Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 13, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-56030 | |
Entity Registrant Name | ENERGY and WATER DEVELOPMENT CORP. | |
Entity Central Index Key | 0001563298 | |
Entity Tax Identification Number | 30-0781375 | |
Entity Incorporation, State or Country Code | FL | |
Entity Address, Address Line One | 7901 4th Street | |
Entity Address, Address Line Two | N STE #4174 | |
Entity Address, City or Town | St Petersburg | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33702 | |
City Area Code | 305 | |
Local Phone Number | 517-7330 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 173,019,421 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash | $ 412,051 | $ 589,668 |
Accounts receivable | 55,112 | 55,169 |
Inventory | 445,977 | 196,553 |
Prepaid expenses and other current assets | 277,534 | 432,082 |
TOTAL CURRENT ASSETS | 1,190,674 | 1,273,472 |
Property and equipment, net | 37,392 | 3,834 |
Operating lease right-of-use asset | 38,986 | 49,432 |
TOTAL ASSETS | 1,267,052 | 1,326,738 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 905,144 | 941,309 |
Accounts payable – related party | 124,370 | 124,370 |
Convertible loans payable, net of discounts | 39,999 | 176,703 |
Due to officers | 11,684 | 17,485 |
Derivative liability | 0 | 354,160 |
Current portion of operating lease liability | 38,986 | 39,148 |
Common stock subscriptions liability | 0 | 377,350 |
TOTAL CURRENT LIABILITIES | 1,120,183 | 2,030,525 |
Operating lease liability, net of current portion | 0 | 10,283 |
TOTAL LIABILITIES | 1,120,183 | 2,040,808 |
COMMITMENTS AND CONTINGENCIES (Note 16) | ||
STOCKHOLDERS' EQUITY (DEFICIT): | ||
Preferred stock, par value $.001 per share; 500,000,000 shares authorized, 9,780,976 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | 9,781 | 9,781 |
Common stock, par value $.001 per share; 1,000,000,000 shares authorized, 162,389,201 and 143,840,643 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | 162,389 | 143,840 |
Common stock subscriptions, 10,324,000 and 15,855,000 shares at March 31, 2022 and December 31, 2021, respectively | 722,445 | 792,745 |
Additional paid in capital | 22,034,831 | 20,777,401 |
Accumulated deficit | (22,754,103) | (22,395,393) |
Accumulated other comprehensive loss | (28,474) | (42,444) |
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) | 146,869 | (714,070) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $ 1,267,052 | $ 1,326,738 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 500,000,000 | 500,000,000 |
Preferred stock, share issued | 9,780,976 | 9,780,976 |
Preferred stock, shares outstanding | 9,780,976 | 9,780,976 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 162,389,201 | 143,840,643 |
Common stock, shares outstanding | 162,389,201 | 143,840,643 |
Common stock subscriptions, shares | 10,324,000 | 15,855,000 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
GENERAL AND ADMINISTRATIVE EXPENSES | ||
Marketing fees | $ 93,247 | $ 165,188 |
Professional fees | 101,898 | 57,002 |
Officers’ salaries and payroll taxes | 113,237 | 75,000 |
Other general and administrative expenses | 122,655 | 8,292 |
Travel and entertainment | 12,075 | |
TOTAL GENERAL and ADMINISTRATIVE EXPENSES | 443,112 | 305,482 |
LOSS FROM OPERATIONS | (443,112) | (305,482) |
OTHER INCOME (EXPENSE) | ||
Change in fair value of derivative liability | 243,653 | 310,348 |
Other income (expense) | (34,805) | |
Interest expense | (124,446) | (438,918) |
TOTAL OTHER INCOME (EXPENSE) | 84,402 | (128,570) |
LOSS BEFORE TAXES | (358,710) | (434,052) |
TAXES | 0 | 0 |
NET LOSS | (358,710) | (434,052) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||
Foreign currency translation adjustments | 13,970 | (2,501) |
TOTAL OTHER COMPREHENSIVE INCOME (LOSS) | 13,970 | (2,501) |
COMPREHENSIVE LOSS | $ (344,740) | $ (436,553) |
Net loss per common share - Basic and diluted | $ 0 | $ 0 |
Weighted average number of common shares outstanding - Basic and diluted | 149,481,067 | 129,783,492 |
Condensed Statement of Changes
Condensed Statement of Changes in Stockholders' Equity Deficit (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Common Stock Subscriptions [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 9,781 | $ 123,316 | $ 1,504,000 | $ 16,153,038 | $ (19,357,927) | $ (1,567,792) | |
Beginning balance, shares at Dec. 31, 2020 | 9,780,976 | 123,316,886 | 10,040,000 | ||||
Sale of common stock | $ 471 | $ 20,000 | 139,550 | 160,021 | |||
Sale of common stock, shares | 471,433 | 200,000 | |||||
Common stock issued for services | $ 500 | 164,500 | 165,000 | ||||
Common stock issued for services, shares | 500,000 | ||||||
Common stock issued to satisfy convertible loans payable | $ 691 | 65,309 | 66,000 | ||||
Common stock issued to satisfy convertible loans payable, shares | 690,606 | ||||||
Common stock issued for interest and fees on convertible loans payable | $ 39 | 3,402 | 3,441 | ||||
Common stock issued for interest and fees on convertible loans payable, shares | 38,690 | ||||||
Derivative liability settled upon conversion of loans payable | 67,350 | 67,350 | |||||
Common stock issued on subscriptions | $ 10,040 | $ (1,504,000) | 1,493,960 | ||||
Common stock issued on subscriptions, shares | 10,040,000 | (10,040,000) | |||||
Net loss | (434,052) | (434,052) | |||||
Other comprehensive loss | (2,501) | (2,501) | |||||
Ending balance, value at Mar. 31, 2021 | $ 9,781 | $ 135,057 | $ 20,000 | 18,087,109 | (19,791,979) | (2,501) | (1,542,533) |
Ending balance, shares at Mar. 31, 2021 | 9,780,976 | 135,057,615 | 200,000 | ||||
Beginning balance, value at Dec. 31, 2021 | $ 9,781 | $ 143,840 | $ 792,745 | 20,777,401 | (22,395,393) | (42,444) | (714,070) |
Beginning balance, shares at Dec. 31, 2021 | 9,780,796 | 143,840,643 | 15,855,000 | ||||
Sale of common stock | $ 17,453 | $ (747,650) | 1,030,197 | $ 300,000 | |||
Sale of common stock, shares | 17,453,000 | (14,953,000) | 500,000 | ||||
Common stock issued for services | $ 520 | 88,080 | $ 88,600 | ||||
Common stock issued for services, shares | 520,000 | ||||||
Common stock issued to satisfy convertible debt | $ 541 | 49,459 | 50,000 | ||||
Common stock issued to satisfy convertible debt, shares | 540,716 | ||||||
Stock issued for interest and fees | $ 35 | 3,187 | 3,222 | ||||
Stock issued for interest and fees, Shares | 34,842 | ||||||
Subscriptions liability reclassification to subscriptions | $ 377,350 | 377,350 | |||||
Subscriptions liability reclassification to subscriptions, shares | 7,547,000 | ||||||
Derivative settled upon conversion of debt | 110,507 | 110,507 | |||||
Subscription deposits received | $ 300,000 | 300,000 | |||||
Subscription deposits received, shares | 1,875,000 | ||||||
Costs associated with equity line of credit | (24,000) | (24,000) | |||||
Net loss | (358,710) | (358,710) | |||||
Other comprehensive loss | 13,970 | 13,970 | |||||
Ending balance, value at Mar. 31, 2022 | $ 9,781 | $ 162,389 | $ 722,445 | $ 22,034,831 | $ (22,754,103) | $ (28,474) | $ 146,869 |
Ending balance, shares at Mar. 31, 2022 | 9,780,796 | 162,389,201 | 10,324,000 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (358,710) | $ (434,052) |
Reconciliation of net loss to net cash used in operating activities | ||
Amortization of debt discount and deferred financing costs | 63,296 | 405,196 |
Depreciation expense | 873 | 0 |
Change in fair value of derivative liability | (243,653) | (310,348) |
Stock issued for services | 88,600 | 165,000 |
Changes in operating assets and liabilities: | ||
Inventory | (256,999) | 0 |
