Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 02, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | BIO LAB NATURALS, INC. | |
Trading Symbol | N/A | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 10,803,504 | |
Amendment Flag | false | |
Entity Central Index Key | 0001803977 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 333-239640 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-1034163 | |
Entity Address, Address Line One | 7400 E. Crestline Circle | |
Entity Address, Address Line Two | Suite 130 | |
Entity Address, City or Town | Greenwood Village | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80111 | |
City Area Code | (720) | |
Local Phone Number | 273-0433 | |
Title of 12(b) Security | N/A | |
Security Exchange Name | NONE | |
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 32,100 | $ 4,377 |
Due from other | 2,425 | |
Prepaid | 8,167 | 11,667 |
Net property on operating lease | 107,106 | |
Total current assets | 40,267 | 125,575 |
Equipment | ||
Equipment, net of accumulated depreciation, $15,346 and $12,535, respectively | 51,627 | 54,438 |
Total assets | 91,894 | 180,013 |
Liabilities and Stockholders' Equity | ||
Accounts payable and accrued liabilities | 22,866 | 57,257 |
Note payable | 35,000 | 35,000 |
Note payable, related party | 30,000 | |
Total current liabilities | 57,866 | 122,257 |
Total liabilities | 57,866 | 122,257 |
Commitments and Contingencies | ||
Stockholders' Equity | ||
Preferred shares, $0.0001 par value, 5,000,000 shares authorized; Class A Convertible, deemed par value $0.04 per share; 500,000 shares issued and outstanding at March 31, 2022 and December 31, 2021 | 50 | 50 |
Common shares, $0.0001 par value, 200,000,000 shares authorized; 10,803,504 shares issued and outstanding at March 31, 2022 and December 31, 2021 | 1,080 | 1,080 |
Additional paid in capital | 35,749,833 | 35,749,833 |
Retained (deficit) | (35,716,935) | (35,693,207) |
Total stockholders' equity | 34,028 | 57,756 |
Total liabilities and stockholders' equity | $ 91,894 | $ 180,013 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Accumulated depreciation (in Dollars) | $ 15,346 | $ 12,535 |
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 5,000,000 | 5,000,000 |
Common shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common shares, shares authorized | 200,000,000 | 200,000,000 |
Common shares, shares issued | 10,803,504 | 10,803,504 |
Common shares, shares outstanding | 10,803,504 | 10,803,504 |
Class A Convertible [Member] | ||
Preferred shares, par value (in Dollars per share) | $ 0.04 | $ 0.04 |
Preferred shares, shares issued | 500,000 | 500,000 |
Preferred shares, shares outstanding | 500,000 | 500,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Income Statement [Abstract] | |||
Sales | |||
Cost of sales | |||
Cost of sales - other | 358 | $ 9,113 | |
Depreciation | 2,810 | 3,760 | |
Total cost of sales | 3,168 | 12,873 | |
Gross profit | (3,168) | (12,873) | |
Operating expenses | |||
Consulting fees, related party | 17,500 | 5,000 | |
General and administrative expenses - other | 6,059 | 6,378 | |
Professional fees | 41,020 | 41,189 | |
Total operating expenses | 64,579 | 52,567 | |
Loss from operations | (67,747) | (65,440) | |
Other (expense) | |||
Interest expense | (875) | (552) | |
Gain (loss) on disposal of assets | 44,894 | (73,046) | |
Total other (expense) | 44,019 | (73,598) | |
Loss before income taxes | (23,728) | (139,038) | |
Income taxes | |||
Net loss | $ (23,728) | $ (139,038) | |
Net loss per common share - basic and diluted (in Dollars per share) | [1] | $ 0 | $ (0.01) |
Weighted average number of common shares (in Shares) | 10,803,504 | 10,753,504 | |
[1] | Net loss is less than $0.01 per share. |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - 3 months ended Mar. 31, 2022 - USD ($) | Class A Convertible Preferred $0.0001 Par Value | Common Shares $0.0001 Par Value | Additional Paid-in Capital | Accumulated (Deficit) | Total |
BALANCES at Dec. 31, 2021 | $ 50 | $ 1,080 | $ 35,749,833 | $ (35,693,207) | $ 57,756 |
BALANCES (in Shares) at Dec. 31, 2021 | 500,000 | 10,803,504 | |||
Net loss for the period | (23,728) | (23,728) | |||
BALANCES at Mar. 31, 2022 | $ 50 | $ 1,080 | $ 35,749,833 | $ (35,716,935) | $ 34,028 |
BALANCES (in Shares) at Mar. 31, 2022 | 500,000 | 10,803,504 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
OPERATING ACTIVITIES | ||
Net loss | $ (23,728) | $ (139,038) |
Adjustment to reconcile net loss to net cash flows used | ||
Depreciation | 2,810 | 3,760 |
Loss (gain) on disposal of assets | (44,894) | 73,046 |
Changes in: | ||
Prepaid | 3,500 | |
Accounts payable and accrued liabilities | (34,390) | (11,367) |
Net cash (used in) operating activities | (96,702) | (73,599) |
INVESTING ACTIVITIES | ||
Deposits | (98,150) | |
Proceeds from disposal of assets | 154,425 | 7,425 |
Net cash provided by (used in) investing activities | 154,425 | (90,725) |
FINANCING ACTIVITIES | ||
Deposit | 65,000 | |
Funding from loan | 35,000 | |
Funds from related party, net of repayment | (30,000) | 30,000 |
Net cash provided by (used in) financing activities | (30,000) | 130,000 |
Net increase (decrease) in cash | 27,723 | (34,324) |
Cash at beginning of period | 4,377 | 69,065 |
Cash at end of period | 32,100 | 34,741 |
Supplemental Schedule of Cash Flow Information: | ||
Interest paid | 1,375 | |
Income taxes paid |
Organization and History
