Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 15, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-35027 | |
Entity Registrant Name | BIOXYTRAN, INC. | |
Entity Central Index Key | 0001445815 | |
Entity Tax Identification Number | 26-2797630 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 75 2nd Avenue | |
Entity Address, Address Line Two | Ste 605 | |
Entity Address, City or Town | Needham | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02494 | |
City Area Code | 617 | |
Local Phone Number | 454-1199 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 111,496,166 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash | $ 500,677 | $ 72,358 | |
Total current assets | 500,677 | 72,358 | |
Intangibles, net | 67,548 | 46,932 | |
Total assets | 568,225 | 119,290 | |
Current liabilities: | |||
Accounts payable and accrued expenses | 556,835 | 624,316 | |
Accounts payable related party | [1] | 1,062,000 | 531,000 |
Un-issued shares liability | 60,150 | ||
Un-issued shares liability related party | [2] | 56,240 | |
Convertible notes payable, net of premium and discount | 3,593,650 | 2,122,181 | |
Total current liabilities | 5,328,875 | 3,277,497 | |
Total liabilities | 5,328,875 | 3,277,497 | |
Commitments and contingencies | |||
Stockholders’ deficit: | |||
Preferred stock, $0.001 par value; 50,000,000 shares authorized, nil issued and outstanding | |||
Common Stock, $0.001 par value; 300,000,000 shares authorized; 110,840,998 issued and outstanding | 110,841 | 110,841 | |
Additional paid-in capital | 5,876,859 | 5,881,876 | |
Non-controlling interest | (460,063) | (397,256) | |
Accumulated deficit | (10,288,287) | (8,753,668) | |
Total stockholders’ deficit | (4,760,650) | (3,158,207) | |
Total liabilities and stockholders’ deficit | $ 568,225 | $ 119,290 | |
[1]$ 420,000 222,000 210,000 111,000 120,000 56,240 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 110,840,998 | 110,840,998 |
Common stock, shares outstanding | 110,840,998 | 110,840,998 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Operating expenses: | ||||
Research and development | $ 43,141 | $ 718,652 | $ 283,266 | $ 1,065,685 |
General and administrative | 447,360 | 272,614 | 1,003,941 | 839,934 |
Stock based compensation expense | 46,723 | 51,050 | 69,123 | 825,608 |
Total operating expenses | 537,224 | 1,042,316 | 1,356,330 | 2,731,227 |
Loss from operations | (537,224) | (1,042,316) | (1,356,330) | (2,731,227) |
Other expenses: | ||||
Interest expense | (54,480) | (84,217) | (106,515) | (171,627) |
Debt discount and intangible amortization | (42,336) | (17,103) | (134,581) | (17,103) |
Total other expenses | 96,816 | 101,320 | 241,096 | 188,730 |
Net loss before provision for income taxes | (634,040) | (1,143,636) | (1,597,426) | (2,919,957) |
Provision for income taxes | ||||
NET LOSS | (634,040) | (1,143,636) | (1,597,426) | (2,919,957) |
Net loss attributable to the non-controlling interest | 11,691 | 246,935 | 62,807 | 401,549 |
NET LOSS ATTRIBUTABLE TO BIOXYTRAN | $ (622,349) | $ (896,701) | $ (1,534,619) | $ (2,518,408) |
Loss per Common share, basic and diluted | $ (0.01) | $ (0.01) | $ (0.01) | $ (0.02) |
Weighted average number of Common shares outstanding, basic and diluted | 110,840,998 | 103,371,579 | 110,840,998 | 101,753,891 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes In Stockholders' Deficit (Unaudited) - USD ($) | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid In Capital Preferred [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 97,451 | $ 1,795,125 | $ (4,721,923) | $ 888,091 | $ (1,941,256) | ||
Beginning balace, shares at Dec. 31, 2020 | 97,450,673 | ||||||
Options issued and vested - 2021 Plan | 6,750 | 6,750 | |||||
Shares issued to BoD & Mgmnt | $ 1,367 | 326,665 | 328,032 | ||||
Shares issued to BoD & Mgmnt, shares | 1,366,800 | ||||||
Shares issued to Consultants | $ 1,832 | 437,944 | 439,776 | ||||
Shares issued to Consultants, shares | 1,832,400 | ||||||
Subsidiary stock transactions | 450,000 | 450,000 | |||||
Net loss attributable to the non-controlling interest | (154,614) | (154,614) | |||||
Net loss | (1,621,707) | (1,621,707) | |||||
Ending balance, value at Mar. 31, 2021 | $ 100,650 | 2,566,484 | (6,343,630) | 1,183,477 | (2,493,019) | ||
Ending balance, shares at Mar. 31, 2021 | 100,649,873 | ||||||
Beginning balance, value at Dec. 31, 2020 | $ 97,451 | 1,795,125 | (4,721,923) | 888,091 | (1,941,256) | ||
Beginning balace, shares at Dec. 31, 2020 | 97,450,673 | ||||||
Net loss attributable to the non-controlling interest | (401,549) | ||||||
Net loss | (2,518,408) | ||||||
Ending balance, value at Jun. 30, 2021 | $ 109,872 | 4,736,091 | (7,240,331) | 1,086,992 | (1,307,376) | ||
Ending balance, shares at Jun. 30, 2021 | 109,871,998 | ||||||
Beginning balance, value at Dec. 31, 2020 | $ 97,451 | 1,795,125 | (4,721,923) | 888,091 | (1,941,256) | ||
Beginning balace, shares at Dec. 31, 2020 | 97,450,673 | ||||||
Ending balance, value at Dec. 31, 2021 | $ 110,841 | 5,881,876 | (8,753,668) | (397,256) | (3,158,207) | ||
Ending balance, shares at Dec. 31, 2021 | 110,840,998 | ||||||
Beginning balance, value at Mar. 31, 2021 | $ 100,650 | 2,566,484 | (6,343,630) | 1,183,477 | (2,493,019) | ||
Beginning balace, shares at Mar. 31, 2021 | 100,649,873 | ||||||
Options issued and vested - 2021 Plan | 7,650 | 7,650 | |||||
Shares issued to BoD & Mgmnt | $ 90 | 15,210 | 15,300 | ||||
Shares issued to BoD & Mgmnt, shares | 90,000 | ||||||
Shares issued to Consultants | $ 610 | 27,040 | 27,650 | ||||
Shares issued to Consultants, shares | 610,000 | ||||||
Subsidiary stock transactions | 150,000 | 150,000 | |||||
Net loss attributable to the non-controlling interest | (246,935) | (246,935) | |||||
Net loss | (896,701) | (896,701) | |||||
Shares issued to BoD & Mgmnt for conversion of debt | $ 7,591 | 979,273 | 986,864 | ||||
Shares issued to BoD & Mgmnt for conversion of debt, shares | 7,591,261 | ||||||
Shares issued to Consultants for conversion of debt | $ 931 | 120,111 | 121,042 | ||||
Shares issued to Consultants for conversion of debt, shares | 930,864 | ||||||
Forgiveness of related party | 1,020,323 | 1,020,323 | |||||
Subsidiary stock options | 450 | 450 | |||||
Ending balance, value at Jun. 30, 2021 | $ 109,872 | 4,736,091 | (7,240,331) | 1,086,992 | (1,307,376) | ||
Ending balance, shares at Jun. 30, 2021 | 109,871,998 | ||||||
Beginning balance, value at Dec. 31, 2021 | $ 110,841 | 5,881,876 | (8,753,668) | (397,256) | (3,158,207) | ||
Beginning balace, shares at Dec. 31, 2021 | 110,840,998 | ||||||
Net loss attributable to the non-controlling interest | (51,116) | (51,116) | |||||
Net loss | (912,270) | (912,270) | |||||
Issuance of Warrants | 42,250 | 42,250 | |||||
Ending balance, value at Mar. 31, 2022 | $ 110,841 | 5,924,126 | (9,665,938) | (448,372) | (4,079,343) | ||
Ending balance, shares at Mar. 31, 2022 | 110,840,998 | ||||||
Beginning balance, value at Dec. 31, 2021 | $ 110,841 | 5,881,876 | (8,753,668) | (397,256) | (3,158,207) | ||
Beginning balace, shares at Dec. 31, 2021 | 110,840,998 | ||||||
Net loss attributable to the non-controlling interest | (62,807) | ||||||
Net loss | (1,534,619) | ||||||
Ending balance, value at Jun. 30, 2022 | $ 110,841 | 5,876,859 | (10,288,287) | (460,063) | (4,760,650) | ||
Ending balance, shares at Jun. 30, 2022 | 110,840,998 | ||||||
Beginning balance, value at Mar. 31, 2022 | $ 110,841 | 5,924,126 | (9,665,938) | (448,372) | (4,079,343) | ||
Beginning balace, shares at Mar. 31, 2022 | 110,840,998 | ||||||
Net loss attributable to the non-controlling interest | (11,691) | (11,691) | |||||
Net loss | (622,349) | (622,349) | |||||
Forfeiture of Stock Options – 2021 Plan | (47,267) | (47,267) | |||||
Ending balance, value at Jun. 30, 2022 | $ 110,841 | $ 5,876,859 | $ (10,288,287) | $ (460,063) | $ (4,760,650) | ||
Ending balance, shares at Jun. 30, 2022 | 110,840,998 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (1,597,426) | $ (2,919,957) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Debt discount amortization, incl. issuance of warrants | 132,759 | 17,103 |
Amortization | 1,822 | |
Stock-based compensation | 69,123 | 825,608 |
Changes in operating assets and liabilities: | ||
Pre-paid expenses | (224,586) | |
Accounts payable and accrued expenses | (67,481) | 217,851 |
Accounts payable related party | 531,000 | 674,290 |
Net cash used in operating activities | (930,203) | (1,409,691) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Investment in intangibles | (22,438) | (8,954) |
Net cash used in investing activities | (22,438) | (8,954) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from subsidiary stock transactions | 600,000 | |
Proceeds from issuance of convertible notes payable | 1,380,960 | 1,165,000 |
Net cash provided by financing activities | 1,380,960 | 1,765,000 |
Net increase in cash | 428,319 | 346,355 |
Cash, beginning of period | 72,358 | 41,688 |
Cash, end of period | 500,677 | 388,043 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest paid | 69,900 | |
Income taxes paid | ||
NON-CASH INVESTING & FINANCING ACTIVITIES | ||
Issuance of warrants | 42,250 | |
Forfeiture of stock options | 47,267 | |
Debt discount on convertible note | 86,040 | 102,747 |
Common shares issued for the conversion of principal and accrued interest | 1,107,906 | |
Forgiveness of related party debt recorded to additional paid-in capital | $ 1,020,323 |
BACKGROUND AND ORGANIZATION
