Cover
Cover - shares | 3 Months Ended | |
Dec. 31, 2021 | Feb. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --09-30 | |
Entity File Number | 333-170315 | |
Entity Registrant Name | GlobeStar Therapeutics Corporation | |
Entity Central Index Key | 0001502152 | |
Entity Tax Identification Number | 27-3480481 | |
Entity Incorporation, State or Country Code | WY | |
Entity Address, Address Line One | 719 Jadwin Avenue | |
Entity Address, City or Town | Richland | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 99352 | |
City Area Code | 206 | |
Local Phone Number | 451-1970 | |
Title of 12(b) Security | Common | |
Trading Symbol | GSTC | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 600,374,826 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 21,425 | $ 5,960 |
Prepaid expenses | 3,750 | |
Total current assets | 25,175 | 5,960 |
TOTAL ASSETS | 25,175 | 5,960 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 206,287 | 222,778 |
Accounts payable to related party | 161,655 | 119,655 |
Advances payable | 59,650 | 59,650 |
Current portion of convertible notes payable, net of discount of $0 | 20,000 | 20,000 |
Series G Preferred Stock Liability, net of discount of $41,867 and $30,745, respectively | 246,883 | 86,130 |
Current portion of accrued interest payable | 227,902 | 223,568 |
Total current liabilities | 922,377 | 731,781 |
TOTAL LIABILITIES | 922,377 | 731,781 |
STOCKHOLDERS’ DEFICIT | ||
Common stock, $0.001 par value, unlimited shares authorized; 600,374,826 and 561,495,726 shares issued and outstanding at December 31, 2021 and September 30, 2021, respectively | 600,373 | 561,494 |
Additional paid-in capital | 15,850,464 | 15,228,254 |
Stock payable, consisting of 0 and 25,980,000 shares to be issued at December 31, 2021 and September 30, 2021, respectively | 499,500 | |
Accumulated deficit | (17,349,807) | (17,016,966) |
TOTAL STOCKHOLDERS’ DEFICIT | (897,202) | (725,821) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | 25,175 | 5,960 |
Series A Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock, Value, Issued | ||
TOTAL STOCKHOLDERS’ DEFICIT | ||
Series D Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock, Value, Issued | 510 | 510 |
TOTAL STOCKHOLDERS’ DEFICIT | 510 | 510 |
Series E Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock, Value, Issued | 1,000 | 1,000 |
TOTAL STOCKHOLDERS’ DEFICIT | 1,000 | 1,000 |
Series F Preferred Stock [Member] | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred Stock, Value, Issued | 258 | 387 |
TOTAL STOCKHOLDERS’ DEFICIT | $ 258 | $ 387 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Sep. 30, 2021 | |
Current portion of convertible notes payable, discount | $ 0 | $ 0 |
Preferred stock, liability | $ 246,883 | $ 86,130 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized, Unlimited [Fixed List] | Unlimited | Unlimited |
Common Stock, Shares, Issued | 600,374,826 | 561,495,726 |
Common Stock, Shares, Outstanding | 600,374,826 | 561,495,726 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Stock payable, shares | 0 | 25,980,000 |
Series G Preferred Stock [Member] | ||
Preferred stock, liability | $ 41,867 | $ 30,745 |
Preferred Stock, Shares Authorized | 265,375 | 265,375 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 6,000,000 | 6,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Series D Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 509,988 | 509,988 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued | 509,988 | 509,988 |
Preferred stock, outstanding | 509,988 | 509,988 |
Series E Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued | 1,000,000 | 1,000,000 |
Preferred stock, outstanding | 1,000,000 | 1,000,000 |
Series F Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 257,984 | 257,984 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued | 386,975 | 386,975 |
Preferred stock, outstanding | 386,975 | 386,975 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING EXPENSES | ||
General and administrative expenses | $ 166,294 | $ 60,353 |
Total operating expenses | 166,294 | 60,353 |
LOSS FROM OPERATIONS | (166,294) | (60,353) |
Loss on settlement of liabilities | (146,460) | |
Interest expense | (20,087) | (64,042) |
Total other expense | (166,547) | (64,042) |
Net loss | $ (332,841) | $ (124,395) |
Net loss per common share | $ 0 | $ 0 |
Weighted average shares outstanding - basic and diluted | 573,434,634 | 446,984,874 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (UNAUDITED) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Stock Payable [Member] | Retained Earnings [Member] | Series A Preferred Stock [Member] | Series D Preferred Stock [Member] | Series E Preferred Stock [Member] | Series F Preferred Stock [Member] | Total |
Beginning balance, value at Sep. 30, 2020 | $ 436,217 | $ 6,118,002 | $ (7,215,338) | $ 510 | $ 1,000 | $ 387 | $ (659,222) | ||