Organization and History | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and History | Note 1 – Organization and History Vyta Corp (the “Company”) was incorporated in Nevada in June 1996. On August 20, 2010, it changed its state of incorporation to Delaware and on November 5, 2010 it changed its name to Bio Lab Naturals, Inc. On August 20, 2010, the Company executed a redomicile merger with its wholly owned subsidiary Vyta Corp (Delaware), as result of the merger the Company’s corporate domicile moved from Nevada to Delaware. Prior to 2011, the Company was involved in various business activities and since then the Company has been seeking a business opportunity. Effective December 31, 2019, the Company entered into a Reorganization Agreement with Prime Time Live, Inc., a Colorado corporation (“PTL”), whereby PTL merged with a newly formed wholly owned subsidiary of the Company, and the subsidiary being the survivor in exchange for the Company issuing one share of its common stock for each share of PTL’s 5,500,000 issued and outstanding shares of common stock. |
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 The accompanying consolidated financial statements include the accounts of Bio Lab Naturals, Inc. and its wholly owned subsidiary. All intercompany balances have been eliminated during consolidation. Use of Estimates in the Preparation of Consolidated Financial Statements The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates include the fair value of assets and liabilities, income taxes and the valuation allowances related to accounts receivable, deferred tax assets and contingencies. Cash and Cash Equivalents The Company considers all liquid investments purchased with an initial maturity of three months or less to be cash equivalents. Cash and cash equivalents include demand deposits carried at cost which approximates fair value. The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). Concentration of Credit Risk The Company offers its services to a small number of clients. This risk of non-payment by these clients is considered minimal and the Company does not generally obtain collateral for sales. The Company continually monitors the credit standing of its clients. Accounts Receivable The Company records accounts receivable at net realizable value. This value includes an appropriate allowance for uncollectible accounts to reflect any loss anticipated on the accounts receivable balances and is charged to other income (expense) in the statements of operations. Management calculates this allowance based on its history of write-offs, the level of past-due accounts based on the contractual terms of the receivables, and the Company’s relationships with, and the economic status of, its clients. At March 31, 2022 and December 31, 2021, there are no allowance for uncollectible accounts. Leases Capital Leases The Company follows Leases (Topic 842) New lease transactions can be structured as direct financing leases that are non-cancelable "net" leases, contain "hell-or-high-water" provisions under which the lessee must make all lease payments regardless of any defects in the property, and which require the lessee to maintain, service and insure the property against casualty loss and pay all property, sales and other taxes. The re-lease of property that has come off lease may be accounted for as a sales-type lease or as an operating lease, depending on the terms of the re-lease. Leased property that comes off lease and is re-marketed through a sale to the lessee or a third party is accounted for as sale of leased property. For leases that qualify as direct financing leases, the aggregate lease payments receivable and estimated residual value, if any, are recorded net of unearned income as net investment in leases. The unearned income is recognized as direct finance income on an internal rate of return method calculated to achieve a level yield on the Company’s investment over the lease term. There are no costs or expenses related to direct financing leases since lease income is recorded on a net basis. For leases that qualify as sales-type leases, the Company recognizes profit or loss at lease inception to the extent the fair value of the property leased differs from the Company's carrying value. The difference between the discounted value of the aggregate lease payments receivable and the property cost, less the discounted value of the residual, if any, and any initial direct costs is recorded as sales-type lease income. For balance sheet purposes, the aggregate lease payments receivable and estimated residual value, if any, are recorded net of unearned income as net investment in leases. Unearned income is recognized as direct finance income over the lease term on an internal rate of return method. The residual value is an estimate for accounting purposes of the fair value of the lease property at lease termination. The estimates are reviewed periodically to ensure reasonableness, however, the amounts the Company may ultimately realize could differ from the estimated amounts. The Company has no leases that qualify as capital leases at March 31, 2022 and December 31, 2021. Operating Leases Lease contracts which do not meet the criteria of capital leases are accounted for as operating leases. Property on operating leases is recorded at the lower of cost or fair value and depreciated on a straight-line basis over the estimated useful life of the property. Rental income is recorded on a straight-line basis over the lease term. See Note 5 – Leases. Equipment Equipment is recorded at cost and consists of screen video and related equipment. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When equipment is retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation of equipment is over the estimated useful life of five to ten years using the straight-line method for consolidated financial statement purposes. At March 31, 2022 and December 31, 2021, there were net capitalized costs of $51,627 and $ $54,438, respectively. Depreciation expense for the three months ended March 31, 2022 and 2021 was $2,810 and $3,760, respectively. During the three months ended March 31, 2021, the Company sold a used screen and equipment for $14,700 and as a result reported a loss on the disposal of assets in the amount of $(73,046). Revenue recognition The Company follows the provisions of ASU No. 2014 - 09, Revenue from Contracts with Customers (Topic 606), Under ASU 2014 - 09, the Company recognizes revenue when control of the promised services is transferred to clients, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company derives its revenues from the rendering of entertainment rental services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its contracts: Identify the contract with a client; Identify the performance obligations in the contract; Determine the transaction price; Allocate the transaction price to performance obligations in the contract; and Recognize revenue as the performance obligation is satisfied. Impairment of Long-Lived Assets In accordance with authoritative guidance on accounting for the impairment or disposal of long-lived assets, as set forth in Topic 360 of the ASC, the Company assesses the recoverability of the carrying value of its long-lived assets when events occur that indicate an impairment in value may exist. An impairment loss is indicated if the sum of the expected undiscounted future net cash flows is less than the carrying amount of the assets. If this occurs, an impairment loss is recognized for the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. Other Comprehensive Loss The Company has no material components of other comprehensive loss and accordingly, net loss is equal to comprehensive loss for the period. Income Taxes The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the accounting bases and the tax bases of the Company’s assets and liabilities. The deferred tax assets and liabilities are computed using enacted tax rates in effect for the year in which the temporary differences are expected to reverse. The Company's deferred income taxes include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. The Company has adopted ASC guidance regarding accounting for uncertainty in income taxes. This guidance clarifies the accounting for income taxes by prescribing the minimum recognition threshold an income tax position is required to meet before being recognized in the consolidated financial statements and applies to all income tax positions. Each income tax position is assessed using a two-step process. A determination is first made as to whether it is more likely than not that the income tax position will be sustained, based upon technical merits, upon examination by the taxing authorities. If the income tax position is expected to meet the more likely than not criteria, the benefit recorded in the consolidated financial statements equals the largest amount that is greater than 50% likely to be realized upon its ultimate settlement. At March 31, 2022 and December 31, 2021, there were no uncertain tax positions that required accrual. Goodwill In accordance with generally accepted accounting principles, goodwill cannot be amortized, however, it must be tested annually for impairment. This impairment test is calculated at the reporting unit level. The goodwill impairment test has two steps. The first identifies potential impairments by comparing the fair value of a reporting unit with its book value, including goodwill. If the fair value of the reporting unit exceeds the carrying amount, goodwill is not impaired and the second step is not necessary. If the carrying value exceeds the fair value, the second step calculates the possible impairment loss by comparing the implied fair value of goodwill with the carrying amount. If the implied goodwill is less than the carrying amount, a write-down is recorded. Management tests goodwill each year for impairment, or when facts or circumstances indicate impairment has occurred. See Note 4 – Fair Value Measurements. Loss per Share Basic net loss per common share of stock is calculated by dividing net loss available to common stockholders by the weighted-average number of common shares outstanding during each period. Diluted net loss per common share is calculated by dividing net loss by the weighted-average number of common shares outstanding, including the effect of other dilutive securities. The Company had no potentially dilutive securities issued at and for the three months ended March 31, 2022 and 2021. Equity Based Payments The Company recognizes compensation cost for equity-based awards based on estimated fair value of the award and records capitalized cost or compensation expense over the requisite service period. Off-Balance Sheet Arrangements As part of its ongoing business, the Company has not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (SPEs), which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. For the period through March 31, 2022, the Company has not been involved in any unconsolidated SPE transactions. Subsequent Events The Company evaluates events and transactions after the balance sheet date but before the consolidated financial statements are issued. |