BACKGROUND AND ORGANIZATION | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BACKGROUND AND ORGANIZATION | NOTE 1 – BACKGROUND AND ORGANIZATION Business Operations Bioxytran, Inc. (the “Company”) is a clinical stage pharmaceutical company focused on the development, manufacture and commercialization of therapeutic drugs designed to address hypoxia in humans, which is a lack of oxygen to tissues, in a safe and efficient manner. Our Subsidiary, Pharmalectin, Inc. (the “Subsidiary”) is a clinical stage pharmaceutical company focused on the development, manufacture and commercialization of therapeutic drugs designed to address conditions related to Covid-19. Our Foreign Subsidiary, Pharmalectin (BVI), Inc. (the “Foreign Subsidiary”) is the owner and custodian of the Company’s Copyrights, Trade Marks and Patents. Organization Bioxytran, Inc. was organized on October 5, 2017 as a Delaware corporation, with a taxing structure for U.S. federal and state income tax as a C-Corporation with 95,000,000 0.0001 5,000,000 0.0001 300,000,000 0.001 50,000,000 0.001 110,840,998 85,823,272 77.4 Pharmalectin was organized on October 5, 2017 as a Delaware corporation, with a taxing structure for U.S. federal and state income tax as a C-Corporation with 95,000,000 0.0001 5,000,000 0.0001 30,000,000 19,650,000 15,000,000 76.3 4,650,000 Pharmalectin BVI was organized on March 17, 2021 as a British Virgin Islands (BVI) Business Corporation with a BVI corporate taxing structure with 50,000 1.00 50,000 Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”), have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with our audited consolidated financial statements. While the information presented in the accompanying financial statements is unaudited, it includes all adjustments which are, in the opinion of the management, necessary to present fairly the financial position, results of operations and cash flows for the periods presented in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”). In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are statements prepared in accordance with US GAAP have been condensed or omitted. These financial statements should be read in conjunction with the Company’s December 31, 2021 audited financial statements and notes that can be expected for the year ending December 31, 2022. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Bioxytran, Inc. a Nevada Corporation, its majority owned subsidiary, Pharmalectin, Inc. of Delaware, as well as its wholly owned subsidiary, Pharmalectin (BVI), Inc of British Virgin Islands (collectively, the “Company”). All intercompany accounts have been eliminated upon consolidation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows. Cash For purposes of the Statement of Cash Flows, the Company considers all highly liquid debt instruments purchased with an original maturity date of three months or less to be cash equivalents. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of expenses during the reporting period. Significant estimates include the fair value of the Company’s stock, stock-based compensation, valuation of warrants, valuations in connection with convertible notes and the valuation allowance related to deferred tax assets. Actual results may differ from these estimates. Net Loss per Common Share, basic and diluted The Company computes earnings (loss) per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Net loss per Common share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding during the year. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into Common Stock using the “treasury stock” and/or “if converted” methods as applicable. At June 30, 2022, we would, based on the market price of $ 0.32 23,745,998 6,253,088 620,000 3,769,720 The 2021 1-year notes (the “2021 Notes” and collectively with the 2022 Notes (the “New Notes”), extended through October 31, 2022, have an interest rate of 6% 0.13 The 2022 1-year notes (the “2022 Notes” and collectively with the 2021 Notes (the “New Notes”), have an interest rate of 6% 0.25 Stock Based Compensation The Company measures the cost of services received from employees and non-employees in exchange for an award of equity instruments based on the fair value of the award on the grant date pursuant ASC 718. Stock-based compensation expense is recorded by the Company over the requisite service period, or vesting period, in the same expense classifications in the statements of operations, as if such amounts were paid in cash. Accounting for subsidiary stock transactions The Company accounts for subsidiary stock transactions in accordance with Opinions of the Accounting Principles Board 09 (APBO No. 9). In paragraph 28, this pronouncement excluded all adjustments from transactions in a company’s own stock “. . . from the determination of net income or the results of operations under all circumstances.” During the six months ended June 30 2021, the Company sold shares in its subsidiary Pharmalectin for a total amount of $ 600,000 Research and Development The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved as defined under the applicable agreement. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. For the six months ended June 30, 2022 the Company incurred $ 283,266 1,065,685 Intangibles – Goodwill and Other Valuation of intangibles are in accordance with ASC 350. Costs associated with the application and award of patents in the U.S. and various other countries are capitalized and amortized on a straight-line basis over the term of the patents as determined at award date, which varies depending on the pendency period of the application, generally approximating seventeen years. Capitalized patent costs, also referred to as patent prosecution costs, include internal legal labour, professional legal fees, government filing fees and translation fees related to expanding the Company’s patent portfolio. Costs associated with the maintenance and annuity fees of patents are accounted for as prepaid assets at the time of payment and amortized over the shorter of the maintenance period or remaining life of the related patent. Accrued Expenses As part of the process of preparing our condensed consolidated financial statements, we are required to estimate accrued expenses. This process involves identifying services that third parties have performed on our behalf and estimating the level of service performed and the associated cost incurred on these services as at each balance sheet date in our consolidated financial statements. Examples of estimated accrued expenses include professional service fees, such as those arising from the services of attorneys and accountants and accrued payroll expenses. In connection with these service fees, our estimates are most affected by our understanding of the status and timing of services provided relative to the actual services incurred by the service providers. In the event that we do not identify certain costs that have been incurred or we under- or over-estimate the level of services or costs of such services, our reported expenses for a reporting period could be understated or overstated. The date on which certain services commence, the level of services performed on or before a given date, and the cost of services are often subject to our judgment. We make these judgments based upon the facts and circumstances known to us in accordance with accounting principles generally accepted in the U.S. Warrants The Company has issued Common Stock warrants in connection with the execution of certain equity and debt financings. The fair value of warrants is determined using the Black-Scholes option-pricing model using assumptions regarding volatility of our Common share price, remaining life of the warrant, and risk-free interest rates at each period end. Fair Value Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) requires disclosure of the fair value of certain financial instruments. The carrying value of cash and cash equivalents, accounts payable and accrued liabilities, and short-term borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”) to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial statements. Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed interim financial statements. |
GOING CONCERN AND MANAGEMENT_S
GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS | NOTE 3 – GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS As at June 30, 2022, the Company had cash of $ 500,677 4,828,198 10,288,287 During the six months ended June 30, 2022, the Company raised a net of $ 1,380,960 1,165,000 600,000 The Company intends to raise additional capital through private placements of debt and equity securities, but there can be no assurance that these funds will be available on terms acceptable to the Company, or will be sufficient to enable the Company to fully complete its development activities or sustain operations. If the Company is unable to raise sufficient additional funds, it will have to develop and implement a plan to further extend payables, reduce overhead, or scale back its current business plan until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful. The Company’s management does not know the full extent or foresee the impact COVID-19 has had on our business or our operations or its ability to carry out our plans. We will continue to monitor and follow this situation closely. Accordingly, the accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. GAAP, which contemplates continuation of the Company as a going concern and the realization of assets and satisfaction of liabilities in the normal course of business. The carrying amounts of assets and liabilities presented in the unaudited condensed consolidated financial statements do not necessarily purport to represent realizable or settlement values. The unaudited condensed consolidated financial statements do not include any adjustment that might result from the outcome of this uncertainty. |
INTANGIBLES
INTANGIBLES | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES | NOTE 4 - INTANGIBLES Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. No Amortization of capitalized patent costs associated with the application and award of patents in the U.S. and various other countries are capitalized and amortized on a straight-line basis over the term of the patents as determined at the award date, which varies depending on the pendency period of the application, generally approximating twenty years. The current patent applications are still on-going, and are therefore not yet subject to amortization. SCHEDULE OF INTANGIBLES Estimated Life (years) June 30, 2022 December 31, 2021 Capitalized patent costs 20 $ 69,370 $ 46,932 Accumulated amortization (1,822 ) — Intangible assets, net $ 67,548 $ 46,932 |
ACCOUNTS PAYABLES AND ACCRUED E
ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | NOTE 5 – ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES On June 30, 2022, there was $ 1,062,000 56,240 531,000 The following table represents the major components of accounts payables and accrued expenses and other current liabilities at June 30, 2022 and at December 31, 2021: SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES June 30, 2022 December 31, 2021 Accounts payable related party (1) $ 1,062,000 $ 531,000 Professional fees 121,893 375,371 Other 2,310 — Interest 122,300 85,685 Payroll taxes 47,832 32,010 Pension/401K 262,500 131,250 Un-issued share liability, consultant 60,150 — Un-issued share liability, related party (2) 56,240 — Convertible note payable 3,593,650 2,122,181 Total $ 5,328,875 $ 3,277,497 (1) $ 420,000 222,000 210,000 111,000 (2) There are currently 120,000 56,240 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 6 – CONVERTIBLE NOTES PAYABLE Private Placement, 2021 Notes Around May 3, 2021, we entered into four (4) Securities Purchase Agreements (the “2021 SPA’s”), under which we agreed to sell convertible promissory notes (the “2021 Notes”), in an aggregate principal amount of $ 2,165,000 6 At any time after the issue date of the Notes, The Holders of the Notes, (the “2021 Holders”), have the option to convert all or any part of the outstanding and unpaid principal amount and accrued and unpaid interest of the 2021 Notes into shares of our Common Stock at the Conversion Price. The “Conversion Price” will be the lesser of (i) $.13 per share or (ii) 85% of the closing price of Any Qualified Financing, which consists of any fundraising whereby the Company receives gross proceeds of not less than $500,000 The 2021 Holders are limited to holding a total of 4.99 The Common Stock underlying the Notes, when issued, bear a restrictive legend and has a 180-day lock-up period. They are currently eligible for resale under Rule 144. If the 2021 Notes are converted prior to us paying off such note, it would lead to substantial dilution to our shareholders as a result of the conversion discounted for the 2021 Notes. There can be no assurance that there will be any funds available to pay off the 2021 Notes, or if available, on terms that will be acceptable to us or our shareholders. If we fail to obtain such additional financing on a timely basis, the 2021 Holders may convert the 2021 Notes and sell the underlying shares, which may result in significant dilution to shareholders due to the conversion discount, as well as a significant decrease in our stock price. Private Placement, 2022 Notes In January, 2022, we entered into thirty-four (34) Securities Purchase Agreements (the “2022 SPA’s”), with accredited investors, under which we agreed to sell the Notes, in an aggregate principal amount of $ 1,467,000 6 At any time after the issue date of the 2022 Notes the 2022 Holders have the option to convert all or any part of the outstanding and unpaid principal amount and accrued and unpaid interest of the Notes into shares of our Common Stock at the Conversion Price. The “Conversion Price” is set to $ 0.25 The 2022 Holders are limited to holding a total of 4.99 If the 2022 Notes are converted prior to us paying off such note, it would lead to dilution to our shareholders as a result of the conversion discounted for the 2022 Notes. There can be no assurance that there will be any funds available to pay of the 2022 Notes, or if available, on terms that will be acceptable to us or our shareholders. If we fail to obtain such additional financing on a timely basis, the 2022 Holders may convert the 2022 Notes and sell the underlying shares, which may result in dilution if converted, as well as a decrease in our stock price. SCHEDULE OF OUTSTANDING CONVERTIBLE NOTES Name Principal due June 30, 2022 Accrued interest June 30, 2022 Total amount due June 30, 2022 Private Placement, 2021 Notes (1 $ 2,165,000 $ 81,063 2,246,063 Private Placement, 2022 Notes (2 1,467,000 41,237 1,508,237 $ 3,632,000 $ 122,300 3,754,300 (1) $ 1,000,000 1,045,150 119,850 (2) Net cash received for these notes were $ 1,380,960 86,040 At December 31, 2021 the outstanding convertible notes were as follows: Name Principal due December 31, 2021 Accrued interest December 31, 2021 Total amount due December 31, 2021 Notes sold in exchange for cash (1) $ 1,165,000 $ 46,108 1,211,108 Note issued in exchange for defaulted Old Notes (2) 1,000,000 39,577 1,039,577 $ 2,165,000 $ 85,685 2,250,685 (1) Net cash received for these notes were $ 1,045,150 119,850 (2) The “Old Notes” were paid off and assumed by a different entity/company. A new note of $ 1,000,000 Convertible notes payable consists of the following at June 30, 2022 and December 31, 2021: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, 2022 December 31, 2021 Principal balance $ 3,632,000 $ 2,165,000 Unamortized debt discount (38,350 ) (42,819 ) Outstanding, net of debt discount and premium $ 3,593,650 $ 2,122,181 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 7 – STOCKHOLDERS’ EQUITY The Company is authorized to issue 300,000,000 50,000,000 Preferred stock As of June 30, 2022 and at December 31, 2021, no Preferred shares have been designated or issued. Common Stock On June 4, 2021, 7,591,261 986,864 0.13 On June 4, 2021, 930,864 121,042 0.13 For the six months ending June 30, 2021, 3,899,200 810,758 0.13 No shares have been issued in six months ended June 30, 2022. As at June 30, 2022, and at December 31, 2021 the Company has 110,840,998 Common Stock Warrants For the six months ended June 30, 2022, in connection with the issuance of the convertible notes, the Company issued 264,060 5 0.25 0.16 42,250 The warrant agreements include provisions for cash-less exercise. For the six months ended June 30, 2021 the Company issued no warrants. The fair value of stock warrants granted for the six months ended June 30, 2022 was calculated with the following assumptions: SCHEDULE OF STOCK WARRANTS VALUATION ASSUMPTIONS June 30, 2022 Risk-free interest rate 1.53 % Expected dividend yield 0 % Volatility factor (monthly) 169.27 % Expected life of warrant 5 The following table summarizes the Company’s Common Stock warrant activity for the six months ended June 30, 2022 and 2021: SCHEDULE OF WARRANT ACTIVITY Number of Warrants * Weighted Average Exercise Price Weighted- Average Remaining Expected Term Outstanding as at December 31, 2021 272,000 $ 2.00 3.9 Granted — — — Exercised — — — Forfeited/Cancelled — — — Outstanding as at June 30, 2021 272,000 2.00 3.7 Outstanding as at December 31, 2022 272,000 $ 2.00 2.9 Granted 264,060 0.25 5.0 Exercised — — — Forfeited/Cancelled — — — Outstanding as at June 30, 2022 536,060 $ 1.14 3.4 * The warrant agreements issued in 2019 and in 2020 for a total of 272,000 5,989,028 0.09 5,335,789 The following table summarizes information about stock warrants that are vested or expected to vest at June 30, 2022 with a market price of $ 0.32 SCHEDULE OF WARRANT OUTSTANDING AND EXERCISABLE WARRANTS Warrants Outstanding Exercisable Warrants Number of Warrants Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Number of Warrants Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value 264,060 0.25 4.5 $ 18,484 264,060 0.25 4.5 $ 18,484 272,000 $ 2.00 2.4 $ — 272,000 $ 2.00 2.4 $ — 536,060 $ 1.14 3.5 $ 18,484 536,060 $ 1.14 3.5 $ 18,484 The following table sets forth the status of the Company’s non-vested warrants as at June 30, 2022, there were no warrants issued for the three months ended at June 30, 2021. SCHEDULE OF NONVESTED WARRANTS Number of Warrants Weighted- Average Grant-Date Fair Value Non-vested as at December 31, 2021 — $ — Granted 264,060 0.25 Forfeited — — Vested 264,060 0.25 Non-vested as at June 30, 2022 — $ — The weighted-average remaining contractual life for warrants exercisable at June 30, 2022 is 3.5 18,484 Sales of Shares in Subsidiary For the six months ended June 30, 2022 there were no 1,800,000 600,000 |
STOCK OPTION PLAN AND STOCK-BAS
STOCK OPTION PLAN AND STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK OPTION PLAN AND STOCK-BASED COMPENSATION | NOTE 8 – STOCK OPTION PLAN AND STOCK-BASED COMPENSATION On January 19, 2010, the Company adopted a stock option plan entitled the “2010 Stock Plan” (the “:2010 Plan”) under which the Company may grant Options to Purchase Stock, Stock Awards or Stock Appreciation Rights in an amount up to 15 As at January 18, 2021, the 2010 Stock Plan was depleted and retired. On January 19, 2021, the Board of Directors adopted the “2021 Stock Plan” (the “2021 Plan”) with the same terms as the 2010 Plan. As at June 30, 2022, 90,000 700,000 Shares Awarded and Issued under the 2010 Plan: On January 1, 2021 the Company granted 10,000 0.24 2,400 On January 15, 2021 the Company granted 3,189,200 0.24 227,800 765,408 Shares Awarded and Issued under the 2021 Plan: On April 1, 2021 the Company granted 10,000 0.17 1,700 On April 1, 2021 the Company granted 90,000 0.17 15,300 On April 22, 2021 the Company granted 150,000 0.17 25,500 On June 15, 2021 the Company granted 450,000 0.001 450 SCHEDULE OF FAIR MARKET VALUE Number of Shares Fair Value per Share Weighted Average Market Value per Share Shares Issued as of December 31, 2020 11,002,000 $ 0.003 1.49 $ 0.10 Shares Issued 3,899,200 0.001 0.24 0.21 Shares Issued as of June 30, 2021 15,001,200 $ 0.001 1.49 $ 0.13 Shares Issued as of December 31, 2021 18,706,909 $ 0.001 1.49 $ 0.088 Shares Issued — — — Shares Issued as of June 30, 2022 18,706,909 $ 0.001 1.49 $ 0.088 For the six months ended June 30, 2022, the Company recorded stock-based compensation expense of $ 159,297 Shares awarded, but not yet issued On January 10, 2022 the Company granted 40,000 6,400 0.16 On February 18, 2022 the Company granted 100,000 16,000 0.16 On April 1, 2022 the Company granted 10,000 1,730 0.173 On April 1, 2022 the Company granted 70,000 12,110 0.173 On April 11, 2022 the Company granted 250,000 43,250 0.173 Stock options granted and vested 2021 Plan: On February 1, 2021 the Company granted 45,000 0.20 6,750 On May 1, 2021 the Company granted 45,000 0.19 7,650 There were no stock options issued in the six months ended June 30, 2022. The fair value of stock options granted and revaluation of non-employee consultant options for the six months ended June 30, 2021 was calculated with the following assumptions, there were no options issued for the six months ended June 30, 2022: SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS June 30, 2022 Risk-free interest rate 0.17 0.35 Expected dividend yield 0 % Volatility factor (monthly) 161.18 % Expected life of options 3 For the six months ended June 30, 2022 there were no stock options awarded. However, 48,000 14,400 The following table summarizes the Company’s stock option activity for the six months ended June 30, 2022, and 2021: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Options Exercise Price per Share Weighted Average Exercise Price per Share Outstanding as of December 31, 2020 533,000 $ 0.001 1.21 $ 0.71 Granted 90,000 0.19 0.20 0.20 Exercised — — — Options forfeited/cancelled — — — Outstanding as of June 30, 2021 623,000 $ 0.001 1.21 $ 0.59 Outstanding as of December 31, 2021 668,000 $ 0.001 1.21 $ 0.55 Granted — — — Exercised — — — Options forfeited/cancelled 48,000 1.09 1.21 1.20 Outstanding as of June 30, 2022 620,000 $ 0.001 1.10 $ 0.50 The following table summarizes information about stock options that are vested or expected to vest at June 30, 2022. The market price was $0.32 as at June 30, 2022: SCHEDULE OF STOCK OPTION VESTED Options Outstanding Exercisable Options Exercise Price Number of Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Number of Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value $ 0.001 90,000 $ 0.001 1.45 $ 28,710 90,000 $ 0.001 1.45 $ 28,710 0.05 3,000 0.05 1.25 810 3,000 0.05 1.25 810 0.15 90,000 0.15 0.83 15,300 90,000 0.15 0.83 15,300 0.18 45,000 0.18 1.33 6,300 45,000 0.18 1.33 6,300 0.19 45,000 0.19 2.83 5,850 45,000 0.19 2.83 5,850 0.20 48,000 0.20 1.54 5,760 48,000 0.20 1.54 5,760 0.31 3,000 0.31 0.50 30 3,000 0.31 0.50 30 0.32 3,000 0.32 0.75 — 3,000 0.32 0.75 — 0.61 45,000 0.61 0.25 — 45,000 0.61 0.25 — 0.73 3,000 0.73 0.33 — 3,000 0.73 0.33 — 0.95 200,000 0.95 0.20 — 200,000 0.95 0.20 — 1.10 45,000 1.10 0.08 — 45,000 1.10 0.08 — $ 0.001 1.10 620,000 $ 0.50 0.79 $ 62,760 620,000 $ 0.50 0.79 $ 62,760 There were no granted options granted, nor issued, between June 30, 2022 and December 31, 2021. The weighted-average remaining estimated life for options exercisable at June 30, 2022 is 0.79 The aggregate intrinsic value for fully vested, exercisable options was $ 62,760 0 As at June 30, 2022 the Company has 18,879,292 |