Balance, Beginning (in shares) at Sep. 30, 2020 | 436,218,342 | 509,988 | 1,000,000 | 386,975 | |||||
Common stock issued for conversion of convertible note payable and accrued interest | $ 19,269 | 45,391 | 64,660 | ||||||
Common stock issued for conversion of convertible note payable and accrued interest (in shares) | 19,269,286 | ||||||||
Beneficial conversion discount on convertible notes payable | 30,000 | 30,000 | |||||||
Net loss | (124,395) | (124,395) | |||||||
Ending balance, value at Dec. 31, 2020 | $ 455,486 | 6,193,393 | (7,339,733) | $ 510 | $ 1,000 | $ 387 | (688,957) | ||
Balance, End (in shares) at Dec. 31, 2020 | 455,487,628 | 509,988 | 1,000,000 | 386,975 | |||||
Beginning balance, value at Sep. 30, 2021 | $ 561,494 | 15,228,254 | 499,500 | (17,016,966) | $ 510 | $ 1,000 | $ 387 | (725,821) | |
Balance, Beginning (in shares) at Sep. 30, 2021 | 561,495,726 | 509,988 | 1,000,000 | 386,975 | |||||
Net loss | (332,841) | (332,841) | |||||||
Conversion of Series F Preferred Stock to common | $ 12,899 | (12,770) | $ (129) | ||||||
Common stock issued for conversion of preferred stock (in shares) | 12,899,100 | (128,991) | |||||||
Common stock issued for stock payable | $ 19,980 | 479,520 | (499,500) | ||||||
Stock Issued During Period, Shares, New Issues | 19,980,000 | ||||||||
Common stock issued for settlement of liability | $ 6,000 | 155,460 | 161,460 | ||||||
Shares Issued, Shares, Share-based Payment Arrangement, before Forfeiture | 6,000,000 | ||||||||
Ending balance, value at Dec. 31, 2021 | $ 600,373 | $ 15,850,464 | $ (17,349,807) | $ 510 | $ 1,000 | $ 258 | $ (897,202) | ||
Balance, End (in shares) at Dec. 31, 2021 | 600,374,826 | 509,988 | 1,000,000 | 257,984 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | $ (332,841) | $ (124,395) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 160 | |
Loss on settlement of liabilities | 146,460 | |
Amortization of discount on convertible note payable | 15,753 | 61,188 |
Changes in operating assets and liabilities | ||
Prepaid expenses | (3,750) | 4,783 |
Accounts payable and accrued liabilities | (1,491) | 10,230 |
Accounts payable and accrued liabilities to related party | 42,000 | |
Accrued interest payable | 4,334 | 2,854 |
NET CASH (USED IN) OPERATING ACTIVITIES | (129,535) | (45,180) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from convertible notes payable, net | 30,000 | |
Proceeds from sale of share - settled Series G preferred stock | 145,000 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 145,000 | 30,000 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 15,465 | (15,180) |
Cash and cash equivalents at beginning of period | 5,960 | 81,442 |
Cash and cash equivalents at end of period | 21,425 | 66,262 |
Cash paid during the period for: | ||
Interest | ||
Taxes | ||
Noncash investing and financing transactions: | ||
Conversion of convertible notes payable and accrued interest into common stock | 6,460 | |
Beneficial conversion discount on convertible notes payable | 30,000 | |
Conversion of Series F Preferred Stock to common stock | 12,889 | |
Common stock issued for stock payable | 499,500 | |
Common stock issued for settlement of liability | $ 15,000 |
General Organization and Busine
General Organization and Business | 3 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General Organization and Business | Note 1. General Organization and Business GlobeStar Therapeutics Corporation (the “Company”) was incorporated on April 29, 2016. The Company’s year-end is September 30. On October 4, 2019, the Company filed Articles of Continuance with the Secretary of State of Wyoming to continue its business in the state of Wyoming. As part of these Articles of Continuance, effective October 4, 2019, the Company has no limit on the authorized shares of common stock that can be issued. The Company filed its Certificate of Dissolution with the Secretary of State of Nevada on October 21, 2019 because it is no longer a Nevada corporation. The Company is developing an expanded platform of products that include addition of treatment for Multiple Sclerosis and other neurodegenerative diseases. The potential pharmaceutical products related to treatment for multiple sclerosis are licensed to the Company through the worldwide licensing agreement described in Note 8. |
Going Concern and Summary of Si