Going Concern and Managements_
Going Concern and Managements’ Plan | 3 Months Ended |
Mar. 31, 2022 | |
Going Concern And Managements Plan | |
Going Concern and Managements’ Plan | Note 3 – Going Concern and Managements’ Plan The Company’s consolidated financial statements for the three months ended March 31, 2022 have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company reported a net loss for the three months ended March 31, 2022 of $(23,728) and an accumulated deficit of $(35,716,935) at March 31, 2022. The Company’s significant operating losses raise substantial doubt about its ability to continue as a going concern within one year after the date of the issuance of these consolidated financial statements. The future success of the Company is dependent on its ability to attract additional capital and ultimately, upon its ability to develop future profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will attain positive cash flow from operations. However, management believes that actions presently being taken to raise additional capital as more fully disclosed in these consolidated financial statements provides the opportunity for the Company to continue as a going concern. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 4 – Fair Value Measurements The Company applies the authoritative guidance applicable to all financial assets and liabilities required to be measured and reported on a fair value basis, as well as to non-financial assets and liabilities measured at fair value on a non-recurring basis, including impairments of long-lived assets. The fair value of an asset or liability is the amount that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. Observable inputs are inputs that market participants would use in valuing the asset or liability based on market data obtained from sources independent of the Company. Unobservable input are inputs that reflect the Company’s assumptions of what market participants would use in valuing the asset or liability based on the information available in the circumstances. Financial and non-financial assets and liabilities are classified within the valuation hierarchy based upon the lowest level of input that is significant to the fair value measurement. The Company’s policy is to recognize transfers in and out of the fair value hierarchy as of the end of the reporting period in which the event or change in circumstances caused the transfer. The Company has consistently applied the valuation techniques discussed below in all periods presented. The hierarchy is organized into three levels based on the reliability of the inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities; or Level 2: Quoted prices in active markets for similar assets and liabilities and inputs, quoted prices for identical or similar assets or liabilities in markets that are not active and model-derived valuations whose inputs or significant value drivers are observable; or Level 3: Unobservable pricing inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions. The Company did not measure the financial or non-financial assets and liabilities at March 31, 2022 as there was no event or significant change within the valuation hierarchy for the three months ended March 31, 2022. |
Net property on operating lease
Net property on operating lease | 3 Months Ended |
Mar. 31, 2022 | |
Operating Leases, Rent Expense, Net [Abstract] | |
Net property on operating lease | Note 5 – Net property on operating lease On April 5, 2021, the Company entered into an operating lease on a semi-truck video screen unit (the Lease”) and as part of the Lease the lessee had the option to purchase the unit. On January 5, 2022, the lessee exercised their option to purchase the unit at a fair value of $152,000 and for the three months ended the Company recognized a gain on the disposal of the unit in the amount of $44,894. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Note 6 – Debt Promissory Notes On March 1, 2021, an individual loaned the Company $35,000 in exchange for an unsecured promissory note that included interest at the rate of ten percent (10%) per annum on the unpaid principal balance with all unpaid principal and interest due on or before March 1, 2022. The maturity date was extended to December 31, 2022. Interest is due and payable on the 1 st Related Party On March 1, 2021, an affiliate of an officer of the Company, loaned the Company $30,000 in exchange for an unsecured promissory note that included interest at the rate of ten percent (10%) per annum on the unpaid principal balance with all unpaid principal and interest due on or before March 1, 2022. Interest is due and payable on the 1 st |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Note 7 – Stockholders’ Equity Preferred Shares Class A Convertible At March 31, 2022 and December 31, 2021, there are a total of 500,000 shares of Class A Convertible shares of preferred stock (“Class A”) issued and outstanding. The Class A shares provide