Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 31, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 000-55269 | ||
Entity Registrant Name | EQUATOR Beverage Company | ||
Entity Central Index Key | 0001414953 | ||
Entity Tax Identification Number | 26-0884348 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 185 Hudson Street | ||
Entity Address, Address Line Two | Floor 25 | ||
Entity Address, City or Town | Jersey City | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 07302 | ||
City Area Code | 929 | ||
Local Phone Number | 264 7944 | ||
Title of 12(g) Security | Common Stock, $0.001 par value per share | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
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 | false | ||
Entity Public Float | $ 542,941 | ||
Entity Common Stock, Shares Outstanding | 16,469,115 | ||
Documents Incorporated by Reference [Text Block] | None | ||
Auditor Firm ID | 6285 | ||
Auditor Name | Boyle CPA, LLC | ||
Auditor Location | Red Bank, NJ |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 1,821,492 | $ 1,918,882 |
Cost of Revenue | 1,190,536 | 1,069,844 |
Gross Profit | 630,956 | 849,038 |
Operating Expenses | ||
Selling, general and administrative | 859,155 | 844,654 |
(Loss)/Income from Operations | (228,199) | 4,384 |
Other (Expense)/Income | (10,637) | 35,508 |
(Loss)/Income Before Provision for Income Taxes | (238,836) | 39,892 |
Provision for Income Taxes | ||
Net (Loss)/Income | $ (238,836) | $ 39,892 |
Net loss per common share, basic and diluted | $ (0.02) | $ 0 |
Weighted average number of common shares outstanding, basic and diluted | 15,841,585 | 15,540,259 |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 10,738 | $ 46,481 |
Accounts receivable, net | 93,852 | 108,635 |
Inventory | 268,289 | 234,566 |
Supplier deposits | 44,772 | 28,000 |
Prepaid expenses | 23,355 | 11,702 |
Security deposit | 113 | 113 |
Total Current Assets | 441,119 | 429,497 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 70,252 | 58,944 |
Loan related parties | 225,000 | |
SBA Loans | ||
Total Current Liabilities | 295,252 | 58,944 |
STOCKHOLDERS’ EQUITY | ||
Common stock, 20,000,000 shares authorized at $0.001 par value, 16,230,615 and 15,548,903 shares issued and outstanding, at December 31, 2022 and December 31, 2021, respectively | 16,231 | 15,549 |
Additional paid in capital | 23,758,917 | 23,745,449 |
Accumulated deficit | (23,629,281) | (23,390,445) |
Total Stockholders’ Equity | 145,867 | 370,553 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 441,119 | $ 429,497 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 16,230,615 | 15,548,903 |
Common stock, shares outstanding | 16,230,615 | 15,548,903 |
Statements of Changes in Stockh
Statements of Changes in Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2020 | $ 15,305 | $ 23,664,945 | $ (23,430,337) | $ 249,913 |
Balance, shares at Dec. 31, 2020 | 15,305,233 | |||
Stock issued to Directors and employees | $ 627 | 187,337 | 187,963 | |
Stock issued to Directors and employees, shares | 626,583 | |||
Stock retired to treasury | $ (383) | (106,832) | (107,215) | |
Stock retired to treasury, shares | (382,913) | |||
Net Income Loss | 39,892 | 39,892 | ||
Balance at Dec. 31, 2021 | $ 15,549 | 23,745,449 | (23,390,445) | 370,553 |
Balance, shares at Dec. 31, 2021 | 15,548,903 | |||
Stock issued to Directors and employees | $ 1,353 | 180,536 | 181,889 | |
Stock issued to Directors and employees, shares | 1,353,000 | |||
Stock retired to treasury | $ (830) | (192,358) | (193,188) | |
Stock retired to treasury, shares | (830,342) | |||
Net Income Loss | (238,836) | (238,836) | ||
Exercise of stock options | $ 159 | 25,290 | 25,449 | |
Exercise of stock options, shares | 159,054 | |||
Balance at Dec. 31, 2022 | $ 16,231 | $ 23,758,917 | $ (23,629,281) | $ 145,867 |
Balance, shares at Dec. 31, 2022 | 16,230,615 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | ||
Net Loss / Income | $ (238,836) | $ 39,892 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock and warrants issued to directors and employees | 181,889 | 187,963 |
SBA Loan Forgiveness | (35,508) | |
Changes in assets and liabilities: | ||
Decrease/(Increase) in accounts receivable | 14,783 | (35,073) |
Increase in inventory | (33,723) | (60,395) |
Increase in supplier deposits | (16,772) | (4,000) |
(Increase)/Decrease in prepaid expenses | (11,653) | 7,807 |
Increase in accounts payable and accrued expenses | 11,308 | 2,777 |
Net cash (used in)/provided by operating activities | (93,004) | 103,463 |
