per share anti-dilutive - shares |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2021 |
Sep. 30, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
|
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 2,273,836 | 2,228,165 | 2,548,080 | 1,124,752 |
Options and other instruments under the 2012, 2015, and 2018 Plans to purchase common stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 2,218,840 | 1,959,681 | 2,486,917 | 1,105,733 |
Underwriters and investors warrants issued outside of an EEP [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 54,996 | 268,484 | 61,163 | 19,019 |
X | ||||||||||
- Definition Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
TMW Acquisition (Details) - USD ($) |
1 Months Ended | |
---|---|---|
Feb. 04, 2021 |
Jan. 23, 2021 |
|
Business Combinations [Abstract] | ||
Cash paid | $ 1,754,083 | |
Issued shares of common stock | 436,339 | |
Date of acquisition | 12.50% |
X | ||||||||||
- Definition Date of acquisition No definition available.
|
X | ||||||||||
- Definition Amount of equity interests of the acquirer, including instruments or interests issued or issuable in consideration for the business combination. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Number of shares of stock issued as of the balance sheet date, including shares that had been issued and were previously outstanding but which are now held in the treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
TMW Acquisition (Details) - Schedule of purchase price - USD ($) |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2021 |
Sep. 30, 2021 |
Dec. 31, 2020 |
|
Schedule of purchase price [Abstract] | |||
Cash | $ 1,754,083 | ||
Add: Fair value of shares issued (in Shares) | 13,038,355 | ||
Total consideration | $ 14,792,438 | ||
Assets acquired: | |||
Inventory | 342,394 | ||
Prepaid expenses and other current assets | 4,083 | ||
Property, plant, and equipment | 4,349 | ||
Trade name | 2,052,000 | ||
Proprietary technology | 7,010,000 | ||
Customer relationships | 1,586,000 | ||
Goodwill | 6,824,209 | $ 6,824,209 | |
Total assets acquired | 17,823,035 | ||
Liabilities assumed: | |||
Customer deposits | 91,749 | ||
Deferred tax liability | 2,938,848 | ||
Total liabilities assumed | 3,030,597 | ||
Estimated fair value of net assets acquired | $ 14,792,438 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Number of shares of equity interests issued or issuable to acquire entity. No definition available.
|
X | ||||||||||
- Definition Amount of customer relationships at the acquisition date. No definition available.
|
X | ||||||||||
- Definition The amount of proprietary technology recognized as of the acquisition date. No definition available.
|
X | ||||||||||
- Definition The amount of trade name recognized as of the acquisition date. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of consideration transferred, consisting of acquisition-date fair value of assets transferred by the acquirer, liabilities incurred by the acquirer, and equity interest issued by the acquirer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of assets acquired at the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer, acquired at the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of other liabilities due within one year or within the normal operating cycle, if longer, assumed at the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of deferred tax liability attributable to taxable temporary differences assumed at the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The amount of inventory recognized as of the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of liabilities assumed at the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount recognized as of the acquisition date for the identifiable assets acquired in excess of (less than) the aggregate liabilities assumed. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The amount of property, plant, and equipment recognized as of the acquisition date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Fair value portion of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. No definition available.
|
X | ||||||||||
- Definition Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
TMW Acquisition (Details) - Schedule of proforma financial information - USD ($) |
3 Months Ended | 9 Months Ended | |
---|---|---|---|
Sep. 30, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
|
Schedule of proforma financial information [Abstract] | |||
Revenues | $ 876,902 | $ 3,619,510 | $ 1,992,925 |
Net loss attributable to common stockholders | $ (4,784,990) | $ (24,758,304) | $ (12,633,221) |
Net loss per basic and diluted common share (in Dollars per share) | $ (0.15) | $ (0.68) | $ (0.46) |
Weighted average common shares outstanding: | |||
Basic and diluted (in Shares) | 32,113,806 | 36,340,706 | 27,547,972 |
X | ||||||||||
- Definition The pro forma basic and diluted net income per share for a period as if the business combination or combinations had been completed at the beginning of a period. No definition available.
