Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Aug. 18, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | WYTEC INTERNATIONAL INC | |
Entity Central Index Key | 0001560143 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 6,774,547 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Small Business | true | |
Entity Emerging Growth | true | |
Entity Interactive data current | Yes | |
Entity File Number | 001-39478 | |
Entity Incorporation State Code | NV | |
Entity shell company | false | |
Entity ExTransition | false |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash | $ 443,158 | $ 595,732 |
Accounts receivable | 60,933 | 42,311 |
Inventory | 2,355 | 2,371 |
Prepaid expense and other current assets | 0 | 1,581 |
Total current assets | 506,446 | 641,995 |
Property and equipment, net | 157,573 | 55,184 |
Operating lease, right-of-use assets | 100,381 | 117,169 |
Total Assets | 764,400 | 814,348 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 152,230 | 123,768 |
Accounts payable, related party | 124,092 | 107,084 |
Other payable | 895,000 | 895,000 |
Operating lease, right-of-use obligation, current portion | 60,315 | 71,256 |
Contract liability | 23,346 | 25,905 |
Notes payable, current portion | 49,397 | 0 |
Short-term debt, net of unamortized discount | 600,729 | 586,952 |
Total current liabilities | 1,905,109 | 1,809,965 |
Long-term liabilities: | ||
Operating lease, right-of-use obligation, long term portion | 27,436 | 27,274 |
Note payable | 58,113 | 0 |
Paycheck protection program loan | 160,073 | 0 |
Total long-term liabilities | 245,622 | 27,274 |
Total Liabilities | 2,150,731 | 1,837,239 |
Stockholders' equity: | ||
Common stock, $0.001 par value, 495,000,000 shares authorized, 30,734,709 shares and 30,224,653 shares issued, 6,600,261 shares and 6,090,205 shares outstanding | 30,734 | 30,225 |
Additional paid-in capital | 26,653,415 | 26,352,142 |
Accumulated deficit | (22,636,384) | (22,092,678) |
Repurchased shares | (80,000) | (80,000) |
Deposit for future common stock subscriptions | 0 | 121,055 |
Treasury Stock: | ||
Common stock, at cost, 24,174,448 shares and 24,134,448 shares | (5,100,218) | (5,100,218) |
Total stockholders' deficit | (1,386,331) | (1,022,891) |
Total liabilities and stockholders' deficit | 764,400 | 814,348 |
Series A Convertible Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value 20,000,000 shares authorized | 2,420 | 2,420 |
Treasury Stock: | ||
Common stock, at cost, 24,174,448 shares and 24,134,448 shares | (179,368) | (179,368) |
Series B Convertible Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value 20,000,000 shares authorized | 2,951 | 3,412 |
Treasury Stock: | ||
Common stock, at cost, 24,174,448 shares and 24,134,448 shares | $ (79,882) | $ (79,882) |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Preferred stock, par value | $ .001 | $ .001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 495,000,000 | 495,000,000 |
Common stock, shares issued | 30,734,709 | 30,224,653 |
Common stock, shares outstanding | 6,600,261 | 6,090,205 |
Treasury stock | 24,174,448 | 24,134,448 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 4,100,000 | 4,100,000 |
Preferred stock, shares issued | 2,520,000 | 2,520,000 |
Preferred stock, shares outstanding | 2,420,000 | 2,420,000 |
Treasury stock | 100,000 | 100,000 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 6,650,000 | 6,650,000 |
Preferred stock, shares issued | 2,951,615 | 3,412,885 |
Preferred stock, shares outstanding | 2,907,080 | 3,368,350 |
Treasury stock | 44,535 | 44,535 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred stock, shares issued | 1,000 | 1,000 |
Preferred stock, shares outstanding | 1,000 | 1,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 258,380 | $ 225,456 |
Cost of sales | 230,447 | 212,422 |
Gross profit | 27,933 | 13,034 |
Expenses: | ||
Selling, general and administrative | 526,978 | 865,359 |
Research and development | 492 | 4,725 |
Depreciation and amortization | 17,391 | 9,544 |
Operating expenses, net | 544,861 | 879,628 |
Net operating loss | (516,928) | (866,594) |
Other income (expense): | ||
Interest income | 30 | 20 |
Interest expense | (26,808) | (7,590) |
Total other income (expense) | (26,778) | (7,570) |
Net loss | $ (543,706) | $ (874,164) |
Weighted average number of common shares outstanding - basic and fully diluted | 6,429,325 | 5,444,843 |
Net loss per share - basic and fully diluted | $ (0.08) | $ (0.16) |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Class A Preferred Stock | Class B Preferred Stock | Class C Preferred Stock | Common Stock [Member] | Treasury Stock | Class A Preferred Treasury Stock | Class B Preferred Treasury Stock | Additional Paid-In Capital | Repurchased Shares | Deposit for Future Stock Subscription | Accumulated (Deficit) | Total |
Beginning balance, shares at Dec. 31, 2019 | 2,560,000 | 3,735,784 | 1,000 | 29,564,014 | 24,134,448 | 100,000 | 44,535 | |||||
Beginning balance, value at Dec. 31, 2019 | $ 2,560 | $ 3,735 | $ 1 | $ 29,564 | $ (5,100,218) | $ (179,368) | $ (79,882) | $ 25,207,137 | $ (20,118,169) | $ (234,640) | ||
Issuance of common stock for services, shares | 10,554 | |||||||||||
Issuance of common stock for services, value | $ 11 | 52,759 | 52,770 | |||||||||
Issuance of common stock for cash, shares | 20,000 | |||||||||||
Issuance of common stock for cash, value | $ 20 | 99,980 | 100,000 | |||||||||
Issuance of warrants for services | 89,155 | 89,155 | ||||||||||
Issuance of detachable warrants with Debt | 80,053 | 80,053 | ||||||||||
Net loss | (874,164) | (874,164) | ||||||||||
Ending balance, shares at Mar. 31, 2020 | 20,000 | |||||||||||
Ending balance, value at Mar. 31, 2020 | $ 2,560 | $ 3,735 | $ 1 | $ 29,595 | $ (5,100,218) | $ (179,368) | $ (79,882) | 25,529,084 | (20,992,333) | (786,826) | ||
Beginning balance, shares at Dec. 31, 2020 | 2,420,000 | 3,412,885 | 1,000 | 30,224,653 | 24,134,448 | 100,000 | 44,535 | |||||
Beginning balance, value at Dec. 31, 2020 | $ 2,420 | $ 3,412 | $ 1 | $ 30,225 | $ (5,100,218) | $ (179,368) | $ (79,882) | 26,352,142 | (80,000) | 121,055 | (22,092,678) | (1,022,891) |
Conversion of Series B preferred stock to common stock, shares | (461,270) | 461,270 | ||||||||||
Conversion of Series B preferred stock to common stock, value | $ (461) | $ 461 | ||||||||||
Conversion of warrants to common stock, shares | 15,200 | |||||||||||
Conversion of warrants to common stock, value | $ 15 | 75,985 | 76,000 | |||||||||
Issuance of common stock for cash already received, shares | 24,211 | |||||||||||
Issuance of common stock for cash already received, value | $ 24 | 121,031 | (121,055) | |||||||||
Issuance of common stock for cash, shares | 9,375 | |||||||||||
Issuance of common stock for cash, value | $ 9 | 46,866 | 46,875 | |||||||||
