Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | May 08, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | BIOADAPTIVES, INC. | |
Entity Central Index Key | 0001575142 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Mar. 31, 2021 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Common Stock Shares Outstanding | 33,022,425 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash | $ 24,226 | $ 4,587 |
Prepaid expense | 1,500 | 0 |
Marketable securities | 3,278 | 444 |
Inventory | 12,289 | 13,815 |
Total Current Assets | 41,293 | 18,846 |
License, net | 80,625 | 0 |
TOTAL ASSETS | 121,918 | 18,846 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 57,258 | 87,561 |
Derivative liabilities | 662,017 | 827,119 |
Current portion of convertible notes - net of discount of $6,396 and $4,764 | 391,604 | 405,236 |
Note payable - related party | 53,715 | 77,715 |
Total Current Liabilities | 1,164,594 | 1,397,631 |
Total Liabilities | 1,164,594 | 1,397,631 |
Stockholders' Deficit: | ||
Preferred stock value | 0 | 0 |
Common stock ($.0001 par value, 200,000,000 shares authorized; 33,032,425 and 21,591,942 shares issued and outstanding, and 10,000 and 762,390 issuable, respectively) | 3,303 | 2,159 |
Additional paid-in capital | 5,051,975 | 4,225,217 |
Accumulated deficit | (6,098,064) | (5,606,161) |
Total Stockholders' Deficit | (1,042,676) | (1,378,785) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 121,918 | 18,846 |
Series A Preferred Stock [Member] | ||
Current Liabilities: | ||
Note payable - related party | 24,000 | |
Stockholders' Deficit: | ||
Preferred stock value | $ 110 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Convertible notes, net of discount | $ 6,396 | $ 4,764 |
Stockholders' Deficit | ||
Preferred stock, shares par value | $ .0001 | $ .0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares par value | $ .0001 | $ .0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 33,032,425 | 21,591,942 |
Common stock, shares outstanding | 33,032,425 | 21,591,942 |
Common stock, shares issuable | 10,000 | 762,390 |
Series A Preferred Stock [Member] | ||
Stockholders' Deficit | ||
Preferred stock, shares par value | $ .0001 | |
Preferred stock, shares issued | 1,100,000 | 0 |
Preferred stock, shares outstanding | 1,100,000 | 0 |
Preferred stock, shares designated | 4,000,000 | 4,000,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) | ||
Revenues | $ 4,518 | $ 4,655 |
Cost of revenue | 2,022 | 1,362 |
Gross Profit | 2,496 | 3,293 |
Operating Expenses | ||
General and administrative | 8,630 | 39,432 |
Professional fees | 21,983 | 9,090 |
Stock based compensation | 163,900 | 93,379 |
Amortization of license | 21,875 | 0 |
Total Operating Expenses | 216,388 | 141,901 |
Other Income (Expense) | ||
Unrealized gain (loss) on marketable securities | 2,834 | (360) |
Interest expense | (61,416) | (53,583) |
Change in fair value of derivative liabilities | (168,429) | (45,371) |
Loss on settlement of debt | (51,000) | 0 |
Total Other Expense | (278,011) | (99,314) |
Loss before income taxes | (491,903) | (237,922) |
Net Loss | $ (491,903) | $ (237,922) |
Net Loss Per Common Share: | ||
Basic and Diluted | $ (0.02) | $ (0.01) |
Weighted Average Number of Common Shares Outstanding: | ||
Basic and Diluted | 28,148,446 | 18,938,769 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (DEFICIT) (UNAUDITED) - USD ($) | Total | Preferred Stock Series A [Member] | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
Balance, shares at Dec. 31, 2019 | 18,938,769 | ||||
Balance, amount at Dec. 31, 2019 | $ (839,876) | $ 0 | $ 1,894 | $ 3,917,147 | $ (4,758,917) |
Common stock issued for service, shares | 400,000 | ||||
Common stock issued for service, amount | 47,115 | $ 0 | $ 40 | 47,075 | 0 |
Common stock issued for service - related party, shares | 272,914 | ||||
Common stock issued for service - related party, amount | 36,000 | $ 0 | $ 27 | 35,973 | 0 |
Stock based compensation | 10,264 | 0 | 0 | 10,264 | 0 |
Net loss for the period | (237,922) | $ 0 | $ 0 | 0 | (237,922) |
Balance, shares at Mar. 31, 2020 | 19,611,683 | ||||
Balance, amount at Mar. 31, 2020 | (984,419) | $ 0 | $ 1,961 | 4,010,459 | (4,996,839) |
Balance, shares at Dec. 31, 2020 | 21,591,942 | ||||
Balance, amount at Dec. 31, 2020 | (1,378,785) | $ 0 | $ 2,159 | 4,225,217 | (5,606,161) |
Common stock issued for service, shares | 1,000,000 | ||||
Common stock issued for service, amount | 163,900 | $ 0 | $ 100 | 163,800 | 0 |
Net loss for the period | $ (491,903) | $ 0 | $ 0 | $ 0 | $ (491,903) |
Series A preferred stock issued for settlement of debt - related party, amount | 600,000 | ||||
Series A preferred stock issued for settlement of debt - related party, amount | $ 75,000 | $ 60 | $ 0 | $ 74,940 | $ 0 |
Series A preferred stock issued for license fee, shares | 500,000 | ||||
Series A preferred stock issued for license fee, amount | 102,500 | $ 50 | $ 0 | 102,450 | 0 |
Common stock issued for conversion of debt, shares | 10,792,873 | ||||
Common stock issued for conversion of debt, amount | 486,612 | $ 0 | $ 1,079 | 485,533 | 0 |
Cancellation of common stock - officers, shares | (352,390) | ||||
Cancellation of common stock - officers, amount | 0 | $ 0 | $ (35) | 35 | 0 |
Balance, shares at Mar. 31, 2021 | 1,100,000 | 33,032,425 | |||