NON-CONTROLLING INTEREST
NON-CONTROLLING INTEREST | 6 Months Ended |
Jun. 30, 2022 | |
Noncontrolling Interest [Abstract] | |
NON-CONTROLLING INTEREST | NOTE 9 – NON-CONTROLLING INTEREST SCHEDULE OF NON CONTROLLING INTEREST June 30, 2022 December 31, 2021 Net loss Subsidiary (265,560 ) (2,089,253 ) Net loss attributable to the non-controlling interest 62,807 496,297 Net loss affecting Bioxytran (202,753 ) (1,592,956 ) Accumulated losses (3,045,565 ) (2,777,135 ) Accumulated losses attributable to the non-controlling interest 621,014 558,206 Accumulated losses affecting Bioxytran (2,424,551 ) (2,218,929 ) Net deficit non-controlling interest (460,063 ) (397,256 ) As at June 30, 2022 and at December 31, 2021 there are 30,000,000 19,650,000 15,000,000 76% 4,650,000 4,500,000 0.33 11,423,077 0.13 10,347,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 10 – COMMITMENTS AND CONTINGENCIES Employment contracts The Company’s executive officers have entered employment contracts and confidentiality, non-disclosure and assignment of invention agreements. The employment agreements provide for the payment of $ 100,000 Litigation In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Legal fees for such matters are expensed as incurred and we accrue for adverse outcomes as they become probable and estimable. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 – SUBSEQUENT EVENTS The Company has evaluated events from June 30, 2022 through the date the financial statements were issued. and did not, other than what is disclosed in the below, identify any further subsequent events requiring disclosure. General and Administrative Expenses Forfeited salaries and benefits On August 1, 2022 the Company’s Management forfeited the majority of its accrued salaries and benefits for a total value of $ 1,273,000 Stockholder’s Equity Conversion of Notes into Common Stock In August, 2022 the principal of $ 25,000 792 103,168 . Shares awarded, but not On July 1, 2022 the Company granted 2,000 640 0.32 On July 1, 2022 the Company granted 80,000 25,600 0.32 Shares issued, but earlier awarded, under the 2021 Stock Plan: On August 3, 2022 the Company issued 352,000 85,920 0.24 On August 3, 2022 the Company issued 200,000 45,840 0.23 Warrants issued: On July 7, 2022 in connection with an analyst agreement dated April 9, 2022, the Company issued 200,000 5 0.25 0.30 60,600 The warrant agreement includes provisions for cash-less exercise. Stock options forfeited under the 2021 Stock Plan: On August 1, 2022, 45,000 39,731 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Cash | Cash For purposes of the Statement of Cash Flows, the Company considers all highly liquid debt instruments purchased with an original maturity date of three months or less to be cash equivalents. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of expenses during the reporting period. Significant estimates include the fair value of the Company’s stock, stock-based compensation, valuation of warrants, valuations in connection with convertible notes and the valuation allowance related to deferred tax assets. Actual results may differ from these estimates. |
Net Loss per Common Share, basic and diluted | Net Loss per Common Share, basic and diluted The Company computes earnings (loss) per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Net loss per Common share is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding during the year. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into Common Stock using the “treasury stock” and/or “if converted” methods as applicable. At June 30, 2022, we would, based on the market price of $ 0.32 23,745,998 6,253,088 620,000 3,769,720 The 2021 1-year notes (the “2021 Notes” and collectively with the 2022 Notes (the “New Notes”), extended through October 31, 2022, have an interest rate of 6% 0.13 The 2022 1-year notes (the “2022 Notes” and collectively with the 2021 Notes (the “New Notes”), have an interest rate of 6% 0.25 |
Stock Based Compensation | Stock Based Compensation The Company measures the cost of services received from employees and non-employees in exchange for an award of equity instruments based on the fair value of the award on the grant date pursuant ASC 718. Stock-based compensation expense is recorded by the Company over the requisite service period, or vesting period, in the same expense classifications in the statements of operations, as if such amounts were paid in cash. |
Accounting for subsidiary stock transactions | Accounting for subsidiary stock transactions The Company accounts for subsidiary stock transactions in accordance with Opinions of the Accounting Principles Board 09 (APBO No. 9). In paragraph 28, this pronouncement excluded all adjustments from transactions in a company’s own stock “. . . from the determination of net income or the results of operations under all circumstances.” During the six months ended June 30 2021, the Company sold shares in its subsidiary Pharmalectin for a total amount of $ 600,000 |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved as defined under the applicable agreement. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. For the six months ended June 30, 2022 the Company incurred $ 283,266 1,065,685 |
Intangibles – Goodwill and Other | Intangibles – Goodwill and Other Valuation of intangibles are in accordance with ASC 350. Costs associated with the application and award of patents in the U.S. and various other countries are capitalized and amortized on a straight-line basis over the term of the patents as determined at award date, which varies depending on the pendency period of the application, generally approximating seventeen years. Capitalized patent costs, also referred to as patent prosecution costs, include internal legal labour, professional legal fees, government filing fees and translation fees related to expanding the Company’s patent portfolio. Costs associated with the maintenance and annuity fees of patents are accounted for as prepaid assets at the time of payment and amortized over the shorter of the maintenance period or remaining life of the related patent. |
Accrued Expenses | Accrued Expenses As part of the process of preparing our condensed consolidated financial statements, we are required to estimate accrued expenses. This process involves identifying services that third parties have performed on our behalf and estimating the level of service performed and the associated cost incurred on these services as at each balance sheet date in our consolidated financial statements. Examples of estimated accrued expenses include professional service fees, such as those arising from the services of attorneys and accountants and accrued payroll expenses. In connection with these service fees, our estimates are most affected by our understanding of the status and timing of services provided relative to the actual services incurred by the service providers. In the event that we do not identify certain costs that have been incurred or we under- or over-estimate the level of services or costs of such services, our reported expenses for a reporting period could be understated or overstated. The date on which certain services commence, the level of services performed on or before a given date, and the cost of services are often subject to our judgment. We make these judgments based upon the facts and circumstances known to us in accordance with accounting principles generally accepted in the U.S. |
Warrants | Warrants The Company has issued Common Stock warrants in connection with the execution of certain equity and debt financings. The fair value of warrants is determined using the Black-Scholes option-pricing model using assumptions regarding volatility of our Common share price, remaining life of the warrant, and risk-free interest rates at each period end. |
Fair Value | Fair Value Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) requires disclosure of the fair value of certain financial instruments. The carrying value of cash and cash equivalents, accounts payable and accrued liabilities, and short-term borrowings, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. All other significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed. The Company follows Accounting Standards Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) and Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”), which permits entities to choose to measure many financial instruments and certain other items at fair value. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”) to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial statements. Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed interim financial statements. |
INTANGIBLES (Tables)
INTANGIBLES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLES | SCHEDULE OF INTANGIBLES Estimated Life (years) June 30, 2022 December 31, 2021 Capitalized patent costs 20 $ 69,370 $ 46,932 Accumulated amortization (1,822 ) — Intangible assets, net $ 67,548 $ 46,932 |
ACCOUNTS PAYABLES AND ACCRUED_2
ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | The following table represents the major components of accounts payables and accrued expenses and other current liabilities at June 30, 2022 and at December 31, 2021: SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES June 30, 2022 December 31, 2021 Accounts payable related party (1) $ 1,062,000 $ 531,000 Professional fees 121,893 375,371 Other 2,310 — Interest 122,300 85,685 Payroll taxes 47,832 32,010 Pension/401K 262,500 131,250 Un-issued share liability, consultant 60,150 — Un-issued share liability, related party (2) 56,240 — Convertible note payable 3,593,650 2,122,181 Total $ 5,328,875 $ 3,277,497 (1) $ 420,000 222,000 210,000 111,000 (2) There are currently 120,000 56,240 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF OUTSTANDING CONVERTIBLE NOTES | SCHEDULE OF OUTSTANDING CONVERTIBLE NOTES Name Principal due June 30, 2022 Accrued interest June 30, 2022 Total amount due June 30, 2022 Private Placement, 2021 Notes (1 $ 2,165,000 $ 81,063 2,246,063 Private Placement, 2022 Notes (2 1,467,000 41,237 1,508,237 $ 3,632,000 $ 122,300 3,754,300 (1) $ 1,000,000 1,045,150 119,850 (2) Net cash received for these notes were $ 1,380,960 86,040 At December 31, 2021 the outstanding convertible notes were as follows: Name Principal due December 31, 2021 Accrued interest December 31, 2021 Total amount due December 31, 2021 Notes sold in exchange for cash (1) $ 1,165,000 $ 46,108 1,211,108 Note issued in exchange for defaulted Old Notes (2) 1,000,000 39,577 1,039,577 $ 2,165,000 $ 85,685 2,250,685 (1) Net cash received for these notes were $ 1,045,150 119,850 (2) The “Old Notes” were paid off and assumed by a different entity/company. A new note of $ 1,000,000 |