|
X | ||||||||||
- Definition The weighted average number of shares or units and dilutive common stock or unit equivalents outstanding in the calculation of proforma basic and diluted earnings per share (earnings per unit), which is commonly presented in initial public offerings based on the terms of the offering. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The pro forma net Income or Loss for the period as if the business combination or combinations had been completed at the beginning of a period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The pro forma revenue for a period as if the business combination or combinations had been completed at the beginning of the period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
Property and Equipment (Details) - USD ($) |
1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
---|---|---|---|---|---|
Dec. 23, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
Jun. 30, 2020 |
Sep. 30, 2021 |
|
Property, Plant and Equipment [Abstract] | |||||
Purchase of assets, description | the Company entered into an agreement to purchase certain buildings totaling approximately 187,000 square feet, and approximately 6.6 acres of real estate located within the City of Eugene, Oregon. The Company has agreed to purchase the properties commonly known as 311 Chambers Street and 1480 West 3rd Avenue, from RLA Holdings, LLC for the total purchase price of $10,250,000. The Company pledged $80,000 as earnest money for the transaction. During the first quarter of 2021, an additional 4.1 acres and 33,000 square feet of buildings to the south commonly known as 1593 W. 5th Ave. Eugene, Oregon was added to the purchase agreement totaling $2,500,000. The total sales price was increased to $12,750,000. The purchase was contingent upon the Company’s complete and unconditional approval of: (i) the property and its physical condition, zoning and land use restrictions, and all systems, utilities, and access rights pertaining to the property; (ii) the seller’s documents; (iii) securing financing; (iv) a Phase I environmental assessment and all appropriate inquiries investigation so as to protect the Company under CERCLA; and (v) anything else the Company deems necessary. On March 15, 2021, the due diligence was completed and the Company paid the $80,000 earnest money. On April 19, 2021, the Company closed and completed the purchase of the properties described above. RLA Holdings, LLC will be permitted to rent back the 311 Chambers St property after closing for up to six (6) months at a rate of $50,000 per month plus all utilities, taxes, insurance, and maintenance expenses. $25,000 was deducted from the purchase price at the closing to cover the tenant’s security deposit. $1,250,000 was deducted at the closing and will be paid in one year from the closing date. This sum is secured by a zero interest note. The Company intends to utilize these properties to improve its production capabilities. | ||||
Depreciation expense | $ 412,000 | $ 238,000 | $ 676,000 | $ 1,089,000 |
X | ||||||||||
- Definition For the asset that is reclassified back to held and use from held-for-sale, the depreciation expense recognized when the asset is reclassified. This represents the difference between the carrying value at the time the decision to reclassify is made and the carrying amount that the asset would have had if it had never been classified as held for sale (including consideration of depreciation expense). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Describes contracts, agreements and arrangements that give the entity unilateral rights to purchase the land covered by the option for a specified period of time. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
|
X | ||||||||||
- Definition Amount after depreciation of long-lived, physical assets used to produce goods and services and not intended for resale, classified as other. No definition available.
|
X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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- Details
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- Details
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- Details
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- Details
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- Details
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X | ||||||||||
- Details
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Intangible Assets (Details) - USD ($) |
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 30, 2021 |
Sep. 30, 2021 |
|
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 210,000 | $ 552,000 |
X | ||||||||||
- Definition Amortization expense. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. No definition available.
|
X | ||||||||||
- Definition Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
|
X | ||||||||||
- Definition Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of increase in assets, excluding financial assets, lacking physical substance with a definite life, from an acquisition. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
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X | ||||||||||
- Details
|
Customer Deposits (Details) - USD ($) |
9 Months Ended | |
---|---|---|
Sep. 30, 2021 |
Sep. 30, 2020 |
|
Customer Deposits [Abstract] | ||
Customer deposit | $ 740,000 | $ 606,000 |
Interests (preorders) in purchasing FUVs | 2,500 | |
Interests in purchasing our FUV | $ 100 |
X | ||||||||||
- Definition Customer deposit. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The interest expense recognized during the period on customer deposits or security deposits held in interest bearing accounts. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of other interest-bearing domestic deposit liabilities. No definition available.