Balance, amount at Mar. 31, 2021 | $ (1,042,676) | $ 110 | $ 3,303 | $ 5,051,975 | $ (6,098,064) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (491,903) | $ (237,922) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 163,900 | 47,115 |
Stock-based compensation - related party | 0 | 46,264 |
Change in fair value of derivative liabilities | 168,429 | 45,371 |
Amortization of license | 21,875 | 0 |
Amortization of debt discount | 45,368 | 40,626 |
Loss on settlement of debt | 51,000 | 0 |
Unrealized loss on investments in marketable securities | (2,834) | 360 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 0 | (179) |
Inventory | 1,526 | (3,341) |
Prepaid expense | (1,500) | 0 |
Accounts payable and accrued liabilities | (16,222) | 19,392 |
Net Cash Used in Operating Activities | (60,361) | (42,314) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from Notes payable | 0 | 9,800 |
Repayments of notes payable | 0 | (8,150) |
Proceed from related party | 1,623 | 0 |
Repayment to related party | (1,623) | 0 |
Proceeds from Convertible notes | 80,000 | 40,000 |
Net Cash Provided by Financing Activities | 80,000 | 41,650 |
Net change in cash | 19,639 | (664) |
Cash at beginning of period | 4,587 | 12,313 |
Cash at end of period | 24,226 | 11,649 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 0 | 0 |
Cash paid for interest | 16,144 | 0 |
NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Derivative liability recognized as debt discount | 40,000 | 0 |
Issuance of common stock for conversion of debt | 486,612 | 0 |
Issuance Series A preferred stock for license fee | 102,500 | 0 |
Issuance Series A preferred stock for settlement of debt - related party | 75,000 | 0 |
Cancellation of common stock | $ 35 | $ 0 |
DESCRIPTION OF BUSINESS AND HIS
DESCRIPTION OF BUSINESS AND HISTORY | 3 Months Ended |
Mar. 31, 2021 | |
DESCRIPTION OF BUSINESS AND HISTORY | |
1. DESCRIPTION OF BUSINESS AND HISTORY | Description of business BioAdaptives, Inc. (formerly known as APEX 8 Inc.) (“BioAdaptives”,” Company”) was incorporated under the laws of the State of Delaware on April 19, 2013. BioAdaptives is a research, development, and educational company. Our current focus is on products and strategies that improve health and wellness. These products include dietary supplements, specialty food items, and proprietary methods of optimizing the bioelectromagnetic availability of foods and beverages. Our base of intellectual property and products, which are patent pending solutions in the form of devices and nutraceuticals, are designed to aid in cognition, focus, fatigue reduction, increased testosterone, improved overall emotional and physical wellness, healing, and anti-aging. The Company’s strategy is to develop a position as a leader in supplying science-based quality nutraceutical products to an aging population within developed countries such as the United States, Canada, APAC countries, such as China, Japan, Korea, Singapore, Taiwan, Australia and New Zealand, as well as both Western and Eastern Europe, while continuing to create new innovative, health inspired products to start generating growth in sales and profitability. Some of the products have proven to be as effective or even more effective on horses and dogs than on humans and this has caused the Company to expand the target market to include dogs and horses. Since 2014, BioAdaptives®, has been engaged in the research of primitive cells, including stem cells and their derivatives and natural ingredients which may encourage its proliferation. Such studies were conducted both on human and animals, in particular, canine and equine. The results have been encouraging. More in-depth studies on this and other wellness aspects such as anti-aging and sports performance are scheduled. On May 22, 2019, the Company moved its corporate office to 2620 Regatta Drive, Suite 102, Las Vegas, NV 89128, but maintained fulfillment facilities at 4385 Cameron Street, Suite B, Las Vegas, NV 89103. COVID-19 A novel strain of coronavirus (COVID-19) was first identified in December 2019, and subsequently declared a global pandemic by the World Health Organization on March 11, 2020. As a result of the outbreak, many companies have experienced disruptions in their operations and in markets served. The Company has instituted some and may take additional temporary precautionary measures intended to help ensure the well-being of its employees and minimize business disruption. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s results of operations and financial position on March 31, 2021. The full extent of the future impacts of COVID-19 on the Company’s operations is uncertain. A prolonged outbreak could have a material adverse impact on financial results and business operations of the Company, including the timing and ability of the Company to collect accounts receivable and the ability of the Company to continue to provide high quality services to its clients. The Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities as of the date of issuance of this Quarterly Report on Form 10-Q. These estimates may change, as new events occur, and additional information is obtained. |
SUMMARY OF SIGNIFICANT POLICIES
SUMMARY OF SIGNIFICANT POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT POLICIES | |