SCHEDULE OF CONVERTIBLE NOTES PAYABLE | Convertible notes payable consists of the following at June 30, 2022 and December 31, 2021: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, 2022 December 31, 2021 Principal balance $ 3,632,000 $ 2,165,000 Unamortized debt discount (38,350 ) (42,819 ) Outstanding, net of debt discount and premium $ 3,593,650 $ 2,122,181 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
SCHEDULE OF STOCK WARRANTS VALUATION ASSUMPTIONS | The fair value of stock warrants granted for the six months ended June 30, 2022 was calculated with the following assumptions: SCHEDULE OF STOCK WARRANTS VALUATION ASSUMPTIONS June 30, 2022 Risk-free interest rate 1.53 % Expected dividend yield 0 % Volatility factor (monthly) 169.27 % Expected life of warrant 5 |
SCHEDULE OF WARRANT ACTIVITY | The following table summarizes the Company’s Common Stock warrant activity for the six months ended June 30, 2022 and 2021: SCHEDULE OF WARRANT ACTIVITY Number of Warrants * Weighted Average Exercise Price Weighted- Average Remaining Expected Term Outstanding as at December 31, 2021 272,000 $ 2.00 3.9 Granted — — — Exercised — — — Forfeited/Cancelled — — — Outstanding as at June 30, 2021 272,000 2.00 3.7 Outstanding as at December 31, 2022 272,000 $ 2.00 2.9 Granted 264,060 0.25 5.0 Exercised — — — Forfeited/Cancelled — — — Outstanding as at June 30, 2022 536,060 $ 1.14 3.4 * The warrant agreements issued in 2019 and in 2020 for a total of 272,000 5,989,028 0.09 5,335,789 |
SCHEDULE OF WARRANT OUTSTANDING AND EXERCISABLE WARRANTS | The following table summarizes information about stock warrants that are vested or expected to vest at June 30, 2022 with a market price of $ 0.32 SCHEDULE OF WARRANT OUTSTANDING AND EXERCISABLE WARRANTS Warrants Outstanding Exercisable Warrants Number of Warrants Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Number of Warrants Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value 264,060 0.25 4.5 $ 18,484 264,060 0.25 4.5 $ 18,484 272,000 $ 2.00 2.4 $ — 272,000 $ 2.00 2.4 $ — 536,060 $ 1.14 3.5 $ 18,484 536,060 $ 1.14 3.5 $ 18,484 |
SCHEDULE OF NONVESTED WARRANTS | The following table sets forth the status of the Company’s non-vested warrants as at June 30, 2022, there were no warrants issued for the three months ended at June 30, 2021. SCHEDULE OF NONVESTED WARRANTS Number of Warrants Weighted- Average Grant-Date Fair Value Non-vested as at December 31, 2021 — $ — Granted 264,060 0.25 Forfeited — — Vested 264,060 0.25 Non-vested as at June 30, 2022 — $ — |
STOCK OPTION PLAN AND STOCK-B_2
STOCK OPTION PLAN AND STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF FAIR MARKET VALUE | SCHEDULE OF FAIR MARKET VALUE Number of Shares Fair Value per Share Weighted Average Market Value per Share Shares Issued as of December 31, 2020 11,002,000 $ 0.003 1.49 $ 0.10 Shares Issued 3,899,200 0.001 0.24 0.21 Shares Issued as of June 30, 2021 15,001,200 $ 0.001 1.49 $ 0.13 Shares Issued as of December 31, 2021 18,706,909 $ 0.001 1.49 $ 0.088 Shares Issued — — — Shares Issued as of June 30, 2022 18,706,909 $ 0.001 1.49 $ 0.088 |
SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS | The fair value of stock options granted and revaluation of non-employee consultant options for the six months ended June 30, 2021 was calculated with the following assumptions, there were no options issued for the six months ended June 30, 2022: SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS June 30, 2022 Risk-free interest rate 0.17 0.35 Expected dividend yield 0 % Volatility factor (monthly) 161.18 % Expected life of options 3 |
SCHEDULE OF STOCK OPTIONS ACTIVITY | The following table summarizes the Company’s stock option activity for the six months ended June 30, 2022, and 2021: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Options Exercise Price per Share Weighted Average Exercise Price per Share Outstanding as of December 31, 2020 533,000 $ 0.001 1.21 $ 0.71 Granted 90,000 0.19 0.20 0.20 Exercised — — — Options forfeited/cancelled — — — Outstanding as of June 30, 2021 623,000 $ 0.001 1.21 $ 0.59 Outstanding as of December 31, 2021 668,000 $ 0.001 1.21 $ 0.55 Granted — — — Exercised — — — Options forfeited/cancelled 48,000 1.09 1.21 1.20 Outstanding as of June 30, 2022 620,000 $ 0.001 1.10 $ 0.50 |
SCHEDULE OF STOCK OPTION VESTED | The following table summarizes information about stock options that are vested or expected to vest at June 30, 2022. The market price was $0.32 as at June 30, 2022: SCHEDULE OF STOCK OPTION VESTED Options Outstanding Exercisable Options Exercise Price Number of Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Number of Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value $ 0.001 90,000 $ 0.001 1.45 $ 28,710 90,000 $ 0.001 1.45 $ 28,710 0.05 3,000 0.05 1.25 810 3,000 0.05 1.25 810 0.15 90,000 0.15 0.83 15,300 90,000 0.15 0.83 15,300 0.18 45,000 0.18 1.33 6,300 45,000 0.18 1.33 6,300 0.19 45,000 0.19 2.83 5,850 45,000 0.19 2.83 5,850 0.20 48,000 0.20 1.54 5,760 48,000 0.20 1.54 5,760 0.31 3,000 0.31 0.50 30 3,000 0.31 0.50 30 0.32 3,000 0.32 0.75 — 3,000 0.32 0.75 — 0.61 45,000 0.61 0.25 — 45,000 0.61 0.25 — 0.73 3,000 0.73 0.33 — 3,000 0.73 0.33 — 0.95 200,000 0.95 0.20 — 200,000 0.95 0.20 — 1.10 45,000 1.10 0.08 — 45,000 1.10 0.08 — $ 0.001 1.10 620,000 $ 0.50 0.79 $ 62,760 620,000 $ 0.50 0.79 $ 62,760 |
NON-CONTROLLING INTEREST (Table
NON-CONTROLLING INTEREST (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Noncontrolling Interest [Abstract] | |
SCHEDULE OF NON CONTROLLING INTEREST | SCHEDULE OF NON CONTROLLING INTEREST June 30, 2022 December 31, 2021 Net loss Subsidiary (265,560 ) (2,089,253 ) Net loss attributable to the non-controlling interest 62,807 496,297 Net loss affecting Bioxytran (202,753 ) (1,592,956 ) Accumulated losses (3,045,565 ) (2,777,135 ) Accumulated losses attributable to the non-controlling interest 621,014 558,206 Accumulated losses affecting Bioxytran (2,424,551 ) (2,218,929 ) Net deficit non-controlling interest (460,063 ) (397,256 ) |
BACKGROUND AND ORGANIZATION (De
BACKGROUND AND ORGANIZATION (Details Narrative) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 | Mar. 17, 2021 | Sep. 21, 2018 | Oct. 05, 2017 |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | |||
Common stock, par value | $ 0.001 | $ 0.001 | |||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | |||
Common stock, shares outstanding | 110,840,998 | 110,840,998 | |||
Common stock, shares issued | 110,840,998 | 110,840,998 | |||
Pharmalectin (BVI), Inc. [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares authorized | 50,000 | ||||
Common stock, par value | $ 1 | ||||
Common stock, shares outstanding | 50,000 | ||||
Parent Company [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares authorized | 300,000,000 | 95,000,000 | |||
Common stock, par value | $ 0.001 | $ 0.0001 | |||
Preferred stock, shares authorized | 50,000,000 | 5,000,000 | |||
Preferred stock, par value | $ 0.001 | $ 0.0001 | |||
Common stock, shares outstanding | 110,840,998 | ||||
Parent Company [Member] | Majority Shareholders [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares outstanding | 85,823,272 | ||||
Ownership percentage | 77.40% | ||||
Pharmalectin, Inc. [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares authorized | 95,000,000 | ||||
Common stock, par value | $ 0.0001 | ||||
Preferred stock, shares authorized | 5,000,000 | ||||
Preferred stock, par value | $ 0.0001 | ||||
Common stock, shares outstanding | 19,650,000 | 19,650,000 | |||
Common stock, shares issued | 30,000,000 | 30,000,000 | |||
Percentage of oustanding shares | 76% | ||||
Pharmalectin, Inc. [Member] | Parent Company [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares outstanding | 15,000,000 | 15,000,000 | |||
Percentage of oustanding shares | 76.30% | ||||
Pharmalectin, Inc. [Member] | Affiliate [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, shares outstanding | 4,650,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Short-Term Debt [Line Items] | ||||
Research and development expenses | $ 43,141 | $ 718,652 | $ 283,266 | $ 1,065,685 |
Pharmalectin, Inc. [Member] | ||||
Short-Term Debt [Line Items] | ||||
Proceeds from sale of shares in subsidiary | $ 600,000 | |||
New Notes [Member] | ||||
Short-Term Debt [Line Items] | ||||
Market price | $ 0.32 | $ 0.32 | ||
Common stock shares issued upon conversion of debt | 23,745,998 | |||
Shares issued upon exercise of warrants | 6,253,088 | |||
Shares issued upon exercise of outstanding options | 620,000 | |||
Principal and unpaid interest | $ 3,769,720 | $ 3,769,720 | ||
2021 Notes [Member] | ||||
Short-Term Debt [Line Items] | ||||
Notes conversion description | The 2021 1-year notes (the “2021 Notes” and collectively with the 2022 Notes (the “New Notes”), extended through October 31, 2022, have an interest rate of 6% and are convertible at the lower of (i) a fixed price of $0.13, or (ii) 85% of the closing price of any Qualified Financing, which consist of any fundraising whereby the Company receives gross proceeds of not less than $500,000 | |||
Debt Interest rate | 6% | |||
Debt conversion price | $ 0.13 | $ 0.13 | ||
2022 Notes [Member] | ||||
Short-Term Debt [Line Items] | ||||
Notes conversion description | The 2022 1-year notes (the “2022 Notes” and collectively with the 2021 Notes (the “New Notes”), have an interest rate of 6% and are convertible at a fixed price of $0.25. The New Notes contain a conversion limitation which prevents the holder(s) of the New Notes from converting if doing so would result in the holder beneficially owning more than 4.99% of our issued and outstanding Common Stock | |||
Debt Interest rate | 6% | |||
Debt conversion price | $ 0.25 | $ 0.25 |
GOING CONCERN AND MANAGEMENT__2
GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS (Details Narrative) - USD ($) | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Cash | $ 500,677 | $ 72,358 | |
Working capital | 4,828,198 | ||
Accumulated deficit | 10,288,287 | $ 8,753,668 | |
Proceeds from issuance of convertible debt | $ 1,380,960 | $ 1,165,000 | |
Proceeds from the issuance of common stock | $ 600,000 |
SCHEDULE OF INTANGIBLES (Detail
SCHEDULE OF INTANGIBLES (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Estimated life (years) | 20 years | |
Capitalized patent costs | $ 69,370 | $ 46,932 |
Accumulated amortization | (1,822) | |
Intangible assets, net | $ 67,548 | $ 46,932 |
INTANGIBLES (Details Narrative)
INTANGIBLES (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Impairment charges of intangibles | $ 0 | $ 0 |
SCHEDULE OF ACCOUNTS PAYABLES A
SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |||
Accounts payable related party | [1] | $ 1,062,000 | $ 531,000 |
Professional fees | 121,893 | 375,371 | |
Other | 2,310 | ||
