Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 14, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | REMSLEEP HOLDINGS, INC. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 1,461,616,601 | |
Amendment Flag | false | |
Entity Central Index Key | 0001412126 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-53450 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 47-5386867 | |
Entity Address, Address Line One | 14175 Icot Boulevard | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, Address Line Three | Clearwater | |
Entity Address, City or Town | Florida | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33760 | |
Local Phone Number | 955-4465 | |
City Area Code | 727 | |
Entity Interactive Data Current | Yes |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash | $ 2,160,945 | $ 3,383,568 |
Prepaids | 70,656 | |
Accounts receivable | 15,200 | |
Inventory | 1,128,423 | |
Total current assets | 3,375,224 | 3,383,568 |
Other assets: | ||
Other asset | 10,000 | 10,000 |
Right of use asset | 283,136 | |
Property and equipment, net | 101,653 | 105,061 |
Total other assets | 394,789 | 115,061 |
Total Assets | 3,770,013 | 3,498,629 |
Current Liabilities: | ||
Accounts payable | 33,239 | 15,505 |
Accrued compensation | 52,000 | 47,000 |
Accrued interest | 41,851 | |
Accrued interest – related party | 84,463 | 67,505 |
Convertible Notes, net of discount of $0 and $206,157, respectively | 193,243 | |
Derivative Liability | 290,712 | |
Loans payable – related party | 180,714 | 179,191 |
Loans payable | 45,000 | |
Operating lease liability – current portion | 90,824 | |
Total current liabilities | 441,240 | 880,007 |
Long Term Liabilities | ||
Operating lease liability – net of current portion | 202,412 | |
Total Liabilities | 643,652 | 880,007 |
Commitments and Contingencies | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Series A preferred stock, $0.001 par value, 5,000,000 shares authorized, 4,000,000 and issued and outstanding | 5,000 | 5,000 |
Series B preferred stock, $0.001 par value, 5,000,000 shares authorized, 500,000 shares issued | 500 | 500 |
Series C preferred stock, $0.001 par value, 5,000,000 shares authorized, no shares issued | ||
Common stock, $0.001 par value, 3,000,000,000 shares authorized, 1,461,616,601 and 1,234,008,735 shares issued and outstanding, respectively | 1,461,615 | 1,234,006 |
Discount to common stock | (94,708) | (94,708) |
Additional paid in capital | 13,214,320 | 11,865,439 |
Accumulated Deficit | (11,460,366) | (10,391,615) |
Total Stockholders’ Equity (Deficit) | 3,126,361 | 2,618,622 |
Total Liabilities and Stockholders’ Equity (Deficit) | $ 3,770,013 | $ 3,498,629 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Convertible notes, net of discount (in Dollars) | $ 0 | $ 206,157 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 3,000,000,000 | 3,000,000,000 |
Common stock, shares issued | 1,461,616,601 | 1,234,008,735 |
Common stock, shares outstanding | 1,461,616,601 | 1,234,008,735 |
Series A Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 5,000,000 | 5,000,000 |
Series B Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 500,000 | 500,000 |
Series C Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenue | $ 137,568 | $ 257,238 | ||
Cost of goods sold | 86,250 | 176,010 | ||
Gross margin | 51,318 | 81,228 | ||
Operating Expenses: | ||||
Professional fees | 14,200 | 7,500 | 100,165 | 59,643 |
Compensation expense – related party | 72,000 | 21,000 | 165,000 | 63,000 |
Development expense | 121,170 | 16,666 | 184,888 | 95,608 |
Lease expense | 21,296 | 51,160 | ||
General and administrative | 129,156 | 36,697 | 385,720 | 92,962 |
Total operating expenses | 357,822 | 81,863 | 886,933 | 311,213 |
Loss from operations | (306,504) | (81,863) | (805,705) | (311,213) |
Other expense: | ||||
Interest expense | (5,656) | (240,797) | (231,734) | (646,382) |
Loss on disposal of fixed assets | (28,264) | |||
Default penalty of convertible note | (162,798) | |||
Loss on issuance of convertible debt | (70,675) | (612,844) | ||
Change in fair value of derivative | (438,824) | (3,048) | (1,934,083) | |
Total other expense | (5,656) | (750,296) | (263,046) | (3,356,107) |
Loss before income taxes | (312,160) | (832,159) | (1,068,751) | (3,667,320) |
Provision for income taxes | ||||
Net Loss | $ (312,160) | $ (832,159) | $ (1,068,751) | $ (3,667,320) |
Net loss per share, basic and diluted (in Dollars per share) | $ 0 | $ 0 | $ 0 | $ (0.01) |
Weighted average common shares outstanding, basic and diluted (in Shares) | 1,461,616,601 | 691,368,096 | 1,435,343,158 | 569,840,600 |
Condensed Statements of Opera_2
Condensed Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Net loss per share, basic and diluted (in Dollars per share) | $ 0 | $ 0 | $ 0 | $ (0.01) |
Weighted average common shares outstanding, basic and diluted (in Shares) | 1,461,616,601 | 691,368,096 | 1,435,343,158 | 569,840,600 |
Statements of Stockholders_ Equ
Statements of Stockholders’ Equity (Deficit) (Unaudited) - USD ($) | Series A Preferred Stock | Series B Preferred Stock | Common Stock | Discount to Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2020 | $ 126,000 | $ 500 | $ 368,061 | $ 5,200,885 | $ (6,565,942) | $ (870,496) | |
Balance (in Shares) at Dec. 31, 2020 | 5,000,000 | 500,000 | 368,063,606 | ||||
Common stock issued for conversion of debt | $ 74,986 | 467,990 | 542,976 | ||||
Common stock issued for conversion of debt (in Shares) | 74,985,965 | ||||||
Warrants issued with convertible debt | 75,070 | 75,070 | |||||
Net Loss | (471,466) | (471,466) | |||||
Balance at Mar. 31, 2021 | $ 126,000 | $ 500 | $ 443,047 | 5,743,945 | (7,037,408) | (723,916) | |
Balance (in Shares) at Mar. 31, 2021 | 5,000,000 | 500,000 | 443,049,571 | ||||
Balance at Dec. 31, 2020 | $ 126,000 | $ 500 | $ 368,061 | 5,200,885 | (6,565,942) | (870,496) | |
Balance (in Shares) at Dec. 31, 2020 | 5,000,000 | 500,000 | 368,063,606 | ||||
Net Loss | (3,667,320) | ||||||
Balance at Sep. 30, 2021 | $ 126,000 | $ 500 | $ 944,400 | 10,525,384 | (10,233,262) | 1,363,022 | |
