Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Jul. 20, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-52506 | |
Entity Registrant Name | ESP Resources, Inc. | |
Entity Central Index Key | 0001346526 | |
Entity Incorporation, State or Country Code | NV | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | true | |
Entity Common Stock, Shares Outstanding | 237,830,249 |
Balance Sheet (unaudited)
Balance Sheet (unaudited) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||
Total assets | $ 0 | $ 0 |
Current Liabilities | ||
Due to related parties | 9,546 | 9,546 |
Total current liabilities | 9,546 | 9,546 |
Total liabilities | 9,546 | 9,546 |
Stockholders' Deficit | ||
Common Stock - $0.001 par value, 350,000,000 shares authorized; 237,830,249 shares and outstanding as of March 31, 2021 and December 31, 2020, respectively | 237,831 | 237,831 |
Additional paid in capital | 26,620,553 | 26,620,553 |
Accumulated deficit | (26,867,930) | (26,867,930) |
Total stockholders' deficit | (9,546) | (9,546) |
Total liabilities and stockholders' deficit | $ 0 | $ 0 |
Balance Sheet (unaudited) (Pare
Balance Sheet (unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 237,830,249 | 237,830,249 |
Common stock, shares outstanding | 237,830,249 | 237,830,249 |
Statements of Operations (unaud
Statements of Operations (unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | ||
Total revenue, net | $ 0 | $ 0 |
Operating expenses | ||
General and administrative expenses | 0 | 0 |
Total operating expenses | 0 | 0 |
Loss from Operations | 0 | 0 |
Other income (expenses) | ||
Total other income (expenses), net | 0 | 0 |
Loss from operations before income taxes | 0 | 0 |
Income tax expense | 0 | |
Net Loss | $ 0 | $ 0 |
Weighted average number of ordinary shares | ||
Basic and diluted | 237,830,249 | 237,830,249 |
Earnings per share | ||
Basic and diluted | $ 0 | $ 0 |
Statements of Changes in Shareh
Statements of Changes in Shareholders' Deficit (unaudited) - 3 months ended Mar. 31, 2021 - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2020 | 237,830,249 | |||
Beginning balance, value at Dec. 31, 2020 | $ 237,831 | $ 26,620,553 | $ (26,867,930) | $ (9,546) |
Net income (loss) | 0 | |||
Ending balance, shares at Mar. 31, 2021 | 237,830,249 | |||
Ending balance, value at Mar. 31, 2021 | $ 237,831 | $ 26,620,553 | $ (26,867,930) | $ (9,546) |
Statement of Cash Flows (unaudi
Statement of Cash Flows (unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash Flows From Operating Activities | ||
Net loss | $ 0 | $ 0 |
Changes in operating assets and liabilities | ||
Due to related parties | 0 | 0 |
Net cash used in operating activities | 0 | 0 |
Cash Flows From Investing Activities | ||
Net cash used in investing activities | 0 | 0 |
Cash Flows From Financing Activities | ||
Net cash provided by financing activities | 0 | 0 |
Net change in cash | 0 | 0 |
Cash, beginning of year | 0 | 0 |
Cash, end of year | 0 | 0 |
Supplemental disclosure of cash flow information | ||
Cash paid for income tax expense | 0 | 0 |
Cash paid for interest expense | $ 0 | $ 0 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS ESP Resources, Inc. (“ESP Resources” the “Company”) was incorporated in the State of Nevada on October 27, 2004. On March 10, 2016, ESP Resources, Inc. (the “Company” and/or the “Debtor”) filed a voluntary petition (the “Voluntary Petition”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) Case No. 16-60021-H2-11 seeking relief under the provisions of Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”). The Company’s bankruptcy case is being jointly administered with that of ESP Petrochemicals, Inc. under Case No. 16-60020-H2-11. On January 7, 2021, as a result of a custodianship in Clark County, Nevada, Case Number: A-20-825339-B, Custodian Ventures LLC (“Custodian”) was appointed custodian of (the “Company”). David Lazar is the managing director of Custodian On January 7, 2021, Custodian appointed David Lazar as the Company’s Chief Executive Officer, President, Secretary, Chief Financial Officer, Chief Executive Officer and Chairman of the Board of Directors. The Company’s year-end is December 31. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements have been prepared in accordance with the Financial Accounting Standards Board (“ FASB Codification GAAP Management’s Representation of Interim Financial Statements The accompanying unaudited financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company uses the same accounting policies in preparing quarterly and annual financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These financial statements include all of the adjustments, which in the opinion of management are necessary to a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These financial statements should be read in conjunction with the audited financial statements and notes thereto on December 31, 2020, as presented in the Company’s Annual Report on Form 10-K. Use of Estimates 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 and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ from those estimates. Income taxes The Company accounts for income taxes under FASB ASC 740, ”Accounting for Income Taxes” ”Accounting for Uncertainty in Income Taxes” The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit. Net Loss per Share Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. Recent Accounting Pronouncements There are no recent accounting pronouncements that impact the Company’s operations. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 3 - GOING CONCERN As of March 31, 2021, the Company had $-0- in cash and cash equivalents. The Company has net loss of $-0- for the three months ended March 31, 2021 and has negative working capital of $9,546 and accumulated deficit of $26,867,930 on March 31, 2021. The Company’s principal sources of liquidity have been cash provided by operating activities, as well as financial support from related parties. The Company’s operating results for future periods are subject to numerous uncertainties and it is uncertain if the Company will be able to maintain profitability and continue growth for the foreseeable future. If management is not able to increase revenue and/or manage operating expenses in line with revenue forecasts, the Company may not be able to maintain profitability. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company will focus on improving operation efficiency and cost reduction, developing core cash-generating business, and enhancing marketing function. Actions include developing more customers, as well as creating synergy using the Company’s resources. The Company believes that available cash and cash equivalents, the cash provided by operating activities, together with actions as developing more customers and create synergy of the Company’s resources, should enable the Company to meet presently anticipated cash needs for at least the next 12 months after the date that the financial statements are issued and the Company has prepared the financial statements on a going concern basis. If the Company encounters unforeseen circumstances that place constraints on its capital resources, management will be required to take various measures to conserve liquidity, which could include, but not necessarily be limited to, obtaining financial support from related parties and controlling overhead expenses. Management cannot provide any assurance that the Company’s efforts will be successful. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of these uncertainties. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