Issuance of warrants for services | 51,344 | 51,344 | ||||||||||
Issuance of detachable warrants with Debt | 6,047 | 6,047 | ||||||||||
Net loss | (543,706) | (543,706) | ||||||||||
Ending balance, shares at Mar. 31, 2021 | 2,420,000 | 2,951,615 | 1,000 | 30,734,709 | 24,134,448 | 100,000 | 44,535 | |||||
Ending balance, value at Mar. 31, 2021 | $ 2,420 | $ 2,951 | $ 1 | $ 30,734 | $ (5,100,218) | $ (179,368) | $ (79,882) | $ 26,653,415 | $ (80,000) | $ (22,636,384) | $ (1,386,331) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (543,706) | $ (874,164) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 17,391 | 9,544 |
Amortization of debt discount | 13,777 | 3,944 |
Stock based payments | 57,391 | 141,925 |
Non-cash adjustment to notes payable and fixed assets | (3,895) | 0 |
Non-cash lease expense | 26,976 | 43,887 |
Change in assets and liabilities: | ||
Accounts receivable | (18,622) | 5,935 |
Inventory | 16 | (39,634) |
Prepaid expenses and other current assets | 1,581 | 9,912 |
Accounts payable and accrued expenses | 28,462 | 113,726 |
Accounts payable, related party | 17,008 | 22,119 |
Contract liability | (2,559) | 0 |
Operating lease liability | (20,967) | (34,999) |
Net cash used in operating activities | (427,147) | (597,805) |
Cash flows from investing activities | ||
Purchase of equipment | 0 | (5,500) |
Net cash used in investing activities | 0 | (5,500) |
Cash flows from financing activities | ||
Proceeds from issuance of non-convertible notes | 0 | 625,000 |
Proceeds from Paycheck Protection Program loan | 160,073 | 0 |
Payments on notes payable | (8,375) | 0 |
Proceeds from exercise of warrants | 76,000 | 0 |
Proceeds from issuance of common stock | 46,875 | 100,000 |
Net cash provided by financing activities | 274,573 | 725,000 |
Net increase (decrease) in cash | (152,574) | 121,695 |
Cash - beginning | 595,732 | 619,104 |
Cash - ending | 443,158 | 740,799 |
Supplemental Disclosures | ||
Interest paid | 2,094 | 0 |
Income taxes | 0 | 0 |
Non-Cash Financing Activities | ||
Conversion of series B preferred stock to common stock | 461 | 0 |
Issuance of common stock in lieu of interest payment | 21,875 | 0 |
Issuance of detachable warrants with Debt | $ 0 | $ 80,053 |
A. Significant Accounting Polic
A. Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE A – SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation: Description of Business: On or about August 20, 2020, Capaciti Networks, Inc., our former subsidiary, was dissolved and on or about September 22, 2020, Wylink, Inc., our former subsidiary, was dissolved. No consideration was exchanged in either transaction. As a result of the dissolutions, we acquired the net assets and liabilities of both Wylink, Inc, and Capaciti Networks, Inc. and their operations continue as part of the Company. Basis of Accounting: Revenue and Cost Recognition. The Company earns revenues from contracts with customers for (i) sales and installation of cellular enhancement equipment and (ii) support agreements. Revenue from the sale and installation of cellular enhancement equipment is recognized either when the installation is completed or as the Company installs the cellular enhancement equipment, depending on the complexity of the system, such as the degree of customization of the equipment being installed, and the agreement with the customer. The less complex systems installed by the Company where management believes the installed equipment has an alternative use, due to the standard nature of the equipment sourced from our vendors that can be used in other projects, revenue from such contacts is recognized for completed installations upon customer acceptance. This assessment, at contract inception, is a management judgment based on the combination of equipment ordered, the services performed and whether or not material effort, within the context of the contract, would be required to rework the equipment for another project, and the term and terms of the contract with the customer. For example, such contracts are usually completed within 30-45 days. In larger more complex projects where the Company is creating an asset for the customer with no alternative use and has an enforceable right to payment for performance prior to contract completion, we recognize revenue utilizing the percentage of completion method. This method measures completion based on management’s estimate of total costs to complete each contract because management considers total costs to be the best available measure of progress on the contract. Support agreements entered into with customers are generally for a period of one year, during which the Company stands ready to provide service and support for installed systems at the customer site. Support agreement amounts are billed in advance to the customer, as agreed in the contract, and recorded as a contract liability. During the period, the Company provides unspecified firmware upgrades to installed client equipment as they are available. Management estimates that straight line recognition of revenue over the period of the support agreement contract is a faithful representation of the pattern of delivery on the Company’s obligation under these agreements. Sales tax is recorded on a net basis and excluded from revenue. Allowance for Doubtful Accounts: Operating Leases Right-of-use Assets and Operating Lease Obligations: |
B. Going Concern
B. Going Concern | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE B – GOING CONCERN Our consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. We have incurred continuous losses from operations, have an accumulated deficit of $22,636,384 at March 31, 2021, and have reported negative cash flows from operations. In addition, we do not currently have the cash resources to meet our operating commitments for the next twelve months. The Company’s ability to continue as a going concern must be considered in light of the problems, expenses, and complications frequently encountered by entrance into established markets and the competitive nature in which we operate. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to generate sufficient cash from operations to meet our cash needs and/or to raise funds to finance ongoing operations and repay debt. However, there can be no assurance that we will be successful in our efforts to raise additional debt or equity capital and/or that our cash generated by our operations will be adequate to meet our needs. These factors, among others, indicate that we may be unable to continue as a going concern for a reasonable period of time. Management expects to continue to seek additional funding through private or public equity sources and will seek debt financing. |
C. Revenue and Accounts Receiva