Interest | 122,300 | 85,685 | |
Payroll taxes | 47,832 | 32,010 | |
Pension/401K | 262,500 | 131,250 | |
Un-issued share liability, consultant | 60,150 | ||
Un-issued share liability, related party | [2] | 56,240 | |
Convertible note payable | 3,593,650 | 2,122,181 | |
Total current liabilities | $ 5,328,875 | $ 3,277,497 | |
[1]$ 420,000 222,000 210,000 111,000 120,000 56,240 |
SCHEDULE OF ACCOUNTS PAYABLES_2
SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) (Parenthetical) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Four Board Members [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Number of common stock awarded not issued | 120,000 | |
Fair value of common stock awarded not issued | $ 56,240 | |
CFO and CEO [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accrued salary | 420,000 | $ 210,000 |
VPBD [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Salary and expense | $ 222,000 | $ 111,000 |
ACCOUNTS PAYABLES AND ACCRUED_3
ACCOUNTS PAYABLES AND ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details Narrative) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |||
Accounts payable to related parties | [1] | $ 1,062,000 | $ 531,000 |
Un-issued shares liability related party | [2] | $ 56,240 | |
[1]$ 420,000 222,000 210,000 111,000 120,000 56,240 |
SCHEDULE OF OUTSTANDING CONVERT
SCHEDULE OF OUTSTANDING CONVERTIBLE NOTES (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | |||
Principal due | $ 3,632,000 | $ 2,165,000 | |
Accrued interest | 122,300 | 85,685 | |
Total amount due | 3,754,300 | 2,250,685 | |
Note Sold in Exchange for Cash [Member] | |||
Short-Term Debt [Line Items] | |||
Principal due | [1] | 1,165,000 | |
Accrued interest | [1] | 46,108 | |
Total amount due | [1] | 1,211,108 | |
Note Issued in Exchange for Defaulted Notes [Member] | |||
Short-Term Debt [Line Items] | |||
Principal due | [2] | 1,000,000 | |
Accrued interest | [2] | 39,577 | |
Total amount due | [2] | $ 1,039,577 | |
Private Placement [Member] | 2021 Notes [Member] | |||
Short-Term Debt [Line Items] | |||
Principal due | [3] | 2,165,000 | |
Accrued interest | [3] | 81,063 | |
Total amount due | [3] | 2,246,063 | |
Private Placement [Member] | 2022 Notes [Member] | |||
Short-Term Debt [Line Items] | |||
Principal due | [4] | 1,467,000 | |
Accrued interest | [4] | 41,237 | |
Total amount due | [4] | $ 1,508,237 | |
[1]Net cash received for these notes were $ 1,045,150 119,850 1,000,000 1,000,000 1,045,150 119,850 1,380,960 86,040 |
SCHEDULE OF OUTSTANDING CONVE_2
SCHEDULE OF OUTSTANDING CONVERTIBLE NOTES (Details) (Parenthetical) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | |||
Proceeds from convertible debt | $ 1,380,960 | $ 1,165,000 | |
Third Party [Member] | |||
Short-Term Debt [Line Items] | |||
Notes issued | $ 1,000,000 | ||
Note Sold in Exchange for Cash [Member] | Wallach Beth Capital LLC [Member] | |||
Short-Term Debt [Line Items] | |||
Proceeds from convertible debt | 1,045,150 | ||
Unamortized debt discount | $ 119,850 | ||
Private Placement [Member] | 2021 Notes [Member] | |||
Short-Term Debt [Line Items] | |||
Extinguishment of debt amount | 1,000,000 | ||
Private Placement [Member] | 2021 Notes [Member] | Wallach Beth Capital LLC [Member] | |||
Short-Term Debt [Line Items] | |||
Proceeds from convertible debt | 1,045,150 | ||
Unamortized debt discount | 119,850 | ||
Private Placement [Member] | 2022 Notes [Member] | Wallach Beth Capital LLC [Member] | |||
Short-Term Debt [Line Items] | |||
Proceeds from convertible debt | 1,380,960 | ||
Unamortized debt discount | $ 86,040 |
SCHEDULE OF CONVERTIBLE NOTES P
SCHEDULE OF CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
Principal balance | $ 3,632,000 | $ 2,165,000 |
Unamortized debt discount | (38,350) | (42,819) |
Outstanding, net of debt discount and premium | $ 3,593,650 | $ 2,122,181 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | 6 Months Ended | ||||
Mar. 31, 2022 | May 03, 2021 | Jun. 30, 2022 | Jan. 31, 2022 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | |||||
Aggregate principal amount | $ 3,632,000 | $ 2,165,000 | |||
2021 Notes [Member] | |||||
Short-Term Debt [Line Items] | |||||
Note conversion description | The 2021 1-year notes (the “2021 Notes” and collectively with the 2022 Notes (the “New Notes”), extended through October 31, 2022, have an interest rate of 6% and are convertible at the lower of (i) a fixed price of $0.13, or (ii) 85% of the closing price of any Qualified Financing, which consist of any fundraising whereby the Company receives gross proceeds of not less than $500,000 | ||||
Conversion price | $ 0.13 | ||||
2022 Notes [Member] | |||||
Short-Term Debt [Line Items] | |||||
Note conversion description | The 2022 1-year notes (the “2022 Notes” and collectively with the 2021 Notes (the “New Notes”), have an interest rate of 6% and are convertible at a fixed price of $0.25. The New Notes contain a conversion limitation which prevents the holder(s) of the New Notes from converting if doing so would result in the holder beneficially owning more than 4.99% of our issued and outstanding Common Stock | ||||
Conversion price | $ 0.25 | ||||
Convertible Notes Payable [Member] | 2021 Notes [Member] | |||||
Short-Term Debt [Line Items] | |||||
Aggregate principal amount | $ 2,165,000 | ||||
Interest rate | 6% | ||||
Note conversion description | The “Conversion Price” will be the lesser of (i) $.13 per share or (ii) 85% of the closing price of Any Qualified Financing, which consists of any fundraising whereby the Company receives gross proceeds of not less than $500,000 | ||||
Issued and outstanding common stock, percentage | 4.99% | ||||
Convertible Notes Payable [Member] | 2022 Notes [Member] | |||||
Short-Term Debt [Line Items] | |||||
Aggregate principal amount | $ 1,467,000 | ||||
Interest rate | 6% | ||||
Issued and outstanding common stock, percentage | 4.99% | ||||
Conversion price | $ 0.25 |
SCHEDULE OF STOCK WARRANTS VALU
SCHEDULE OF STOCK WARRANTS VALUATION ASSUMPTIONS (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Expected dividend yield | 0% |
Volatility factor (monthly) | 161.18% |
Expected life of warrant | 3 years |
Warrant [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Risk-free interest rate | 1.53% |
Expected dividend yield | 0% |
Volatility factor (monthly) | 169.27% |
Expected life of warrant | 5 years |
SCHEDULE OF WARRANT ACTIVITY (D
SCHEDULE OF WARRANT ACTIVITY (Details) - $ / shares | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | ||
Equity [Abstract] | |||
Number of warrants oustanding, Beginning balance | [1] | 272,000 | 272,000 |
Weighted average exercise price, Beginning balance | $ 2 | $ 2 | |
Weighted average remaining contractual term, Beginning balance | 2 years 10 months 24 days | 3 years 10 months 24 days | |
Number of warrants, Granted | [1] | 264,060 | |
Weighted average exercise price, Granted | $ 0.25 | ||
Weighted average remaining contractual term, Granted | 5 years | ||
Number of warrants, Exercised | [1] | ||
Weighted average exercise price, Exercised | |||
Number of warrants, Forfeited and cancelled | [1] | ||
Weighted average exercise price, Forfeited and cancelled | |||
Number of warrants oustanding, Ending balance | [1] | 536,060 | 272,000 |
Weighted average exercise price, Ending balance | $ 1.14 | $ 2 | |
Weighted average remaining contractual term, Ending balance | 3 years 4 months 24 days | 3 years 8 months 12 days | |
[1]The warrant agreements issued in 2019 and in 2020 for a total of 272,000 5,989,028 0.09 5,335,789 |
SCHEDULE OF WARRANT ACTIVITY _2
SCHEDULE OF WARRANT ACTIVITY (Details) (Parenthetical) - Warrant Agreements [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Warrant issued | 272,000 | |
Warrant exercised, shares issued | 5,989,028 | |
Warrant exercise price | $ 0.09 | |
Warrant cashless exercised, shares issued | 5,335,789 |
SCHEDULE OF WARRANT OUTSTANDING
SCHEDULE OF WARRANT OUTSTANDING AND EXERCISABLE WARRANTS (Details) - USD ($) | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Warrants Outstanding, Number of Warrants | ||||
Warrants Outstanding, Weighted Average Exercise Price Per Share | $ 1.14 | $ 2 | $ 2 | $ 2 |
Warrants Outstanding, Weighted Average Remaining Contractual Life (Years) | 2 years 10 months 24 days | 3 years 10 months 24 days | ||
Warrants Exercisable, Aggregate Intrinsic Value | $ 18,484 | |||
Warrant One [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Warrants Outstanding, Number of Warrants | 264,060 | |||
Warrants Outstanding, Weighted Average Exercise Price Per Share | $ 0.25 | |||
Warrants Outstanding, Weighted Average Remaining Contractual Life (Years) | 4 years 6 months | |||
Warrants Outstanding, Aggregate Intrinsic Value | $ 18,484 | |||
Warrants Exercisable, Number of Warrants | 264,060 | |||
Warrants Exercisable, Weighted Average Exercise Price Per Share | $ 0.25 | |||
Warrants Exercisable, Weighted Average Remaining Contractual Life (Years) | 4 years 6 months | |||
Warrants Exercisable, Aggregate Intrinsic Value | $ 18,484 | |||
Warrant Two [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Warrants Outstanding, Number of Warrants | 272,000 | |||
Warrants Outstanding, Weighted Average Exercise Price Per Share | $ 2 | |||
Warrants Outstanding, Weighted Average Remaining Contractual Life (Years) | 2 years 4 months 24 days | |||
Warrants Exercisable, Number of Warrants | 272,000 | |||
Warrants Exercisable, Weighted Average Exercise Price Per Share | $ 2 | |||
Warrants Exercisable, Weighted Average Remaining Contractual Life (Years) | 2 years 4 months 24 days | |||
Warrant [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Warrants Outstanding, Number of Warrants | 536,060 | |||
Warrants Outstanding, Weighted Average Exercise Price Per Share | $ 1.14 | |||
Warrants Outstanding, Weighted Average Remaining Contractual Life (Years) | 3 years 6 months | |||
Warrants Outstanding, Aggregate Intrinsic Value | $ 18,484 | |||
Warrants Exercisable, Number of Warrants | 536,060 | |||
Warrants Exercisable, Weighted Average Exercise Price Per Share | $ 1.14 | |||
Warrants Exercisable, Weighted Average Remaining Contractual Life (Years) | 3 years 6 months | |||
Warrants Exercisable, Aggregate Intrinsic Value | $ 18,484 |
SCHEDULE OF NONVESTED WARRANTS
SCHEDULE OF NONVESTED WARRANTS (Details) | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Equity [Abstract] | |
Number of options, Non-vested, Beginning | shares | |
Weighted- average grant-date fair value, Non-vested,Beginning | $ / shares | |
Number of options, Non-vested, Granted | shares | 264,060 |
Weighted- average grant-date fair value, Non-vested, Granted | $ / shares | $ 0.25 |
Number of options, Non-vested, Forfeited | shares | |
Weighted- average grant-date fair value, Non-vested, Forfeited | $ / shares | |
Number of options, Non-vested, Vested | shares | 264,060 |
Weighted- average grant-date fair value, Non-vested, Vested | $ / shares | $ 0.25 |