EQUITY | NOTE 4 – EQUITY Common Stock The Company has authorized 350,000,000 shares of $0.001 par value, common stock. As of March 31, 2021 and December 31, 2020 there were 237,830,249 shares of Common Stock issued and outstanding. |
RELATED PARTY NOTES PAYABLE
RELATED PARTY NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY NOTES PAYABLE | NOTE 5 – RELATED PARTY NOTES PAYABLE All of the Company’s financing has come from its Court appointed custodian, Custodian Ventures, LLC. As of March 31, 2021 and December 31, 2020 the Company’s court appointed custodian, Custodian Ventures had loaned the Company $9,546 on an interest free basis. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 6 – COMMITMENTS AND CONTINGENCIES The Company did not have any contractual commitments as of March 31, 2021. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 7 – SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were available to be issued and has determined that it does not have any material subsequent events to disclose in these financial statements except as follows: On July 2, 2021 the Company’s Board of Directors designated a class of 10,000,000 shares of Series A Preferred stock was a par value of $0.001. On July 16, 2021 the Board of Directors hereby approves issuing to Custodian Ventures LLC, a Wyoming limited-liability company,10,000,000 shares of Series A Preferred Stock in the Corporation for par value, as repayment of funds loaned to the Company by Custodian Ventures, LLC, and for services performed. As of June 30, 2021 the loans amounted to $9,620. The holders of the Series A Preferred Stock, shall have conversion rights as follows (the “Conversion Rights”), the holder of issued and outstanding shares of Series A Preferred Stock shall be entitled to convert the Series A Preferred Stock, at the option of the holder(s) thereof, at any time after the date of issuance of such shares, at the office of the Corporation or any transfer agent for such stock, into such number of fully paid and nonassessable shares of Common Stock that are equal to ninety percent (90%), post conversion, of the total number of issued and outstanding shares of Common Stock of the Corporation, if all Series A Preferred Stock are converted (the “Conversion Shares”), with each share of Series A Preferred Stock so converted to be converted into the number of common shares equal to the Conversion Shares multiplied by the quotient of the number of the shares of Series A Preferred Stock converted by a holder divided by the number of all Series A Preferred Stock issued and outstanding. Based on the conversion formula described above, each share of Series A Preferred Stock is convertible into 214.05 shares of common stock as of July 16, 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying financial statements have been prepared in accordance with the Financial Accounting Standards Board (“ FASB Codification GAAP |
Management’s Representation of Interim Financial Statements | Management’s Representation of Interim Financial Statements The accompanying unaudited financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company uses the same accounting policies in preparing quarterly and annual financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These financial statements include all of the adjustments, which in the opinion of management are necessary to a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These financial statements should be read in conjunction with the audited financial statements and notes thereto on December 31, 2020, as presented in the Company’s Annual Report on Form 10-K. |
Use of Estimates | Use of Estimates 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 and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Management makes these estimates using the best information available at the time the estimates are made; however actual results could differ from those estimates. |
Income taxes | Income taxes The Company accounts for income taxes under FASB ASC 740, ”Accounting for Income Taxes” ”Accounting for Uncertainty in Income Taxes” The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit. |
Net Loss per Share | Net Loss per Share Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements There are no recent accounting pronouncements that impact the Company’s operations. |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 0 | $ 0 | $ 0 | $ 0 |
Net Loss | 0 | $ 0 | ||
Negative working capital | (9,546) | |||
Accumulated deficit | $ (26,867,930) | $ (26,867,930) |
EQUITY (Details Narrative)
EQUITY (Details Narrative) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Equity [Abstract] | ||
Common stock par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 237,830,249 | 237,830,249 |
Common stock, shares outstanding | 237,830,249 | 237,830,249 |
RELATED PARTY NOTES PAYABLE (De
RELATED PARTY NOTES PAYABLE (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Related Party Transactions [Abstract] | ||
Due to related parties | $ 9,546 | $ 9,546 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | Mar. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual commitments | $ 0 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($) | 1 Months Ended | ||
Jul. 16, 2021 | Jul. 02, 2021 | Jun. 30, 2021 | |
Number of designated shares | 10,000,000 | ||
Preferred stock, shares authorized | 0.001 | ||
Custodian Ventures [Member] | |||
Loan | $ 9,620 | ||
Series A Convertible Preferred Stock [Member] | Custodian Ventures [Member] | |||
Preferred stock, par value | $ 10,000,000 | ||
Preferred stock, shares authorized | 0.0001 | ||
Preferred Stock, Conversion Basis | Each share of Series A Preferred Stock is convertible into 214.05 shares of common stock. |