Prepaid expenses and other current assets | 142,910 | (72,949) |
Accounts payable and accrued expenses | (30,003) | (121,325) |
Due to officers | (4,558) | 30,167 |
CASH USED IN OPERATING ACTIVITIES | (598,244) | (338,311) |
Purchase of property and equipment | (34,525) | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from convertible loans payable | 0 | 369,500 |
Payments of convertible loans payable | (150,000) | (95,500) |
Costs associated with equity line of credit | (24,000) | 0 |
Proceeds from sale of common stock | 300,000 | 160,021 |
Proceeds from common stock subscriptions | 300,000 | 0 |
CASH PROVIDED BY FINANCING ACTIVITIES | 426,000 | 434,021 |
Effect of exchange rate changes on cash | 29,152 | (2,501) |
Net change in cash | (177,617) | 93,209 |
Cash beginning of period | 589,668 | 12,047 |
Cash end of period | 412,051 | 105,256 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest | 67,940 | 28,864 |
Cash paid for taxes | 0 | 0 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Common stock issued for interest and fees | 3,222 | 3,441 |
Common stock issued to convert loans payable | 50,000 | 66,000 |
Derivative liability discount | 730,280 | |
Derivative liability settled upon conversion of debt | 110,507 | 67,350 |
Reclassification of common stock subscription liability to common stock subscriptions | 377,350 | |
Reclassification of common stock subscriptions to common stock | $ 747,650 | $ 1,504,000 |
Incorporation and Nature of Ope
Incorporation and Nature of Operations | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Incorporation and Nature of Operations | Note 1. Incorporation and Nature of Operations Energy and Water Development Corp. (the “Corporation”, “Company” or “EAWD”), was incorporated under the laws of the State of Florida on December 12, 2007. In September 2019, the Company changed its name from Eurosport Active World Corp. to Energy and Water Development Corp. to better present the Company’s purpose and business sector. We are an engineering services company formed as an outsourcing green tech platform, seeking to exploit renewable energy and water technologies. On May 7 th |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The condensed consolidated financial statements include the accounts of EAWD and its subsidiary. All intercompany transactions and balances have been eliminated in consolidation. The condensed consolidated financial statements (unaudited) include the accounts of Energy and Water Development Corp. and have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC. 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 interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosures contained in the audited financial statements of Energy and Water Development Corp. for the fiscal year ended December 31, 2021, have been omitted. Foreign currency translation The United States dollar (“USD”) is the Company’s reporting currency. The Company has a subsidiary located in Germany. The net sales generated, and the related expenses directly incurred from the operations, if any, are denominated in local currency, Euro (“Euro”). The functional currency of the subsidiary is generally the same as the local currency. Assets and liabilities measured in Euros are translated into USD at the prevailing exchange rates in effect as of the financial statement date and the related gains and losses, net of applicable deferred income taxes, are reflected in accumulated other comprehensive loss in its balance sheets. Income and expense accounts are translated at the average exchange rate for the period. The Company has not, to the date of these consolidated financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. Use of Estimates The preparation of condensed financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting periods. Actual results could differ from those estimates. Estimates which are particularly significant to the condensed financial statements include estimates relating to the determination of impairment of assets, assessment of going concern, the useful life of property and equipment, the determination of the fair value of stock-based compensation, and the recoverability of deferred income tax assets. Leases Effective January 1, 2019, the Company adopted ASC 842- Leases (“ASC 842”). The lease standard provided a number of optional practical expedients in transition. The Company elected the package of practical expedients. As such, the Company did not have to reassess whether expired or existing contracts are or contain a lease; did not have to reassess the lease classifications or reassess the initial direct costs associated with expired or existing leases. The lease standard also provides practical expedients for an entity’s ongoing accounting. The Company elected the short-term lease recognition exemption under which the Company will not recognize right-of-use (“ROU”) assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases. The Company elected the practical expedient to not separate lease and non-lease components for certain classes of assets (facilities). At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Leases with a term greater than one year are recognized on the balance sheet as right-of-use assets and short-term and long-term lease liabilities, as applicable. Cash The Company considers short-term interest-bearing investments with initial maturities of three months or less to be cash equivalents. The Company has $ 412,051 589,668 Inventory Inventory is stated at the lower of cost or net realizable value using the first in, first out (FIFO) method. A reserve is established if necessary to reduce excess or obsolete inventories to their net realizable value. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets include prepaid inventory, purchase deposits, miscellaneous prepaid expenses, value added tax receivable, and a security deposit. Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Depreciation is recognized over an asset’s estimated useful life using the straight-line method beginning on the date an asset is placed in service. The Company regularly evaluates the estimated remaining useful lives of Schedule of estimated useful lives Useful Life (in years) Office equipment 5 Furniture and fixtures 7 Automobile 8 Deferred Financing Costs The Company has recorded deferred financing costs as a result of fees incurred by the Company in conjunction with its debt financing activities. These costs are amortized to interest expense using the straight-line method which approximates the interest rate method over the term of the related debt. As of March 31, 2022 and December 31, 2021, unamortized deferred financing costs were $ 0 6,663 Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers, the core principle of which is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. To achieve this core principle, five basic criteria must be met before revenue can be recognized: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when or as the Company satisfies a performance obligation. Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at a measurement date. A fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. Described below are the three levels of inputs that may be used to measure fair value: Level 1 – Quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities, Level 2 – Observable prices that are based on inputs not quoted on active markets, but corroborated by market data, Level 3 – Unobservable inputs are used when little or no market data is available. The application of the three levels of the fair value hierarchy under ASC Topic 820-10-35, our derivative liabilities as of March 31, 2022 and December 31, 2021, were $ 0 354,160 Certain assets and liabilities are required to be recorded at fair value on a recurring basis. The Company adjusts derivative financial instruments to fair value on a recurring basis. The fair value for other assets and liabilities such as cash, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses, deferred cost and deferred revenue have been determined to approximate carrying amounts due to the short maturities of these instruments. The Company believes that its indebtedness approximates fair value based on current yields for debt instruments with similar terms. Loss Per Common Share The Corporation accounts for earnings (loss) per share in accordance with FASB ASC Topic No. 260 - 10 , “Earnings Per Share”, As discussed more fully in Note 10, convertible note holders have the option of converting their loans into common shares subject to the terms and features offered by the specific convertible notes. Some note holders were also granted purchase options to purchase additional shares subject to the features of each purchase option. If the convertible note holders of unexercised convertible notes exercised their conversion feature and the additional purchase options, they would represent 0 2,708,091 Related Party Transactions A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. A related party is generally defined as: (i) any person that holds 10% or more of the Company’s securities including such person’s immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Standards | Note 3. Recently Issued Accounting Standards Accounting standards promulgated by the FASB are subject to change. Changes in such standards may have an impact on the Corporation’s future financial statements. The following are a summary of recent accounting developments. On January 1, 2022, the Company adopted ASU No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40). This standard eliminates the beneficial conversion and cash conversion accounting models for convertible instruments. It also amends the accounting for certain contracts in an entity’s own equity that are currently accounted for as derivatives because of specific settlement provisions. In addition, the new guidance modifies how particular convertible instruments and certain contracts that may be settled in cash or shares impact the diluted EPS computation. The adoption of ASU 2020-06 did not have a material impact on the Company’s condensed consolidated financial statements. On January 1, 2022, the Company adopted ASU No. 2021-04, Earnings Per Share (Topic 260), Debt – Modifications and Extinguishments (Subtopic 470-50), Compensation – Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modification or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”), which will clarify and reduce diversity in practice. Specifically, the new standard includes a recognition model comprising four categories of transactions and corresponding accounting treatment for each category. The category that would apply to a modification or an exchange of an equity-classified warrant would depend on the substance of the modification transaction (e.g., a financing transaction to raise equity versus one to raise debt). This recognition model is premised on the idea that the accounting for the transaction should not differ from what it would have been had the issuer of the warrants paid cash instead of modifying the warrants. The adoption of ASU 2021-04 did not have a material impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses to improve information on credit losses for financial assets and net investment in leases that are not accounted for at fair value through net income. ASU 2016-13 replaces the current incurred loss impairment methodology with a methodology that reflects expected credit losses. In April 2019 and May 2019, the FASB issued ASU No. 2019-04, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments” and ASU No. 2019-05, “Financial Instruments-Credit Losses (Topic 326): Targeted Transition Relief” which provided additional implementation guidance on the previously issued ASU. In November 2019, the FASB issued ASU 2019-10, “Financial Instruments - Credit Loss (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842),” which defers the effective date for public filers that are considered small reporting companies (“SRC”) as defined by the Securities and Exchange Commission to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Since the Company is an SRC, implementation is not needed until January 1, 2023. The Company will continue to evaluate the effect of adopting ASU 2016-13 will have on the Company’s financial statements and disclosures. |
Going Concern
Going Concern | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 4. Going Concern During the year ended December 31, 2021, pursuant to an equipment sale agreement, the Company recognized revenue of $ 550,000 350,000 200,000 22,754,103 358,710 70,491 The Company’s ability to transition to profitable operations is dependent upon achieving a level of revenues adequate to support its cost structure. The timing and amount of our actual expenditures will be based on many factors, including cash flows from operations and the anticipated growth of our business and availability to sufficient resources. Management expects sales operations to continue to expand. If necessary, the Company will need to raise additional funds during 2022. Management of the Company intends to raise additional funds through the issuance of equity securities or debt, credit lines or advances from suppliers. The ability of the Company to continue as a going concern depends upon its ability to generate sales or obtain additional funding to finance operating losses until the Corporation is profitable. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Accounts Receivable
Accounts Receivable | 3 Months Ended |
Mar. 31, 2022 | |
Credit Loss [Abstract] | |
Accounts Receivable | Note 5. Accounts Receivable At March 31, 2022 and December 31, 2021, accounts receivable was $ 55,112 55,169 |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 6. Inventory The components of inventory at March 31, 2022 and December 31, 2021, consisted of the following: Schedule Of Inventories March 31, December 31, 2022 2021 (Unaudited) Work in progress $ 445,977 $ 196,553 Inventory, net $ 445,977 $ 196,553 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expenses And Other Current Assets | |
Prepaid Expenses and Other Current Assets | Note 7. Prepaid Expenses and Other Current Assets The components of prepaid expenses and other current assets at March 31, 2022 and December 31, 2021, consisted of the following: Schedule Of Prepaid Expenses And Other Current Assets March 31, 2022 December 31, 2021 (Unaudited) Prepayment on inventory not received $ 33,000 $ 225,979 Prepaid expenses 143,158 113,600 Value added tax receivable 94,162 83,602 Security deposit 7,214 7,394 Purchase deposits — 1,507 Prepaid expenses and other current assets $ 277,534 $ 432,082 |
Property and Equipment, net