Number of options, Non-vested, Ending | shares | |
Weighted- average grant-date fair value, Non-vested, Ending | $ / shares |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 6 Months Ended | ||||
Jun. 04, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Oct. 05, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | |||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |||
Common stock, shares, issued | 110,840,998 | 110,840,998 | |||
Common stock, shares, outstanding | 110,840,998 | 110,840,998 | |||
Warrants exercisable, weighted average remaining contractual term | 3 years 6 months | ||||
Warrants exercisable, aggregate intrinsic value | $ 18,484 | ||||
Pharmalectin, Inc. [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Common stock, shares authorized | 95,000,000 | ||||
Preferred stock, shares authorized | 5,000,000 | ||||
Common stock, shares, issued | 30,000,000 | 30,000,000 | |||
Common stock, shares, outstanding | 19,650,000 | 19,650,000 | |||
Sale of stock in subsidiary | 0 | 1,800,000 | |||
Proceeds from issuance of sale in subsidiray | $ 600,000 | ||||
Common Stock Warrants [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Number of warrants issued | 264,060 | ||||
Warrant term | 5 years | ||||
Warrant exercise price | $ 0.25 | ||||
Share price | $ 0.16 | ||||
Fair value of warrants issued | $ 42,250 | ||||
Stock Plan 2010 and 2021 [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Shares issued for conversion of debt, shares | 3,899,200 | ||||
Shares issued for conversion of debt, value | $ 810,758 | ||||
Conversion price | $ 0.13 | ||||
Three Convertible Notes [Member] | Management [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Shares issued for conversion of debt, shares | 7,591,261 | ||||
Shares issued for conversion of debt, value | $ 986,864 | ||||
Conversion price | $ 0.13 | ||||
Two Convertible Notes [Member] | Management [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Shares issued for conversion of debt, shares | 930,864 | ||||
Shares issued for conversion of debt, value | $ 121,042 | ||||
Conversion price | $ 0.13 |
SCHEDULE OF FAIR MARKET VALUE (
SCHEDULE OF FAIR MARKET VALUE (Details) - Stock Awards Plan [Member] - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares issued, begining balance | 18,706,909 | 11,002,000 |
Weighted average market value per share, beginning balance | 0.088 | 0.10 |
Number of shares, shares issued | 3,899,200 | |
Fair value per share, shares issued | ||
Weighted average market value per share, shares issued | 0.21 | |
Number of shares issued, ending balance | 18,706,909 | 15,001,200 |
Weighted average market value per share, ending balance | 0.088 | 0.13 |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Fair value per share, beginning balance | 0.001 | 0.003 |
Fair value per share, shares issued | 0.001 | |
Fair value per share, ending balance | 0.001 | 0.001 |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Fair value per share, beginning balance | 1.49 | 1.49 |
Fair value per share, shares issued | 0.24 | |
Fair value per share, ending balance | 1.49 | 1.49 |
SCHEDULE OF STOCK OPTIONS VALUA
SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Expected dividend yield | 0% |
Volatility factor (monthly) | 161.18% |
Expected life of options | 3 years |
Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Risk-free interest rate | 0.17% |
Maximum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Risk-free interest rate | 0.35% |
SCHEDULE OF STOCK OPTIONS ACTIV
SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - Share-Based Payment Arrangement, Option [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of outstanding, begining balance | 668,000 | 533,000 |
Weighted exercise price per share, beginning balance | $ 0.55 | $ 0.71 |
Number of outstanding, granted | 90,000 | |
Weighted exercise price per share, granted | $ 0.20 | |
Number of outstanding, exercised | ||
Weighted exercise price per share, exercised | ||
Number of outstanding, forfeited/cancelled | 48,000 | |
Weighted exercise price per share, forfeited/cancelled | ||
Number of outstanding, ending balance | 620,000 | 623,000 |
Weighted exercise price per share, ending balance | $ 0.50 | $ 0.59 |
Weighted exercise price per share, forfeited/cancelled | $ 1.20 | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise Price per share, beginning balance | 0.001 | 0.001 |
Exercise Price per share, granted | 0.19 | |
Exercise Price per share,ending balance | 0.001 | 0.001 |
Exercise Price per share, forfeited | 1.09 | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise Price per share, beginning balance | 1.21 | 1.21 |
Exercise Price per share, granted | 0.20 | |
Exercise Price per share,ending balance | 1.10 | 1.21 |
Exercise Price per share, forfeited | 1.21 |
SCHEDULE OF STOCK OPTION VESTED
SCHEDULE OF STOCK OPTION VESTED (Details) | 6 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Options Outstanding Number of options | shares | 620,000 |
Options Outstanding Weighted average exercise price per share | $ 0.50 |
Options Outstanding Weighted average remaining contractual life years | 9 months 14 days |
Options Outstanding Aggregate Intrinsic value | $ | $ 62,760 |
Exercisable Options Number of options | shares | 620,000 |
Exercisable Options Weighted average exercise price per share | $ 0.50 |
Exercisable Options Weighted average remaining contractual life years | 9 months 14 days |
Exercisable Options Aggregate Intrinsic value | $ | $ 62,760 |
Minimum [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.001 |
Maximum [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | 1.10 |
Exercise price one [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.001 |
Options Outstanding Number of options | shares | 90,000 |
Options Outstanding Weighted average exercise price per share | $ 0.001 |
Options Outstanding Weighted average remaining contractual life years | 1 year 5 months 12 days |
Options Outstanding Aggregate Intrinsic value | $ | $ 28,710 |
Exercisable Options Number of options | shares | 90,000 |
Exercisable Options Weighted average exercise price per share | $ 0.001 |
Exercisable Options Weighted average remaining contractual life years | 1 year 5 months 12 days |
Exercisable Options Aggregate Intrinsic value | $ | $ 28,710 |
Exercise price two [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.05 |
Options Outstanding Number of options | shares | 3,000 |
Options Outstanding Weighted average exercise price per share | $ 0.05 |
Options Outstanding Weighted average remaining contractual life years | 1 year 3 months |
Options Outstanding Aggregate Intrinsic value | $ | $ 810 |
Exercisable Options Number of options | shares | 3,000 |
Exercisable Options Weighted average exercise price per share | $ 0.05 |
Exercisable Options Weighted average remaining contractual life years | 1 year 3 months |
Exercisable Options Aggregate Intrinsic value | $ | $ 810 |
Exercise price three [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.15 |
Options Outstanding Number of options | shares | 90,000 |
Options Outstanding Weighted average exercise price per share | $ 0.15 |
Options Outstanding Weighted average remaining contractual life years | 9 months 29 days |
Options Outstanding Aggregate Intrinsic value | $ | $ 15,300 |
Exercisable Options Number of options | shares | 90,000 |
Exercisable Options Weighted average exercise price per share | $ 0.15 |
Exercisable Options Weighted average remaining contractual life years | 9 months 29 days |
Exercisable Options Aggregate Intrinsic value | $ | $ 15,300 |
Exercise price four [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.18 |
Options Outstanding Number of options | shares | 45,000 |
Options Outstanding Weighted average exercise price per share | $ 0.18 |
Options Outstanding Weighted average remaining contractual life years | 1 year 3 months 29 days |
Options Outstanding Aggregate Intrinsic value | $ | $ 6,300 |
Exercisable Options Number of options | shares | 45,000 |
Exercisable Options Weighted average exercise price per share | $ 0.18 |
Exercisable Options Weighted average remaining contractual life years | 1 year 3 months 29 days |
Exercisable Options Aggregate Intrinsic value | $ | $ 6,300 |
Exercise price five [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.19 |
Options Outstanding Number of options | shares | 45,000 |
Options Outstanding Weighted average exercise price per share | $ 0.19 |
Options Outstanding Weighted average remaining contractual life years | 2 years 9 months 29 days |
Options Outstanding Aggregate Intrinsic value | $ | $ 5,850 |
Exercisable Options Number of options | shares | 45,000 |
Exercisable Options Weighted average exercise price per share | $ 0.19 |
Exercisable Options Weighted average remaining contractual life years | 2 years 9 months 29 days |
Exercisable Options Aggregate Intrinsic value | $ | $ 5,850 |
Exercise price six [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.20 |
Options Outstanding Number of options | shares | 48,000 |
Options Outstanding Weighted average exercise price per share | $ 0.20 |
Options Outstanding Weighted average remaining contractual life years | 1 year 6 months 14 days |
Options Outstanding Aggregate Intrinsic value | $ | $ 5,760 |
Exercisable Options Number of options | shares | 48,000 |
Exercisable Options Weighted average exercise price per share | $ 0.20 |
Exercisable Options Weighted average remaining contractual life years | 1 year 6 months 14 days |
Exercisable Options Aggregate Intrinsic value | $ | $ 5,760 |
Exercise price seven [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.31 |
Options Outstanding Number of options | shares | 3,000 |
Options Outstanding Weighted average exercise price per share | $ 0.31 |
Options Outstanding Weighted average remaining contractual life years | 6 months |
Options Outstanding Aggregate Intrinsic value | $ | $ 30 |
Exercisable Options Number of options | shares | 3,000 |
Exercisable Options Weighted average exercise price per share | $ 0.31 |
Exercisable Options Weighted average remaining contractual life years | 6 months |
Exercisable Options Aggregate Intrinsic value | $ | $ 30 |
Exercise price eight [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.32 |
Options Outstanding Number of options | shares | 3,000 |
Options Outstanding Weighted average exercise price per share | $ 0.32 |
Options Outstanding Weighted average remaining contractual life years | 9 months |
Options Outstanding Aggregate Intrinsic value | $ | |
Exercisable Options Number of options | shares | 3,000 |
Exercisable Options Weighted average exercise price per share | $ 0.32 |
Exercisable Options Weighted average remaining contractual life years | 9 months |
Exercisable Options Aggregate Intrinsic value | $ | |
Exercise price nine [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.61 |
Options Outstanding Number of options | shares | 45,000 |