|
Capital Lease Obligations and Notes Payable (Details) - USD ($) |
9 Months Ended | |||
---|---|---|---|---|
Apr. 27, 2021 |
May 05, 2020 |
Sep. 30, 2021 |
Dec. 31, 2020 |
|
Capital Lease Obligations and Notes Payable (Details) [Line Items] | ||||
Purchase of capital equipment | $ 1,800,000 | |||
Capital lease payments | $ 36,000 | |||
Lease obligations maturity, description | These lease obligations mature ranging from December 2021 through August 2027 and are secured by approximately $2,171,000 in underlying assets which have approximately $645,000 in accumulated depreciation as of September 30, 2021. | |||
Underlying assets | $ 2,171,000 | |||
Accumulated depreciation | 645,000 | |||
Capital lease obligations | $ 1,187,000 | $ 781,000 | ||
Description of note payable | the Company received a Paycheck Protection Program (“PPP”) loan in the amount of approximately $1,069,000, referred to on the balance sheet as Note payable to bank. The loan had an interest rate of 1% and monthly payments of approximately $60,000 for 18 months beginning December 5, 2020. | These equipment notes mature ranging from January 2023 through October 2026. The balance of equipment financing notes payable was approximately $1,593,000 and $1,590,000 as of September 30, 2021 and December 31, 2020, respectively. | ||
Outstanding principal forgiven amount | $ 1,069,000 | $ 0 | ||
Interest forgiven amount | $ 10,000 | |||
Financed total | 2,597,000 | |||
Payments of amount | 50,000 | |||
Minimum [Member] | ||||
Capital Lease Obligations and Notes Payable (Details) [Line Items] | ||||
Purchase of capital equipment | $ 400 | |||
Repayment financial term | 48 months | |||
Effective interest rates of percentage | 4.52% | |||
Capital equipment purchases | $ 400 | |||
Repayment term | 60 years | |||
Effective interest rates | $ 0.0199 | |||
Maximum [Member] | ||||
Capital Lease Obligations and Notes Payable (Details) [Line Items] | ||||
Purchase of capital equipment | $ 9,000 | |||
Repayment financial term | 60 months | |||
Effective interest rates of percentage | 9.52% | |||
Capital equipment purchases | $ 12,000 | |||
Repayment term | 72 years | |||
Effective interest rates | $ 0.099 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Lease Obligations Maturity Description. No definition available.
|
X | ||||||||||
- Definition Amount of capital equipment purchase. No definition available.
|
X | ||||||||||
- Definition Repayment term. No definition available.
|
X | ||||||||||
- Definition Underlying assets. No definition available.
|
X | ||||||||||
- Definition capital equipment purchases. No definition available.
|
X | ||||||||||
- Definition effective interest rates. No definition available.
|
X | ||||||||||
- Definition effectiveinterestratesofpercentage. No definition available.
|
X | ||||||||||
- Definition financed total. No definition available.
|
X | ||||||||||
- Definition Payments Of Amount. No definition available.
|
X | ||||||||||
- Definition Amount equal to the present value (the principal) at the beginning of the lease term of minimum lease payments during the lease term (excluding that portion of the payments representing executory costs such as insurance, maintenance, and taxes to be paid by the lessor, together with any profit thereon) net of payments or other amounts applied to the principal through the balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of minimum lease payments to be received by the lessor for capital leases. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition The total charge for the use of long-lived depreciable assets subject to a lease meeting the criteria for capitalization. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Identification of the lender and information about a contractual promise to repay a short-term or long-term obligation, which includes borrowings under lines of credit, notes payable, commercial paper, bonds payable, debentures, and other contractual obligations for payment. This may include rationale for entering into the arrangement, significant terms of the arrangement, which may include amount, repayment terms, priority, collateral required, debt covenants, borrowing capacity, call features, participation rights, conversion provisions, sinking-fund requirements, voting rights, basis for conversion if convertible and remarketing provisions. The description may be provided for individual debt instruments, rational groupings of debt instruments, or by debt in total. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Face (par) amount of debt instrument at time of issuance. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of the required periodic payments applied to interest. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Term of lessee's finance lease renewal, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Details
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X | ||||||||||
- Details
|
Stockholders’ Equity (Details) - USD ($) |