C. Revenue and Accounts Receivable | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Accounts Receivable | NOTE C – REVENUE AND ACCOUNTS RECEIVABLE The Company recognizes revenue in accordance with its accounting policy. The Company invoices customers and recognizes accounts receivable in an amount equivalent to which it has an unconditional right and expects to receive aligned with the agreement with the customer. The Company has contracted payment terms with its customer of net 15 days. The Company recognized revenue from performance obligations satisfied as of a point in time and over time as disaggregated in the table below. Timing of Revenue Recognition For the Three Months Ended March 31, March 31, 2021 2020 Point in Time $ 250,907 $ 225,456 Over Time 7,473 – 258,380 225,456 Due to the Company billing service agreements in advance and recognizing revenue for service agreements over time as more fully described in its accounting policy the Company carries a contract liability balance proportional to the time remaining on each customer agreement. The Company issues invoices to customers for completed work as performance obligations satisfied as of a point in time are fulfilled and does not carry a contract asset balance for these performance obligations. Contract Assets and Liabilities March 31, December 31, 2021 2020 Contract Liability $ (23,346 ) $ (25,905 ) $ (23,346 ) $ (25,905 ) The Company’s contracts for support services are typically for terms of one year or less. The aggregate amount of contract performance obligation as of March 31, 2021 and December 31, 2020 that the Company expects to recognize over the next year is $23,346 and $25,905, respectively. The Company is under no obligation and is not in the practice of providing customers with returns, rebates, discounts, or refunds and has not in an amount material to the financial statements. The Company, accordingly, does not recognize these obligations at the time of revenue recognition. The Company may receive consideration from customers who enter into support agreements in the future for incremental services provided to such customers. Those services are delivered as of a point in time when the customer requests the service. Future consideration as described is excluded from the transaction price calculated for support agreement performance obligations. The Company has applied the practical expedient that permits the Company to recognize revenue without regard to significant financing components based on the Company’s expectations about the transfer of services and the receipt of payment from customers. The effect of this practical expedient is not material to the Company’s financial statements. |
D. Property and Equipment
D. Property and Equipment | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE D – PROPERTY AND EQUIPMENT Property and equipment consist of the following: March 31, December 31, 2021 2020 Telecommunication equipment and computers $ 1,267,497 $ 1,105,939 Less: accumulated depreciation (1,109,924 ) (1,050,755 ) $ 157,573 $ 55,184 Depreciation expense for the three months ended March 31, 2021 and 2020 was $17,391 and $9,544, respectively. |
E. Debt
E. Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | NOTE E – DEBT The Company’s debt consists of the following: March 31, December 31, 2021 2020 Paycheck Protection Program loan $ 160,073 $ – Notes payable to a financial institution, interest rates of 4.7% per annum, with the equipment purchased pledged as collateral and varying due dates through November 2024 107,510 – $625,000 of 7% unsecured note payable due August 2021, net of unamortized discount of $24,271 and $38,048, respectively 600,729 586,952 $ 868,312 $ 586,952 In February, 2020 we issued a note in the amount of $625,000 bearing simple interest at a rate of 7% per annum to one shareholder due August, 2021. The note contains a feature that allows the Company to extend the maturity date up to six months, twice, in the Company’s sole discretion. This note was issued along with 62,500 common stock purchase warrants that were determined to have a fair market value of $80,053 on the issuance date, which was recorded as a debt discount and amortized over the term of the notes, with $13,777 amortized in the current quarter and reported in the income statement as interest expense. In March 2021, we received a loan pursuant to the Paycheck Protection Program (“PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) in the amount of $160,073. The loan contains a feature pursuant to which the Small Business Administration (“SBA”) will forgive the balance of the loan under statutory authority and conditions set forth in the CARES Act. We anticipate forgiveness of 100% of the loan balance, but any portion not forgiven will be due in March 2026 and carries interest at a rate of 1% per annum. The future minimum payments regarding debt are as follows: Year Ending December 31, 2021 $ 650,126 2022 33,703 2023 27,551 2024 21,130 2025 – Thereafter 160,073 Total future payments 892,583 Less: discount (24,271 ) Total debt $ 868,312 |
F. Repurchase Agreement
F. Repurchase Agreement | 3 Months Ended |
Mar. 31, 2021 | |
F. Repurchase Agreement | |
Repurchase Agreement | NOTE F – REPURCHASE AGREEMENT In April 2020, we entered into a Repurchase and General Release Agreement (the “Agreement”) with one shareholder pursuant to which we promised to pay the amount of $200,000 due on December 31, 2020, in consideration for the return to us of 40,000 shares of outstanding common stock and 40,000 shares of outstanding Series B Preferred Stock previously purchased and currently held by the shareholder. The Agreement stated that the Company was to make $10,000 monthly installments with the balance payable on the maturity date. The Agreement contains a feature that allows the Company to extend the maturity date of the amount payable to March 31, 2021 in the Company’s sole discretion, and if the Company exercises this option, the $10,000 monthly installments will continue until the extended maturity date on which date the remaining balance will be due. In September 2020, the Company extended the maturity date under the terms of the agreement to March 31, 2021. The Company made payments in the amount of $80,000 in good faith during 2020, however, the shareholder has not returned any of the shares that we paid for so that they may be canceled as contemplated in the Agreement. As the shares had not been returned, the Company is not obligated per the Agreement to pay any monies. The Company is pursuing action against the shareholder to have the shares returned or have the monies paid returned. Until such time, the $80,000 payments have been recorded as a reduction of additional paid in capital. |
G. Leases
G. Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | NOTE G – LEASES The Company leases facilities and office equipment under various operating leases, which generally are expected to be renewed or replaced by other leases. For the three-month periods ended March 31, 2021 and 2020, operating lease expense totaled $29,440 and $51,010, respectively. The weighted average remaining lease term is 1.66 years and weighted average discount rate is 5.5% as of March 31, 2021. Future minimum lease payments as of March 31, 2021 are as follows: 2021 $ 78,615 2022 17,615 2023 16,456 2024 1,950 Total minimum lease payments 114,636 Less: imputed interest (26,885 ) Present value of minimum lease payments 87,751 Less: current portion of lease obligation 60,315 Long-term lease obligation $ 27,436 |
H. Warrants
H. Warrants | 3 Months Ended |
Mar. 31, 2021 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | NOTE H – WARRANTS The Company has common stock purchase warrants outstanding at March 31, 2021 to purchase 2,467,453 shares of common stock exercisable until various dates through December 31, 2022. The warrants are exercisable at the following amounts and rates: 2,000,000 of which are exercisable at an exercise price of $1.00 per share and 215,392 of which are exercisable at an exercise price of $5.00 per share, and 252,061 of which are exercisable at an exercise price of the greater of $5.00 per share or (ii) 85% of the average closing price of our common stock, as quoted on the public securities trading market on which our common stock is then traded with the highest volume, for ten (10) consecutive trading days immediately prior to the date of exercise. To calculate the fair value of stock warrants at the date of grant, we use the Black-Scholes option pricing model. The volatility used is based on historical volatilities of selected peer group companies. Management estimates the average volatility considering current and future expected market conditions. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Each issuance is individually valued according to this procedure as of the date of issue with maturity dates between December 31, 2021 and December 31, 2022, volatility estimates between 41% to 46% and risk-free rates 0.09% to 0.1% in the period. On January 7, 2021 we issued 56,592 common stock purchase warrants to three consultants. The warrants are exercisable on a cash or cashless basis at an exercise price of $5.00 per share until December 31, 2021 with a fair market value on the issuance date of $51,344 recorded as an expense in the period. During January 2021, we issued 24,211 common stock purchase warrants to three investors as part of our offering of units, each unit consisting of one share of our common stock and one common stock purchase warrant. The total value of these warrants was $22,173 recorded in Additional-Paid-In-Capital. During February 2021, we issued 9,375 common stock purchase warrants to two investors as part of our offering of units, each unit consisting of one share of our common stock and one common stock purchase warrant. The total value of these warrants was $7,005 recorded in Additional-Paid-In-Capital. During February 2021, a total of 15,000 common stock purchase warrants were exercised by two investors for a total of 15,000 shares of Wytec’s common stock at an exercise price of $5.00 per share or a total of $75,000 and a total of 3,750 common stock purchase warrants were issued to these two investors pursuant to a private placement in accordance with Rule 506(b) of Regulation D of the Securities Act of 1933, as amended, in which existing warrant holders receive one cashless warrant exercisable until December 31, 2022 at an exercise price of $5.00 per share for every four currently outstanding warrants exercised by a warrant holder on or before July 31, 2021 (the “Warrant Offering”). The total value of the new warrants issued was $5,969 recorded in Additional-Paid-In-Capital During March 2021, 200 common stock purchase warrants were exercised by an investor for 200 shares of Wytec’s common stock at an exercise price of $5.00 per share or a total of $1,000 and 50 common stock purchase warrants were issued to this investor pursuant to the Warrant Offering. The total value of the new warrants issued was 78 recorded in Additional-Paid-In-Capital. The following is a summary of activity and outstanding common stock warrants: # of Warrants Balance, December 31, 2020 2,388,675 Warrants granted 93,978 Warrants exercised (15,200 ) Warrants expired – Balance, March 31, 2021 2,467,453 Exercisable, March 31, 2021 2,467,453 |
I. Stockholders' Equity
I. Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE I – STOCKHOLDERS’ EQUITY Holders of common stock are entitled to one vote per share. The common stock does not have cumulative voting rights in the election of directors. Accordingly, the holders of a majority of the outstanding shares of common stock entitled to vote in any election of directors may elect all of the directors standing for election. Subject to preferential rights with respect to any series of preferred stock that may be issued, holders of the common stock are entitled to receive ratably such dividends as may be declared by the board of directors on the common stock out of funds legally available therefore and, in the event of liquidation, dissolution or winding-up of affairs, are entitled to share equally and ratably in all the remaining assets and funds. Series A preferred stock is nonvoting capital stock but may be converted into voting common stock. Each share of series A preferred stock is convertible at the option of the holder at any time after the issuance into one share of common stock, subject to adjustment from time to time in the event (i) the Company subdivides or combines its outstanding common stock into a greater or smaller number of shares, including stock splits and stock dividends; or (ii) of a reorganization or reclassification of common stock, the consolidation or merger with or into another company, the sale, conveyance or other transfer of substantially all of the Company assets to another corporation or other similar event, whereby securities or other assets are issuable or distributable to the holders of the outstanding common stock upon the occurrence of any such event; or (iii) of the issuance to the holders of Company common stock of securities convertible into, or exchangeable for, such shares of common stock. Each outstanding share of series A preferred stock will automatically convert into one share of common stock (a) if the common stock commences public trading on the NASDAQ capital market or better, (b) if the series A preferred stockholder receives distributions from the net profits pool equal to the original purchase price paid for their registered links, or (c) five years after the date of issuance of the series A preferred stock. The Company does not have