Net cash provided by/ (used in) financing activities: | ||
Proceeds from related party loan | 510,000 | |
Repayments from related party loan | (285,000) | |
Proceeds from stock option exercise | 25,449 | |
Shares repurchased for cancellation | (193,188) | (107,215) |
Net cash provided by/(used in) financing activities | 57,261 | (107,215) |
Net decrease in cash and cash equivalents | (35,743) | (3,752) |
Cash and cash equivalents at beginning of period | 46,481 | 50,233 |
Cash and cash equivalents at end of periods | $ 10,738 | $ 46,481 |
Statements of Cash Flows (Paren
Statements of Cash Flows (Parenthetical) - Director and Officer [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Stock issued to directors and officers, shares | 1,353,000 | 626,583 |
Stock issued to directors and officers, value | $ 181,889 | $ 187,963 |
BUSINESS
BUSINESS | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
BUSINESS | NOTE 1 – BUSINESS Overview EQUATOR Beverage Company, a Delaware corporation is headquartered in Jersey City, NJ. EQUATOR’s business is new product development, beverage production, distribution, and sales & marketing of its beverages. Our beverages are Non-GMO Project Verified, and USDA Organic. We produce both nonalcoholic and ready to drink alcoholic beverages. EQUATOR also has a line of sparkling energy beverages that are focused on the female consumer. EQUATOR beverages are available in North America, the Caribbean and Bermuda. We package our beverages in 100% recyclable, eco-friendly packaging. The packaging has a low impact on the environment. Also, our products are plant-based, Eco-friendly and renewable. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Management is required 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 revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash equivalents include investment instruments and time deposits purchased with a maturity of three months or less. As of December 31, 2022, and December 31, 2021, the Company did no Accounts Receivable Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company provides for probable uncollectible amounts based upon its assessment of the current status of the individual receivables and after using reasonable collection efforts. The allowance for doubtful accounts as of December 31, 2022 and 2021 was zero Inventory Inventory, consisting solely of finished goods, are stated at the lower of cost (first-in, first-out method) or net realizable value (“NRV”). If necessary, the Company provides allowances to adjust the carrying value of its inventories to NRV when NRV is below cost. There were no such adjustments in 2022 or 2021. Revenue Recognition Revenue from sales of products is recognized when the related performance obligation is satisfied. The Company’s performance obligation is satisfied upon the shipment or delivery of products to customers. The Company’s products are sold on cash and credit terms which are established in accordance with standardized industry practices and typically require payment within 30 days of delivery. Costs incurred for sales incentives and discounts are accounted for as reductions in revenue. Deductions from Revenue Costs incurred for sales incentives and discounts are accounted for as a reduction in revenue. These costs include payments to customers for performing merchandising activities on our behalf, including in-store displays, promotions for new items and obtaining optimum shelf space. Shipping and Handling Costs Shipping and Handling Costs incurred to move finished goods from our sales distribution centers to customer locations are included in the line Selling, General and Administrative Expenses in our Statements of Operations. Net (Loss)/Income Per Common Share The Company computes per share amounts in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260, “Earnings per Share”. ASC Topic 260 requires presentation of basic and diluted EPS. Basic EPS is computed by dividing the loss available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted average number of shares of common stock and common stock equivalents outstanding during the periods. The following potentially dilutive securities have been excluded from the computation of weighted average shares outstanding as they would have had an anti-dilutive impact on the Company’s net income/(loss) per common share: SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE Expiration Exercise As of December 31, Issued To Date Price 2022 2021 Shares underlying options outstanding Glenn Simpson 4/6/2024 $ 0.16 0 159,054 Income Taxes The Net Operating