9 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Jan. 25, 2021 |
Sep. 30, 2021 |
Sep. 30, 2020 |
Dec. 31, 2020 |
|
Stockholders’ Equity (Details) [Line Items] | ||||
Preferred stock, shares authorized | 1,500,000 | 1,500,000 | ||
Reserved shares of common stock equity incentive plans | 6,327,711 | |||
Issuance of common stock shares | 17,421 | 60,591 | ||
Fair value amount (in Dollars) | $ 221,000 | |||
Fair value of common stock (in Dollars) | 100,000 | $ 181,000 | ||
Proceeds from stock option exercised (in Dollars) | $ 23,000 | |||
Employees shares issued | 5,225 | |||
Stock option exercised | 171,470 | |||
Stock option issued (in Dollars) | $ 34,666 | |||
Exercised market price (in Dollars) | 7.638 | |||
Issuance common stock issued (in Dollars) | $ 93,766 | |||
Employees shares issued | 22,463 | |||
Employee warrants, shares (in Dollars) | $ 50,004 | |||
Exercise price (in Dollars per share) | $ 0.5 | |||
Cashless market price (in Dollars per share) | $ 7.484 | |||
Issuance of common stock shares | 46,663 | |||
Market price per share (in Dollars per share) | $ 8.86 | |||
Issuance shares | 642,776 | |||
Converted common shares | 5,546 | |||
Equity Distribution Agreement [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Aggregate gross proceeds (in Dollars) | $ 80,000,000 | |||
ATM [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Common stock sold | 1,853,181 | |||
Aggregate net proceeds (in Dollars) | $ 33,100,000 | |||
Employee Stock Option [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Stock option exercised | 457,433 | |||
Proceeds from stock option exercised (in Dollars) | $ 1,456,000 | |||
Employee Stock Option One [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Stock option exercised | 471,428 | |||
Exercise price (in Dollars per share) | $ 3.5 | |||
Proceeds from stock option exercised (in Dollars) | $ 1,650,000 | |||
Series A-1 Preferred Stock [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Preferred stock, shares authorized | 1,500,000 | |||
Class C Preferred Stock [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 | ||
Preferred stock, shares designated | 2,000,000 | |||
Investors [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Warrants issued (in Dollars) | $ 944,444 | |||
Warrants exercise price (in Dollars per share) | $ 2.83 | |||
Minimum [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Exercise price (in Dollars per share) | 4.33 | |||
Earning per share basic (in Dollars per share) | 2.06 | |||
Exercise prices per share (in Dollars per share) | $ 6.32 | |||
Exercise prices (in Dollars) | $ 2.54 | |||
Minimum [Member] | ATM [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Price per share (in Dollars per share) | $ 12.36 | |||
Minimum [Member] | Employee Stock Option [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Exercise price (in Dollars per share) | 1.71 | |||
Maximum [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Exercise price (in Dollars per share) | 4.52 | |||
Earning per share basic (in Dollars per share) | 4.52 | |||
Exercise prices per share (in Dollars per share) | $ 7.64 | |||
Exercise prices (in Dollars) | $ 3.57 | |||
Maximum [Member] | ATM [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Price per share (in Dollars per share) | $ 32.87 | |||
Maximum [Member] | Employee Stock Option [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Exercise price (in Dollars per share) | $ 5.41 | |||
Equity Incentive Plan [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Reserved shares of common stock equity incentive plans | 122,238 | 593,667 | ||
Options and warrants outstanding | 4,046,430 | 4,058,791 | ||
Preferred Stock [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Preferred stock, shares authorized | 5,000,000 | |||
Warrants [Member] | Employee Stock Option [Member] | ||||
Stockholders’ Equity (Details) [Line Items] | ||||
Stock option exercised | 155,000 | |||
Proceeds from stock option exercised (in Dollars) | $ 78,000 | |||
Warrants exercise price (in Dollars per share) | $ 0.5 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Aggregate net proceeds. No definition available.
|
X | ||||||||||
- Definition Converted common shares. No definition available.
|
X | ||||||||||
- Definition Employe Stock option shares. No definition available.
|
X | ||||||||||
- Definition Exercise prices. No definition available.
|
X | ||||||||||
- Definition exercise prices. No definition available.
|
X | ||||||||||
- Definition exercise prices per share. No definition available.
|
X | ||||||||||
- Definition exercised market price. No definition available.
|
X | ||||||||||
- Definition Fair value amount. No definition available.
|
X | ||||||||||
- Definition issuance common stock issued. No definition available.
|
X | ||||||||||
- Definition issuance of common stock shares. No definition available.
|
X | ||||||||||
- Definition issuance shares. No definition available.
|
X | ||||||||||
- Definition market price per share. No definition available.