Going Concern and Summary of Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Going Concern and Summary of Significant Accounting Policies | Note 2. Going Concern and Summary of Significant Accounting Policies The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the three months ended December 31, 2021, the Company had a net loss of $ 332,841 129,535 897,202 These factors raise a substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern. Management has plans to address the Company’s financial situation as follows: In the near term, management plans to continue to focus on raising the funds necessary to implement the Company’s business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders will advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raise doubts about the Company’s ability to continue as a going concern. In the long term, management believes that the Company’s projects and initiatives will be successful and will provide cash flow to the Company, which will be used to finance the Company’s future growth. However, there can be no assurances that the Company’s planned activities will be successful, or that the Company will ultimately attain profitability. The Company’s long-term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to achieve adequate profitability and cash flows from operations to sustain its operations. Interim Financial Statements The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X and should be read in conjunction with the audited financial statements and notes thereto for the year ended September 30, 2021 which are included on our Form 10-K filed on January 5, 2022. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the three months ended December 31, 2021 are not necessarily indicative of the results to be expected for the full fiscal year ending September 30, 2022. Consolidated Financial Statements The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries, SomaCeuticals, Inc., First Titan Energy, LLC and First Titan Technical, LLC from the date of their formations or acquisition. Significant intercompany transactions have been eliminated in consolidation. Recently Issued Accounting Pronouncements We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. |
Convertible Notes Payable
Convertible Notes Payable | 3 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | Note 3. Convertible Notes Payable Convertible notes payable consisted of the following at December 31, 2021 and September 30, 2021 December 31, September 30, Convertible note dated April 13, 2017 20,000 3 0.01 $ 20,000 $ 20,000 Total current convertible notes payable, net of discount $ 20,000 $ 20,000 All principal along with accrued interest is payable on the maturity date. The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.99% of the outstanding stock of the Company. During the three months ended December 31, 2020, the Company recognized $ 3,000 30,000 2,854 61,188 As of December 31, 2021 and September 30, 2021, accrued interest on convertible notes payable was $ 222,287 Advances As of December 31, 2021 and September 30, 2021, the Company had non-interest bearing advances payable to third parties of $ 59,650 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 4. Related Party Transactions In January 2021, the Company’s former Chief Executive Officer Sydney Jim agreed to forgive all accrued but unpaid compensation of $ 38,130 In March 2021, the Company entered into severance agreement with its former CEO Alex Blankenship. The Company owed Ms. Blankenship unpaid compensation of $ 130,000 8,600,000 447,200 317,200 2,600,000 1,000,000 325,000 325,000 As of December 31, 2021 and September 30, 2021, the Company owed $ 119,655 161,655 During the year ended September 30, 2021, the Company issued 5,000,000 75,000 |
Stockholders_ Equity (Deficit)
Stockholders’ Equity (Deficit) | 3 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Stockholders’ Equity (Deficit) | Note 5. Stockholders’ Equity (Deficit) Preferred Stock Series A Preferred Stock 6,000,000 2.00 5,000,000 6,000,000 8 no Series B Preferred Stock 1,000,000 1.00 no Series C Preferred Stock 1,200,000 0.50 The Series C Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of one share of common stock for each share of Series C Preferred Stock. 0.50 no Series D Preferred Stock 539,988 1.00 The Series D Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of $0.01 per share of common stock 60,000 509,988 Series E Preferred Stock 1,000,000 At December 31, 2021 and September 30, 2021, there were 1,000,000 Series F Preferred Stock 501,975 1.00 60,000 257,984 386,975 Series G Preferred Stock 1,000,000 1.00 8 Based on the economic characteristics of the Series G Preferred Stock, the Company determined that the Series G should be accounted for as a liability under ASC 480-10, based on the discounted conversion price providing an effectively fixed monetary amount that the preferred stock is convertible into. - 10 - During the three months ended December 31, 2021, the Company sold an aggregate of 171,875 145,000 At December 31, 2021, 265,375 Common stock issued for conversion of convertible notes payable During the three months ended December 31, 2020, the Company issued 19,269,286 3,660 Common stock issued for stock payable