that when voting as a single class, the shares shall have the votes and the voting power at all times to be at least 60% of the voting power of the Company. Further, the holders of the Class A shares at their discretion and subject to a change of control and to the qualification by application to either NASQAD or NYSE Emerging Markets, can convert their one share of Class A into two shares of the Company’s common stock, subject to adjustment. In addition, the holder of the shares of Class A is entitled to a liquidation preference of the Company senior to all other securities of the Company. Common Shares The Company’s capital stock at March 31, 2022 consists of 200,000,000 authorized shares of $0.0001 par value common stock. At March 31, 2022 and December 31, 2021, there were a total of 10,803,504 shares of common stock issued and outstanding. |
Equity Based Payments
Equity Based Payments | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Based Payments | Note 8 – Equity Based Payments The Company accounts for equity-based payment accruals under authoritative guidance as set forth in the Topics of the ASC. The guidance requires all equity-based payments to employees and non-employees, including grants of employee and non-employee stock options and warrants, to be recognized in the consolidated financial statements based at their fair values. 2014 Stock Incentive Plan Effective January 15, 2020, the Company’s adopted its 2020 Stock Option and Award Plan (the “2020 Stock Incentive Plan”). Under the 2020 Stock Incentive Plan, the Board of Directors may grant options or purchase rights to purchase common stock to officers, employees, and other persons who provide services to the Company or any related company. The participants to whom awards are granted, the type of awards granted, the number of shares covered for each award, and the purchase price, conditions and other terms of each award are determined by the Board of Directors, except that the term of the options shall not exceed 10 years. A total of 2 million shares of the Company’s common stock are subject to the 2020 Stock Incentive Plan. The shares issued for the 2020 Stock Incentive Plan may be either treasury or authorized and unissued shares. During the three months ended March 31, 2022 and 2021, the Company granted no options under the 2020 Stock Incentive Plan. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 9 – Related Party Transactions Consulting Fees During the three months ended March 31, 2022, the Company incurred consulting fees in the amount of $17,500 to an officer and an officer of one of its affiliates. During the three months ended March 31, 2021, the Company incurred consulting fees in the amount of $5,000 to an officer and an officer of an affiliate. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of Bio Lab Naturals, Inc. and its wholly owned subsidiary. All intercompany balances have been eliminated during consolidation. |
Use of Estimates in the Preparation of Consolidated Financial Statements | Use of Estimates in the Preparation of Consolidated Financial Statements The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates include the fair value of assets and liabilities, income taxes and the valuation allowances related to accounts receivable, deferred tax assets and contingencies. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all liquid investments purchased with an initial maturity of three months or less to be cash equivalents. Cash and cash equivalents include demand deposits carried at cost which approximates fair value. The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). |
Concentration of Credit Risk | Concentration of Credit Risk The Company offers its services to a small number of clients. This risk of non-payment by these clients is considered minimal and the Company does not generally obtain collateral for sales. The Company continually monitors the credit standing of its clients. |
Accounts Receivable | Accounts Receivable The Company records accounts receivable at net realizable value. This value includes an appropriate allowance for uncollectible accounts to reflect any loss anticipated on the accounts receivable balances and is charged to other income (expense) in the statements of operations. Management calculates this allowance based on its history of write-offs, the level of past-due accounts based on the contractual terms of the receivables, and the Company’s relationships with, and the economic status of, its clients. At March 31, 2022 and December 31, 2021, there are no allowance for uncollectible accounts. |