2. SUMMARY OF SIGNIFICANT POLICIES | Basis of presentation The accompanying unaudited interim financial statements of the Company 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 and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10K. 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 period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10K have been omitted, filled with SEC on March 30, 2021. The accompanying consolidated financial statements include the accounts of the Company and its 100% owned subsidiary, Blenders Choice Inc. All inter-company balances and transactions have been eliminated. The Company and its subsidiary will be collectively referred to herein as the “Company.” Use of estimates The preparation of consolidated financial statements in conformity with US GAAP requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company, and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates. Earnings (loss) per share Basic earnings (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if potentially dilutive securities had been issued. Diluted earnings per share excludes all dilutive potential shares if their effect is anti-dilutive. Financial Instruments and Fair Value Measurements As defined in ASC 820” Fair Value Measurements,” fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). The following table summarizes fair value measurements by level on March 31, 2021 and December 31, 2020, measured at fair value on a recurring basis: Fair Value Measurements as of March 31, 2021 Using: Total Carrying Value as of March 31 , Quoted Market Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs 2021 (Level 1) (Level 2) (Level 3) Assets: Equity Securities $ 3,278 $ 3,278 $ - $ - Liabilities Derivative liabilities $ 662,017 $ - $ - $ 662,017 Fair Value Measurements as of December 31, 2020 Using: Total Carrying Value as of December 31, Quoted Market Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs 2020 (Level 1) (Level 2) (Level 3) Assets: Equity Securities $ 444 $ 444 $ - $ - Liabilities Derivative liabilities $ 827,119 - - 827,119 Intangible Assets The Company capitalizes certain costs to acquire intangible assets; if such assets are determined to have a finite useful life they are amortized on a straight-line basis over the estimated useful life. The Company tests its intangible assets for impairment at least annually and whenever events or circumstances change that indicate impairment may have occurred. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others and without limitation: a significant decline in the Company’s expected future cash flows; a sustained, significant decline in the Company’s stock price and market capitalization; a significant adverse change in legal factors or in the business climate of the Company’s segments; unanticipated competition; and slower growth rates. Recent Accounting Pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on our financial statements. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2021 | |
GOING CONCERN | |
3. GOING CONCERN | The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses since inception and had an accumulated deficit of $6,098,064 as of March 31, 2021. The Company requires capital for its contemplated operational and marketing activities. The Company’s ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties. In order to mitigate the risk related with this uncertainty, the Company plans to issue additional shares of common stock for cash and services during the next 12 months. |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 3 Months Ended |
Mar. 31, 2021 | |
MARKETABLE SECURITIES | |
4. MARKETABLE SECURITIES | Equity securities on March 31, 2021 and December 31, 2020, were comprised of 105,736 shares of common stock of Hemp, Inc. (HEMP.PK) recorded at fair value of $3,278 and $444, respectively. |
LICENSE FEE
LICENSE FEE | 3 Months Ended |
Mar. 31, 2021 | |
LICENSE FEE | |
5. LICENSE FEE | During the three ended March 31, 2021, the Company have entered into two license and royalty agreements for its own nutraceutical products and seeks to expand its product offerings by marketing certain of Licensor’s products. The period of agreements is for one year and the Company issued 500,000 shares of Series A preferred stock valued at $102,500 for consideration of licenses. The Company has capitalized the costs associated with licenses. During the three months ended March 31, 2021, the Company recognized $21,875 amortization of license fee and had license of $80,625 as of March 31, 2021. |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 3 Months Ended |
Mar. 31, 2021 | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | |
6. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | Accounts payable and accrued liabilities on March 31, 2021 and December 31, 2020 consists of the following. March 31, December 31, 2021 2020 Accounts payable $ 990 $ 5,374 Credit card 9,900 7,759 Accrued interest 35,406 49,583 Accrued liabilities 10,962 24,845 $ 57,258 $ 87,561 |
CONVERTIBLE NOTES
CONVERTIBLE NOTES | 3 Months Ended |
Mar. 31, 2021 | |
CONVERTIBLE NOTES | |