Balance (in Shares) at Sep. 30, 2021 | 5,000,000 | 500,000 | 944,402,837 | ||||
Balance at Mar. 31, 2021 | $ 126,000 | $ 500 | $ 443,047 | 5,743,945 | (7,037,408) | (723,916) | |
Balance (in Shares) at Mar. 31, 2021 | 5,000,000 | 500,000 | 443,049,571 | ||||
Common stock issued for conversion of debt | $ 87,252 | 2,114,742 | 2,201,994 | ||||
Common stock issued for conversion of debt (in Shares) | 87,252,322 | ||||||
Warrants issued with convertible debt | 106,722 | 106,722 | |||||
Common stock issued for conversion of warrants | $ 43,479 | (43,479) | |||||
Common stock issued for conversion of warrants (in Shares) | 43,478,695 | ||||||
Common stock issued for cash | $ 12,800 | 83,200 | 96,000 | ||||
Common stock issued for cash (in Shares) | 12,800,000 | ||||||
Beneficial conversion feature | 30,000 | 30,000 | |||||
Net Loss | (2,363,695) | (2,363,695) | |||||
Balance at Jun. 30, 2021 | $ 126,000 | $ 500 | $ 586,578 | 8,035,130 | (9,401,103) | (652,895) | |
Balance (in Shares) at Jun. 30, 2021 | 5,000,000 | 500,000 | 586,580,588 | ||||
Common stock issued for conversion of debt | $ 97,822 | 800,254 | 898,076 | ||||
Common stock issued for conversion of debt (in Shares) | 97,822,249 | ||||||
Common stock issued for cash | $ 260,000 | 1,690,000 | 1,950,000 | ||||
Common stock issued for cash (in Shares) | 260,000,000 | ||||||
Net Loss | (832,159) | (832,159) | |||||
Balance at Sep. 30, 2021 | $ 126,000 | $ 500 | $ 944,400 | 10,525,384 | (10,233,262) | 1,363,022 | |
Balance (in Shares) at Sep. 30, 2021 | 5,000,000 | 500,000 | 944,402,837 | ||||
Balance at Dec. 31, 2021 | $ 5,000 | $ 500 | $ 1,234,006 | $ (94,708) | 11,865,439 | (10,391,615) | 2,618,622 |
Balance (in Shares) at Dec. 31, 2021 | 5,000,000 | 500,000 | 1,234,008,735 | ||||
Common stock issued for conversion of debt | $ 34,801 | 505,036 | 539,837 | ||||
Common stock issued for conversion of debt (in Shares) | 34,799,374 | ||||||
Common stock issued for cash | $ 114,000 | 741,000 | 855,000 | ||||
Common stock issued for cash (in Shares) | 114,000,000 | ||||||
Warrants converted to common stock | $ 70,128 | (70,128) | |||||
Warrants converted to common stock (in Shares) | 70,128,204 | ||||||
Net Loss | (316,299) | (316,299) | |||||
Balance at Mar. 31, 2022 | $ 5,000 | $ 500 | $ 1,452,935 | (94,708) | 13,041,347 | (10,707,914) | 3,697,160 |
Balance (in Shares) at Mar. 31, 2022 | 5,000,000 | 500,000 | 1,452,936,313 | ||||
Balance at Dec. 31, 2021 | $ 5,000 | $ 500 | $ 1,234,006 | (94,708) | 11,865,439 | (10,391,615) | 2,618,622 |
Balance (in Shares) at Dec. 31, 2021 | 5,000,000 | 500,000 | 1,234,008,735 | ||||
Net Loss | (1,068,751) | ||||||
Balance at Sep. 30, 2022 | $ 5,000 | $ 500 | $ 1,461,615 | (94,708) | 13,214,320 | (11,460,366) | 3,126,361 |
Balance (in Shares) at Sep. 30, 2022 | 5,000,000 | 500,000 | 1,461,616,601 | ||||
Balance at Mar. 31, 2022 | $ 5,000 | $ 500 | $ 1,452,935 | (94,708) | 13,041,347 | (10,707,914) | 3,697,160 |
Balance (in Shares) at Mar. 31, 2022 | 5,000,000 | 500,000 | 1,452,936,313 | ||||
Common stock issued for conversion of debt | $ 8,680 | 172,973 | 181,653 | ||||
Common stock issued for conversion of debt (in Shares) | 8,680,288 | ||||||
Net Loss | (440,292) | (440,292) | |||||
Balance at Jun. 30, 2022 | $ 5,000 | $ 500 | $ 1,461,615 | (94,708) | 13,214,320 | (11,148,206) | 3,438,521 |
Balance (in Shares) at Jun. 30, 2022 | 5,000,000 | 500,000 | 1,461,616,601 | ||||
Net Loss | (312,160) | (312,160) | |||||
Balance at Sep. 30, 2022 | $ 5,000 | $ 500 | $ 1,461,615 | $ (94,708) | $ 13,214,320 | $ (11,460,366) | $ 3,126,361 |
Balance (in Shares) at Sep. 30, 2022 | 5,000,000 | 500,000 | 1,461,616,601 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (1,068,751) | $ (3,667,320) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Depreciation expense | 46,606 | 41,208 |
Change in fair value of derivative | 3,048 | 1,934,083 |
Discount amortization | 206,157 | 559,732 |
Loss on issuance of convertible debt | 612,844 | |
Loss on disposal of fixed assets | 28,264 | |
Default penalty of convertible note | 162,798 | |
Operating lease expense | 10,100 | |
Changes in Operating Assets and Liabilities: | ||
Accounts receivable | (15,200) | |
Prepaid expenses | (70,656) | |
Inventory | (1,128,423) | (8,022) |
Accounts payable | 17,734 | (3,184) |
Accrued officer compensation | 5,000 | 12,000 |
Accrued interest | (13,521) | 69,554 |
Accrued interest – related party | 16,958 | 16,938 |
Net cash used in operating activities | (1,962,684) | (269,369) |
Cash Flows from Investing Activities: | ||
Purchase of equipment | (71,462) | (38,444) |
Net cash used by investing activities | (71,462) | (38,444) |
Cash Flows from Financing Activities: | ||
Repayment of loans | (45,000) | (4,770) |
Proceeds from convertible notes payable | 516,300 | |
Cash advance – related party | 1,523 | |
Common stock sold for cash | 855,000 | 2,046,000 |
Net cash provided by financing activities | 811,523 | 2,557,530 |
Net change in cash | (1,222,623) | 2,249,717 |
Cash at beginning of the period | 3,383,568 | 114,227 |
Cash at end of the period | 2,160,945 | 2,363,944 |
Supplemental cash flow information: | ||
Interest paid in cash | 22,140 | 306 |
Taxes paid | ||
Supplemental non-cash disclosure: | ||
Common stock issued for conversion of debt | 427,730 | 517,724 |
Establish right of use asset | $ 328,803 |
Background
Background | 9 Months Ended |
Sep. 30, 2022 | |
Background [Abstract] | |