Loss Carryforwards for federal taxes was $ 3,803,700 , at December 31, 2022 and 3,746,752 3,803,700 3,746,752 798,777 786,818 342,333 337,208 1,141,110 1,124,026 zero 39,632 16,985 The Company provides for income taxes using the asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company did no As of December 31, 2022, and December 31, 2021, the Company had no SCHEDULE OF DEFERRED TAX ASSETS Tax Rate 2022 2021 Deferred Tax Assets as of December 31, Net Operating Loss Carryforwards as of December 31, Tax Rate 2022 2021 2022 2021 Federal 21 % $ 798,777 $ 786,818 $ 3,803,700 $ 3,746,752 State of New Jersey 9 % $ 342,333 $ 337,208 $ 3,803,700 $ 3,746,752 Total $ 1,141,110 $ 1,124,026 $ 7,607,400 $ 7,493,504 Fair value of financial instruments The carrying amounts of financial instruments, which include cash, accounts receivable, accounts payable and accrued expenses approximate their fair values due to their short-term nature. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 3 – COMMITMENTS AND CONTINGENCIES Employment Agreements Pursuant to Mr. Simpson’s Amended and Restated Employment Agreement (“the Agreement”) dated April 6, 2017 and amended on September 1, 2022, Mr. Simpson is paid a salary of $ 8,000 67,000 Mr. Simpson is also paid an annual bonus comprised of cash and non-trading, restricted Common Stock based on the achievement of performance goals established by the Board of Directors of the Company and set forth in the Agreement. The cash bonus is established at $ 44,400 200,000 Pursuant to the Agreement, if Mr. Simpson’s employment is terminated without cause, the Company is obligated to pay him all amounts due under the contract for the remaining term of the contract immediately. At December 31, 2022, the potential liability to EQUATOR Beverage Company was $ 408,000 3,417,000 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 4 – STOCKHOLDERS’ EQUITY On July 5, 2022, the State of Delaware approved the 1-for-2 reverse split 40,000,000 20,000,000 On June 8, 2022, the Board of Directors of the Company approved a prospective amendment to the Fourth Article of the Company’s Articles of Incorporation to decrease the authorized common stock from 40,000,000 0.001 20,000,000 0.001 effect a 1-for-2 reverse split of the Company’s Common Stock. In June 2021, the Company decreased its Authorized Shares from 190,000,000 40,000,000 150,000,000 16,230,615 Restricted Stock Issuances During the year ended December 31, 2022, 1,353,000 On June 1, 2022, Mr. Simpson exercised his options to purchase 159,054 0.16 25,449 On February 4, 2022, the board of Directors approved the issuance of 525,000 350,000 87,500 Additionally, Mr. Simpson was issued 603,000 112,500 112,500 Stock Purchased for Cancellation During the year ended December 31, 2022 the Company purchased 830,342 193,188 During the year ended December 31, 2021 the Company purchased 382,913 765,826 |
STOCK OPTION
STOCK OPTION | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
STOCK OPTION | NOTE 5 – STOCK OPTION During the year ended December 31, 2022, Mr. Simpson exercised options to purchase 159,054 0.16 25,449 On February 4, 2022, the Company adjusted the exercise price of the options granted to Mr. Simpson from $ 0.32 0.16 During the year ended December 31, 2021, Mr. Simpson exercised options to purchase 93,750 0.32 30,000 0 On September 24, 2021, the Company extended the expiration date of the options granted to Mr. Simpson from April 6, 2022 to April 6, 2024. The following table summarizes stock option activity: SCHEDULE OF STOCK OPTIONS ACTIVITY Issued To Expiration Days to Exercise Options Outstanding, December 31, 2021 Glenn Simpson 4/6/2024 827 $ 0.16 159,054 Exercised, June 1, 2022 Glenn Simpson 4/6/2024 $ 0.16 (159,054 ) Outstanding, December 31, 2022 Glenn Simpson - - - 0 During the years ended December 31, 2022 and 2021, compensation expense related to stock options was $ 0 no |
CONCENTRATIONS
CONCENTRATIONS | 12 Months Ended |
Dec. 31, 2022 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS | NOTE 6 – CONCENTRATIONS Major Customers During the year ended December 31, 2022, the Company had five customers that accounted for 89 % of revenue. The increase in the concentration percentage is due to the shutdown of customers that were affected by the COVID-19 mandated closures. Accounts receivable at December 31, 2022 from these five customers amounted to $ 74,654 90 % of total revenue. Major Suppliers During the year ended December 31, 2022, the Company purchased its inventory from two suppliers. The Company has established relationships with other suppliers which management believes could meet its needs on similar terms. Accounts payable at December 31, 2022 to both suppliers were $ 15,840 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 7 – RELATED PARTY TRANSACTIONS During the year ended December 31, 2022, Mr. Simpson lent funds to the Company. As of December 31, 2022, the loan payable to Mr. Simpson was $ 225,000 On June 1, 2022, Mr. Simpson exercised 159,054 0.16 159,054 25,449 During the year ended December 31, 2021, Mr. Simpson exercised 93,750 0.32 93,750 30,000 |