any other right to require a conversion of the series A preferred stock into common stock. The Company does not have the option to redeem outstanding shares of series A preferred stock. A holder of the series A preferred stock has no preemptive rights to subscribe for any additional shares of any class of stock or for any issue of bonds, notes or other securities convertible into any class of stock. In the event of a liquidation, dissolution or winding-up whether voluntary or otherwise, after payment of debts and other liabilities, the holders of the series A preferred stock will be entitled to receive from the remaining net assets, before any distribution to the holders of the common stock, the amount of $1.50 per share. After payment of the liquidation preference to the holders of series A preferred stock and payment of any other distributions that may be required with respect to any other series of preferred stock, the remaining assets, if any, will be distributed ratably to the holders of the common stock and the holders of the series A preferred stock on an as-if converted basis. The series B preferred stock is voting capital stock. The holders of the series B preferred stock will vote on an as-converted basis with the common stock on all matters submitted to a vote of the shareholders. The holders of the series B preferred stock are not entitled to any dividends unless and until the series B preferred stock is converted into common stock. Each share of series B preferred stock is convertible at the option of the holder at any time after issuance into one share of common stock, subject to adjustment from time to time in the event (i) the Company subdivides or combines into outstanding common stock into a greater or smaller number of shares, including stock splits and stock dividends; or (ii) of a reorganization or reclassification of common stock, the consolidation or merger with or into another company, the sale, conveyance or other transfer of substantially all of the Company assets to another corporation or other similar event, whereby securities or other assets are issuable or distributable to the holders of the outstanding common stock upon the occurrence of any such event; or (iii) of the issuance by us to the holders of common stock of securities convertible into, or exchangeable for, such shares of common stock. Each outstanding share of series B preferred stock will automatically convert into one share of common stock at a conversion rate equal to the lesser of $3.00 per share or 75% of the average closing price of the Company’s common stock as quoted on the public securities trading market on which our common stock is then traded with the highest volume, for ten (10) consecutive trading days immediately after the first day of public trading of common stock if common stock commences public trading on the NASDAQ capital market or better, but in any event no less than $2.50 per share or at $3.00 per share five years after the date of issuance of the series B preferred stock. In the event of a liquidation, dissolution or winding-up whether voluntary or otherwise, after payment of debts and other liabilities, the holders of the series B preferred stock will be entitled to receive from the remaining net assets, before any distribution to the holders of the common stock, and pari pasu with the payment of a liquidation preference of $1.50 per share to the holders of the series A preferred stock, the amount of $3.00 per share. After payment of the liquidation preference to the holders of the series A preferred stock and the series B preferred stock, and payment of any other distribution that may be required with respect to any other series of preferred stock, the remaining assets, if any, will be distributed ratably to the holders of the common stock, the holders of the series A preferred stock, and the holders of the series B preferred stock on an as-if converted basis. The series C preferred stock is voting capital stock. For so long as any shares of the series C preferred stock remain issued and outstanding, the holders thereof, voting separately as a class, shall have the right, on or after July 20, 2016, to vote in an amount equal to 51% of the total vote (representing a super majority voting power) with respect to all matters submitted to a vote of the shareholders of Wytec. Such vote shall be determined by the holder(s) of a majority of the then issued and outstanding shares of series C preferred stock. For example, if there are 10,000 shares of our common stock issued and outstanding at the time of such shareholder vote, the holders of the series C preferred stock, voting separately as a class, will have the right to vote an aggregate of 10,408 shares, out of a total number of 20,408 shares voting. Additionally, the Company is prohibited from adopting any amendments to the Company’s bylaws or articles of incorporation, as amended, making any changes to the certificate of designation establishing the series C preferred stock, or effecting any reclassification of the series C preferred stock, without the affirmative vote of at least 66-2/3% of the outstanding shares of series C preferred stock. The Company may, however, by any means authorized by law and without any vote of the holders of shares of series C preferred stock, make technical, corrective, administrative or similar changes to such certificate of designation that do not, individually or in the aggregate, adversely affect the rights or preferences of the holders of shares of series C preferred stock. The holders of the series C preferred stock are not entitled to any dividends. Holders of the series C preferred stock have no conversion rights. The shares of the series C preferred stock shall be automatically redeemed by us at their par value on the first to occur of the following: (i) on the date that Mr. Gray ceases, for any reason, to serve as officer, director or consultant of Wytec, or (ii) on the date that our shares of common stock first trade on any national securities exchange provided that the listing rules of any such exchange prohibit preferential voting rights of a class of securities of Wytec, or listing on any such national securities exchange is conditioned upon the elimination of the preferential voting rights of the series C preferred stock set forth in the certificate of designation. A holder of the series C preferred stock has no preemptive rights to subscribe for any additional shares of any class of stock of Wytec or for any issue of bonds, notes or other securities convertible into any class of stock of Wytec. The holders of the Series C preferred stock are not entitled to any liquidation preference. During the first quarter of 2021, the Company issued a total of 461,270 shares of common stock in consideration for the conversion of 461,270 shares of Series B Preferred Stock by eight shareholders. In January of 2021, a total of 24,211 common stock was issued in consideration for cash already received. In February 2021, a total of 15,000 common stock purchase warrants were exercised for a total of 15,000 shares of Wytec’s common stock at an exercise price of $5.00 per share or a total of $75,000 as part of the Company’s Warrant Offering. In February 2021, the Company issued a total of 9,375 shares of common stock to two investors for cash at $5.00 per share as part of the Company’s offering of units, each unit consisting of one share of the Company’s common stock and one common stock purchase warrant. In March 2021, a total of 200 common stock purchase warrants were exercised for a total of 200 shares of Wytec’s common stock at an exercise price of $5.00 per share or a total of $1,000 as part of the Company’s Warrant Offering. |