7. CONVERTIBLE NOTES | Convertible notes on March 31, 2021 and December 31, 2020 consists of the following: March 31, December 31, 2021 2020 Convertible Notes - originated in April 2018 $ 95,000 $ 95,000 Convertible Notes - originated in June 2018 166,000 166,000 Convertible Notes - originated in October 2018 50,000 50,000 Convertible Notes - issued fiscal year 2019 - 13,000 Convertible Notes - issued fiscal year 2020 - 86,000 Convertible Notes - issued fiscal year 2021 87,000 - Total convertible notes payable 398,000 410,000 Less: Unamortized debt discount (6,396 ) (4,764 ) Total convertible notes 391,604 405,236 Less: current portion of convertible notes 391,604 405,236 Long-term convertible notes $ - $ - For the three months ended March 31, 2021 and 2020, the interest expense on convertible notes was $15,516 and $11,870, respectively. As of March 31, 2021, and December 31, 2020, the accrued interest was $31,436 and $46,145, respectively. The Company recognized amortization expense related to the debt discount of $45,368 and $40,626 for the three months ended March 31, 2021 and 2020, respectively, which is included in interest expense in the statements of operation. Conversion During the three months ended March 31, 2021, the Company converted notes with principal amounts of $99,000 and accrued interest of $14,081 into 10,792,873 shares of common stock. The corresponding derivative liability at the date of conversion of $373,531 was credited to additional paid in capital. Convertible Notes – Issued during the year ended December 31, 2018 During the year ended December 31, 2018, the Company issued a total principal amount of $426,000 convertible notes for cash proceeds of $426,000. The convertible notes were also provided with a total of 107,000 common shares valued at $22,210. The terms of convertible notes are summarized as follows: · Term two years; · Annual interest rates 12%; · Convertible at the option of the holders at any time · Conversion prices are based on 50% discount to market value for the common stock based on a 4-week weekly average of the closing price. Convertible Notes – Issued during the year ended December 31, 2019 During the year ended December 31, 2019, the Company issued a total principal amount of $73,500 in convertible notes for cash proceeds of $67,000. The terms of convertible notes are summarized as follows: · Term one year; · Annual interest rates 10%; · Convertible at 180 days from issuance · Conversion prices are based on 42% discount to the lowest trading price during the 20-trading day period ending on the latest complete training day prior to the conversion date. Convertible Notes – Issued during the year ended December 31, 2020 During the year ended December 31, 2020, the Company issued a total principal amount of $86,000 in convertible note for cash proceeds of $80,000. The terms of convertible note are summarized as follows: · Term one year; · Annual interest rates 10%; · Convertible at 180 days from issuance · Conversion prices are based on 39% discount to the lowest trading price during the 20-trading day period ending on the latest complete training day prior to the conversion date. Convertible Notes – Issued during the year ended December 31, 2021 During the three months ended March 31, 2021, the Company issued a total principal amount of $87,000 in convertible note for cash proceeds of $80,000. The terms of convertible note are summarized as follows: · Term one year; · Annual interest rates 10%; · Convertible at 180 days from issuance · Conversion prices are based on 39% discount to the lowest trading price during the 20-trading day period ending on the latest complete training day prior to the conversion date. The Company valued the conversion feature using the Binomial pricing model. The fair value of the derivative liability for all the notes that became convertible, including the notes issued in prior years, during the three months ended March 31, 2021 amounted to $141,805, and $40,000 of the value assigned to the derivative liability was recognized as a debt discount to the notes while the balance of $101,805 was recognized as a “day 1” derivative loss. |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 3 Months Ended |
Mar. 31, 2021 | |
DERIVATIVE LIABILITIES | |
8. DERIVATIVE LIABILITIES | The Company analyzed the conversion option for derivative accounting consideration under ASC 815, Derivatives and Hedging, and hedging, and determined that the instrument should be classified as a liability since the conversion option becomes effective at issuance resulting in there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. The Company accounts for warrants as a derivative liability due to there being no explicit limit to the number of shares to be delivered upon settlement of all conversion options. Fair Value Assumptions Used in Accounting for Derivative Liabilities. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Black-Scholes pricing model to calculate the fair value as of March 31, 2021. The Black-Scholes model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Black-Scholes valuation model. For the three months ended March 31, 2021 and year ended December 31, 2020, the estimated fair values of the liabilities measured on a recurring basis are as follows: Three Months Ended Year ended March 31, December 31, 2021 2020 Expected term 0.01- 0.51 years 0.01- 0.51 years Expected average volatility 117% - 317% 117% - 317% Expected dividend yield - - Risk-free interest rate 0.05% - 0.19% 0.05% - 0.19% The following table summarizes the changes in the derivative liabilities during the nine months ended March 31, 2021. Fair Value Measurements Using Significant Observable Inputs (Level 3) Balance - December 31, 2020 $ 827,119 Addition of new derivatives recognized as debt discounts 40,000 Addition of new derivatives recognized as loss on derivatives 101,805 Settled on issuance of common stock (373,531 ) Loss on change in fair value of the derivative 66,624 Balance - March 31, 2021 $ 662,017 The aggregate loss on derivatives during the three months ended March 31, 2021 and 2020 was as follows. Three Months Ended March 31, 2021 2020 Day one loss due to derivative liabilities on convertible notes $ 101,805 $ - Loss on change in fair value of the derivative liabilities 66,624 45,371 $ 168,429 $ 45,371 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