BACKGROUND | NOTE 1 - BACKGROUND Business Activity REMSleep Holdings, Inc., (the “Company”) was incorporated in the State of Nevada on June 6, 2007. On January 5, 2015 the name of the Company was changed to REMSleep Holdings, Inc. and the business model was changed to reflect the new direction of the Company; to develop and distribute products to help people affected by sleep apnea. On May 30, 2015 REMSleep LLC was formally merged into REMSleep Holdings, Inc. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). These financial statements and the notes attached hereto should be read in conjunction with the financial statements and notes included in the Company’s 10-K for its fiscal year ended December 31, 2021. In the opinion of the Company, all adjustments, including normal recurring adjustments necessary to present fairly the financial position of the Company, as of September 30, 2022, and the results of its operations and cash flows for the nine months then ended have been included. The results of operations for the interim period are not necessarily indicative of the results for the full year ending December 31, 2022. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable approximates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of September 30, 2022 and December 31, 2021: September 30, 2022: Description Level 1 Level 2 Level 3 Derivative $ — $ — $ — Total $ — $ — $ — December 31, 2021: Description Level 1 Level 2 Level 3 Derivative $ — $ — $ 290,712 Total $ — $ — $ 290,712 Revenue Recognition The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps: ● Identification of a contract with a customer; ● Identification of the performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when or as the performance obligations are satisfied. Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to be one year or less. Accounts Receivable Revenues that have been recognized but not yet received are recorded as accounts receivable. Losses on receivables will be recognized when it is more likely than not that a receivable will not be collected. An allowance for estimated uncollectible amounts will be recognized to reduce the amount of receivables to its net realizable value when needed. Inventories Inventories are stated at the lower of cost or net realizable value. Inventory on hand consists of finished goods purchased from third parties. When there is evidence that the inventory’s value is less than original cost, the inventory is reduced to market value. We determine market value on current resale amounts and whether technological obsolescence exists. Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of September 30, 2022, the Company had 139,714,286 potentially dilutive shares of common stock warrants, 5,000,000 shares from Series A preferred stock and 50,000,000 from Series B preferred stock. As of September 30, 2021, the Company had 34,158,048 of potentially dilutive shares of common stock from convertible debt, 217,474,026 potentially dilutive shares of common stock warrants and 55,000,000 potentially dilutive shares of common stock from Series A and B preferred stock. The Company’s diluted loss per share is the same as the basic loss per share for all periods, as the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss in those periods. Recently Adopted Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Going Concern
Going Concern | 9 Months Ended |
Sep. 30, 2022 | |
Going Concern [Abstract] | |
GOING CONCERN | NOTE 3 - GOING CONCERN The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $11,460,336 at September 30, 2022, had a net loss of $1,068,751, and net cash used in operating activities of $1,962,684 for the nine months ended September 30, 2022. The Company’s ability to raise additional capital through the future issuances of common stock and/or debt financing is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors over the next twelve months raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties. The Company has completed its product development and has begun selling its product in Q2 of 2022. The Company will continue to finance its operations through debt and/or equity financing as needed. The industry in which we operate depends heavily upon our ability to obtain raw material and manufacture our product as well as the overall level of consumer and business spending. A sustained deterioration in general economic conditions (including distress in financial markets, turmoil in specific economies around the world, public health crises, and additional government intervention), particularly in the United States, may have a negative financial impact to our Company. Adverse conditions as a result of the global COVID-19 outbreak, have and may continue to impact our manufacturing processes and ultimately our ability to sell our product. |
Property & Equipment
Property & Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Property & Equipment [Abstract] | |
PROPERTY & EQUIPMENT | NOTE 4 - PROPERTY & EQUIPMENT Long lived assets, including property and equipment and certain intangible assets to be held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Impairment losses are recognized if expected future cash flows of the related assets are less than their carrying values. Measurement of an impairment loss is based on the fair value of the asset. Long-lived assets and certain identifiable intangibles to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. Property and Equipment and intangible assets are first recorded at cost. Depreciation and/or amortization is computed using the straight-line method over the estimated useful lives of the various classes of assets as follows between three and five years. Maintenance and repair expenses, as incurred, are charged to expense. Betterments and renewals are capitalized in plant and equipment accounts. Cost and accumulated depreciation applicable to items replaced or retired are eliminated from the related accounts with any gain or loss on the disposition included as income. Property and equipment, stated at cost, less accumulated depreciation consisted of the following: September 30, December 31, Furniture/fixtures $ 39,746 $ 14,904 Office equipment 43,780 14,522 Automobile 29,905 29,905 Tooling/Molds 35,205 176,990 Less: accumulated depreciation (46,983 ) (131,260 ) Property and equipment, net $ 101,653 $ 105,061 Depreciation expense Depreciation expense for the nine months ended September 30, 2022 and 2021 was $46,606 and $41,208, respectively. During the nine months ended September 30, 2022, the Company disposed of certain property and equipment it was no longer using, resulting in a loss on disposal of $28,264. |