SBA LOANS _CARES ACT_
SBA LOANS “CARES ACT” | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
SBA LOANS “CARES ACT” | NOTE 8 – SBA LOANS “CARES ACT” In January 2021, the Company received the loan forgiveness decision from the SBA for the loan proceeds under the Paycheck Protection Program. The full amount of the loan amounting $ 35,508 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Management is required 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 revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents include investment instruments and time deposits purchased with a maturity of three months or less. As of December 31, 2022, and December 31, 2021, the Company did no |
Accounts Receivable | Accounts Receivable Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company provides for probable uncollectible amounts based upon its assessment of the current status of the individual receivables and after using reasonable collection efforts. The allowance for doubtful accounts as of December 31, 2022 and 2021 was zero |
Inventory | Inventory Inventory, consisting solely of finished goods, are stated at the lower of cost (first-in, first-out method) or net realizable value (“NRV”). If necessary, the Company provides allowances to adjust the carrying value of its inventories to NRV when NRV is below cost. There were no such adjustments in 2022 or 2021. |
Revenue Recognition | Revenue Recognition Revenue from sales of products is recognized when the related performance obligation is satisfied. The Company’s performance obligation is satisfied upon the shipment or delivery of products to customers. The Company’s products are sold on cash and credit terms which are established in accordance with standardized industry practices and typically require payment within 30 days of delivery. Costs incurred for sales incentives and discounts are accounted for as reductions in revenue. |
Deductions from Revenue | Deductions from Revenue Costs incurred for sales incentives and discounts are accounted for as a reduction in revenue. These costs include payments to customers for performing merchandising activities on our behalf, including in-store displays, promotions for new items and obtaining optimum shelf space. |
Shipping and Handling Costs | Shipping and Handling Costs Shipping and Handling Costs incurred to move finished goods from our sales distribution centers to customer locations are included in the line Selling, General and Administrative Expenses in our Statements of Operations. |
Net (Loss)/Income Per Common Share | Net (Loss)/Income Per Common Share The Company computes per share amounts in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260, “Earnings per Share”. ASC Topic 260 requires presentation of basic and diluted EPS. Basic EPS is computed by dividing the loss available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted average number of shares of common stock and common stock equivalents outstanding during the periods. The following potentially dilutive securities have been excluded from the computation of weighted average shares outstanding as they would have had an anti-dilutive impact on the Company’s net income/(loss) per common share: SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE Expiration Exercise As of December 31, Issued To Date Price 2022 2021 Shares underlying options outstanding Glenn Simpson 4/6/2024 $ 0.16 0 159,054 |
Income Taxes | Income Taxes The Net Operating Loss Carryforwards for federal taxes was $ 3,803,700 , at December 31, 2022 and 3,746,752 3,803,700 3,746,752 798,777 786,818 342,333 337,208 1,141,110 1,124,026 zero 39,632 16,985 The Company provides for income taxes using the asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company did no As of December 31, 2022, and December 31, 2021, the Company had no SCHEDULE OF DEFERRED TAX ASSETS Tax Rate 2022 2021 Deferred Tax Assets as of December 31, Net Operating Loss Carryforwards as of December 31, Tax Rate 2022 2021 2022 2021 Federal 21 % $ 798,777 $ 786,818 $ 3,803,700 $ 3,746,752 State of New Jersey 9 % $ 342,333 $ 337,208 $ 3,803,700 $ 3,746,752 Total $ 1,141,110 $ 1,124,026 $ 7,607,400 $ 7,493,504 |