J. Related Party Transactions
J. Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE J – RELATED PARTY TRANSACTIONS The Company has an account payable balance owed to Richardson & Associates in the amount of $124,092 as of March 31, 2021, and $107,084 as of December 31, 2020. The Company incurred expense of $27,008 and $22,119 with Richardson & Associates as of the three months ended March 31, 2021 and March 31, 2020. Mark Richardson is the owner of Richardson & Associates and he was appointed as a director of Wytec International, Inc. in September 2019. |
K. Concentrations
K. Concentrations | 3 Months Ended |
Mar. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Concentrations | NOTE K – CONCENTRATION The Company derived $238,779, 91%, and $176,209, 78%, of revenue in the three months ended March 31, 2021 and March 31, 2020, respectively, from a single customer. We continue to endeavor to diversify our customer base and make efforts to mitigate the risk associated with excess concentration of sales from a limited number of customers. |
L. Prior Period Misstatement
L. Prior Period Misstatement | 3 Months Ended |
Mar. 31, 2021 | |
Notes to Financial Statements | |
Prior Period Misstatement | NOTE L – PRIOR PERIOD MISSTATEMENT As part of its internal review prior to submitting its financial statements for the 3-month period ending March 31, 2021, the Company’s Management identified certain items, which pursuant to GAAP standards, required adjusting entries for proper financial presentation. The identified items related to prior periods dating back to 2019, and included: 1) Overstatement of 2019 expenses by $49,174 (“Item #1”), 2) Understatement of 2019 accounts receivable and revenue by $17,041 (“Item #2”), and 3) Unrecorded 2019 assets and loans of $152,092 and $149,118, respectively (“Item #3”). In aggregate, 2019 balance sheet adjustments totaled $169,133, and total assets, pursuant to the adjustments, increased by 14% (the majority of the balance sheet increase is due to booking a previously unrecorded asset- see Item #3). The effect on equity was a positive variance, resulting in a $69,189 improvement to retained earnings, a 29% variance improvement, and the income statement impact was a positive $69,189, representing a 2% positive variance. Per SAB 99, Management reviewed the adjustments and considered the sources, as well as the potential impact on investors and whether the accounting adjustments would have materially impacted an investor’s ability to make sound judgements about investment in the Company. Management acknowledges the balance sheet adjustments quantitatively are material, however, for the reasons stated above, asserts the qualitative impacts are immaterial. Management does not believe prior period financial restatement is appropriate nor necessary. |
M. Subsequent Events
M. Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE M – SUBSEQUENT EVENTS In April 2021, a total of 9,006 common stock purchase warrants were exercised by three investors for a total of 9,006 shares of Wytec’s common stock at an exercise price of $5.00 per share or a total of $45,030 and a total of 2,252 common stock purchase warrants were issued to these three investors pursuant to the Warrant Offering. In April 2021, the Company issued a total of 25,280 shares of common stock in consideration for the conversion of 25,280 shares of Series B Preferred Stock by two shareholders. In April 2021, the Company terminated a Repurchase and General Release Agreement with one investor to repurchase 40,000 shares of common stock and 40,000 shares of series B preferred stock at $2.50 per share in exchange for a note payable in the amount of $200,000 bearing no interest and due on March 31, 2021 as extended under the terms of the note. The Company paid $80,000 toward the repurchase but did not receive shares from the investor. On May 5, 2021, Ms. Donna Ward submitted her written resignation as a director of Wytec and verbally resigned as the chief financial officer, secretary, and employee of Wytec. In May 2021, a total of 20,000 common stock purchase warrants were exercised by three investors for a total of 20,000 shares of Wytec’s common stock at an exercise price of $5.00 per share or a total of $100,000 and a total of 5,000 common stock purchase warrants were issued to these three investors pursuant to the Warrant Offering. In May 2021, the Company issued a total of 30,000 shares of common stock in consideration for the conversion of 30,000 shares of Series B Preferred Stock by two shareholders. In June 2021, the Company extended the expiration date until December 31, 2021 of all outstanding warrants issued by the Company to investors who purchased units pursuant to the Company’s private placement of units from May 1, 2019 to April 30, 2020. On June 14, 2021, the Company cancelled 24,134,448 shares of the Company’s common stock which were held in treasury. In July 2021, the Company commenced an offering of up to 3,000,000 units under Rule 506(c) of Regulation D of the Securities Act of 1933, as amended, (the “Unit Offering”) each unit consisting of one share of common stock and one common stock purchase warrant at a purchase price of $5.00 per unit. These warrants are exercisable on a cash or cashless basis until December 31, 2022 at an exercise price of $5.00 per share. In July 2021, Wytec issued a total of 17,000 shares of common stock and 17,000 common stock purchase warrants to three investors pursuant to Wytec’s Unit Offering. In July 2021, the Company issued a total of 30,000 shares of common stock in consideration for the conversion of 30,000 shares of Series B Preferred Stock by three shareholders. In August 2021, Wytec issued a total of 5,000 shares of common stock and 5,000 of common stock purchase warrants to one investor pursuant to Wytec’s Unit Offering. In August 2021, Wytec entered into a promissory note with one investor in the principal amount of $100,000 with a maturity date February 10, 2023, unless extended in accordance with the promissory note. The promissory note bears simple interest at the rate of 7% per annum. |