Options Outstanding Weighted average exercise price per share | $ 0.61 |
Options Outstanding Weighted average remaining contractual life years | 3 months |
Options Outstanding Aggregate Intrinsic value | $ | |
Exercisable Options Number of options | shares | 45,000 |
Exercisable Options Weighted average exercise price per share | $ 0.61 |
Exercisable Options Weighted average remaining contractual life years | 3 months |
Exercisable Options Aggregate Intrinsic value | $ | |
Exercise price ten [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.73 |
Options Outstanding Number of options | shares | 3,000 |
Options Outstanding Weighted average exercise price per share | $ 0.73 |
Options Outstanding Weighted average remaining contractual life years | 3 months 29 days |
Options Outstanding Aggregate Intrinsic value | $ | |
Exercisable Options Number of options | shares | 3,000 |
Exercisable Options Weighted average exercise price per share | $ 0.73 |
Exercisable Options Weighted average remaining contractual life years | 3 months 29 days |
Exercisable Options Aggregate Intrinsic value | $ | |
Exercise price eleven [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 0.95 |
Options Outstanding Number of options | shares | 200,000 |
Options Outstanding Weighted average exercise price per share | $ 0.95 |
Options Outstanding Weighted average remaining contractual life years | 2 months 12 days |
Options Outstanding Aggregate Intrinsic value | $ | |
Exercisable Options Number of options | shares | 200,000 |
Exercisable Options Weighted average exercise price per share | $ 0.95 |
Exercisable Options Weighted average remaining contractual life years | 2 months 12 days |
Exercisable Options Aggregate Intrinsic value | $ | |
Exercise price twelve [Member] | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise Price | $ 1.10 |
Options Outstanding Number of options | shares | 45,000 |
Options Outstanding Weighted average exercise price per share | $ 1.10 |
Options Outstanding Weighted average remaining contractual life years | 29 days |
Options Outstanding Aggregate Intrinsic value | $ | |
Exercisable Options Number of options | shares | 45,000 |
Exercisable Options Weighted average exercise price per share | $ 1.10 |
Exercisable Options Weighted average remaining contractual life years | 29 days |
Exercisable Options Aggregate Intrinsic value | $ |
STOCK OPTION PLAN AND STOCK-B_3
STOCK OPTION PLAN AND STOCK-BASED COMPENSATION (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||||||||||
Apr. 11, 2022 | Apr. 02, 2022 | Feb. 18, 2022 | Jan. 10, 2022 | Jun. 15, 2021 | May 02, 2021 | Apr. 22, 2021 | Apr. 02, 2021 | Feb. 02, 2021 | Jan. 15, 2021 | Jan. 02, 2021 | Feb. 02, 2020 | Jan. 19, 2010 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.25 | ||||||||||||||||
Share based compensation | $ 46,723 | $ 51,050 | $ 69,123 | $ 825,608 | |||||||||||||
Shares restricted stock award forfeited | 48,000 | ||||||||||||||||
Options exercisable, weighted-average remaining estimated life | 9 months 14 days | ||||||||||||||||
Options exercisable, intrinsic value | 62,760 | $ 62,760 | |||||||||||||||
Stock option exercises | $ 0 | $ 0 | |||||||||||||||
Stock Plan 2010 [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Stock awards stock appreciation rights percentage | 15% | ||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 3,189,200 | ||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.24 | ||||||||||||||||
Stock granted during period value share based compensation | $ 765,408 | ||||||||||||||||
Stock Plan 2010 [Member] | Medical Advisory Board [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 10,000 | ||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.24 | ||||||||||||||||
Stock granted during period value share based compensation | $ 2,400 | ||||||||||||||||
Stock Plan 2010 [Member] | 14 Board Manager & Medical Advisory Board Member & Consultant [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 227,800 | ||||||||||||||||
Stock Plan 2021 [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Number of shares authorized uder plan | 700,000 | 700,000 | |||||||||||||||
Share based compensation | $ 159,297 | $ 14,400 | |||||||||||||||
Number of shares available for grant | 18,879,292 | 18,879,292 | |||||||||||||||
Stock Plan 2021 [Member] | Medical Advisory Board [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 10,000 | 45,000 | 10,000 | 45,000 | |||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.173 | $ 0.17 | |||||||||||||||
Stock granted during period value share based compensation | $ 1,730 | $ 7,650 | $ 1,700 | $ 6,750 | |||||||||||||
Price per share | $ 0.19 | $ 0.20 | |||||||||||||||
Stock Plan 2021 [Member] | Audit Committee[Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 90,000 | ||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.17 | ||||||||||||||||
Stock granted during period value share based compensation | $ 15,300 | ||||||||||||||||
Stock Plan 2021 [Member] | Consultant [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 450,000 | 150,000 | |||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.001 | $ 0.17 | |||||||||||||||
Stock granted during period value share based compensation | $ 450 | $ 25,500 | |||||||||||||||
Stock Plan 2021 [Member] | Four Board [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 70,000 | 40,000 | |||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.173 | $ 0.16 | |||||||||||||||
Stock granted during period value share based compensation | $ 12,110 | $ 6,400 | |||||||||||||||
Stock Plan 2021 [Member] | Two Consultant [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 100,000 | ||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.16 | ||||||||||||||||
Stock granted during period value share based compensation | $ 16,000 | ||||||||||||||||
Stock Plan 2021 [Member] | Three Consultant [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 250,000 | ||||||||||||||||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $ 0.173 | ||||||||||||||||
Stock granted during period value share based compensation | $ 43,250 | ||||||||||||||||
Stock Plan 2021 [Member] | Options [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||||
Number of shares authorized uder plan | 90,000 | 90,000 |
SCHEDULE OF NON CONTROLLING INT
SCHEDULE OF NON CONTROLLING INTEREST (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Net loss attributable to the non-controlling interest | $ (11,691) | $ (51,116) | $ (246,935) | $ (154,614) | $ (62,807) | $ (401,549) | |
Subsidiaries [Member] | |||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Net loss Subsidiary | (265,560) | $ (2,089,253) | |||||
Net loss attributable to the non-controlling interest | 62,807 | 496,297 | |||||
Net loss affecting Bioxytran | (202,753) | (1,592,956) | |||||
Accumulated losses | (3,045,565) | (2,777,135) | |||||
Accumulated losses attributable to the non-controlling interest | 621,014 | 558,206 | |||||
Accumulated losses affecting Bioxytran | (2,424,551) | (2,218,929) | |||||
Net deficit non-controlling interest | $ (460,063) | $ (397,256) |
NON-CONTROLLING INTEREST (Detai
NON-CONTROLLING INTEREST (Details Narrative) - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Common stock, shares issued | 110,840,998 | 110,840,998 |
Common stock, shares outstanding | 110,840,998 | 110,840,998 |
Affiliate [Member] | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Options exercisable price | $ 0.13 | |
Stock issued during period shares exercise of options | 11,423,077 | |
Stock issued during period shares cash les exercise of options | 10,347,000 | |
Pharmalectin, Inc. [Member] | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Common stock, shares issued | 30,000,000 | 30,000,000 |
Common stock, shares outstanding | 19,650,000 | 19,650,000 |
Percentage of oustanding shares | 76% | |
Pharmalectin, Inc. [Member] | Parent Company [Member] | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Common stock, shares outstanding | 15,000,000 | 15,000,000 |
Percentage of oustanding shares | 76.30% | |
Pharmalectin, Inc. [Member] | Affiliate [Member] | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Common stock, shares outstanding | 4,650,000 | |
Options outstanding | 4,500,000 | |
Options exercisable price | $ 0.33 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | Jun. 30, 2022 USD ($) |
EmploymentAgreementsMember | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Supplemental unemployment benefits severance benefits | $ 100,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | |||||||||||
Aug. 03, 2022 | Aug. 01, 2022 | Jul. 01, 2022 | Apr. 02, 2022 | Jan. 10, 2022 | May 02, 2021 | Apr. 02, 2021 | Feb. 02, 2021 | Jan. 15, 2021 | Jan. 02, 2021 | Aug. 31, 2022 | Jul. 07, 2022 | |
Stock Plan 2021 [Member] | Medical Advisory Board [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 10,000 | 45,000 | 10,000 | 45,000 | ||||||||
Stock Plan 2021 [Member] | Four Board [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 70,000 | 40,000 | ||||||||||
Stock Plan 2010 [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 3,189,200 | |||||||||||
Stock Plan 2010 [Member] | Medical Advisory Board [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 10,000 | |||||||||||
Subsequent Event [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Accrued salaries and benefits | $ 1,273,000 | |||||||||||
Warrant issued | 200,000 | |||||||||||
Warrants outstanding term | 5 years | |||||||||||
Warrant exercise price | $ 0.25 | |||||||||||
Fair value of warrants issued | $ 60,600 | |||||||||||
Subsequent Event [Member] | Black And Scholes [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Warrant exercise price | $ 0.30 | |||||||||||
Subsequent Event [Member] | Stock Plan 2021 [Member] | Medical Advisory Board [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 352,000 | 2,000 | ||||||||||
Stock granted during period value share based compensation gross | $ 85,920 | $ 640 | ||||||||||
Share price | $ 0.24 | $ 0.32 | ||||||||||
Subsequent Event [Member] | Stock Plan 2021 [Member] | Four Board [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation arrangement by share based payment award options grants in period gross | 200,000 | 80,000 | ||||||||||
Stock granted during period value share based compensation gross | $ 45,840 | $ 25,600 | ||||||||||
Share price | $ 0.23 | $ 0.32 | ||||||||||
Subsequent Event [Member] | Stock Plan 2010 [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Share based compensation forfeited | 45,000 | |||||||||||
Share based compensation forfeited, value | $ 39,731 | |||||||||||
Subsequent Event [Member] | 2022 Notes [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Debt conversion, converted instrument, principal amount | $ 25,000 | |||||||||||
Debt conversion, converted instrument, interest | $ 792 | |||||||||||
Debt conversion, converted instrument, shares issued | 103,168 |