|
X | ||||||||||
- Definition Preferred stock shares designated. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition warrants exercise price. No definition available.
|
X | ||||||||||
- Definition warrants issued. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition employee warrants. No definition available.
|
X | ||||||||||
- Definition Exercise price per share or per unit of warrants or rights outstanding. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Number of warrants or rights outstanding. No definition available.
|
X | ||||||||||
- Definition The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The number of shares issued or sold by the subsidiary or equity method investee per stock transaction. No definition available.
|
X | ||||||||||
- Definition Per share amount received by subsidiary or equity investee for each share of common stock issued or sold in the stock transaction. No definition available.
|
X | ||||||||||
- Definition Agreed-upon price for the exchange of the underlying asset relating to the share-based payment award. No definition available.
|
X | ||||||||||
- Definition Number of shares authorized for issuance under share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares purchased for issuance under share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The fair value of stock issued in noncash financing activities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares of capital stock issued (purchased by employees) in connection with an employee stock ownership plan. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of share options (or share units) exercised during the current period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Value of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
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X | ||||||||||
- Details
|
Stock-Based Payments (Details) - USD ($) |
1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
---|---|---|---|---|---|---|---|---|---|
Jun. 11, 2021 |
Jun. 07, 2021 |
Apr. 20, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
Jun. 30, 2021 |
Jan. 23, 2021 |
|
Stock-Based Payments (Details) [Line Items] | |||||||||
Employee stock-based compensation expense | $ 26,000 | $ 89,000 | |||||||
Risk free interest rate | 0.96% | ||||||||
Dividend yield rate | 0.00% | ||||||||
Stock price volatility rate | 94.20% | ||||||||
Options vest over term | 3 years | ||||||||
Common share purchase (in Shares) | 46,900 | ||||||||
Fair value | $ 430,500 | $ 181,329 | |||||||
Year expected term | 6 years 3 months 18 days | ||||||||
Restricted stock (in Shares) | 8,473 | 8,473 | |||||||
Employee Stock Ownership Plan ESOP Fair Value Of Share Subject To Repurchase Obligation | $ 96,846 | ||||||||
Description of stock-based compensation | Total compensation cost related to non-vested awards issued under the 2018 Plan not yet recognized as of September 30, 2021 was approximately $9,532,000 and will be recognized on a straight-line basis through 2.43 years based on the respective vesting periods. The amount of future stock option compensation expense could be affected by any future option grants or forfeitures. | ||||||||
Issuance of common stock shares (in Shares) | 17,421 | ||||||||
Common shares for accounts payable (in Shares) | 60,591 | ||||||||
Shares investor (in Shares) | 6,421 | 32,749 | |||||||
Issuance of common shares | $ 100,000 | $ 181,000 | |||||||
Cash payments | 7,500 | ||||||||
Investor relations | 22,500 | 94,500 | |||||||
Investor relations additional services | 115,500 | 334,500 | |||||||
Total shares issued (in Shares) | 436,339 | ||||||||
Total compensation non vested | $ 44,000 | $ 44,000 | |||||||
ShareBasedCompensationArrangementByShare Based Payment Award Option Outstanding IntrinsicValue | 138,000 | ||||||||
Minimum [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Approved an increase from shares (in Shares) | 4,000,000 | ||||||||
Maximum [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Approved an increase from shares (in Shares) | 6,000,000 | ||||||||
2018 Omnibus Stock Incentive Plan [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Options authorized (in Shares) | 1,000,000 | ||||||||
Common share purchase (in Shares) | 1,000,000 | ||||||||
Employee stock-based compensation expense | 1,302,000 | $ 474,000 | $ 2,598,000 | $ 1,143,000 | |||||
Options to purchase shares of common stock (in Shares) | 674,000 | ||||||||
Fair value grant date | $ 7,055,000 | ||||||||
Risk free interest rate | 1.00% | ||||||||
Dividend yield rate | 0.00% | ||||||||
Stock price volatility rate | 91.90% | ||||||||
Options vest over term | 3 years | ||||||||
2018 Omnibus Stock Incentive Plan [Member] | Minimum [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Common share purchase (in Shares) | 2,000,000 | ||||||||
2018 Omnibus Stock Incentive Plan [Member] | Maximum [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Common share purchase (in Shares) | 4,000,000 | ||||||||
2018 Omnibus Stock Incentive Plan [Member] | Common Stock [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Remaining Reserve Of Share Of Common Stock Under Plan (in Shares) | 2,271,002 | ||||||||
2015 Stock Incentive Plan [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Employee stock-based compensation expense | $ 19,800 | $ 61,800 | |||||||
Total shares issued (in Shares) | 1,000,000 | ||||||||
Common Stock Compensation [Member] | |||||||||
Stock-Based Payments (Details) [Line Items] | |||||||||
Fair value | $ 221,105 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of fair value grant date. No definition available.