Property and Equipment, net | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Note 8. Property and Equipment, net The components of property and equipment at March 31, 2022 and December 31, 2021 consisted of the following: Schedule Of Property And Equipment March 31, December 31, 2022 2021 (Unaudited) Office equipment $ 4,015 $ 1,526 Furniture and fixtures 2,550 2,607 Automobile 32,000 — Property and equipment, gross 38,565 4,133 Less: Accumulated depreciation (1,173 ) (299 ) Property and equipment, net $ 37,392 $ 3,834 Depreciation expense for the three months ended March 31, 2022 and 2021 was $ 873 0 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses and Accounts payable – Related Party | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses and Accounts payable – Related Party | Note 9. Accounts Payable and Accrued Expenses and Accounts payable – Related Party Significant components of accounts payable and accrued expenses at March 31 ,2022 and December 31, 2021 are as follows: Schedule of Accounts Payable and Accrued Liabilities March 31, 2022 December 31, 2021 (Unaudited) Accounts payable $ 218,714 $ 251,404 Accounts payable – related party 124,370 124,370 Accrued expenses 265,506 385,776 Accrued legal costs 349,726 253,901 Accrued salary 71,198 50,228 Accounts payable and accrued expenses and accounts payable – related party $ 1,029,514 $ 1,065,679 As of March 31, 2022 and December 31, 2021, the Company owed Virhtech Gmbh, a related party of the Company, $ 124,370 |
Convertible Loans Payable
Convertible Loans Payable | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Convertible Loans Payable | Note 10. Convertible Loans Payable As of March 31, 2022 and December 31, 2021, the balance of convertible loans payable net of discount was $ 39,999 176,703 During the year ended December 31, 2021, the Company issued two convertible loans in the aggregate amount of $ 404,000 8 304,000 March 25, 2022 April 21, 2022 746,672 Schedule of Notes Payable Amount Balance of convertible loan payables, net of discounts on December 31, 2020 $ 149,241 Issuances of debt 404,000 Settlement of debt (95,500 ) Amortization of debt discount 402,125 Debt discount (406,500 ) Deferred financing costs (6,663 ) Conversions (270,000 ) Balance of convertible loan payables, net of discounts on December 31, 2021 $ 176,703 Amortization of debt discount 63,296 Settlement of debt (150,000 ) Conversions (50,000 ) Balance of convertible loan payables, net of discounts on March 31, 2022 (Unaudited) $ 39,999 Derivative Liability The Company issued debts that consist of the issuance of convertible notes with variable conversion provisions. The conversion terms of the convertible notes are variable based on certain factors, such as the future price of the Company’s common stock. The number of shares of common stock to be issued is based on the future price of the Company’s common stock. The number of shares of common stock issuable upon conversion of the promissory note is indeterminate. Due to the fact that the number of shares of common stock issuable could exceed the Company’s authorized share limit, the equity environment is tainted, and all additional convertible debentures and warrants are included in the value of the derivative liabilities. Pursuant to ASC 815-15 Embedded Derivatives, the fair values of the variable conversion options and warrants and shares to be issued were recorded as derivative liabilities on the issuance date and revalued at each reporting period. Based on the various convertible notes described above, the fair value of applicable derivative liabilities on notes and change in fair value of derivative liability are as follows as of March 31, 2022 and December 31, 2021: Outstanding Derivative Liability Total Balance of derivative liability as of December 31, 2020 $ 310,641 Change due to issuances 746,672 Change due to exercise / redemptions (1,972,419 ) Change in fair value 1,269,266 Balance of derivative liability as of December 31, 2021 $ 354,160 Change due to issuances — Change due to exercise / redemptions (110,507 ) Change in fair value (243,653 ) Balance of derivative liability as of March 31, 2022 (Unaudited) $ — A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s derivative liabilities that are categorized within Level 3 of the fair value hierarchy for the periods ended March 31, 2022 and December 31, 2021 is as follows: Summary of Quantitative Information March 31, 2022 December 31, 2021 (Unaudited) Stock price $ 0.19 0.20 $ 0.16 0.45 Exercise price $ 0.09 0.11 $ 0.03 0.20 Contractual term (in years) 0.64 0.68 0.27 1 Volatility (annual) 1,313 1,368 149 2,095 Risk-free rate 0.51 0.78 0.04 0.39 The foregoing assumptions are reviewed quarterly and are subject to change based primarily on management’s assessment of the probability of the events described occurring. Accordingly, changes to these assessments could materially affect the valuations. Financial Liabilities Measured at Fair Value on a Recurring Basis Financial liabilities measured at fair value on a recurring basis are summarized below and disclosed on the balance sheet under Derivative liability – warrants and derivative liabilities: Summary of Financial Liabilities Measured on Recurring Basis Fair Value measured at March 31, 2022 (Unaudited) Quoted prices in Significant other Significant Fair value at active markets observable inputs unobservable inputs March 31, (Level 1) (Level 2) (Level 3) 2022 Derivative liability $ — $ — $ — $ — Total $ — $ — $ — $ — Fair value measured at December 31, 2021 Quoted prices in Significant other Significant Fair value at active markets observable inputs unobservable inputs December 31 (Level 1) (Level 2) (Level 3) 2021 Derivative liability $ — $ — $ 354,160 $ 354,160 Total $ — $ — $ 354,160 $ 354,160 There were no transfers between Level 1, 2 or 3 during the three months ended March 31, 2022 and 2021. During the three months ended March 31, 2022 and 2021, the Company recorded gains of $ 243,653 310,348 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | Note 12. Leases The Company’s leases do not provide an implicit rate that can be readily determined. Therefore, the Company uses discount rates based on the incremental borrowing rate of its current external debt of 8 The Company’s weighted-average remaining lease term relating to its operating leases is 1.00 8.00 The Company incurred lease expense for its operating leases of $ 10,173 2,034 10,173 2,034 38,986 49,432 38,986 39,148 0 10,283 The following table presents information about the future maturity of the lease liability under the Company’s operating leases as of March 31, 2022. Schedule of maturity of lease liability Maturity of Lease Liability Amount 2022 (remainder of the year) $ 30,519 2023 10,177 Total undiscounted lease payments 40,696 Less: Imputed interest (1,710 ) Present value of lease liabilities $ 38,986 Remaining lease term (in years) 1.00 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 13. Related Party Transactions Due to officers Amounts due to officers as of March 31, 2022 and December 31, 2021 are comprised of the following: Due to Officers March 31, 2022 December 31, 2021 (Unaudited) Ralph Hofmeier: Accrued salaries $ 11,684 $ 17,485 Total due to Ralph Hofmeier 11,684 17,485 Total due to officers $ 11,684 $ 17,485 Unsecured advances due to officers represent unreimbursed Corporation expenses paid by the officers on behalf of the Corporation. These advances are non-interest bearing and are due on demand. Officer Compensation Accrued salaries represent amounts accrued in accordance with the employment agreements for Mr. Hofmeier, the Company’s President, Chief Executive Officer and Chairman of the Board, and Ms. Velazquez, the Company’s Chief Operating Officer and Vice-Chairman. Mr. Hofmeier and Ms. Velazquez are also significant stockholders. Customer deposit EAWC-TV functions as a distributor of EAWD product. In 2019, EAWC-TV, having secured EAWD’s first customer, has placed a $ 550,000 303,742 In 2020, manufacture of the unit was delayed due to Covid-19 related issues. The Company and EAWC-TV agreed as it had done in 2019, to clear the outstanding balances in the D/T/F EAWC-TV and the outstanding balance it carried in its accounts payable account for administrative services, which it did on December 26, 2020 which resulted in an additional down payment of $ 193,497 55,112 55,169 Virhtech Gmbh As of March 31, 2022 and December 31, 2021, the Company owed Virhtech Gmbh, a related party of the Company, $ 124,370 Investor deposit and officer compensation As of December 31, 2021, the Company recorded $ 792,745 377,350 1,170,095 23,402,000 For the three months ended March 31, 2022, the Company recorded $ 722,445 722,445 10,324,000 |