A. Significant Accounting Pol_2
A. Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation: |
Description of Business | Description of Business: On or about August 20, 2020, Capaciti Networks, Inc., our former subsidiary, was dissolved and on or about September 22, 2020, Wylink, Inc., our former subsidiary, was dissolved. No consideration was exchanged in either transaction. As a result of the dissolutions, we acquired the net assets and liabilities of both Wylink, Inc, and Capaciti Networks, Inc. and their operations continue as part of the Company. |
Basis of Accounting | Basis of Accounting: |
Revenue and Cost Recognition | Revenue and Cost Recognition. The Company earns revenues from contracts with customers for (i) sales and installation of cellular enhancement equipment and (ii) support agreements. Revenue from the sale and installation of cellular enhancement equipment is recognized either when the installation is completed or as the Company installs the cellular enhancement equipment, depending on the complexity of the system, such as the degree of customization of the equipment being installed, and the agreement with the customer. The less complex systems installed by the Company where management believes the installed equipment has an alternative use, due to the standard nature of the equipment sourced from our vendors that can be used in other projects, revenue from such contacts is recognized for completed installations upon customer acceptance. This assessment, at contract inception, is a management judgment based on the combination of equipment ordered, the services performed and whether or not material effort, within the context of the contract, would be required to rework the equipment for another project, and the term and terms of the contract with the customer. For example, such contracts are usually completed within 30-45 days. In larger more complex projects where the Company is creating an asset for the customer with no alternative use and has an enforceable right to payment for performance prior to contract completion, we recognize revenue utilizing the percentage of completion method. This method measures completion based on management’s estimate of total costs to complete each contract because management considers total costs to be the best available measure of progress on the contract. Support agreements entered into with customers are generally for a period of one year, during which the Company stands ready to provide service and support for installed systems at the customer site. Support agreement amounts are billed in advance to the customer, as agreed in the contract, and recorded as a contract liability. During the period, the Company provides unspecified firmware upgrades to installed client equipment as they are available. Management estimates that straight line recognition of revenue over the period of the support agreement contract is a faithful representation of the pattern of delivery on the Company’s obligation under these agreements. Sales tax is recorded on a net basis and excluded from revenue. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts: |
Operating Leases Right-of-use Assets and Operating Lease Obligations | Operating Leases Right-of-use Assets and Operating Lease Obligations: |
C. Revenue Recognition (Tables)
C. Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | For the Three Months Ended March 31, March 31, 2021 2020 Point in Time $ 250,907 $ 225,456 Over Time 7,473 – 258,380 225,456 |
Contract Assets and Liabilities | March 31, December 31, 2021 2020 Contract Liability $ (23,346 ) $ (25,905 ) $ (23,346 ) $ (25,905 |
D. Property and Equipment (Tabl
D. Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consist of the following: March 31, December 31, 2021 2020 Telecommunication equipment and computers $ 1,267,497 $ 1,105,939 Less: accumulated depreciation (1,109,924 ) (1,050,755 ) $ 157,573 $ 55,184 |
E. Debt (Tables)
E. Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The Company’s debt consists of the following: March 31, December 31, 2021 2020 Paycheck Protection Program loan $ 160,073 $ – Notes payable to a financial institution, interest rates of 4.7% per annum, with the equipment purchased pledged as collateral and varying due dates through November 2024 107,510 – $625,000 of 7% unsecured note payable due August 2021, net of unamortized discount of $24,271 and $38,048, respectively 600,729 586,952 $ 868,312 $ 586,952 |
Schedule of long term debt maturities | The future minimum payments regarding debt are as follows: Year Ending December 31, 2021 $ 650,126 2022 33,703 2023 27,551 2024 21,130 2025 – Thereafter 160,073 Total future payments 892,583 Less: discount (24,271 ) Total debt $ 868,312 |
G. Leases (Tables)
G. Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Minimum Lease Payments | Future minimum lease payments as of March 31, 2021 are as follows: 2021 $ 78,615 2022 17,615 2023 16,456 2024 1,950 Total minimum lease payments 114,636 Less: imputed interest (26,885 ) Present value of minimum lease payments 87,751 Less: current portion of lease obligation 60,315 Long-term lease obligation $ 27,436 |
H. Warrants (Tables)
H. Warrants (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Warrants and Rights Note Disclosure [Abstract] | |
Schedule of warrant activity | The following is a summary of activity and outstanding common stock warrants: # of Warrants Balance, December 31, 2020 2,388,675 Warrants granted 93,978 Warrants exercised (15,200 ) Warrants expired – Balance, March 31, 2021 2,467,453 |
A. Significant Accounting Pol_3
A. Significant Accounting Policies (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
B. Going Concern (Details Narra
B. Going Concern (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ (22,636,384) | $ (22,092,678) |
C. Revenue Recognition (Details
C. Revenue Recognition (Details - Disaggregation of Revenue) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | $ 258,380 | $ 225,456 |
Transferred at Point in Time [Member] | ||
Revenue | 250,907 | 225,456 |
Transferred over Time [Member] | ||
Revenue | $ 7,473 | $ 0 |
C. Revenue Recognition (Detai_2
C. Revenue Recognition (Details - Contract Assets and Liabilities) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Revenue from Contract with Customer [Abstract] | ||
Contract Liability | $ (23,346) | $ (25,905) |
D. Property and Equipment (Deta
D. Property and Equipment (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Abstract] | ||
Telecommunication equipment and computers | $ 1,267,497 | $ 1,105,939 |