Loans Payable
Loans Payable | 9 Months Ended |
Sep. 30, 2022 | |
Loans Payable [Abstract] | |
LOANS PAYABLE | NOTE 5 - LOANS PAYABLE On October 24, 2017, the Company was notified that a petition had been filed in the Iowa District Court for Polk County by a Mr. John M. Wesson for failure to repay a loan. Mr. Wesson had loaned the Company $30,000 and $20,000 on October 24, 2012 and June 12, 2013, respectively. The loans were to accrue interest at 5%. On April 26, 2018, the Company agreed to repay the loan in full including accrued interest and $5,000 for legal fees. As of December 31, 2021, there is $45,000 and $21,549 of principal and interest due on this loan. On June 9, 2022, the Company repaid this loan in full. |
Convertible Notes
Convertible Notes | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES | NOTE 6 - CONVERTIBLE NOTES The following table summarizes the convertible notes and related activity as of September 30, 2022: Note Holder Date Maturity Interest Balance Additions Conversions/ Balance Granite Global Investments Ltd 4/7/2021 4/7/2022 10 % 36,500 — (36,500 ) — Granite Global Investments Ltd 4/9/2021 4/9/2022 10 % 100,000 — (100,000 ) — Power Up Lending Group LTD 7/22/2021 7/22/2022 10 % 58,850 — (58,850 ) — Power Up Lending Group LTD 8/26/2021 8/26/2022 10 % 58,850 — (58,850 ) — Power Up Lending Group LTD 9/22/2021 9/22/2022 10 % 58,850 — (58,850 ) — Power Up Lending Group LTD 10/12/2021 10/12/2022 10 % 86,350 — (86,350 ) Total $ 399,400 $ — $ (339,400 ) $ — Less debt discount (206,157 ) — $ 193,243 $ — A summary of the activity of the derivative liability for the notes above is as follows: Balance at December 31, 2020 $ 700,719 Increase to derivative due to new issuances 1,087,302 Decrease to derivative due to conversion/repayments (3,098,325 ) Derivative loss due to mark to market adjustment 1,601,016 Balance at December 31, 2021 $ 290,712 Decrease to derivative due to conversion/repayments (287,664 ) Derivative loss due to mark to market adjustment (3,048 ) Balance at September 30, 2022 $ — A summary of quantitative information about significant unobservable inputs (Level 3 inputs) used in measuring the Company’s derivative liability that are categorized within Level 3 of the fair value hierarchy at the time of conversion is as follows: Inputs Stock price $ 0.01 - 0.0175 Conversion price $ 0.0097 - 0.0175 Volatility (annual) 169.37% – 177.63% Risk-free rate .39% - 1.25 Dividend rate - Years to maturity .49 - .50 The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 7 - RELATED PARTY TRANSACTIONS The Company has received support from its Chairman, Russell Bird through a series of loans prior to 2019. These loans are unsecured, and due on demand. As of September 30, 2022, and December 31, 2021, the balance due on these loans is $179,191 and $179,191, respectively. Beginning on January 1, 2019, the balance due accrues interest at 12.5%. As of September 30, 2022, total accrued interest is $84,463. During the third quarter Mr. Bird, advanced the Company an additional $1,523. The Company executed a new employment agreement with Mr. Wood on April 1, 2022. Per the terms of the agreement Mr. Wood is to be compensated $8,000 per month. As of September 30, 2022 and December 31, 2021, there is $2,000 and $2,000 of accrued compensation, respectively, due to Mr. Wood. During the nine months ended September 30, 2022 and 2021, cash payments of $60,000 and $36,000, respectively, were paid to Mr. Wood. The Company executed a new employment agreement with its Chairman, Russell Bird, on April 1, 2022. Per the terms of the agreement, which is effective for one year, Mr. Bird is to be compensated $8,000 per month. As of September 30, 2022 and December 31, 2021, there is $50,000 and $45,000 of accrued compensation, respectively, due to Mr. Bird. During the nine months ended September 30, 2022 and 2021, cash payments of $52,000 and $15,000, respectively, were paid to Mr. Bird. The Company has entered into an at-will consulting agreement with Jonathan Lane to serve as Chief Technology Officer. During the nine months ended September 30, 2022 and 2021, the Company made cash payments to Mr. Lane of $48,000 and $17,000, respectively. During the nine months ended September 30, 2022 and, 2021, the Company paid $21,500 and $15,000, respectively, to the brother of the CEO for services related to development of the Company’s product. During the nine months ended September 30, 2022 and 2021, the Company paid $1,000 and $5,000, respectively, to the son of the CEO for website design services. |
Operating Leases
Operating Leases | 9 Months Ended |
Sep. 30, 2022 | |
Operating Leases [Abstract] | |
OPERATING LEASES | NOTE 8 – OPERATING LEASES The Company entered into a Lease Agreement (the “Lease”) with 14175 Icot Blvd, LLC (the “Lessor”), effective May 1, 2022, relating to approximately 9,677 square feet of property located at 14175 Icot Blvd, Clearwater, FL 33760. The term of the Lease is for thirty-six (36) months commencing May 1, 2022. The monthly base rent, including tax is $8,686.71 for the first twelve (12) months increasing thereafter to $9,034.17 for the next 12 months and to $12,287.63 for the last 12 months. The Company paid $69,494 of advanced rent. The advance rent is to be allocated equally over the first two years of the lease. In February 2016, the FASB issued Accounting Standard Update (“ASU”) 2016-02, Leases Leases Adoption of Accounting Standard Update (“ASU”) 2016-02, Leases Asset Balance Sheet Classification September 30, Operating lease asset Right of use asset $ 283,136 Total lease asset $ 283,136 Liability Operating lease liability – current portion Current operating lease liability $ 90,824 Operating lease liability – noncurrent portion Long-term operating lease liability 202,412 Total lease liability $ 293,236 Lease obligations at September 30, 2022 consisted of the following: For the year ended December 31: 2022 $ 28,861 2023 107,020 2024 134,438 2025 49,151 Total payments $ 319,470 Amount representing interest $ (26,234 ) Lease obligation, net 293,236 Less current portion (90,824 ) Lease obligation – long term $ 202,412 The lease expense for the above agreement for the nine months ended September 30, 2022 was $51,160 which consisted of amortization expense of $41,828 and interest expense of $9,332. |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
