Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 11, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 0-17529 | |
Entity Registrant Name | DIAMONDHEAD CASINO CORPORATION | |
Entity Central Index Key | 0000844887 | |
Entity Tax Identification Number | 59-2935476 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 1013 Princess Street | |
Entity Address, City or Town | Alexandria | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 22314 | |
City Area Code | 703 | |
Local Phone Number | 683-6800 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 36,297,576 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash | $ 78,592 | $ 82,091 |
Total current assets | 78,592 | 82,091 |
Land (Note 3) | 5,476,097 | 5,476,097 |
Other assets | 80 | 80 |
Total assets | 5,554,769 | 5,558,268 |
Current liabilities: | ||
Accounts payable and accrued expenses due related parties (Note 4) | 6,865,952 | 6,585,289 |
Accounts payable and accrued expenses - others (Note 4) | 4,214,936 | 4,132,371 |
Convertible notes and line of credit payable (Note 5) | 1,962,500 | 1,962,500 |
Debenture payable (Note 6) | 50,000 | 50,000 |
Convertible debenture payable (Note 6) | 1,800,000 | 1,800,000 |
Short term notes and interest bearing advance (Note 7) | 80,504 | 80,504 |
Notes payable due related parties (net of unamortized debt discount of $5,139 and $13,583, respectively) (Note 8) | 730,616 | 722,172 |
Notes payable due others (net of unamortized debt discount of $88,746 and $55,017, respectively) (Note 9) | 418,754 | 372,483 |
Total liabilities | 16,123,262 | 15,705,319 |
Commitments and contingencies (Notes 3 and 11) | ||
Stockholders’ deficit: | ||
Preferred stock, $0.01 par value; shares authorized 5,000,000, outstanding 2,086,000 at March 31, 2022 and December 31, 2021 (aggregate liquidation preference of $2,519,080 at March 31, 2022 and December 31, 2021) | 20,860 | 20,860 |
Common stock, $0.001 par value; shares authorized 50,000,000, issued: 39,052,472 at March 31, 2022 and December 31, 2021 outstanding: 36,297,576 at March 31, 2022 and December 31, 2021 | 39,052 | 39,052 |
Additional paid-in capital | 36,176,453 | 36,100,973 |
Unearned ESOP shares | (2,727,866) | (2,727,866) |
Accumulated deficit | (43,890,992) | (43,394,070) |
Treasury stock, at cost, 925,341 shares at March 31, 2022 and December 31, 2021 | (186,000) | (186,000) |
Total stockholders’ deficit | (10,568,493) | (10,147,051) |
Total liabilities and stockholders’ deficit | $ 5,554,769 | $ 5,558,268 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Unamortized debt discount | $ 5,139 | $ 13,583 |
Debt instrument, unamortized discount (premium), net | $ 88,746 | $ 55,017 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 2,086,000 | 2,086,000 |
Preferred stock, liquidation preference, value | $ 2,519,080 | $ 2,519,080 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 39,052,472 | 39,052,472 |
Common stock, shares outstanding | 36,297,576 | 36,297,576 |
Treasury stock, shares | 925,341 | 925,341 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
COSTS AND EXPENSES | ||
Administrative and general | $ 183,984 | $ 169,458 |
Other | 17,363 | 16,912 |
Total costs and expenses | 201,347 | 186,370 |
Interest expense: | ||
Related parties | 156,785 | 152,844 |
Other | 113,390 | 79,478 |
Total other expense | 270,175 | 232,322 |
NET LOSS | (471,522) | (418,692) |
PREFERRED STOCK DIVIDENDS | (25,400) | (25,400) |
NET LOSS APPLICABLE TO COMMON STOCKHOLDERS | $ (496,922) | $ (444,092) |
Weighted average common shares outstanding - basic and diluted | 36,297,576 | 36,297,576 |
Net loss per common share - basic and diluted | $ (0.014) | $ (0.012) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Deficiency (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Balance | $ (10,147,051) | $ (8,683,895) |
Dividends | (25,400) | (25,400) |
Net loss | (471,522) | (418,692) |
Balance | (10,568,493) | (9,127,987) |
Common stock to be issued in connection with notes payable | 64,000 | |
Common stock to be issued to related parties | 11,480 | |
Preferred Stock [Member] | ||
Balance | $ 20,860 | $ 20,860 |
Balance, shares | 2,086,000 | 2,086,000 |
Dividends | ||
Net loss | ||
Balance | $ 20,860 | $ 20,860 |
Balance, shares | 2,086,000 | 2,086,000 |
Common stock to be issued in connection with notes payable | ||
Common stock to be issued to related parties | ||
Common Stock [Member] | ||
Balance | $ 39,052 | $ 39,052 |
Balance, shares | 39,052,472 | 39,052,472 |
Dividends | ||
Net loss | ||
Balance | $ 39,052 | $ 39,052 |
Balance, shares | 39,052,472 | 39,052,472 |
Common stock to be issued in connection with notes payable | ||
Common stock to be issued to related parties | ||
Additional Paid-in Capital [Member] | ||
Balance | 36,100,973 | $ 36,042,139 |
Dividends | ||
Net loss | ||
Balance | 36,176,453 | 36,042,139 |
Common stock to be issued in connection with notes payable | 64,000 | |
Common stock to be issued to related parties | 11,480 | |
Unearned ESOP [Member] | ||
Balance | $ (2,727,866) | $ (2,846,468) |
Balance, shares | 1,829,555 | 1,909,100 |
Dividends | ||
Net loss | ||
Balance | $ (2,727,866) | $ (2,846,468) |
Balance, shares | 1,829,555 | 1,909,100 |
Common stock to be issued in connection with notes payable | ||
Common stock to be issued to related parties | ||
Retained Earnings [Member] | ||
Balance | (43,394,070) | $ (41,773,364) |
Dividends | (25,400) | (25,400) |
Net loss | (471,522) | (418,692) |