In December 2021, the Company issue 19,980,000 shares of common stock as part of the common stock unit sales that occurred during the year ended September 30, 2021. No shares are remaining to be issued for these unit sales. The following table summarizes the stock warrant activity for the three months ended December 31, 2021: Warrants Weighted- Outstanding, September 30, 2021 29,970,000 $ 0.003 Granted 900,000 $ — Exercised — $ — Forfeited — $ — Expired — $ — Outstanding, December 31, 2021 30,870,000 $ 0.003 As of December 31, 2021, all outstanding warrants had an expected remaining life of 2.1 years and have no intrinsic value. Common stock issued for settlement of liabilities During the three months ended December 31, 2021, the Company issued 6,000,000 shares of common stock and 900,000 warrants for the settlement of liabilities totaling $15,000. The Company recorded a $146,460 loss on settlement of liabilities related to this transaction. Common Stock Options The following table summarizes the stock option activity for the three months ended December 31, 2021: Options Weighted- Outstanding, September 30, 2021 70,000,000 $ 0.003 Granted — $ — Exercised — $ — Forfeited — $ — Expired — $ — Outstanding, December 31, 2021 70,000,000 $ 0.003 As of December 31, 2021, all outstanding options had an expected remaining life of 1.35 no - 11 - Beneficial conversion feature During the three months ended December 31, 2020, the Company charged to additional paid-in capital the aggregate amount of $30,000 on connection with the beneficial conversion feature of notes payable. |
License Agreement
License Agreement | 3 Months Ended |
Dec. 31, 2021 | |
License Agreement | |
License Agreement | Note 6. License Agreement Effective August 23, 2020 the Company’s wholly-owned subsidiary, SomaCeuticals, Inc. entered into an exclusive global license agreement with 7 to Stand, Inc. for the rights to U.S. patent 10,610,592 7.1 ● Common shares representing 5% of total number of outstanding common shares of the Company immediately following any change of control of the Company; the Company will issue 29,130,167 shares of common stock as a result of the change of control discussed in Note 5. These shares were issued in July 2021. ● 29,130,167 Common shares immediately following the first round of funding under a private offer of equity or debt securities; These shares were issued in July 2021. ● 29,130,167 Common shares immediately following the commencement of clinical trials for Federal Drug Administration clearance of the product; and ● Common shares representing an adjustment to increase 7 to Stand’s total ownership to 19.99% of total number of outstanding common shares of the Company immediately following FDA clearance of the product for sale. The Company expects to issue 29,130,166 shares of common stock related to this provision if met. ● No royalties have been earned or paid to 7 to Stand. The license agreement may be terminated by 7 to Stand if 1) SomaCeuticals does not begin clinical trials within one year of the agreement; 2) if SomaCeuticals terminates the continuation of the clinical trials; or 3) shall not commence marketing the product within reasonable time after obtaining FDA approval |
Subsequent Events
Subsequent Events | 3 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 7. Subsequent Events In February 2022, the Company sold 59,125 shares of Series G Preferred Stock for net cash proceeds of $50,000. |
Going Concern and Summary of _2
Going Concern and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Interim Financial Statements | Interim Financial Statements The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X and should be read in conjunction with the audited financial statements and notes thereto for the year ended September 30, 2021 which are included on our Form 10-K filed on January 5, 2022. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the three months ended December 31, 2021 are not necessarily indicative of the results to be expected for the full fiscal year ending September 30, 2022. |
Consolidated Financial Statements | Consolidated Financial Statements The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries, SomaCeuticals, Inc., First Titan Energy, LLC and First Titan Technical, LLC from the date of their formations or acquisition. Significant intercompany transactions have been eliminated in consolidation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible notes payable consisted of the following at December 31, 2021 and September 30, 2021 | Convertible notes payable consisted of the following at December 31, 2021 and September 30, 2021 December 31, September 30, Convertible note dated April 13, 2017 20,000 3 0.01 $ 20,000 $ 20,000 Total current convertible notes payable, net of discount $ 20,000 $ 20,000 |