|
X | ||||||||||
- Definition Investor Relations. No definition available.
|
X | ||||||||||
- Definition Investor Relations Additional services. No definition available.
|
X | ||||||||||
- Definition Issuance of common stock shares No definition available.
|
X | ||||||||||
- Definition Options to purchase shares of common stock. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Restricted Stock. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of expense for employee benefit and equity-based compensation. No definition available.
|
X | ||||||||||
- Definition Amount of addition (reduction) to the amount at which an instrument classified in shareholders' equity could be incurred (settled) in a current transaction between willing parties. No definition available.
|
X | ||||||||||
- Definition Additional shares included in the calculation of diluted EPS as a result of the potentially dilutive effect of share based payment arrangements using the treasury stock method. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Useful life of intermediate-life plants, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The cash inflow from the additional capital contribution to the entity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Description of terms of share-based payment arrangement. Includes, but is not limited to, type of award or grantee and reason for issuance. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The risk-free interest rate assumption that is used in valuing an option on its own shares. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Expected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of increase (decrease) of non-vested options. No definition available.
|
X | ||||||||||
- Definition Number of shares of stock issued as of the balance sheet date, including shares that had been issued and were previously outstanding but which are now held in the treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of new stock issued during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Value of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders. No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
Stock-Based Payments (Details) - Schedule of compensation, including stock options, warrants and stock issued for compensation and services - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2021 |
Sep. 30, 2020 |
Sep. 30, 2021 |
Sep. 30, 2020 |
|
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total | $ 1,322,119 | $ 499,921 | $ 2,660,463 | $ 1,232,519 |
Research and development [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total | 260,262 | 64,810 | 531,836 | 164,025 |
Sales and marketing [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total | 229,892 | 31,121 | 447,450 | 86,027 |
General and administrative [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total | 410,086 | 315,274 | 906,920 | 762,520 |
Cost of goods sold [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total | $ 421,879 | $ 88,716 | $ 774,257 | $ 219,947 |
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
|
X | ||||||||||
- Definition Amount of noncash expense for share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
Commitments and Contingencies (Details) |
1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Feb. 08, 2021 |
Feb. 08, 2021
USD ($)
|
Nov. 18, 2020
USD ($)
ft²
|
Dec. 06, 2019
ft²
m²
|
Oct. 18, 2021
USD ($)
m²
|
Feb. 28, 2021
USD ($)
|
Mar. 06, 2020 |
Sep. 30, 2021
USD ($)
m²
|
Sep. 30, 2020
USD ($)
|
Sep. 30, 2021
USD ($)
m²
|
Sep. 30, 2020
USD ($)
|
Mar. 03, 2020
m²
|
Nov. 01, 2018 |
Oct. 18, 2018
m²
|
Oct. 15, 2018
USD ($)
m²
|
|
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||
Lease term | 25 years | 60 months | 60 months | ||||||||||||
Office lease | 106 | 6,508 | 1,700 | 10,752 | |||||||||||
Warehouse space (in Square Meters) | m² | 4,318 | 32,000 | |||||||||||||
Prepaid rent | $ 12,000 | ||||||||||||||
Increase in Rent percentage | 3.00% | ||||||||||||||
Commercial industrial office space (in Square Meters) | m² | 5,291 | ||||||||||||||
Rent | $ 4,500 | ||||||||||||||
Rent expenses percentage | 3.00% | ||||||||||||||
Lease square foot (in Square Meters) | m² | 4,491 | ||||||||||||||
Rent paid | $ 18,000 | $ 2,000 | $ 8,982 | ||||||||||||
Asphalt paving and undeveloped greenfield space (in Square Meters) | m² | 125,000 | 125,000 | |||||||||||||
Prepaid rent | $ 12,948 | $ 12,948 | |||||||||||||
Office lease, description | we entered into a lease for a 15,124 square foot office space on the second floor of 155 Blair Boulevard, Eugene, Oregon 97402 that will be used for office and general use and warehouse space located at 135 Blair Boulevard, Eugene, Oregon 97402 that will be used for a dealer and rental location. The term of the lease is 60 months which began on March 1, 2020. There is an option for two successive five-year extension periods. | ||||||||||||||