Stockholders_ Equity (Deficit)
Stockholders’ Equity (Deficit) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Stockholders’ Equity (Deficit) | Note 14. Stockholders’ Equity (Deficit) Preferred Stock Authorized: 500,000,000 0.001 Common Stock Authorized: 1,000,000,000 0.001 During the three months ended March 31, 2022 the Company engaged in the following equity events: · On January 26, 2022 the Company entered into a two year equity Line of credit (“ELOC”) with an investor to provide up to $ 5 million 2,500,000 500,000 300,000 · On January 14, 2022, the Company completed a conversion of our outstanding convertible debt by exchanging $ 53,222 50,000 3,222 575,558 · On February 2, 2022, the Company issued 20,000 3,600 · On February 3, 2022, the Company issued 500,000 85,000 · On February 18, 2022, the Company received a deposit in the amount of $ 300,000 1,875,000 · From January 1, 2022 through March 31, 2022, the Company has issued 14,953,000 |
Stock Option Plan and Warrants
Stock Option Plan and Warrants | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Option Plan and Warrants | Note 15. Stock Option Plan and Warrants Stock Options On January 2, 2012, the Corporation’s Board of Directors approved the creation of the 2012 Non-Qualified Stock Option Plan (the “2012 Plan”). The 2012 Plan provides for the issuance of incentive stock options to designated employees, certain key advisors and non-employee members of the Board of Directors with the opportunity to receive grant awards to acquire, in the aggregate, up to 5,000,000 A summary of information regarding the Corporation’s common stock options outstanding is as follows: Common Stock Options Outstanding Weighted Average Weighted Remaining Number of Average Contractual Shares Exercise Price Term (Years) Outstanding at December 31, 2020 2,200,000 $ 0.10 1.0 Issued — — — Exercised (2,200,000 ) — — Outstanding at December 31, 2021 — — — Issued — — — Expired — — — Outstanding at March 31, 2022 — $ — — The above outstanding options were granted on January 1, 2012, to a former Corporation’s executive. The options vest 20,000 2,200,000 no Warrants On February 17, 2021, the Company entered into an agreement with a consultant to provide Business Development advisement and analysis services. In consideration, the consultant will be issued 1,000,000 500,000 500,000 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 16. Commitments and Contingencies Commitments Equity Line of Credit The Company entered into a two-year Equity Line of Credit pursuant to an Equity Purchase Agreement with Tysadco Partners, LLC, dated January 26, 2022. Pursuant to the agreement, Tysadco Partners agreed to invest up to $ 5,000,000 500,000 Requests are limited to the lesser of $1,000,000 or 500% of the average shares traded for the 10 days prior the Closing Request Date. The purchase price per common share purchased shall equal 85% of the average of the two lowest daily traded VWAP during the 5 trading days commencing with the put notice date. In addition, the Company and Tysadco Partners entered into a Registration Rights Agreement, whereby the Company shall register the securities on a registration statement covering the Offering Amount with the SEC within forty-five days of filing its 10-K for the year ended December 31, 2021. 10,000 0.20 20,000 Employment Agreements The Corporation entered into employment agreements with its Chief Executive Officer, Mr. Ralph Hofmeier, and its Chief Operating Officer, Ms. Irma Velazquez (collectively the “Employment Agreements”), effective January 1, 2012. Under the Employment Agreements, the Corporation will pay each of Mr. Hofmeier and Ms. Velazquez an annual base salary of $ 125,000 150,000 Lease Our registered office is located at 7901 4th Street N STE #4174, St. Petersburg, Florida 33702. Our telephone number is +1 (727) 677-9408. Office services are contracted for on a month-to-month basis in this Address. In October 2020, the Company established its official registered Branch in Hamburg Germany; the office Address until March 31, 2021 was Offakamp 9f- 2.17. On April 1, 2021, the Company entered into two lease agreements for a workshop located at Industriestraße 17, 25462 Relligen and an office located at Ballindam 3 20095 Hamburg, Germany. Our Telephone number is +49 40 809081354. Rent expense in the three months ending March 31, 2022 and 2021 amounted to $ 19,521 2,034 Contingencies From time to time, the Corporation may be a defendant in pending or threatened legal proceedings arising in the normal course of its business. While the outcome and impact of currently pending legal proceedings cannot be predicted with certainty, the Corporation’s management and legal counsel believe that the resolution of these proceedings through settlement or adverse judgment will not have a material adverse effect on its operating results, financial position or cash flows. Litigation EAWD vs Packard and Co-Defendant Nick Norwood - CocoGrove 84,393 6 60,402 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 10. Subsequent Events From April 1, 2022 through April 26, 2022, the Company has issued 10,324,000 On April 18, 2022, 78,947 15,000 On April 25, 2022, the Company entered into a Services Supplier Agreement with a vendor to provide 227,273 100,000 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The condensed consolidated financial statements include the accounts of EAWD and its subsidiary. All intercompany transactions and balances have been eliminated in consolidation. The condensed consolidated financial statements (unaudited) include the accounts of Energy and Water Development Corp. and have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC. 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 interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosures contained in the audited financial statements of Energy and Water Development Corp. for the fiscal year ended December 31, 2021, have been omitted. |
Foreign currency translation | Foreign currency translation The United States dollar (“USD”) is the Company’s reporting currency. The Company has a subsidiary located in Germany. The net sales generated, and the related expenses directly incurred from the operations, if any, are denominated in local currency, Euro (“Euro”). The functional currency of the subsidiary is generally the same as the local currency. Assets and liabilities measured in Euros are translated into USD at the prevailing exchange rates in effect as of the financial statement date and the related gains and losses, net of applicable deferred income taxes, are reflected in accumulated other comprehensive loss in its balance sheets. Income and expense accounts are translated at the average exchange rate for the period. The Company has not, to the date of these consolidated financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations. |
