BUSINESS COMBINATIONS (Tables)
|
12 Months Ended |
Dec. 31, 2021 |
|---|
| Business Acquisition [Line Items] |
|
| Schedule of components of purchase price consideration |
|
|
|
|
Series B preferred stock |
|
$ |
11,000,000 |
Promissory note payable |
|
|
4,500,000 |
Purchase price consideration |
|
$ |
15,500,000 |
|
| Schedule of assets and liabilities acquired in business combination |
|
|
|
|
|
|
Purchase Price |
|
|
Allocation |
Cash and cash equivalents |
|
$ |
106,913 |
Accounts receivable, net |
|
|
37,479 |
Due (to) from factor, net |
|
|
(312,063) |
Inventory |
|
|
3,303,660 |
Prepaid expenses |
|
|
165,856 |
Deposits |
|
|
187,493 |
Property, equipment and software, net |
|
|
1,215,748 |
Goodwill |
|
|
6,479,218 |
Intangible assets |
|
|
8,600,000 |
Accounts payable |
|
|
(3,397,547) |
Accrued expenses and other liabilities |
|
|
(886,757) |
Purchase price consideration |
|
$ |
15,500,000 |
|
| Schedule of fair value of purchase price consideration |
|
|
|
|
Cash |
|
$ |
500,000 |
Common stock |
|
|
8,025,542 |
Contingent consideration |
|
|
3,421,516 |
Purchase price consideration |
|
$ |
11,947,058 |
|
| Schedule of allocation of purchase price in regard to acquisition |
|
|
|
|
|
|
Purchase Price |
|
|
Allocation |
Cash and cash equivalents |
|
$ |
24,335 |
Accounts receivable, net |
|
|
49,472 |
Inventory |
|
|
77,159 |
Prepaid expenses |
|
|
69,715 |
Deposits |
|
|
4,416 |
Property, equipment and software, net |
|
|
83,986 |
Goodwill |
|
|
9,681,548 |
Intangible assets |
|
|
3,936,030 |
Accounts payable |
|
|
(51,927) |
Accrued expenses and other liabilities |
|
|
(107,957) |
Deferred revenue |
|
|
(269,848) |
Due to related parties |
|
|
(1,361) |
Loan payable |
|
|
(148,900) |
Note payable - related party |
|
|
(299,489) |
Deferred tax liability |
|
|
(1,100,120) |
Purchase price consideration |
|
$ |
11,947,058 |
|
| Business acquisition Pro Forma information |
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
December 31, |
|
|
2021 |
|
2020 |
Net revenues |
|
$ |
11,834,601 |
|
$ |
12,989,493 |
Net loss |
|
$ |
(33,259,224) |
|
$ |
(12,761,206) |
Net loss per common share |
|
$ |
(4.33) |
|
$ |
(19.21) |
|
| Stateside |
|
| Business Acquisition [Line Items] |
|
| Schedule of fair value of purchase price consideration |
|
|
|
|
Cash |
|
$ |
5,000,000 |
Common stock |
|
|
3,403,196 |
Purchase price consideration |
|
$ |
8,403,196 |
|
| Schedule of allocation of purchase price in regard to acquisition |
|
|
|
|
|
|
Purchase Price |
|
|
Allocation |
Cash and cash equivalents |
|
$ |
32,700 |
Accounts receivable, net |
|
|
154,678 |
Due from factor, net |
|
|
371,247 |
Inventory |
|
|
603,625 |
Prepaid expenses |
|
|
7,970 |
Deposits |
|
|
9,595 |
Goodwill |
|
|
2,104,056 |
Intangible assets |
|
|
5,939,140 |
Accounts payable |
|
|
(374,443) |
Accrued expenses and other liabilities |
|
|
(445,372) |
Purchase price consideration |
|
$ |
8,403,196 |
|