STOCKHOLDERS' EQUITY | |
9. STOCKHOLDERS' EQUITY | Preferred Stock The Company is authorized to issue 5,000,000 shares of $.0001 par value preferred stock, of which 4,000,000 have been designated as Series A Preferred Stock. Series A Preferred Stock On February 6, 2020, the Company established its Series A Preferred Stock, par value .0001, by filing a Certificate of Designation with the Delaware Secretary of State. The Company’s board exercised “blank check” authority to establish classes of preferred stock without approval by shareholders under provision of its original Articles of Incorporation and has designated 4,000,000 shares of Series A Preferred Stock. The Company may use the Series A Preferred Stock for purpose of asset acquisition or in satisfaction of recognized debt; they are not otherwise available for sale. The Series A Preferred Stock have enhanced voting privileges under certain circumstances; the collective right to appoint elect one director, at the Holders’ option; and conversion-to-common rights at a 5:1 ratio. During the three months ended March 31,2021, the Company issued 1,100,000 shares of series A preferred Stock as follows; · 600,000 shares of Series A Preferred Stock valued at $75,000 for settlement of related party debt · 500,000 shares of Series A Preferred Stock valued at $102,500 for consideration of licenses. Common Stock The Company is authorized to issue 200,000,000 shares of $.0001 par value common stock as of March 31, 2021. As of March 31, 2021, and December 31,2020, there were 33,022,425 and 20,829,552 shares of the Company’s common stock issued and outstanding, respectively. Three months ended March 31, 2021 During the three months ended March 31, 2021, the Company issued 10,792,873 shares of common stock valued at $486,612 for conversion of debt. During the three months ended March 31, 2021, the Company issued 1,000,000 shares of common stock valued at $163,900 for service. During the three months ended March 31, 2021, the Company cancelled 352,390 shares of common stock related to our officer’ compensation. As of March 31, 2021, and December 31, 2020, there were 33,022,425 and 20,829,552 shares of the Company’s common stock issued and outstanding, respectively. In addition, as of March 31, 2021 and December 31, 2020, there were 10,000 shares and 762,390 shares of the Company’s common stock issuable, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2021 | |
RELATED PARTY TRANSACTIONS | |
10. RELATED PARTY TRANSACTIONS | Notes payable – related party During the three months ended March 31,2021, the Company issued 600,000 shares of Series A Preferred Stock valued $75,000 for settlement of $24,000 notes. As a result, the Company recorded loss on settlement of debt of $51,000. During the three months ended March 31,2021 and 2020, the Company recognized interest of $532 and $499, respectively As of March 31, 2021, and December 31, 2020, the Company recorded notes payable – related party of $53,715 and $77,715 and accrued interest of $3,970 and $3,438, respectively. The note is a 4% interest bearing promissory note that the term is 1 year. Due to related party During the three months ended March 31,2021, the officer advanced $1,623 for operating expenses and $1,623 was reimbursed. Employee agreements In June 2018, the Company originally entered into an employment agreement with Dr. Edwards E. Jacobs, Jr. our CEO. A base compensation is $7,000 in cash or equivalent in common stock. During the three months ended March 31, 2021, the Company did not record compensation due to COVID-19. In August 2019, the Company entered into an employment agreement with Robert W. Ellis, our Chief Financial officer. A base compensation is $5,000 in cash per monthly. During the three months ended March 31, 2021, the Company did not record compensation due to COVID-19. As of March 31, 2021, and December 31, 2020, the Company recorded accrued liability of $10,000. In September 2019, the Company entered into an employment agreement with Ronald Lambrecht, our Chief Financial Officer. A base compensation is $5,000 equivalent in common stock monthly. During the three months ended March 31, 2020, the Company did not record compensation due to COVID-19. |
SUSEQUENT EVENTS
SUSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
SUSEQUENT EVENTS | |
11. SUBSEQUENT EVENTS | The Company signed a convertible note with PowerUp Lending Group in April 2021 for $43,000, which will be convertible after six months. It is also actively locating marketing and Management personnel to strengthen its marketing effort going forward. The Company believes its Pluripain product(s) for human and animals which provides fast pain relief would be an attractive possibility to gain market dollars in geriatric and performance sports. It looks to proceed with an aggressive social media program as soon as possible. |