Use of Estimates | Use of Estimates The preparation of condensed financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting periods. Actual results could differ from those estimates. Estimates which are particularly significant to the condensed financial statements include estimates relating to the determination of impairment of assets, assessment of going concern, the useful life of property and equipment, the determination of the fair value of stock-based compensation, and the recoverability of deferred income tax assets. |
Leases | Leases Effective January 1, 2019, the Company adopted ASC 842- Leases (“ASC 842”). The lease standard provided a number of optional practical expedients in transition. The Company elected the package of practical expedients. As such, the Company did not have to reassess whether expired or existing contracts are or contain a lease; did not have to reassess the lease classifications or reassess the initial direct costs associated with expired or existing leases. The lease standard also provides practical expedients for an entity’s ongoing accounting. The Company elected the short-term lease recognition exemption under which the Company will not recognize right-of-use (“ROU”) assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases. The Company elected the practical expedient to not separate lease and non-lease components for certain classes of assets (facilities). At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Leases with a term greater than one year are recognized on the balance sheet as right-of-use assets and short-term and long-term lease liabilities, as applicable. |
Cash | Cash The Company considers short-term interest-bearing investments with initial maturities of three months or less to be cash equivalents. The Company has $ 412,051 589,668 |
Inventory | Inventory Inventory is stated at the lower of cost or net realizable value using the first in, first out (FIFO) method. A reserve is established if necessary to reduce excess or obsolete inventories to their net realizable value. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets include prepaid inventory, purchase deposits, miscellaneous prepaid expenses, value added tax receivable, and a security deposit. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Depreciation is recognized over an asset’s estimated useful life using the straight-line method beginning on the date an asset is placed in service. The Company regularly evaluates the estimated remaining useful lives of Schedule of estimated useful lives Useful Life (in years) Office equipment 5 Furniture and fixtures 7 Automobile 8 |
Deferred Financing Costs | Deferred Financing Costs The Company has recorded deferred financing costs as a result of fees incurred by the Company in conjunction with its debt financing activities. These costs are amortized to interest expense using the straight-line method which approximates the interest rate method over the term of the related debt. As of March 31, 2022 and December 31, 2021, unamortized deferred financing costs were $ 0 6,663 |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers, the core principle of which is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. To achieve this core principle, five basic criteria must be met before revenue can be recognized: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when or as the Company satisfies a performance obligation. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at a measurement date. A fair value hierarchy requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. Described below are the three levels of inputs that may be used to measure fair value: Level 1 – Quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities, Level 2 – Observable prices that are based on inputs not quoted on active markets, but corroborated by market data, Level 3 – Unobservable inputs are used when little or no market data is available. The application of the three levels of the fair value hierarchy under ASC Topic 820-10-35, our derivative liabilities as of March 31, 2022 and December 31, 2021, were $ 0 354,160 Certain assets and liabilities are required to be recorded at fair value on a recurring basis. The Company adjusts derivative financial instruments to fair value on a recurring basis. The fair value for other assets and liabilities such as cash, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses, deferred cost and deferred revenue have been determined to approximate carrying amounts due to the short maturities of these instruments. The Company believes that its indebtedness approximates fair value based on current yields for debt instruments with similar terms. |
Loss Per Common Share | Loss Per Common Share The Corporation accounts for earnings (loss) per share in accordance with FASB ASC Topic No. 260 - 10 , “Earnings Per Share”, As discussed more fully in Note 10, convertible note holders have the option of converting their loans into common shares subject to the terms and features offered by the specific convertible notes. Some note holders were also granted purchase options to purchase additional shares subject to the features of each purchase option. If the convertible note holders of unexercised convertible notes exercised their conversion feature and the additional purchase options, they would represent 0 2,708,091 |
Related Party Transactions | Related Party Transactions A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. A related party is generally defined as: (i) any person that holds 10% or more of the Company’s securities including such person’s immediate families, (ii) the Company’s management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Schedule of estimated useful lives Useful Life (in years) Office equipment 5 Furniture and fixtures 7 Automobile 8 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventories | Schedule Of Inventories March 31, December 31, 2022 2021 (Unaudited) Work in progress $ 445,977 $ 196,553 Inventory, net $ 445,977 $ 196,553 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expenses And Other Current Assets | |
Schedule Of Prepaid Expenses And Other Current Assets | Schedule Of Prepaid Expenses And Other Current Assets March 31, 2022 December 31, 2021 (Unaudited) Prepayment on inventory not received $ 33,000 $ 225,979 Prepaid expenses 143,158 113,600 Value added tax receivable 94,162 83,602 Security deposit 7,214 7,394 Purchase deposits — 1,507 Prepaid expenses and other current assets $ 277,534 $ 432,082 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule Of Property And Equipment | Schedule Of Property And Equipment March 31, December 31, 2022 2021 (Unaudited) Office equipment $ 4,015 $ 1,526 Furniture and fixtures 2,550 2,607 Automobile 32,000 — Property and equipment, gross 38,565 4,133 Less: Accumulated depreciation (1,173 ) (299 ) Property and equipment, net $ 37,392 $ 3,834 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses and Accounts payable – Related Party (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Schedule of Accounts Payable and Accrued Liabilities March 31, 2022 December 31, 2021 (Unaudited) Accounts payable $ 218,714 $ 251,404 Accounts payable – related party 124,370 124,370 Accrued expenses 265,506 385,776 Accrued legal costs 349,726 253,901 Accrued salary 71,198 50,228 Accounts payable and accrued expenses and accounts payable – related party $ 1,029,514 $ 1,065,679 |
Convertible Loans Payable (Tabl