Balance | (43,890,992) | (42,217,456) |
Common stock to be issued in connection with notes payable | ||
Common stock to be issued to related parties | ||
Treasury Stock [Member] | ||
Balance | $ (186,000) | $ (166,114) |
Balance, shares | 925,341 | 845,796 |
Dividends | ||
Net loss | ||
Balance | $ (186,000) | $ (166,114) |
Balance, shares | 925,341 | 845,796 |
Common stock to be issued in connection with notes payable | ||
Common stock to be issued to related parties |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (471,522) | $ (418,692) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization | 38,715 | 15,609 |
Stock-based compensation | 11,480 | |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued expenses - related parties | 255,263 | 245,032 |
Accounts payable and accrued expenses - other | 82,565 | 101,839 |
Net cash used in operating activities | (83,499) | (56,212) |
Cash flows from financing activities: | ||
Proceeds from note payable - others | 80,000 | 50,000 |
Net cash provided by financing activities | 80,000 | 50,000 |
Net decrease in cash | (3,499) | (6,212) |
Cash at beginning of period | 82,091 | 88,711 |
Cash at end of period | 78,592 | 82,499 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | ||
Supplemental disclosure of non-cash financing activities: | ||
Unpaid preferred stock dividends in accounts payable and accrued expenses | 25,400 | 25,400 |
Common stock to be issued in connection with notes payable | 64,000 | |
Stock issuance liability | $ 13,750 |
Organization and Business
Organization and Business | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Note 1. Organization and Business Diamondhead Casino Corporation (the “Company”) owns, through its wholly-owned subsidiary, Mississippi Gaming Corporation, an approximate 400-acre undeveloped property located at 7051 Interstate 10, Diamondhead, Mississippi 39525 (hereafter “the Diamondhead Property” or “the Property”). The Company’s intent was and is to construct a casino resort and other amenities on the Property unilaterally or in conjunction with one or more joint venture partners. However, the Company has been unable, to date, to obtain financing to move the project forward and/or enter into a joint venture partnership. There can be no assurance that the substantial funds required for the design and construction of the project can be obtained or that such funds can be obtained on acceptable terms. In addition, the Company has been unable to obtain financing to sustain the Company. Due to its lack of financial resources and certain lawsuits filed by creditors against the Company, the Company was forced to explore other alternatives, including a sale of part or all of the Property. The Company’s preference is to sell only part of the Property inasmuch as this would appear to be in the best interest of the stockholders of the Company. However, there can be no assurance the Company will be able to sell only part of the Property. The Company intends to continue to pursue a joint venture partnership and/or other financing while seeking a viable purchaser for part or all of the Property. Finally, there can be no assurance that if the requisite financing for the project were obtained and the project were constructed, that the project would be successful. |
Liquidity and Going Concern
Liquidity and Going Concern | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity and Going Concern | Note 2. Liquidity and Going Concern These unaudited condensed consolidated financial statements have been prepared on the basis that the Company is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses over the past several years, has no operations, generates no operating revenues, and as reflected in the accompanying unaudited condensed consolidated financial statements, incurred a net loss applicable to common stockholders of $ 496,922 for the three months ended March 31, 2022. In addition, the Company had an accumulated deficit of $ 43,890,992 at March 31, 2022. Due to its lack of financial resources, the Company has been forced to explore other alternatives, including a sale of part or all of the Property. The Company has had no operations since it ended its gambling cruise ship operations in 2000. Since that time, the Company has concentrated its efforts on the development of its Diamondhead, Mississippi property. That development is dependent upon the Company obtaining the necessary capital, through either equity and/or debt financing, unilaterally or in conjunction with one or more partners, to master plan, design, obtain permits for, construct, open, and operate a casino resort. In the past, in order to raise capital to continue to pay on-going costs and expenses, the Company has borrowed funds, through Private Placements of convertible instruments as well as through other secured notes which are more fully described in Notes 5 through 9 to these unaudited condensed consolidated financial statements. The Company is in default with respect to payment of both principal and interest under the terms of most of these instruments. In addition, at March 31, 2022, the Company had $ 11,080,888 78,592 The above conditions raise substantial doubt as to the Company’s ability to continue as a going concern. COVID-19 The Company had no casino or other operations in 2020 and 2021 when COVID-19 surfaced. Therefore, the Company did not experience the adverse consequences that other casino companies experienced from COVID-19 based on their cessation of casino-related operations. However, as a result of COVID, the Company’s sole employee, its President, was unable to travel domestically or internationally to meet with potential investors or potential joint venture partners or to meet with outside, independent contractors. The extent to which COVID-19 may have affected the market for financing new construction in the hospitality, hotel and casino industries given the impact of COVID-19 on this segment of the economy is unknown. The Company did not incur any extraordinary expenses as a result of COVID-19, nor did it obtain any loans under the CARES Act. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conformity with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures included in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements included in this document have been prepared on the same basis as the annual consolidated financial statements and, in our opinion, reflect all adjustments, which include normal recurring adjustments necessary for a fair presentation in accordance with GAAP and SEC regulations for interim financial statements. The results for the three months ended March 31, 2022 are not necessarily indicative of the results that we will have for any subsequent period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes to those statements for the year ended December 31, 2021, attached to our annual report on Form 10-K. Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Diamondhead Casino Corporation and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Land Land held for development is carried at cost. Costs directly related to site development, such as licensing, permitting, engineering, and other costs, are capitalized. Land development costs, which have been capitalized, consist of the following at March 31, 2022 and December 31, 2021: Schedule of Land Development Cost Capitalized Land $ 4,934,323 Licenses 77,000 Engineering and costs associated with permitting 464,774 Total land $ 5,476,097 Fair Value Measurements The Company follows the provisions of ASC Topic 820 “Fair Value Measurements” for financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. The standard discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The standard utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Input other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable input that reflects management’s own assumptions. Financial instruments included in current assets and liabilities are reported at carrying value in the unaudited condensed consolidated balance sheets, which approximate fair value due to their short term nature. The fair value measurement of the derivative indemnification liability discussed in Note 8 below was computed using Level 1 inputs. There was no derivative indemnification liability at March 31, 2022 and December 31, 2021. Long-Lived Assets The Company reviews long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of long-lived assets is measured by comparing the carrying amount of the assets to the estimated undiscounted future cash flows projected to be generated by the assets. If such assets are considered impaired, the impairment to be recognized is measured by the amount the carrying value exceeds the fair value of such assets determined by appraisal, discounted cash flow projections, or other means. No Net Loss per Common Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings per share is calculated by using the weighted average number of common shares outstanding, plus other potentially dilutive securities. Potentially dilutive securities are excluded from the computation of diluted loss per shares since their effect would be antidilutive. Common shares outstanding consist of issued shares, including allocated and committed shares held by the ESOP trust, less shares held in treasury. Common shares outstanding excludes the 760,000 35,000 5,055,555 potentially convertible Debentures since the requirements for possible conversion have not yet been met and may never be met. The table below summarizes the components of potential dilutive securities at March 31, 2022 and 2021. Schedule of Components of Potential Dilutive Securities March 31, March 31, Description 2022 2021 Convertible Preferred Stock 260,000 260,000 Options to Purchase Common Shares 4,555,000 4,555,000 Total 4,815,000 4,815,000 Recently Issued Accounting Pronouncements Not Yet Adopted In November 2019, the FASB issued ASU 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivative and Hedging (Topic 815, and Leases (Topic 841) unaudited condensed consolidated financial position, results of operations, or cash flows. No other recent accounting pronouncements were issued by FASB that are believed by management to have a material impact on the Company’s present or future financial statements. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Note 4 Accounts Payable and Accrued Expenses The table below outlines the elements included in accounts payable and accrued expenses at March 31, 2022 and December 31, 2021: Schedule of Accounts Payable and Accrued Expenses March 31, December 31, 2022 2021 Related parties: Accrued payroll due officers $ 3,344,711 $ 3,269,711 Accrued interest due officers and directors 2,228,248 2,066,096 Accrued director fees 771,250 748,750 Base rents due to the President 362,469 348,866 Associated rental costs 141,966 134,558 Other 17,308 17,308 Total related parties $ 6,865,952 $ 6,585,289 Non-related parties: Accrued interest $ 2,599,217 $ 2,529,910 Accrued dividends 1,092,200 1,066,800 Accrued fines and penalties 337,450 312,600 Other 186,069 223,061 Total non-related parties $ 4,214,936 $ 4,132,371 |