SUMMARY OF SIGNIFICANT POLICI_2
SUMMARY OF SIGNIFICANT POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT POLICIES | |
Basis of presentation | The accompanying unaudited interim financial statements of the Company 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 and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10K. 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 period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10K have been omitted, filled with SEC on March 30, 2021. |
Consolidation | The accompanying consolidated financial statements include the accounts of the Company and its 100% owned subsidiary, Blenders Choice Inc. All inter-company balances and transactions have been eliminated. The Company and its subsidiary will be collectively referred to herein as the “Company.” |
Use of estimates | The preparation of consolidated financial statements in conformity with US GAAP requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company, and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates. |
Earnings (loss) per share | Basic earnings (loss) per common share is computed by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if potentially dilutive securities had been issued. Diluted earnings per share excludes all dilutive potential shares if their effect is anti-dilutive. |
Financial Instruments and Fair Value Measurements | As defined in ASC 820” Fair Value Measurements,” fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). The following table summarizes fair value measurements by level on March 31, 2021 and December 31, 2020, measured at fair value on a recurring basis: Fair Value Measurements as of March 31, 2021 Using: Total Carrying Value as of March 31, Quoted Market Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs 2021 (Level 1) (Level 2) (Level 3) Assets: Equity Securities $ 3,278 $ 3,278 $ - $ - Liabilities Derivative liabilities $ 662,017 $ - $ - $ 662,017 Fair Value Measurements as of December 31, 2020 Using: Total Carrying Value as of December 31, Quoted Market Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs 2020 (Level 1) (Level 2) (Level 3) Assets: Equity Securities $ 444 $ 444 $ - $ - Liabilities Derivative liabilities $ 827,119 - - 827,119 |
Intangible Assets | The Company capitalizes certain costs to acquire intangible assets; if such assets are determined to have a finite useful life they are amortized on a straight-line basis over the estimated useful life. The Company tests its intangible assets for impairment at least annually and whenever events or circumstances change that indicate impairment may have occurred. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others and without limitation: a significant decline in the Company’s expected future cash flows; a sustained, significant decline in the Company’s stock price and market capitalization; a significant adverse change in legal factors or in the business climate of the Company’s segments; unanticipated competition; and slower growth rates. |
Recent Accounting Pronouncements | The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on our financial statements. |
SUMMARY OF SIGNIFICANT POLICI_3
SUMMARY OF SIGNIFICANT POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT POLICIES | |
Schedule of fair value of measurements of assets on recurring basis | Total Carrying Value as of March 31, Quoted Market Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs 2021 (Level 1) (Level 2) (Level 3) Assets: Equity Securities $ 3,278 $ 3,278 $ - $ - Liabilities Derivative liabilities $ 662,017 $ - $ - $ 662,017 Total Carrying Value as of December 31, Quoted Market Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs 2020 (Level 1) (Level 2) (Level 3) Assets: Equity Securities $ 444 $ 444 $ - $ - Liabilities Derivative liabilities $ 827,119 - - 827,119 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | |
Schedule of accounts payable and accrued liabilities | March 31, December 31, 2021 2020 Accounts payable $ 990 $ 5,374 Credit card 9,900 7,759 Accrued interest 35,406 49,583 Accrued liabilities 10,962 24,845 $ 57,258 $ 87,561 |
CONVERTIBLE NOTES (Tables)
CONVERTIBLE NOTES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
CONVERTIBLE NOTES | |
Schedule of convertible notes | March 31, December 31, 2021 2020 Convertible Notes - originated in April 2018 $ 95,000 $ 95,000 Convertible Notes - originated in June 2018 166,000 166,000 Convertible Notes - originated in October 2018 50,000 50,000 Convertible Notes - issued fiscal year 2019 - 13,000 Convertible Notes - issued fiscal year 2020 - 86,000 Convertible Notes - issued fiscal year 2021 87,000 - Total convertible notes payable 398,000 410,000 Less: Unamortized debt discount (6,396 ) (4,764 ) Total convertible notes 391,604 405,236 Less: current portion of convertible notes 391,604 405,236 Long-term convertible notes $ - $ - |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
DERIVATIVE LIABILITIES | |
Schedule of estimated fair values of the liabilities measured on a recurring basis | Three Months Ended Year ended March 31, December 31, 2021 2020 Expected term 0.01- 0.51 years 0.01- 0.51 years Expected average volatility 117% - 317% 117% - 317% Expected dividend yield - - Risk-free interest rate 0.05% - 0.19% 0.05% - 0.19% |