Convertible Loans Payable (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Schedule of Notes Payable Amount Balance of convertible loan payables, net of discounts on December 31, 2020 $ 149,241 Issuances of debt 404,000 Settlement of debt (95,500 ) Amortization of debt discount 402,125 Debt discount (406,500 ) Deferred financing costs (6,663 ) Conversions (270,000 ) Balance of convertible loan payables, net of discounts on December 31, 2021 $ 176,703 Amortization of debt discount 63,296 Settlement of debt (150,000 ) Conversions (50,000 ) Balance of convertible loan payables, net of discounts on March 31, 2022 (Unaudited) $ 39,999 |
Outstanding Derivative Liability | Outstanding Derivative Liability Total Balance of derivative liability as of December 31, 2020 $ 310,641 Change due to issuances 746,672 Change due to exercise / redemptions (1,972,419 ) Change in fair value 1,269,266 Balance of derivative liability as of December 31, 2021 $ 354,160 Change due to issuances — Change due to exercise / redemptions (110,507 ) Change in fair value (243,653 ) Balance of derivative liability as of March 31, 2022 (Unaudited) $ — |
Summary of Quantitative Information | Summary of Quantitative Information March 31, 2022 December 31, 2021 (Unaudited) Stock price $ 0.19 0.20 $ 0.16 0.45 Exercise price $ 0.09 0.11 $ 0.03 0.20 Contractual term (in years) 0.64 0.68 0.27 1 Volatility (annual) 1,313 1,368 149 2,095 Risk-free rate 0.51 0.78 0.04 0.39 |
Summary of Financial Liabilities Measured on Recurring Basis | Summary of Financial Liabilities Measured on Recurring Basis Fair Value measured at March 31, 2022 (Unaudited) Quoted prices in Significant other Significant Fair value at active markets observable inputs unobservable inputs March 31, (Level 1) (Level 2) (Level 3) 2022 Derivative liability $ — $ — $ — $ — Total $ — $ — $ — $ — Fair value measured at December 31, 2021 Quoted prices in Significant other Significant Fair value at active markets observable inputs unobservable inputs December 31 (Level 1) (Level 2) (Level 3) 2021 Derivative liability $ — $ — $ 354,160 $ 354,160 Total $ — $ — $ 354,160 $ 354,160 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule of maturity of lease liability | Schedule of maturity of lease liability Maturity of Lease Liability Amount 2022 (remainder of the year) $ 30,519 2023 10,177 Total undiscounted lease payments 40,696 Less: Imputed interest (1,710 ) Present value of lease liabilities $ 38,986 Remaining lease term (in years) 1.00 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Due to Officers | Due to Officers March 31, 2022 December 31, 2021 (Unaudited) Ralph Hofmeier: Accrued salaries $ 11,684 $ 17,485 Total due to Ralph Hofmeier 11,684 17,485 Total due to officers $ 11,684 $ 17,485 |
Stock Option Plan and Warrants
Stock Option Plan and Warrants (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Common Stock Options Outstanding | Common Stock Options Outstanding Weighted Average Weighted Remaining Number of Average Contractual Shares Exercise Price Term (Years) Outstanding at December 31, 2020 2,200,000 $ 0.10 1.0 Issued — — — Exercised (2,200,000 ) — — Outstanding at December 31, 2021 — — — Issued — — — Expired — — — Outstanding at March 31, 2022 — $ — — |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Automobiles [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 8 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 412,051 | $ 589,668 | |
Unamortized deferred financing costs | 0 | 6,663 | |
Derivative Liability, Current | $ 0 | $ 354,160 | $ 310,641 |
Additional common shares | 0 | 2,708,091 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Revenue for the sale of equipment | $ 550,000 | ||
Cost of equipment sold | 350,000 | ||
Gross Profit | 200,000 | ||
Net loss | $ 22,754,103 | 358,710 | $ 434,052 |
Working capital deficit | $ 70,491 | $ 70,491 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Credit Loss [Abstract] | ||
Accounts receivable | $ 55,112 | $ 55,169 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Work in progress | $ 445,977 | $ 196,553 |
Inventory, net | $ 445,977 | $ 196,553 |
PREPAID EXPENSES AND OTHER CU_3
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Prepaid Expenses And Other Current Assets | ||
Prepayment on inventory not received | $ 33,000 | $ 225,979 |
Prepaid expenses | 143,158 | 113,600 |
Value added tax receivable | 94,162 | 83,602 |
Security deposit | 7,214 | 7,394 |
Purchase deposits | 0 | 1,507 |
Prepaid expenses and other current assets | $ 277,534 | $ 432,082 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 38,565 | $ 4,133 |
Accumulated depreciation | (1,173) | (299) |
Property, plant and equipment, net | 37,392 | 3,834 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,015 | 1,526 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,550 | 2,607 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 32,000 | $ 0 |
Property and Equipment, net (_2
Property and Equipment, net (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 873 | $ 0 |
Accounts Payable (Details)
Accounts Payable (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 218,714 | $ 251,404 |
Accounts payable – related party | 124,370 | 124,370 |
Accrued expenses | 265,506 | 385,776 |
Accrued legal costs | 349,726 | 253,901 |
Accrued salary | 71,198 | 50,228 |
Accounts payable and accrued expenses and accounts payable – related party | $ 1,029,514 | $ 1,065,679 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses and Accounts payable – Related Party (Details Narrative) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Virhtech Gmbh [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accounts payable - related party | $ 124,370 | $ 124,370 |
Convertible Loans Payable (Deta
Convertible Loans Payable (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
Balance of notes payable, net | $ 176,703 | $ 149,241 |
Issuances of debt | 404,000 | |
Cash settlement of debt | (150,000) | (95,500) |
Amortization of debt discount | 63,296 | 402,125 |
Debt Discount | (406,500) | |
Deferred financing costs | (6,663) | |
Conversions | (50,000) | (270,000) |
End balance of notes payable, net | $ 39,999 | $ 176,703 |
Convertible Loans Payable (De_2
Convertible Loans Payable (Details 1) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
Balance at beginning | $ 354,160 | $ 310,641 |
Change Due to Issuances | 0 | 746,672 |
Change due to exercise / redemptions | (110,507) | (1,972,419) |
Change in fair value | 243,653 | 1,269,266 |
Change in fair value | (243,653) | (1,269,266) |
Balance at end | $ 0 | $ 354,160 |
Convertible Loans Payable (De_3
Convertible Loans Payable (Details 2) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Stock price | $ 0.19 | $ 0.16 |
Exercise price | $ 0.09 | $ 0.03 |
Contractual term (in years) | 7 months 20 days | 3 months 7 days |
Volatility (annual) | 1313.00% | 149.00% |
Risk-free rate | 0.51% | 0.04% |
Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Stock price | $ 0.20 | $ 0.45 |
Exercise price | $ 0.11 | $ 0.20 |
Contractual term (in years) | 8 months 4 days | 1 year |
Volatility (annual) | 1368.00% | 2095.00% |
Risk-free rate | 0.78% | 0.39% |
Convertible Loans Payable (De_4
Convertible Loans Payable (Details 3) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Defined Benefit Plan Disclosure [Line Items] | ||
Derivative liability | $ 0 | $ 354,160 |
Warrants and derivative liabilities | 0 | 354,160 |
Fair Value, Inputs, Level 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Derivative liability | 0 | 0 |
Warrants and derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Derivative liability | 0 | 0 |