Stockholders_ Equity (Deficit)
Stockholders’ Equity (Deficit) (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
The following table summarizes the stock warrant activity for the three months ended December 31, 2021: | The following table summarizes the stock warrant activity for the three months ended December 31, 2021: Warrants Weighted- Outstanding, September 30, 2021 29,970,000 $ 0.003 Granted 900,000 $ — Exercised — $ — Forfeited — $ — Expired — $ — Outstanding, December 31, 2021 30,870,000 $ 0.003 |
The following table summarizes the stock option activity for the three months ended December 31, 2021: | The following table summarizes the stock option activity for the three months ended December 31, 2021: Options Weighted- Outstanding, September 30, 2021 70,000,000 $ 0.003 Granted — $ — Exercised — $ — Forfeited — $ — Expired — $ — Outstanding, December 31, 2021 70,000,000 $ 0.003 |
Going Concern and Summary of _3
Going Concern and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Net loss | $ (332,841) | $ (124,395) |
Net Cash Provided by (Used in) Operating Activities | (129,535) | $ (45,180) |
Working capital | $ 897,202 |
Convertible notes payable consi
Convertible notes payable consisted of the following at December 31, 2021 and September 30, 2021 (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Sep. 30, 2021 | |
Short-term Debt [Line Items] | ||
Long-term Debt, Gross | $ 20,000 | $ 20,000 |
Convertible Note Date April 13 2017 [Member] | ||
Short-term Debt [Line Items] | ||
Debt Instrument, Issuance Date | Apr. 13, 2017 | |
Debt Instrument, Face Amount | $ 20,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | |
Debt Instrument, Convertible, Conversion Price | $ 0.01 | |
Convertible Debt | $ 20,000 | $ 20,000 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Narrative) - USD ($) | 3 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | |
Short-term Debt [Line Items] | |||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 30,000 | ||
Interest Expense | 20,087 | 64,042 | |
Interest Payable, Current | 227,902 | $ 223,568 | |
Short-term Debt | $ 59,650 | $ 59,650 | |
Convertible Debt [Member] | |||
Short-term Debt [Line Items] | |||
Debt Instrument, Convertible, Terms of Conversion Feature | The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.99% of the outstanding stock of the Company. | ||
Deferred Costs | 3,000 | ||
Debt Instrument, Convertible, Beneficial Conversion Feature | 30,000 | ||
Interest Expense | 2,854 | ||
Amortization of Debt Discount (Premium) | $ 61,188 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Jan. 31, 2021 | |
Related Party Transaction [Line Items] | ||||
Fair value of stock | $ 0 | |||
Former CEO [Member] | ||||
Related Party Transaction [Line Items] | ||||
Unpaid compensation | 119,655 | $ 161,655 | $ 38,130 | |
Chief Executive Officer [Member] | ||||
Related Party Transaction [Line Items] | ||||
Unpaid compensation | $ 130,000 | |||
Issuance of common stock | 8,600,000 | |||
Fair value of stock | 447,200 | |||
Loss on settlement | $ 317,200 | |||
Share issued | 2,600,000 | |||
Purchase price of stock | 1,000,000 | |||
Chief Executive Officer [Member] | Series E Preferred Stock [Member] | ||||
Related Party Transaction [Line Items] | ||||
Share based compensation | 325,000 | |||
New CEO [Member] | Series E Preferred Stock [Member] | ||||
Related Party Transaction [Line Items] | ||||
Share based compensation | 325,000 | |||
CFO Robert Chick oski [Member] | ||||
Related Party Transaction [Line Items] | ||||
Issuance of common stock | 5,000,000 | |||
Fair value of stock | $ 75,000 |
The following table summarizes
The following table summarizes the stock warrant activity for the three months ended December 31, 2021: (Details) | 3 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Equity [Abstract] | |
Outstanding Balance | 29,970,000 |
Outstanding | $ / shares | $ 0.003 |
Granted | 900,000 |
Granted | $ / shares | |
Exercised | 0 |
Exercised | $ / shares | $ 0 |
Forfeited | 0 |
Expired | 0 |
Expired Weighted avrage price | $ / shares | $ 0 |
Outstanding | 30,870,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance | $ / shares | $ 0.003 |
The following table summarize_2
The following table summarizes the stock option activity for the three months ended December 31, 2021: (Details) | 3 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Equity [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance | shares | 70,000,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 0.003 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | 0 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | shares | 0 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price | $ 0 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | shares | 70,000,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance | $ 0.003 |