Summarizes the changes in the derivative liabilities | Fair Value Measurements Using Significant Observable Inputs (Level 3) Balance - December 31, 2020 $ 827,119 Addition of new derivatives recognized as debt discounts 40,000 Addition of new derivatives recognized as loss on derivatives 101,805 Settled on issuance of common stock (373,531 ) Loss on change in fair value of the derivative 66,624 Balance - March 31, 2021 $ 662,017 |
Schedule of (gain) loss on derivatives | Three Months Ended March 31, 2021 2020 Day one loss due to derivative liabilities on convertible notes $ 101,805 $ - Loss on change in fair value of the derivative liabilities 66,624 45,371 $ 168,429 $ 45,371 |
SUMMARY OF SIGNIFICANT POLICI_4
SUMMARY OF SIGNIFICANT POLICIES (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Assets: | ||
Equity Securities | $ 3,278 | $ 444 |
Liabilities | ||
Derivative liabilities | 662,017 | 827,119 |
Level 1 [Member] | ||
Assets: | ||
Equity Securities | 3,278 | 444 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Level 2 [Member] | ||
Assets: | ||
Equity Securities | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Level 3 [Member] | ||
Assets: | ||
Equity Securities | 0 | 0 |
Liabilities | ||
Derivative liabilities | $ 662,017 | $ 827,119 |
SUMMARY OF SIGNIFICANT POLICI_5
SUMMARY OF SIGNIFICANT POLICIES (Details Narrative) | Mar. 31, 2021 |
Blenders Choice Inc. [Member] | |
Ownership percentage | 100.00% |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
GOING CONCERN | ||
Accumulated deficit | $ (6,098,064) | $ (5,606,161) |
MARKETABLE SECURITIES (Details
MARKETABLE SECURITIES (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Marketable securities | $ 3,278 | $ 444 |
Hemp Inc [Member] | ||
Equity securities held | 105,736 | 105,736 |
License fee (Details Narrative)
License fee (Details Narrative) | 3 Months Ended |
Mar. 31, 2021USD ($)shares | |
License cost | $ 80,625 |
Amortization of license fee | $ 21,875 |
Shares issued upon consideration transferred | shares | |
Series A Preferred Stock [Member] | |
Shares issued upon consideration transferred | shares | 500,000 |
Shares issued upon consideration transferred, value | $ 102,500 |
ACCOUNTS PAYABLE AND ACCRUED _3
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | ||
Accounts payable | $ 990 | $ 5,374 |
Credit card | 9,900 | 7,759 |
Accrued interest | 35,406 | 49,583 |
Accrued liabilities | 10,962 | 24,845 |
Accounts Payable And Accrued Liabilities | $ 57,258 | $ 87,561 |
CONVERTIBLE NOTES (Details)
CONVERTIBLE NOTES (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Less: Unamortized debt discount | $ (6,396) | $ (4,764) |
Total convertible notes | 391,604 | 405,236 |
Less: current portion of convertible notes | 391,604 | 405,236 |
Total convertible notes payable | 398,000 | 410,000 |
Long-term convertible notes | 0 | 0 |
Convertible Notes Payable [Member] | Issued fiscal year Two Thousand Twenty One [Member] | ||
Total convertible notes payable | 87,000 | 0 |
Convertible Notes Payable [Member] | Issued fiscal year Two Thousand Twenty [Member] | ||
Total convertible notes payable | 0 | 86,000 |
Convertible Notes Payable [Member] | Originated In April Two Thousand Eighteen [Member] | ||
Total convertible notes payable | 95,000 | 95,000 |
Convertible Notes Payable [Member] | Originated In June Two Thousand Eighteen [Member] | ||
Total convertible notes payable | 166,000 | 166,000 |
Convertible Notes Payable [Member] | Originated In October Two Thousand Eighteen [Member] | ||
Total convertible notes payable | 50,000 | 50,000 |
Convertible Notes Payable [Member] | Issued fiscal year Two Thousand Nineteen [Member] | ||
Total convertible notes payable | $ 0 | $ 13,000 |
CONVERTIBLE NOTES (Details Narr
CONVERTIBLE NOTES (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Amortization of debt discount | $ 45,368 | $ 40,626 | ||||
Interest expenses | 15,516 | 11,870 | ||||
Fiar value of derivatives liabilities | 141,805 | |||||
Debt discount | 40,000 | |||||
Day one loss due to derivative liabilities on convertible notes | 101,805 | |||||
Accrued interest | 3,970 | $ 3,438 | ||||
Additional paid in capital | $ 5,051,975 | 4,225,217 | ||||
Shares issued upon consideration transferred | ||||||
Convertible Notes Payable [Member] | ||||||
Accrued interest | $ 31,436 | $ 46,145 | ||||
Description of conversion price | Conversion prices are based on 39% discount to the lowest trading price during the 20-trading day period ending on the latest complete training day prior to the conversion date. | Conversion prices are based on 42% discount to the lowest trading price during the 20-trading day period ending on the latest complete training day prior to the conversion date. | Conversion prices are based on 50% discount to market value for the common stock based on a 4-week weekly average of the closing price. | |||
Principal amount of convertible notes | $ 86,000 | $ 73,500 | $ 426,000 | |||
Proceeds from Convertible notes | $ 80,000 | $ 67,000 | $ 426,000 | |||
Additional paid in capital | $ 373,531 | |||||
Shares issued upon consideration transferred | 10,792,873 | 107,000 | ||||
Debt instrument converted amount | $ 99,000 | $ 22,210 | ||||
Debt instrument accrued interest converted amount | $ 14,081 | |||||