Less: accumulated depreciation | (1,109,924) | (1,050,755) |
Property and equipment, net | $ 157,573 | $ 55,184 |
D. Property and Equipment (De_2
D. Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 17,391 | $ 9,544 |
E. Debt (Details - Debt)
E. Debt (Details - Debt) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Debt outstanding | $ 868,312 | $ 586,952 |
Note Payable 1 [Member] | ||
Debt outstanding | 160,073 | 0 |
Note Payable 2 [Member] | ||
Debt outstanding | 107,510 | 0 |
Note Payable 3 [Member] | ||
Debt outstanding | $ 600,729 | $ 586,952 |
E. Debt (Details - Debt maturit
E. Debt (Details - Debt maturity) | Mar. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
Future maturity of debt due 2021 | $ 650,126 |
Future maturity of debt due 2022 | 33,703 |
Future maturity of debt due 2023 | 27,551 |
Future maturity of debt due 2024 | 21,130 |
Future maturity of debt due 2025 | 0 |
Thereafter | 160,073 |
Total future payments | 892,583 |
Less: discount | (24,271) |
Total debt | $ 868,312 |
E. Debt (Details Narrative)
E. Debt (Details Narrative) - USD ($) | 2 Months Ended | 3 Months Ended | ||
Feb. 25, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Feb. 29, 2020 | |
Amortization of warrant discount | $ 13,777 | $ 3,944 | ||
Feb 2020 Note [Member] | ||||
Debt face amount | $ 625,000 | |||
Debt stated interest rate | 7.00% | |||
Debt maturity date | Aug. 31, 2021 | |||
Warrants issued with debt, shares | 62,500 | |||
Warrants issued with debt, value | $ 80,053 | |||
Amortization of warrant discount | $ 13,777 | |||
PPP Loan [Member] | ||||
Debt face amount | $ 160,073 | |||
Debt stated interest rate | 1.00% |
F. Repurchase Agreement (Detail
F. Repurchase Agreement (Details Narrative) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
F. Repurchase Agreement | |
Reduction in paid-in-capital for repurchase | $ (80,000) |
G. Leases (Details)
G. Leases (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Operating lease future minimum due | ||
2021 | $ 78,615 | |
2022 | 17,615 | |
2023 | 16,456 | |
2024 | 1,950 | |
Total minimum lease payments | 114,636 | |
Less imputed interest | (26,885) | |
Total operating lease obligation | 87,751 | |
Less: current portion of lease obligation | (60,315) | $ (71,256) |
Long-term lease obligation | $ 27,436 | $ 27,274 |
G. Leases (Details Narrative)
G. Leases (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease expense | $ 29,440 | $ 51,010 |
Operating lease weighted average remaining lease term | 1 year 7 months 28 days | |
Weighted average discount rate | 5.50% |
H. Warrants (Details)
H. Warrants (Details) - shares | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2021 | Feb. 28, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Number of warrants exercised | (200) | (15,000) | ||
Warrants [Member] | ||||
Number of warrants outstanding, beginning balance | 2,467,453 | |||
Number of warrants granted | 93,978 | |||
Number of warrants exercised | (15,200) | |||
Number of warrants expired | 0 | |||
Number of warrants outstanding, ending balance | 2,467,453 | 2,467,453 | ||
Number of warrants exercisable | 2,467,453 | 2,467,453 | 2,467,453 |
H. Warrants (Details Narrative)
H. Warrants (Details Narrative) - USD ($) | Jan. 07, 2021 | Mar. 31, 2021 | Feb. 28, 2021 | Jan. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Proceeds from warrants exercised | $ 1,000 | $ 75,000 | $ 76,000 | $ 0 | ||||
Adjustments to Additional Paid in Capital, Warrant Issued | $ 51,344 | $ 89,155 | ||||||
Two Investors [Member] | ||||||||
Fair value of warrants granted | $ 3,750 | |||||||
Warrants exercised | 15,000 | |||||||
Proceeds from warrants exercised | $ 75,000 | |||||||
Adjustments to Additional Paid in Capital, Warrant Issued | $ 5,969 | |||||||
Investors [Member] | ||||||||
Fair value of warrants granted | $ 50 | |||||||
Warrants exercised | 200 | |||||||
Proceeds from warrants exercised | $ 1,000 | |||||||
Adjustments to Additional Paid in Capital, Warrant Issued | $ 78 | |||||||
Common Stock Purchase Warrants [Member] | Three Consultants [Member] | ||||||||
Number of warrants granted | 56,592 | |||||||
Fair value of warrants granted | $ 51,344 | |||||||
Common Stock Purchase Warrants [Member] | Three Investors [Member] | ||||||||
Number of warrants granted | 24,211 | |||||||
Fair value of warrants granted | $ 22,173 | |||||||
Common Stock Purchase Warrants [Member] | Two Investors [Member] | ||||||||
Number of warrants granted | 9,375 | |||||||
Fair value of warrants granted | $ 7,005 | |||||||
Warrants [Member] | ||||||||
Warrants outstanding | 2,467,453 | 2,467,453 | 2,467,453 | 2,467,453 | ||||
Warrants exercisable | 2,467,453 | 2,467,453 | 2,467,453 | 2,467,453 | ||||
Warrant expiration date | Dec. 31, 2022 | |||||||
Number of warrants granted | 93,978 | |||||||
Warrants [Member] | $1.00 Price [Member] | ||||||||
Warrants exercisable | 2,000,000 | |||||||
Warrant Exercise price | $ 1 | |||||||
Warrants [Member] | $5.00 Price [Member] | ||||||||
Warrants exercisable | 215,392 | |||||||
Warrant Exercise price | $ 5 | |||||||
Warrants [Member] | Greater than $5.00 or other [Member] | ||||||||
Warrants exercisable | 252,061 | |||||||
Warrant Exercise price | $ 5 |
I. Stockholders' Equity (Detail
I. Stockholders' Equity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2021 | Feb. 28, 2021 | Jan. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | |
Stock issued for cash, shares | 24,211 | ||||
Warrants exercised | 200 | 15,000 | |||
Proceeds from warrants exercised | $ 1,000 | $ 75,000 | $ 76,000 | $ 0 | |
Two Investors [Member] | |||||
Stock issued for cash, shares | 9,375 | ||||
Proceeds from warrants exercised | $ 75,000 | ||||
Common Stock | |||||
Stock converted, shares issued | 461,270 | ||||
Series B Convertible Preferred Stock [Member] | |||||
Stock converted, shares converted | 461,270 |
J. Related Party Transactions (
J. Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Accounts payable - related parties | $ 124,092 | $ 107,084 | |
Richardson and Associates [Member] | |||
Accounts payable - related parties | 124,092 | $ 107,084 | |
Related party expenses | $ 27,008 | $ 22,119 |
K. Concentrations (Details Narr
K. Concentrations (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | $ 258,380 | $ 225,456 |
Sales Revenue Net [Member] | Customer Concentration Risk [Member] | One Customer [Member] | ||
Concentration risk percentage | 91.00% | 78.00% |
Revenues | $ 238,779 | $ 176,209 |
L. Prior Period Misstatement (D
L. Prior Period Misstatement (Details Narrative) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Notes to Financial Statements | |
Overstatement of expenses | $ 49,174 |
Understatement of accounts receivable and revenue | (17,041) |
Unrecorded assets | 152,092 |
Unrecorded loans | 149,118 |
Income statement impact | 69,189 |
Effect on equity | $ 69,189 |