Leases | Leases Capital Leases The Company follows Leases (Topic 842) New lease transactions can be structured as direct financing leases that are non-cancelable "net" leases, contain "hell-or-high-water" provisions under which the lessee must make all lease payments regardless of any defects in the property, and which require the lessee to maintain, service and insure the property against casualty loss and pay all property, sales and other taxes. The re-lease of property that has come off lease may be accounted for as a sales-type lease or as an operating lease, depending on the terms of the re-lease. Leased property that comes off lease and is re-marketed through a sale to the lessee or a third party is accounted for as sale of leased property. For leases that qualify as direct financing leases, the aggregate lease payments receivable and estimated residual value, if any, are recorded net of unearned income as net investment in leases. The unearned income is recognized as direct finance income on an internal rate of return method calculated to achieve a level yield on the Company’s investment over the lease term. There are no costs or expenses related to direct financing leases since lease income is recorded on a net basis. For leases that qualify as sales-type leases, the Company recognizes profit or loss at lease inception to the extent the fair value of the property leased differs from the Company's carrying value. The difference between the discounted value of the aggregate lease payments receivable and the property cost, less the discounted value of the residual, if any, and any initial direct costs is recorded as sales-type lease income. For balance sheet purposes, the aggregate lease payments receivable and estimated residual value, if any, are recorded net of unearned income as net investment in leases. Unearned income is recognized as direct finance income over the lease term on an internal rate of return method. The residual value is an estimate for accounting purposes of the fair value of the lease property at lease termination. The estimates are reviewed periodically to ensure reasonableness, however, the amounts the Company may ultimately realize could differ from the estimated amounts. The Company has no leases that qualify as capital leases at March 31, 2022 and December 31, 2021. Operating Leases Lease contracts which do not meet the criteria of capital leases are accounted for as operating leases. Property on operating leases is recorded at the lower of cost or fair value and depreciated on a straight-line basis over the estimated useful life of the property. Rental income is recorded on a straight-line basis over the lease term. See Note 5 – Leases. |
Equipment | Equipment Equipment is recorded at cost and consists of screen video and related equipment. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. When equipment is retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation of equipment is over the estimated useful life of five to ten years using the straight-line method for consolidated financial statement purposes. At March 31, 2022 and December 31, 2021, there were net capitalized costs of $51,627 and $ $54,438, respectively. Depreciation expense for the three months ended March 31, 2022 and 2021 was $2,810 and $3,760, respectively. During the three months ended March 31, 2021, the Company sold a used screen and equipment for $14,700 and as a result reported a loss on the disposal of assets in the amount of $(73,046). |
Revenue recognition | Revenue recognition The Company follows the provisions of ASU No. 2014 - 09, Revenue from Contracts with Customers (Topic 606), Under ASU 2014 - 09, the Company recognizes revenue when control of the promised services is transferred to clients, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. The Company derives its revenues from the rendering of entertainment rental services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its contracts: Identify the contract with a client; Identify the performance obligations in the contract; Determine the transaction price; Allocate the transaction price to performance obligations in the contract; and Recognize revenue as the performance obligation is satisfied. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets In accordance with authoritative guidance on accounting for the impairment or disposal of long-lived assets, as set forth in Topic 360 of the ASC, the Company assesses the recoverability of the carrying value of its long-lived assets when events occur that indicate an impairment in value may exist. An impairment loss is indicated if the sum of the expected undiscounted future net cash flows is less than the carrying amount of the assets. If this occurs, an impairment loss is recognized for the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. |
Other Comprehensive Loss | Other Comprehensive Loss The Company has no material components of other comprehensive loss and accordingly, net loss is equal to comprehensive loss for the period. |
Income Taxes | Income Taxes The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the accounting bases and the tax bases of the Company’s assets and liabilities. The deferred tax assets and liabilities are computed using enacted tax rates in effect for the year in which the temporary differences are expected to reverse. The Company's deferred income taxes include certain future tax benefits. The Company records a valuation allowance against any portion of those deferred income tax assets when it believes, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred income tax asset will not be realized. The Company has adopted ASC guidance regarding accounting for uncertainty in income taxes. This guidance clarifies the accounting for income taxes by prescribing the minimum recognition threshold an income tax position is required to meet before being recognized in the consolidated financial statements and applies to all income tax positions. Each income tax position is assessed using a two-step process. A determination is first made as to whether it is more likely than not that the income tax position will be sustained, based upon technical merits, upon examination by the taxing authorities. If the income tax position is expected to meet the more likely than not criteria, the benefit recorded in the consolidated financial statements equals the largest amount that is greater than 50% likely to be realized upon its ultimate settlement. At March 31, 2022 and December 31, 2021, there were no uncertain tax positions that required accrual. |