COMMON STOCK | NOTE 9 - COMMON STOCK During Q1 2022, Granite Global Value converted $152,880 of principal and interest into 16,146,666 shares of common stock. During Q1 2022, the Company issued 70,128,204 shares of common stock for the conversion of warrants. During Q1 2022, the Company sold 114,000,000 shares of common stock for total cash proceeds of $855,000. The shares were sold pursuant to its Tier 2 of Regulation A Offering Statement. During Q2 2022, Power Up Lending Group LTD converted $274,850 of principal and interest into 27,332,996 shares of common stock. |
Preferred Stock
Preferred Stock | 9 Months Ended |
Sep. 30, 2022 | |
Preferred Stock [Abstract] | |
PREFERRED STOCK | NOTE 10 - PREFERRED STOCK The Company is currently authorized to issue 5,000,000 shares of Series A Preferred Stock, par value $0.001 per share value with 1:25 voting rights. The Series A Preferred Stock ranks equal to the common stock on liquidation, pays no dividend and is convertible to common stock for one share of common for one share of Series A Preferred Stock. The Company is currently authorized to issue 5,000,000 shares of Series B Preferred Stock, par value $0.001 per share. Each share of Series B Preferred Stock has a 1:100 voting right and is convertible into 100 shares of common stock. No dividends will be paid and in the event of liquidation all shares of Series B will automatically convert into common stock. There are 500,000 shares of Series B Preferred Stock issued and outstanding. The Company is currently authorized to issue 5,000,000 shares of Series C Preferred Stock, par value $0.001 per share value. Each share of Series C Preferred Stock has a 1:50 voting right and is convertible into 50 shares of common stock. No dividends will be paid and in the event of liquidation all shares of Series C will automatically convert into common stock. There are no shares of Series C Preferred Stock issued and outstanding. |
Warrants
Warrants | 9 Months Ended |
Sep. 30, 2022 | |
Warrants [Abstract] | |
WARRANTS | NOTE 11 - WARRANTS A summary of the status of the Company’s outstanding stock warrants and changes during the year is presented below: Number of Weighted Weighted Aggregate Exercisable at December 31, 2020 15,974,026 $ 0.00385 2.06 $ — Granted 201,500,000 $ 0.0029 4.62 $ — Expired — $ — — $ — Increased for adjustment (1) 12,012,987 $ — — $ — Exercised (2,987,013 ) $ — — $ — Exercisable at December 31, 2021 226,500,000 $ 0.0013 3.78 $ — Granted — $ — — $ — Expired — $ — — $ — Exercised (60,000,000 ) $ — — $ — Exercisable at September 30, 2022 166,500,000 $ 0.0104 3.39 $ 1,739,550 Range of Exercise Prices Number Outstanding Weighted Average Weighted Average $ 0.002 - 0.014 166,500,000 3.64 years $ 0.0117 (1) Pursuant to the terms of certain warrant agreements, when the exercise price is reduced for any reason outlined in the agreement, the number of warrant shares is increased so that the aggregated exercise price is equal to the original exercise price. The aggregate intrinsic value represents the total pretax intrinsic value, based on warrants with an exercise price less than the Company’s stock price as of September 30, 2022, which would have been received by the warrant holder had the warrant holder exercised their warrants as of that date. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 - COMMITMENTS AND CONTINGENCIES The Company has been in the process of obtaining its 510k for DeltaWave. This requires a myriad of tests to prove to the FDA that the device is safe and effective. The company has diligently carried out these tests through independent testing labs. There have been no issues aside from a negative result on a cytotoxicity test due to incorrect procedures performed by a third-party lab. This roadblock has required the company to perform a retest. The company has failed the retest due to what is believed to be a faulty analysis by the testing company. The company believes they can narrow down the exact part of the device that is failing the test and quickly resolve this matter. They have committed to a new third party lab to redo the test and provide results within the next few weeks. If the Company were to fail the next test it would re-apply for its 510K resulting in additional time and expense. The Company is reliant upon passing the required test and receiving its 510K in order to continue with operations and acknowledges that there is the possibility of this not occurring. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 13 - 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 unaudited financial statements. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). These financial statements and the notes attached hereto should be read in conjunction with the financial statements and notes included in the Company’s 10-K for its fiscal year ended December 31, 2021. In the opinion of the Company, all adjustments, including normal recurring adjustments necessary to present fairly the financial position of the Company, as of September 30, 2022, and the results of its operations and cash flows for the nine months then ended have been included. The results of operations for the interim period are not necessarily indicative of the results for the full year ending December 31, 2022. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable approximates the fair value of such instruments as the notes bear interest rates that are consistent with current market rates. The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of September 30, 2022 and December 31, 2021: September 30, 2022: Description Level 1 Level 2 Level 3 Derivative $ — $ — $ — Total $ — $ — $ — December 31, 2021: Description Level 1 Level 2 Level 3 Derivative $ — $ — $ 290,712 Total $ — $ — $ 290,712 |