Fair value of financial instruments | Fair value of financial instruments The carrying amounts of financial instruments, which include cash, accounts receivable, accounts payable and accrued expenses approximate their fair values due to their short-term nature. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE | SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE Expiration Exercise As of December 31, Issued To Date Price 2022 2021 Shares underlying options outstanding Glenn Simpson 4/6/2024 $ 0.16 0 159,054 |
SCHEDULE OF DEFERRED TAX ASSETS | SCHEDULE OF DEFERRED TAX ASSETS Tax Rate 2022 2021 Deferred Tax Assets as of December 31, Net Operating Loss Carryforwards as of December 31, Tax Rate 2022 2021 2022 2021 Federal 21 % $ 798,777 $ 786,818 $ 3,803,700 $ 3,746,752 State of New Jersey 9 % $ 342,333 $ 337,208 $ 3,803,700 $ 3,746,752 Total $ 1,141,110 $ 1,124,026 $ 7,607,400 $ 7,493,504 |
STOCK OPTION (Tables)
STOCK OPTION (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
SCHEDULE OF STOCK OPTIONS ACTIVITY | The following table summarizes stock option activity: SCHEDULE OF STOCK OPTIONS ACTIVITY Issued To Expiration Days to Exercise Options Outstanding, December 31, 2021 Glenn Simpson 4/6/2024 827 $ 0.16 159,054 Exercised, June 1, 2022 Glenn Simpson 4/6/2024 $ 0.16 (159,054 ) Outstanding, December 31, 2022 Glenn Simpson - - - 0 |
SCHEDULE OF ANTIDILUTIVE SECURI
SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE (Details) - Glenn Simpson [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Expiration date | Apr. 06, 2024 | |
Exercise price | $ 0.16 | |
Shares underlying options outstanding | 0 | 159,054 |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | ||
Total | $ 1,141,110 | $ 1,124,026 |
Net operating loss carryforwards | 7,607,400 | 7,493,504 |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Total | $ 798,777 | 786,818 |
Tax rate | 21% | |
Net operating loss carryforwards | $ 3,803,700 | 3,746,752 |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Total | $ 342,333 | 337,208 |
Tax rate | 9% | |
Net operating loss carryforwards | $ 3,803,700 | $ 3,746,752 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Loss Carryforwards [Line Items] | ||
Cash equivalents | $ 0 | $ 0 |
Allowance for doubtful accounts | 0 | 0 |
Net operating loss carryforwards | 7,607,400 | 7,493,504 |
Deferred tax assets | 1,141,110 | 1,124,026 |
Deferred Tax Liabilities, Net | 0 | 0 |
Accrued interest or penalties | 0 | 0 |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | 3,803,700 | 3,746,752 |
Deferred tax assets | 798,777 | 786,818 |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | 3,803,700 | 3,746,752 |
Deferred tax assets | 342,333 | 337,208 |
Income tax payable | $ 0 | |
Federal [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Income tax payable | 39,632 | |
State [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Income tax payable | $ 16,985 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - Employment Agreements [Member] - Glenn Simpson [Member] - USD ($) | 12 Months Ended | |
Sep. 01, 2022 | Dec. 31, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Monthly salary | $ 8,000 | |
Number of shares of non trading, restricted common stock, shares | 67,000 | |
Employee bonus | $ 44,400 | |
Stock bonus, shares | 200,000 | |
Non Trading Restricted Common Stock [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Issuance of restricted and non-trading | $ 408,000 | |
Issuance of restricted and non-trading, shares | 3,417,000 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 12 Months Ended | ||||||
Jul. 05, 2022 | Jun. 08, 2022 | Jun. 01, 2022 | Feb. 04, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Reverse stock split | 1-for-2 reverse split | effect a 1-for-2 reverse split of the Company’s Common Stock. | |||||
Common stock, shares authorized | 40,000,000 | 20,000,000 | 20,000,000 | ||||
Common stock par value | $ 0.001 | $ 0.001 | |||||
Reduction in common stock shares authorized | 150,000,000 | ||||||
Common stock, shares outstanding | 16,230,615 | 15,548,903 | |||||
Stock options exercised | $ 25,449 | ||||||
Restricted Common Stock [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Stock repurchased during period shares | 830,342 | 382,913 | |||||
Stock repurchased during period value | $ 193,188 | $ 765,826 | |||||
Minimum [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Common stock, shares authorized | 40,000,000 | ||||||
