BUSINESS ACQUISITION (Tables)

9 Months Ended

Sep. 30, 2023

Business Acquisition [Line Items]

Schedule of recognized identified assets acquired and liabilities assumed

Purchase Price:
Cash paid at closing	$	10
Due to landlord		755,906
Total Purchase Price, net of cash acquired		755,916
Assets Acquired:
Accounts receivable, net		636,550
Inventory		176,583
Costs and estimated earnings in excess of billings		181,152
Machinery and equipment		1,100,000
Total Assets Acquired:		2,094,285
Liabilities Assumed:
Billings in excess of costs and earnings on uncompleted contracts		(1,388,838	)
Total Liabilities Assumed		(1,388,838	)
Net Assets Acquired		705,447
Excess Purchase Price Goodwill	$	50,469

Schedule of future maturity of the lease liability

Years Ended December 31,
2023 (3 months)	$	93,174
2024		372,684
2025		93,174
Total		559,032
Less: Unamortized discount		(102,971	)
Total amount due to landlord		456,061
Less: current portion of amount due to landlord, net of discount		(281,123	)
Total long-term portion of amount due to landlord	$	174,938

P U R O Lighting L L C [Member]

Business Acquisition [Line Items]

Schedule of recognized identified assets acquired and liabilities assumed

Purchase Price:
Cash paid at closing, net of cash acquired	$	3,828,967
Common stock		2,597,111
Series B Preferred Stock		3,712,500
Series C Preferred Stock		667,947
Contingent consideration-Make Whole***		2,397,334
Contingent consideration-Earnout		4,046,232
Total Purchase Price, net of cash acquired		17,250,091
Assets Acquired:
Accounts receivable, net		274,574
Inventory		2,085,912
Other current assets		415,188
Fixed assets, net		5,075
Tradenames/trademarks		1,228,000
Technology/know-how/trade secrets		1,842,000
Patented technology		1,710,000
Customer relationships		4,705,000
Total Assets Acquired:		12,265,749
Liabilities Assumed:
Accounts payable and accrued expenses		(936,448	)
Deferred revenue		(18,482	)
Total Liabilities Assumed		(954,930	)
Net Assets Acquired		11,310,819
Excess Purchase Price “Goodwill”	$	5,939,272

L E D Supply Co L L C [Member]

Business Acquisition [Line Items]

Schedule of recognized identified assets acquired and liabilities assumed

Purchase Price:
Cash paid at closing	$	286,742
Common stock		1,432,889
Series C Preferred Stock		396,042
Contingent considerations-Common Stock True Up***		1,322,665
Contingent considerations-Earnout		10,609,442
Total Purchase Price, net of cash acquired		14,047,780
Assets Acquired:
Accounts receivable, net		1,461,461
Inventory		1,925,285
Other current assets		232,095
Vendor deposits		375,672
Costs and estimated earnings in excess of billings		533,638
Fixed assets, net		106,330
Trademarks/tradenames		1,806,000
Technology/know-how/trade secrets		1,169,193
Vendor relationships		1,416,000
Rebate program		1,894,703
Customer relationships		2,088,000
Other non-current assets		24,819
Total Assets Acquired:		13,033,196
Liabilities Assumed:
Accounts payable		(2,854,509	)
Deferred revenue		(2,279,616	)
Notes payable		(1,973,946	)
Financing lease liability		(25,231	)
Total Liabilities Assumed		(7,133,302	)
Net Assets Acquired		5,899,894
Excess Purchase Price "Goodwill"	$	8,147,886