Stockholders_ Equity (Deficit_2
Stockholders’ Equity (Deficit) (Details Narrative) - USD ($) | Aug. 11, 2021 | Sep. 21, 2017 | Sep. 12, 2017 | Dec. 31, 2021 | Sep. 30, 2019 | Sep. 30, 2021 | Aug. 03, 2015 |
Class of Stock [Line Items] | |||||||
Preferred Stock, share authorized | 20,000,000 | 20,000,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 4 months 6 days | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | ||||||
Convertible Debt [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 19,269,286 | ||||||
Debt Instrument, Increase, Accrued Interest | $ 3,660 | ||||||
Series A Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock Shares Designated | 6,000,000 | ||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ 2 | ||||||
Preferred Stock, Shares Issued | 0 | 0 | |||||
Preferred Stock Dividends, Shares | 6,000,000 | ||||||
Preferred Stock, Dividend Rate, Percentage | 800.00% | ||||||
Preferred stock,outstanding | 0 | 0 | |||||
Preferred Stock, share authorized | 6,000,000 | 6,000,000 | |||||
Series B Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ 1 | ||||||
Preferred stock,outstanding | 0 | 0 | |||||
Preferred Stock, share authorized | 1,000,000 | ||||||
Preferred Stock, Redemption Price Per Share (in dollars per share) | $ 0.50 | ||||||
Series C Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ 0.50 | ||||||
Preferred Stock, share authorized | 1,200,000 | 0 | 0 | ||||
Preferred Stock, Conversion Basis | The Series C Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of one share of common stock for each share of Series C Preferred Stock. | ||||||
Series D Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ 1 | ||||||
Preferred Stock, Shares Issued | 509,988 | 509,988 | |||||
Preferred stock,outstanding | 509,988 | 509,988 | |||||
Preferred Stock, share authorized | 539,988 | 509,988 | 509,988 | ||||
Preferred Stock, Conversion Basis | The Series D Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of $0.01 per share of common stock | ||||||
Stock Repurchased and Retired During Period, Shares | 60,000 | ||||||
Series E Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Issued | 1,000,000 | 1,000,000 | |||||
Preferred stock,outstanding | 1,000,000 | 1,000,000 | |||||
Preferred Stock, share authorized | 1,000,000 | 1,000,000 | 1,000,000 | ||||
Series F Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ 1 | ||||||
Preferred Stock, Shares Issued | 386,975 | 386,975 | |||||
Preferred stock,outstanding | 386,975 | 386,975 | |||||
Preferred Stock, share authorized | 501,975 | 257,984 | 257,984 | ||||
Stock Repurchased During Period, Shares | 60,000 | ||||||
Series G Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ 1 | ||||||
Preferred Stock, Dividend Rate, Percentage | 800.00% | ||||||
Preferred Stock, share authorized | 1,000,000 | 265,375 | 265,375 | ||||
Stock Issued During Period, Shares, Issued for Services | 171,875 | ||||||
Net Cash Proceeds | $ 145,000 |
License Agreement (Details Narr
License Agreement (Details Narrative) - shares | Aug. 23, 2021 | Aug. 23, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Description of milestone | Common shares representing 5% of total number of outstanding common shares of the Company immediately following any change of control of the Company; the Company will issue 29,130,167 shares of common stock as a result of the change of control discussed in Note 5. These shares were issued in July 2021. | |
Description of milestone one | 29,130,167 Common shares immediately following the first round of funding under a private offer of equity or debt securities; These shares were issued in July 2021. | |
Description of milestone two | 29,130,167 Common shares immediately following the commencement of clinical trials for Federal Drug Administration clearance of the product; and | |
Description of milestone three | Common shares representing an adjustment to increase 7 to Stand’s total ownership to 19.99% of total number of outstanding common shares of the Company immediately following FDA clearance of the product for sale. The Company expects to issue 29,130,166 shares of common stock related to this provision if met. | |
Description of milestone four | No royalties have been earned or paid to 7 to Stand. The license agreement may be terminated by 7 to Stand if 1) SomaCeuticals does not begin clinical trials within one year of the agreement; 2) if SomaCeuticals terminates the continuation of the clinical trials; or 3) shall not commence marketing the product within reasonable time after obtaining FDA approval | |
License Agreement [Member] | Patents [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Royalty of net sales | 7.10% | |
License Agreement [Member] | Patents [Member] | Fabrizio De Silvestri [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Rights to issued | 10,610,592 |