Revenue Recognition | Revenue Recognition The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps: ● Identification of a contract with a customer; ● Identification of the performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when or as the performance obligations are satisfied. Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component if, at contract inception, the period between customer payment and the transfer of goods or services is expected to be one year or less. |
Accounts Receivable | Accounts Receivable Revenues that have been recognized but not yet received are recorded as accounts receivable. Losses on receivables will be recognized when it is more likely than not that a receivable will not be collected. An allowance for estimated uncollectible amounts will be recognized to reduce the amount of receivables to its net realizable value when needed. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Inventory on hand consists of finished goods purchased from third parties. When there is evidence that the inventory’s value is less than original cost, the inventory is reduced to market value. We determine market value on current resale amounts and whether technological obsolescence exists. |
Basic and Diluted Earnings Per Share | Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of September 30, 2022, the Company had 139,714,286 potentially dilutive shares of common stock warrants, 5,000,000 shares from Series A preferred stock and 50,000,000 from Series B preferred stock. As of September 30, 2021, the Company had 34,158,048 of potentially dilutive shares of common stock from convertible debt, 217,474,026 potentially dilutive shares of common stock warrants and 55,000,000 potentially dilutive shares of common stock from Series A and B preferred stock. The Company’s diluted loss per share is the same as the basic loss per share for all periods, as the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss in those periods. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy | Description Level 1 Level 2 Level 3 Derivative $ — $ — $ — Total $ — $ — $ — Description Level 1 Level 2 Level 3 Derivative $ — $ — $ 290,712 Total $ — $ — $ 290,712 |
Property & Equipment (Tables)
Property & Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property & Equipment [Abstract] | |
Schedule of property and equipment, stated at cost, less accumulated depreciation | September 30, December 31, Furniture/fixtures $ 39,746 $ 14,904 Office equipment 43,780 14,522 Automobile 29,905 29,905 Tooling/Molds 35,205 176,990 Less: accumulated depreciation (46,983 ) (131,260 ) Property and equipment, net $ 101,653 $ 105,061 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Convertible Notes (Tables) [Line Items] | |
Schedule of convertible notes and related activity | Note Holder Date Maturity Interest Balance Additions Conversions/ Balance Granite Global Investments Ltd 4/7/2021 4/7/2022 10 % 36,500 — (36,500 ) — Granite Global Investments Ltd 4/9/2021 4/9/2022 10 % 100,000 — (100,000 ) — Power Up Lending Group LTD 7/22/2021 7/22/2022 10 % 58,850 — (58,850 ) — Power Up Lending Group LTD 8/26/2021 8/26/2022 10 % 58,850 — (58,850 ) — Power Up Lending Group LTD 9/22/2021 9/22/2022 10 % 58,850 — (58,850 ) — Power Up Lending Group LTD 10/12/2021 10/12/2022 10 % 86,350 — (86,350 ) Total $ 399,400 $ — $ (339,400 ) $ — Less debt discount (206,157 ) — $ 193,243 $ — |
Schedule of derivative liability | Balance at December 31, 2020 $ 700,719 Increase to derivative due to new issuances 1,087,302 Decrease to derivative due to conversion/repayments (3,098,325 ) Derivative loss due to mark to market adjustment 1,601,016 Balance at December 31, 2021 $ 290,712 Decrease to derivative due to conversion/repayments (287,664 ) Derivative loss due to mark to market adjustment (3,048 ) Balance at September 30, 2022 $ — |
Level 3 [Member] | |
Convertible Notes (Tables) [Line Items] | |
Schedule of quantitative information about significant unobservable inputs | Inputs Stock price $ 0.01 - 0.0175 Conversion price $ 0.0097 - 0.0175 Volatility (annual) 169.37% – 177.63% Risk-free rate .39% - 1.25 Dividend rate - Years to maturity .49 - .50 |
Operating Leases (Tables)
Operating Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Operating Leases [Abstract] | |
Schedule of right-of-use (“ROU”) assets and operating lease liabilities | Asset Balance Sheet Classification September 30, Operating lease asset Right of use asset $ 283,136 Total lease asset $ 283,136 Liability Operating lease liability – current portion Current operating lease liability $ 90,824 Operating lease liability – noncurrent portion Long-term operating lease liability 202,412 Total lease liability $ 293,236 |
Schedule of lease obligations | For the year ended December 31: 2022 $ 28,861 2023 107,020 2024 134,438 2025 49,151 Total payments $ 319,470 Amount representing interest $ (26,234 ) Lease obligation, net 293,236 Less current portion (90,824 ) Lease obligation – long term $ 202,412 |
Warrants (Tables)
Warrants (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Warrants [Abstract] | |
Schedule of outstanding stock warrants | Number of Weighted Weighted Aggregate Exercisable at December 31, 2020 15,974,026 $ 0.00385 2.06 $ — Granted 201,500,000 $ 0.0029 4.62 $ — Expired — $ — — $ — Increased for adjustment (1) 12,012,987 $ — — $ — Exercised (2,987,013 ) $ — — $ — Exercisable at December 31, 2021 226,500,000 $ 0.0013 3.78 $ — Granted — $ — — $ — Expired — $ — — $ — Exercised (60,000,000 ) $ — — $ — Exercisable at September 30, 2022 166,500,000 $ 0.0104 3.39 $ 1,739,550 |
Schedule of range of exercise price | Range of Exercise Prices Number Outstanding Weighted Average Weighted Average $ 0.002 - 0.014 166,500,000 3.64 years $ 0.0117 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Dilutive shares of common stock warrants | 139,714,286 | 217,474,026 |
Dilutive shares of common stock from convertible debt | 34,158,048 | |
Series A Preferred Stock [Member] | ||