Maximum [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Common stock, shares authorized | 190,000,000 | ||||||
Board of Directors [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Common stock, shares authorized | 40,000,000 | ||||||
Common stock par value | $ 0.001 | ||||||
Board of Directors [Member] | Minimum [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Common stock, shares authorized | 20,000,000 | ||||||
Common stock par value | $ 0.001 | ||||||
Director and Officers [Member] | Restricted and Non Trading Shares [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Issuance of restricted and non-trading, shares | 1,353,000 | ||||||
Glenn Simpson [Member] | Restricted and Non Trading Shares [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Stock issued during period shares stock options exercised | 159,054 | 159,054 | 93,750 | ||||
Share price | $ 0.16 | ||||||
Stock options exercised | $ 25,449 | $ 25,449 | |||||
Mr Simpson Mr Devlin and Ms Cudia [Member] | Restricted and Non Trading Shares [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Issuance of restricted and non-trading, shares | 525,000 | ||||||
Mr. Simpson [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Issuance of restricted and non-trading, shares | 350,000 | 603,000 | |||||
Mr.Devlin [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Issuance of restricted and non-trading, shares | 87,500 | 112,500 | |||||
Ms Cudia [Member] | |||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||||||
Issuance of restricted and non-trading, shares | 87,500 | 112,500 |
SCHEDULE OF STOCK OPTIONS ACTIV
SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - Glenn Simpson [Member] - Equity Option [Member] | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Stock Options, Expiration Date | Apr. 06, 2024 |
Stock Option, Outstanding, Days to Expiration | 827 days |
Stock Options, Outstanding, Exercise Price | $ / shares | $ 0.16 |
Stock Options, Outstanding Options | shares | 159,054 |
Stock Options, Exercised, Exercise Price | $ / shares | $ 0.16 |
Stock Options, Exercised Options | shares | (159,054) |
Stock Options, Outstanding, Exercise Price | $ / shares | |
Stock Options, Outstanding Options | shares | 0 |
STOCK OPTION (Details Narrative
STOCK OPTION (Details Narrative) - USD ($) | 12 Months Ended | |||
Jun. 01, 2022 | Feb. 04, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Stock option exercise | $ 25,449 | |||
Share-based compensation expense | 0 | $ 0 | ||
Unrecognized compensation cost | $ 0 | |||
Glenn Simpson [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Accrued salaries | $ 0 | |||
Glenn Simpson [Member] | Maximum [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Exercise price | $ 0.32 | |||
Glenn Simpson [Member] | Minimum [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Exercise price | $ 0.16 | |||
Glenn Simpson [Member] | Restricted and Non Trading Shares [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Stock issued during period shares stock options exercised | 159,054 | 159,054 | 93,750 | |
Exercise price | $ 0.16 | $ 0.16 | $ 0.32 | |
Stock option exercise | $ 25,449 | $ 25,449 | ||
Accrued payroll | $ 30,000 |
CONCENTRATIONS (Details Narrati
CONCENTRATIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Five Customers [Member] | ||
Concentration Risk [Line Items] | ||
Accounts receivable | $ 74,654 | |
Both Suppliers [Member] | ||
Concentration Risk [Line Items] | ||
Accounts payable | $ 15,840 | |
Customer Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member] | Five Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk | 89% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Five Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk | 90% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | ||
Jun. 01, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Exercise of stock options | $ 25,449 | ||
Mr. Simpson [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Loan payable | $ 225,000 | ||
Glenn Simpson [Member] | Restricted and Non Trading Shares [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Stock issued during period shares stock options exercised | 159,054 | 159,054 | 93,750 |
Exercise price | $ 0.16 | $ 0.16 | $ 0.32 |
Exercise of stock options | $ 25,449 | $ 25,449 | |
Accrued payroll | $ 30,000 |
SBA LOANS _CARES ACT_ (Details
SBA LOANS “CARES ACT” (Details Narrative) | 1 Months Ended |
Jan. 31, 2021 USD ($) | |
Paycheck Protection Program [Member] | |
Short-Term Debt [Line Items] | |
Debt forgiveness | $ 35,508 |