Convertible debt term | 1 year | 1 year | 2 years | |||
Annual interest rates | 10.00% | 10.00% | 12.00% | |||
Debt Instrument, Convertible, Terms of Conversion Feature | Convertible at 180 days from issuance | Convertible at 180 days from issuance | Convertible at the option of the holders at any time | |||
Convertible Notes Payable [Member] | Subsequent Event [Member] | ||||||
Description of conversion price | Conversion prices are based on 39% discount to the lowest trading price during the 20-trading day period ending on the latest complete training day prior to the conversion date. | |||||
Principal amount of convertible notes | $ 87,000 | |||||
Proceeds from Convertible notes | $ 80,000 | |||||
Convertible debt term | 1 year | |||||
Annual interest rates | 10.00% | |||||
Debt Instrument, Convertible, Terms of Conversion Feature | Convertible at 180 days from issuance |
DERIVATIVE LIABILITIES (Details
DERIVATIVE LIABILITIES (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Expected dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Expected term | 4 days | 4 days |
Expected average volatility | 117.00% | 117.00% |
Risk-free interest rate | 0.05% | 0.05% |
Maximum [Member] | ||
Expected term | 6 months 4 days | 6 months 4 days |
Expected average volatility | 317.00% | 317.00% |
Risk-free interest rate | 0.19% | 0.19% |
DERIVATIVE LIABILITIES (Detai_2
DERIVATIVE LIABILITIES (Details 1) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
DERIVATIVE LIABILITIES | ||
Beginnig Balance | $ 827,119 | |
Addition of new derivatives recognized as debt discounts | 40,000 | |
Addition of new derivatives recognized as loss on derivatives | 101,805 | |
Settled on issuance of common stock | (373,531) | |
Loss on change in fair value of the derivative | 66,624 | $ 45,371 |
Ending Balance | $ 662,017 |
DERIVATIVE LIABILITIES (Detai_3
DERIVATIVE LIABILITIES (Details 2) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
DERIVATIVE LIABILITIES (Details) | ||
Day one loss due to derivative liabilities on convertible notes | $ 101,805 | $ 0 |
Loss on change in fair value of the derivative liabilities | 66,624 | 45,371 |
Aggregate (gain) loss on derivatives | $ 168,429 | $ 45,371 |
STOCKHOLDERS EQUITY (Details Na
STOCKHOLDERS EQUITY (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Feb. 06, 2020 | |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |
Preferred stock, shares par value | $ .0001 | $ .0001 | |
Debt instrument converted amount | $ 486,612 | ||
Shares issued upon consideration transferred | 10,792,873 | ||
Conversion-to-common rights | 5:1 ratio | ||
Common stock, par value | $ .0001 | $ .0001 | |
Common stock, shares outstanding | 33,032,425 | 21,591,942 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 | |
Common stock shares, issued | 33,032,425 | 21,591,942 | |
Preferred stock shares, issued | 0 | 0 | |
License [Member] | |||
Shares issued upon consideration transferred | 500,000 | ||
Shares issued upon consideration transferred, value | $ 102,500 | ||
Debt Settlement [Member] | |||
Shares issued upon consideration transferred | 600,000 | ||
Shares issued upon consideration transferred, value | $ 75,000 | ||
Services [Member] | |||
Common stock, shares issuable | 1,000,000 | ||
Common stock issuable value | $ 163,900 | ||
Common Stock [Member] | |||
Common stock, par value | $ 0.001 | $ .0001 | |
Common stock, shares outstanding | 33,022,425 | 20,829,552 | |
Common stock, shares authorized | 200,000,000 | ||
Common stock shares, issued | 33,022,425 | 20,829,552 | |
Cancellation of shares | 352,390 | ||
Common stock, shares issuable | 10,000 | 762,390 | |
Series A Preferred Stock [Member] | |||
Preferred stock, shares par value | $ .0001 | $ .0001 | |
Shares issued upon consideration transferred, value | $ 102,500 | ||
Preferred stock, shares designated | 4,000,000 | 4,000,000 | |
Preferred stock shares, issued | 1,100,000 | 0 |
RELATED PARTY TRANSACTION (Deta
RELATED PARTY TRANSACTION (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||||
Aug. 31, 2020 | Sep. 30, 2019 | Oct. 31, 2018 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Accrued interest | $ 3,970 | $ 3,438 | ||||
Rate of interest | 4.00% | |||||
Interest amount | $ 532 | $ 499 | ||||
Notes payable, related party | 53,715 | 77,715 | ||||
Loss on settlement of debt | (51,000) | $ 0 | ||||
Officer [Member] | ||||||
Advance received | 1,623 | |||||
Reimubursement amount | 1,623 | |||||
June 2018 [Member] | Employment Agreement [Member] | Dr. Edwards E. Jacobs [Member] | ||||||
Base Compensation per month | $ 7,000 | |||||
August 2019 [Member] | Employment Agreement [Member] | Robert W. Ellis [Member] | ||||||
Accrued interest | 10,000 | $ 10,000 | ||||
Base Compensation per month | $ 5,000 | |||||
September 2019 [Member] | Employment Agreement [Member] | Ronald Lambrecht [Member] | ||||||
Base Compensation per month | $ 5,000 | |||||
Series A Preferred Stock [Member] | ||||||
Notes payable, related party | 24,000 | |||||
Loss on settlement of debt | $ 51,000 | |||||
Common stock shares issued, shares | 600,000 | |||||
Common stock shares issued, value | $ 75,000 |
SUBSEQUENT EVENT (Details Narra
SUBSEQUENT EVENT (Details Narrative) | 1 Months Ended |
Apr. 30, 2021USD ($) | |
PowerUp Lending Group, Ltd [Member] | Subsequent Event [Member] | |
Shares issued upon consideration transferred, value | $ 43,000 |