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Common stock warrants | 5,000,000 | 55,000,000 |
Series B Preferred Stock [Member] | ||
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Common stock warrants | 50,000,000 | 55,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Level 1 [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy [Line Items] | ||
Derivative | ||
Total | ||
Level 2 [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy [Line Items] | ||
Derivative | ||
Total | ||
Level 3 [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy [Line Items] | ||
Derivative | 290,712 | |
Total | $ 290,712 |
Going Concern (Details)
Going Concern (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ 11,460,336 | |
Net cash used in operating activities | $ (1,962,684) | $ (269,369) |
Property & Equipment (Details)
Property & Equipment (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Property & Equipment (Details) [Line Items] | ||
Depreciation expense | $ 46,606 | $ 41,208 |
Loss on disposal | $ 28,264 | |
Minimum [Member] | ||
Property & Equipment (Details) [Line Items] | ||
Estimated useful lives | 3 years | |
Maximum [Member] | ||
Property & Equipment (Details) [Line Items] | ||
Estimated useful lives | 5 years |
Property & Equipment (Details)
Property & Equipment (Details) - Schedule of property and equipment, stated at cost, less accumulated depreciation - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Schedule Of Property And Equipment Stated At Cost Less Accumulated Depreciation Abstract | ||
Furniture/fixtures | $ 39,746 | $ 14,904 |
Office equipment | 43,780 | 14,522 |
Automobile | 29,905 | 29,905 |
Tooling/Molds | 35,205 | 176,990 |
Less: accumulated depreciation | (46,983) | (131,260) |
Property and equipment, net | $ 101,653 | $ 105,061 |
Loans Payable (Details)
Loans Payable (Details) - Loans Payable [Member] - USD ($) | 1 Months Ended | ||||
Apr. 26, 2018 | Dec. 31, 2021 | Oct. 24, 2017 | Jun. 12, 2013 | Oct. 24, 2012 | |
Loans Payable (Details) [Line Items] | |||||
Percentage of accrue interest | 5% | ||||
Repaid loan for legal fees | $ 5,000 | ||||
Principal amount | $ 45,000 | ||||
Interest due on this loan | $ 21,549 | ||||
Mr. Wesson [Member] | |||||
Loans Payable (Details) [Line Items] | |||||
Loaned amount | $ 20,000 | $ 30,000 |
Convertible Notes (Details) - S
Convertible Notes (Details) - Schedule of convertible notes and related activity - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Interest | Total | |
Balance | $ 399,400 | |
Additions | ||
Conversions/ Repayments | (339,400) | |
Maturity Date | Less debt discount | |
Less debt discount | $ (206,157) | |
Convertible notes, net of discount | $ 193,243 | |
Granite Global Investments Ltd [Member] | ||
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Date | Apr. 07, 2021 | |
Maturity Date | Apr. 07, 2022 | |
Interest | 10% | |
Balance | $ 36,500 | |
Additions | ||
Conversions/ Repayments | (36,500) | |
Granite Global Investments Ltd One [Member] | ||
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Date | Apr. 09, 2021 | |
Maturity Date | Apr. 09, 2022 | |
Interest | 10% | |
Balance | $ 100,000 | |
Additions | ||
Conversions/ Repayments | (100,000) | |
Power Up Lending Group LTD [Member] | ||
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Date | Jul. 22, 2021 | |
Maturity Date | Jul. 22, 2022 | |
Interest | 10% | |
Balance | $ 58,850 | |
Additions | ||
Conversions/ Repayments | (58,850) | |
Power Up Lending Group LTD One [Member] | ||
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Date | Aug. 26, 2021 | |
Maturity Date | Aug. 26, 2022 | |
Interest | 10% | |
Balance | $ 58,850 | |
Additions | ||
Conversions/ Repayments | (58,850) | |
Power Up Lending Group LTD Two [Member] | ||
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Date | Sep. 22, 2021 | |
Maturity Date | Sep. 22, 2022 | |
Interest | 10% | |
Balance | $ 58,850 | |
Additions | ||
Conversions/ Repayments | (58,850) | |
Power Up Lending Group LTD Three [Member] | ||
Convertible Notes (Details) - Schedule of convertible notes and related activity [Line Items] | ||
Date | Oct. 12, 2021 | |
Maturity Date | Oct. 12, 2022 | |
Interest | 10% | |
Balance | $ 86,350 | |
Additions | ||
Conversions/ Repayments | $ (86,350) |
Convertible Notes (Details) -_2
Convertible Notes (Details) - Schedule of derivative liability - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Schedule of Derivative Liability [Abstract] | ||
Beginning balance | $ 290,712 | $ 700,719 |
Increase to derivative due to new issuances | 1,087,302 | |
Decrease to derivative due to conversion/repayments | (287,664) | (3,098,325) |
Derivative loss due to mark to market adjustment | (3,048) | 1,601,016 |
Ending balance | $ 290,712 |
Convertible Notes (Details) -_3
Convertible Notes (Details) - Schedule of quantitative information about significant unobservable inputs - Level 3 [Member] | 9 Months Ended |
Sep. 30, 2022 $ / shares | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Dividend rate | |
Minimum [Member] | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Stock price (in Dollars per share) | $ 0.01 |
Conversion price (in Dollars per share) | $ 0.0097 |
Volatility (annual) | 169.37% |
Risk-free rate | 39% |
Years to maturity | 49 days |
Maximum [Member] | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Stock price (in Dollars per share) | $ 0.0175 |
Conversion price (in Dollars per share) | $ 0.0175 |
Volatility (annual) | 177.63% |
Risk-free rate | 1.25% |
Years to maturity | 50 days |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 9 Months Ended | |||
Jan. 01, 2019 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Related Party Transactions (Details) [Line Items] | ||||
Balance due loans | $ 179,191 | $ 179,191 | ||
Balance due accrues interest | 12.50% | |||
Total accrued interest | 84,463 | |||
Advanced amount | $ 1,523 | |||
Agreement term | 1 year | |||
Mr. Wood [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Related party amount compensated per month | $ 8,000 | |||
Accrued compensation | 2,000 | 2,000 | ||
Cash payments | 60,000 | $ 36,000 | ||