Goodwill | Goodwill In accordance with generally accepted accounting principles, goodwill cannot be amortized, however, it must be tested annually for impairment. This impairment test is calculated at the reporting unit level. The goodwill impairment test has two steps. The first identifies potential impairments by comparing the fair value of a reporting unit with its book value, including goodwill. If the fair value of the reporting unit exceeds the carrying amount, goodwill is not impaired and the second step is not necessary. If the carrying value exceeds the fair value, the second step calculates the possible impairment loss by comparing the implied fair value of goodwill with the carrying amount. If the implied goodwill is less than the carrying amount, a write-down is recorded. Management tests goodwill each year for impairment, or when facts or circumstances indicate impairment has occurred. See Note 4 – Fair Value Measurements. |
Loss per Share | Loss per Share Basic net loss per common share of stock is calculated by dividing net loss available to common stockholders by the weighted-average number of common shares outstanding during each period. Diluted net loss per common share is calculated by dividing net loss by the weighted-average number of common shares outstanding, including the effect of other dilutive securities. The Company had no potentially dilutive securities issued at and for the three months ended March 31, 2022 and 2021. |
Equity Based Payments | Equity Based Payments The Company recognizes compensation cost for equity-based awards based on estimated fair value of the award and records capitalized cost or compensation expense over the requisite service period. |
Off-Balance Sheet Arrangements | Off-Balance Sheet Arrangements As part of its ongoing business, the Company has not participated in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities (SPEs), which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. For the period through March 31, 2022, the Company has not been involved in any unconsolidated SPE transactions. |
Subsequent Events | Subsequent Events The Company evaluates events and transactions after the balance sheet date but before the consolidated financial statements are issued. |
Organization and History (Detai
Organization and History (Details) - Prime Time Live, Inc [Member] | Dec. 31, 2019shares |
Organization and History (Details) [Line Items] | |
Common shares, shares issued | 5,500,000 |
Common shares, shares outstanding | 5,500,000 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||
Capitalized costs | $ 51,627 | $ 54,438 | |
Depreciation expense | 2,810 | $ 3,760 | |
Company sold used screen and equipment | 14,700 | ||
Loss on disposition of asset | $ 44,894 | $ (73,046) | |
Consolidated financial statements equals largest amount description | 50% |
Going Concern and Managements_2
Going Concern and Managements’ Plan (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Going Concern And Managements Plan | |||
Net loss | $ (23,728) | $ (139,038) | |
Accumulated deficit | $ (35,716,935) | $ (35,693,207) |
Net property on operating lea_2
Net property on operating lease (Details) | Jan. 05, 2022USD ($) |
Operating Leases, Rent Expense, Net [Abstract] | |
Lessee option to purchase | $ 152,000 |
Lease amount payable per month | $ 44,894 |
Debt (Details)
Debt (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 01, 2021 | |
An individual loan of Company [Member] | |||
Debt (Details) [Line Items] | |||
Debt instrument face amount | $ 35,000 | $ 35,000 | |
Interest rate | 10.00% | ||
Accrued interest | 292 | ||
Incurred interest expense | 875 | $ 255 | |
An affiliate of an officer of Company [Member] | |||
Debt (Details) [Line Items] | |||
Debt instrument face amount | $ 30,000 | ||
Interest rate | 10.00% | ||
Incurred interest expense | $ 0 | $ 297 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Stockholders' Equity (Details) [Line Items] | ||
Common shares, shares authorized | 200,000,000 | 200,000,000 |
Common shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common shares, shares issued | 10,803,504 | 10,803,504 |
Common shares, shares outstanding | 10,803,504 | 10,803,504 |
Class A Convertible [Member] | ||
Stockholders' Equity (Details) [Line Items] | ||
Preferred shares, shares issued | 500,000 | 500,000 |
Preferred shares, shares outstanding | 500,000 | 500,000 |
Voting rights | The Class A shares provide that when voting as a single class, the shares shall have the votes and the voting power at all times to be at least 60% of the voting power of the Company. |
Equity Based Payments (Details)
Equity Based Payments (Details) - Stock Incentive Plan [Member] shares in Millions | 3 Months Ended |
Mar. 31, 2022shares | |
Equity Based Payments (Details) [Line Items] | |
Options term | 10 years |
Common stock issued | 2 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Officers and Affiliate [Member] | ||
Related Party Transactions (Details) [Line Items] | ||
Consulting fees, related party | $ 17,500 | $ 5,000 |