Warrants and derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Derivative liability | 0 | 354,160 |
Warrants and derivative liabilities | $ 0 | $ 354,160 |
Convertible Loans Payable (De_5
Convertible Loans Payable (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||
Oct. 21, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Oct. 21, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Short-Term Debt [Line Items] | ||||||
Convertible loan payables | $ 39,999 | $ 176,703 | $ 149,241 | |||
Convertible Debt [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Convertible loan payables | 39,999 | 176,703 | ||||
Proceed from convertable debt | $ 304,000 | $ 404,000 | ||||
Interest rate | 8.00% | |||||
Fair value of derivative liability recorded as discount on note | 746,672 | |||||
Gain on derivative liability | $ 243,653 | $ 310,348 | ||||
Convertible Debt [Member] | Minimum [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Maturity date extended | Mar. 25, 2022 | |||||
Convertible Debt [Member] | Maximum [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Maturity date extended | Apr. 21, 2022 |
Lease (Details)
Lease (Details) | Mar. 31, 2022USD ($) |
Leases [Abstract] | |
2022 (remainder of the year) | $ 30,519 |
2023 | 10,177 |
Total undiscounted lease payments | 40,696 |
Less: Imputed interest | (1,710) |
Present value of lease liabilities | $ 38,986 |
Remaining lease term | 1 year |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Borrowing rate | 8.00% | ||
Operating leases term | 1 year | ||
Weighted-average discount rate | 8.00% | ||
Operating leases expense | $ 10,173 | $ 2,034 | |
Cash lease payments | 10,173 | $ 2,034 | |
Operating lease right-of-use asset | 38,986 | $ 49,432 | |
Operating lease liability | 38,986 | 39,148 | |
Net operating lease liability | $ 0 | $ 10,283 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||
Accrued salaries | $ 71,198 | $ 50,228 |
Due to officers | 11,684 | 17,485 |
Officer Ralph Hofmeier [Member] | ||
Related Party Transaction [Line Items] | ||
Accrued salaries | 11,684 | 17,485 |
Due to officers | $ 11,684 | $ 17,485 |
Related Party Transactions (D_2
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||||
Solar powered atmospheric water generator | $ 550,000 | |||
Deposit Liability, Current | $ 303,742 | $ 193,497 | ||
Unpaid balance on equipment | $ 55,112 | $ 55,169 | ||
Accounts payable - related party | 124,370 | 124,370 | ||
Subscription deposit received used | 792,745 | |||
Stock Issuance | 377,350 | |||
Pending Stock Sale | $ 1,170,095 | |||
Pending Stock Shares | 23,402,000 | |||
Common stock subscriptions | 722,445 | $ 792,745 | ||
Reaming stock value | $ 722,445 | |||
Issued shares | 10,324,000 |
Stockholders_ Equity (Deficit)
Stockholders’ Equity (Deficit) (Details Narrative) - USD ($) | Feb. 03, 2022 | Feb. 02, 2022 | Jan. 14, 2022 | Feb. 18, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Jan. 26, 2022 | Dec. 31, 2021 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Preferred Stock, Shares Authorized | 500,000,000 | 500,000,000 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | ||||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | ||||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | ||||||
Line of credit | $ 5,000,000 | |||||||
Number of shares issued | 2,500,000 | |||||||
Stock issued during period shares new issue | 500,000 | |||||||
Initial purchase | $ 300,000 | |||||||
Common stock issued to satisfy convertible debt, value | $ 53,222 | 50,000 | ||||||
Debt converted | 50,000 | |||||||
Interest converted | $ 3,222 | |||||||
Common stock issued to satisfy convertible debt, shares | 575,558 | |||||||
Stock Issued Issued for Services, shares | 500,000 | 20,000 | ||||||
Stock Issued Value, Issued for Services | $ 85,000 | $ 3,600 | 88,600 | $ 165,000 | ||||
Sale of common stock, value | $ 300,000 | $ 300,000 | $ 160,021 | |||||
Sale of common stock, shares | 1,875,000 | |||||||
Common Stock Subscription [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Sale of common stock, shares | 14,953,000 |
Stock Option Plan (Details)
Stock Option Plan (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Shares Outstanding beginning | 0 | 2,200,000 |
Weighted Average Exercise Price Outstanding beginning | $ 0 | $ 0.10 |
Weighted Average Remaining Contractual Term | 1 year | |
Issued | 0 | 0 |
Issued | $ 0 | $ 0 |
Exercised | 0 | (2,200,000) |
Exercised | $ 0 | $ 0 |
Exercised | 0 | 2,200,000 |
Number of Shares Outstanding ending | 0 | 0 |
Weighted Average Exercise Price Outstanding ending | $ 0 | $ 0 |
Stock Option Plan and Warrant_2
Stock Option Plan and Warrants (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2018 | Feb. 17, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||||
Total awards authorized | 5,000,000 | |||
Option vested | 20,000 | |||
Option exercisable | 2,200,000 | |||
Stock-based compensation expense | $ 0 | $ 0 | ||
Warrant shares | 1,000,000 | |||
Warrants issued | 500,000 | |||
Remaining shares | 500,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Jul. 07, 2010 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Loss Contingencies [Line Items] | ||||
Total awards authorized | 5,000,000 | |||
Additional Common shares | 0 | 2,708,091 | ||
Line of credit facility Description | Requests are limited to the lesser of $1,000,000 or 500% of the average shares traded for the 10 days prior the Closing Request Date. The purchase price per common share purchased shall equal 85% of the average of the two lowest daily traded VWAP during the 5 trading days commencing with the put notice date. In addition, the Company and Tysadco Partners entered into a Registration Rights Agreement, whereby the Company shall register the securities on a registration statement covering the Offering Amount with the SEC within forty-five days of filing its 10-K for the year ended December 31, 2021. | |||
Commitment Fee | $ 10,000 | |||
Restricted common stock | $ 0.20 | |||
Capped | $ 20,000 | |||
Rent expense | 19,521 | $ 2,034 | ||
Coco Grove [Member] | ||||
Loss Contingencies [Line Items] | ||||
Loss Contingency, Damages Sought, Value | $ 84,393 | |||
Interest percentage on loss contingency | 6.00% | |||
Interest Payable, Current | $ 60,402 | |||
Hofmeier [Member] | ||||
Loss Contingencies [Line Items] | ||||
Salary | 125,000 | |||
Salary second year | 150,000 | |||
Velazquez [Member] | ||||
Loss Contingencies [Line Items] | ||||
Salary | 125,000 | |||
Salary second year | $ 150,000 | |||
Line of Credit [Member] | ||||
Loss Contingencies [Line Items] | ||||
Additional Common shares | 500,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Apr. 27, 2022 | Apr. 18, 2022 | Feb. 03, 2022 | Feb. 02, 2022 | Apr. 26, 2022 | Feb. 18, 2022 | Mar. 31, 2022 | Mar. 31, 2021 |
Subsequent Event [Line Items] | ||||||||
Issued shares | 10,324,000 | |||||||
Common stock issued pursuant to a securities purchase agreement, shares | 1,875,000 | |||||||
Stock Issued During Period, Value, New Issues | $ 300,000 | $ 300,000 | $ 160,021 | |||||
Common stock issued for consulting services, shares | 500,000 | 20,000 | ||||||
Common stock issued for consulting services | $ 85,000 | $ 3,600 | $ 88,600 | $ 165,000 | ||||
Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Issued shares | 10,324,000 | |||||||
Common stock issued pursuant to a securities purchase agreement, shares | 78,947 | |||||||
Stock Issued During Period, Value, New Issues | $ 15,000 | |||||||
Common stock issued for consulting services, shares | 227,273 | |||||||
Common stock issued for consulting services | $ 100,000 |