Mr. Bird [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Related party amount compensated per month | 8,000 | |||
Accrued compensation | 50,000 | $ 45,000 | ||
Cash payments | 52,000 | 15,000 | ||
Mr. Lane [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Cash payment | 48,000 | 17,000 | ||
Chief Executive Officer [Member] | Product [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Company paid | 21,500 | 15,000 | ||
Chief Executive Officer [Member] | Website Design Services [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Company paid | $ 1,000 | $ 5,000 |
Operating Leases (Details)
Operating Leases (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | May 01, 2022 | |
Operating Leases [Abstract] | |||||
Description of lease agreement | The Company entered into a Lease Agreement (the “Lease”) with 14175 Icot Blvd, LLC (the “Lessor”), effective May 1, 2022, relating to approximately 9,677 square feet of property located at 14175 Icot Blvd, Clearwater, FL 33760. | ||||
Monthly base rent first twelve months | $ 8,686.71 | $ 8,686.71 | |||
Monthly base rent next twelve months | 9,034.17 | 9,034.17 | |||
Monthly base rent last twelve months | 12,287.63 | 12,287.63 | |||
Advanced rent | 69,494 | 69,494 | |||
Operating lease liabilities | $ 328,803 | ||||
Lease expense | $ 21,296 | 51,160 | |||
Amortization expense | 41,828 | ||||
Interest expense | $ 9,332 |
Operating Leases (Details) - Sc
Operating Leases (Details) - Schedule of right-of-use (“ROU”) assets and operating lease liabilities - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Schedule Of Right Of Use Rou Assets And Operating Lease Liabilities Abstract | ||
Operating lease asset | $ 283,136 | |
Total lease asset | 283,136 | |
Liability | ||
Operating lease liability – current portion | 90,824 | |
Operating lease liability – noncurrent portion | 202,412 | |
Total lease liability | $ 293,236 |
Operating Leases (Details) - _2
Operating Leases (Details) - Schedule of lease obligations | Dec. 31, 2021 USD ($) |
Schedule Of Lease Obligations Abstract | |
2022 | $ 28,861 |
2023 | 107,020 |
2024 | 134,438 |
2025 | 49,151 |
Total payments | 319,470 |
Amount representing interest | (26,234) |
Lease obligation, net | 293,236 |
Less current portion | (90,824) |
Lease obligation – long term | $ 202,412 |
Common Stock (Details)
Common Stock (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Mar. 31, 2022 | Jun. 30, 2022 | |
Common Stock (Details) [Line Items] | ||
Shares of common stock | 114,000,000 | |
Conversion of stock, shares issued | 70,128,204 | |
Total cash proceeds (in Dollars) | $ 855,000 | |
Granite Global Value [Member] | ||
Common Stock (Details) [Line Items] | ||
Converted interest (in Dollars) | $ 152,880 | |
Shares of common stock | 16,146,666 | |
Power Up Lending Group LTD [Member] | ||
Common Stock (Details) [Line Items] | ||
Converted interest (in Dollars) | $ 274,850 | |
Shares of common stock | 27,332,996 |
Preferred Stock (Details)
Preferred Stock (Details) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Series A Preferred Stock [Member] | ||
Preferred Stock (Details) [Line Items] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 5,000,000 | 5,000,000 |
Series B Preferred Stock [Member] | ||
Preferred Stock (Details) [Line Items] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 500,000 | 500,000 |
Preferred stock, shares outstanding | 500,000 | |
Series C Preferred Stock [Member] | ||
Preferred Stock (Details) [Line Items] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued |
Warrants (Details) - Schedule o
Warrants (Details) - Schedule of outstanding stock warrants - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | ||
Schedule Of Outstanding Stock Warrants Abstract | |||
Number of Warrants, Exercisable Beginning Balance | 226,500,000 | 15,974,026 | |
Weighted Average Exercise Price, Exercisable Beginning Balance | $ 0.0013 | $ 0.00385 | |
Weighted Average Remaining Contract Term, Exercisable Beginning Balance | 2 years 21 days | ||
Aggregate Intrinsic Value, Exercisable Beginning Balance | |||
Number of Warrants, Granted | 201,500,000 | ||
Weighted Average Exercise Price, Granted | $ 0.0029 | ||
Weighted Average Remaining Contract Term, Granted | 4 years 7 months 13 days | ||
Aggregate Intrinsic Value, Granted | |||
Number of Warrants, Expired | |||
Weighted Average Exercise Price, Expired | |||
Weighted Average Remaining Contract Term, Expired | |||
Aggregate Intrinsic Value, Expired | |||
Number of Warrants, Increased for adjustment | [1] | 12,012,987 | |
Weighted Average Exercise Price, Increased for adjustment | [1] | ||
Weighted Average Remaining Contract Term, Increased for adjustment | [1] | ||
Aggregate Intrinsic Value, Increased for adjustment | [1] | ||
Number of Warrants, Exercised | (60,000,000) | (2,987,013) | |
Weighted Average Exercise Price, Exercised | |||
Weighted Average Remaining Contract Term, Exercised | |||
Aggregate Intrinsic Value, Exercised | |||
Number of Warrants, Exercisable Ending Balance | 166,500,000 | 226,500,000 | |
Weighted Average Exercise Price, Exercisable Ending Balance | $ 0.0104 | $ 0.0013 | |
Weighted Average Remaining Contract Term, Exercisable Ending Balance | 3 years 4 months 20 days | 3 years 9 months 10 days | |
Aggregate Intrinsic Value, Exercisable Ending Balance | $ 1,739,550 | ||
[1]Pursuant to the terms of certain warrant agreements, when the exercise price is reduced for any reason outlined in the agreement, the number of warrant shares is increased so that the aggregated exercise price is equal to the original exercise price. |
Warrants (Details) - Schedule_2
Warrants (Details) - Schedule of range of exercise price | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number Outstanding (in Shares) | shares | 166,500,000 |
Weighted Average Remaining Contractual Life | 3 years 7 months 20 days |
Weighted Average Exercise Price | $ 0.0117 |
Minimum [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices | 0.002 |
Maximum [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices | $ 0.014 |