Rent percentage increase | 2.50% | ||||||||||||||
Percentage rent | 0.10 | ||||||||||||||
Total rent | 4,500 | ||||||||||||||
Rent expense | 306,000 | $ 98,000 | 629,000 | $ 242,000 | |||||||||||
Research and development expenses | $ 3,750,000 | ||||||||||||||
Research and development expense | 750,000 | 2,375,000 | |||||||||||||
Commitments and contingencies, description | Arcimoto alleged that Ayro’s 311 two-seater electric vehicles infringe U.S. Patent 8,985,255 (the “255 Patent”). The Complaint asked for monetary damages and enhanced damages due to willful infringement of the 255 Patent by Ayro. | ||||||||||||||
Lease [Member] | |||||||||||||||
Commitments and Contingencies (Details) [Line Items] | |||||||||||||||
Prepaid rent | $ 1,815 | $ 1,815 |
X | ||||||||||
- Definition Asphalt paving and undeveloped greenfield space. No definition available.
|
X | ||||||||||
- Definition The amount of Base rent. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Commitments and Contingencies, description. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Office lease, description. No definition available.
|
X | ||||||||||
- Definition For the period ended rent expenses percentage. No definition available.
|
X | ||||||||||
- Definition It represent rent percentage. No definition available.
|
X | ||||||||||
- Definition Research and development expenses. No definition available.
|
X | ||||||||||
- Definition Warehouse space. No definition available.
|
X | ||||||||||
- Definition total rent. No definition available.
|
X | ||||||||||
- Definition Amount at the balance sheet date that has been received by the entity that represents rents paid in advance. No definition available.
|
X | ||||||||||
- Definition Area of land held. No definition available.
|
X | ||||||||||
- Definition Amount of increase (decrease) of consideration paid in advance for rent that provides economic benefits in future periods. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of rent expense incurred for leased assets, including but not limited to, furniture and equipment, that is not directly or indirectly associated with the manufacture, sale or creation of a product or product line. No definition available.
|
X | ||||||||||
- Definition Term of lessor's operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of other research and development expense. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition This element represents the rental revenue earned during the period from lessee-operators based on revenues generated in their operations, generally in excess of a base amount. Such rental revenue is generally stipulated in the lease agreement, usually will provide for a fixed percentage of revenue to be paid as additional (or possibly only) rent due the lessor, and may be based on gross revenues, net revenues, or multiple variations thereof. Percentage rent is often required under leases with retail outlets located on premises owned by hoteliers, cruise lines, others in the hospitality industry, and shopping mall operators, among others. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of asset related to consideration paid in advance for rent that provides economic benefits within a future period of one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Details
|
Commitments and Contingencies (Details) - Schedule of future minimum rent |
Sep. 30, 2021
USD ($)
|
---|---|
Schedule of future minimum rent [Abstract] | |
2021 (remaining) | $ 171,802 |
2022 | 543,246 |
2023 | 517,945 |
2024 | 340,840 |
2025 | 229,916 |
Thereafter | 77,267 |
Total | $ 1,881,016 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of required minimum rental payments for leases having an initial or remaining non-cancelable letter-terms in excess of one year. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the next fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the fourth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the third fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due in the second fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
X | ||||||||||
- Definition Amount of required minimum rental payments for operating leases having an initial or remaining non-cancelable lease term in excess of one year due after the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date. Reference 1: http://fasb.org/us-gaap/role/ref/otherTransitionRef
|
Related Party Transactions (Details) - USD ($) |
6 Months Ended | 9 Months Ended |
---|---|---|
Jun. 30, 2020 |
Sep. 30, 2021 |
|
Related Party Transactions [Abstract] | ||
Paid in cash | $ 12,500 | $ 23,900 |
X | ||||||||||
- Definition paid in cash. No definition available.
|
X | ||||||||||
- References No definition available.
|