Convertible Notes and Line of C
Convertible Notes and Line of Credit | 3 Months Ended |
Mar. 31, 2022 | |
Convertible Notes And Line Of Credit | |
Convertible Notes and Line of Credit | Note 5. Convertible Notes and Line of Credit Line of Credit In 2008, the Company entered into an agreement with an unrelated third party for an unsecured Line of Credit up to a maximum of $ 1,000,000 9 November 1, 2012 50,000 1.75 250,000 1.75 2,145,614 2,123,422 Convertible Notes Pursuant to a Private Placement Memorandum dated March 1, 2010, the Company offered Units consisting of a two year 25,000 12 The Promissory Notes were convertible into 50,000 Pursuant to an additional Private Placement Memorandum dated October 25, 2010, the Company offered Units consisting of a two year 25,000 9 convertible into 50,000 The Convertible Notes issued pursuant to the two Private Placements discussed above total $ 962,500 in principal and became due and payable beginning in March 2012 and extending to various dates through June 2013. As of the date of the filing of this report, all of the aforementioned debt obligations remain unpaid and in default under the repayment terms of the notes. In November 2020, the Superior Court of the State of Delaware awarded Judgments in favor of certain holders of these Promissory Notes who filed suit against the Company. As a result, the Company must carry an aggregate of $ 486,796 (total principal and interest) as debt owed to these noteholders. As of March 31, 2022 and December 31, 2021, all Notes issued had a total outstanding principal of $ 962,500 and accrued interest, including the additional interest awarded pursuant to the Court Judgments, of $ 975,438 and $ 950,371 , respectively. The table below summarizes the Company’s debt arising from the above-described sources as of March 31, 2022 and December 31, 2021: Schedule of Convertible Notes Payable March 31, 2022 December 31, 2021 Private placements - March 1, 2010* $ 475,000 $ 475,000 Private placements - October 25, 2010 487,500 487,500 $ 962,500 $ 962,500 * Of the 2010 placements above, $ 75,000 |
Convertible Debentures
Convertible Debentures | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Convertible Debentures | Note 6. Convertible Debentures Pursuant to a Private Placement Memorandum dated February 14, 2014 (the “Private Placement”), the Company offered up to a maximum of $ 3,000,000 3,000,000 4 matured six years from the date of issuance (a) $ 1,000,000 3,333,333 .30 (b) $ 1,000,000 2,222,222 .45 (c) $ 1,000,000 1,818,182 1,333,333 .55 .75 The conversion rights on each issued Debenture carry an Anti-Dilution Provision. If the Company issues any shares of Common Stock or other securities after March 31, 2014 at a price per security that is less than the conversion price of a Debenture, then the Debenture shall have a new conversion price equal to the price per security that is less than the Conversion Price of the Debenture. The foregoing provision shall not apply to the following: (a) The issuance of any of the other Debentures in the Offering or the issuance of shares of Common Stock upon conversion of any of the Debentures in the Offering; (b) The issuance of any shares of Common Stock if such issuance relates to an agreement, arrangement or grant to issue shares of Common Stock entered into by the Company prior to the Issue Date of the First Tranche Debentures in the Offering, including but not limited to, for example, previously issued convertible promissory notes, previously issued warrants, previously issued options to purchase Common Stock, or common stock vested or to be issued pursuant to a pre-existing Employee Stock Ownership Plan. The Anti-Dilution Provisions with respect to a Debenture terminate the earlier of (a) the date (if ever) the Company receives an “Approval to Proceed” from the Mississippi Gaming Commission to develop a casino/hotel on the Property, (b) the date on which the Debenture is converted in full, (c) the date on which the Debenture is paid in full, or (d) the Final Maturity Date of the Debenture (as defined in the Debenture). Since the issuance of the Debentures, there have been no events that would trigger the above anti-dilution provisions. When originally issued, in the event the Company failed to meet the conditions for conversion of the Debentures, the First Tranche Convertible Debentures, which total $ 950,000 850,000 50,000 427,081 519,581 501,081 |
Short Term Notes and Interest-B
Short Term Notes and Interest-Bearing Advance | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Short Term Notes and Interest-Bearing Advance | Note 7. Short Term Notes and Interest-Bearing Advance Promissory Notes On June 9, 2017, the Company entered into a Promissory Note with an unrelated lender in exchange for proceeds in the amount of $ 15,000 12.5 June 9, 2019 9,026 8,553 Bank Credit Facility Wells Fargo Bank provides an unsecured credit facility of up to $ 15,000 11.24 24.99 March 31, 2022 and December 31, 2021 , a principal balance of $ 18,004 Interest Bearing Advances In 2016, the Company received cash advances totaling $ 47,500 22,500 four years 8 14,200 12,000 On February 2, 2017, the Company borrowed $ 25,000 12.5 3 16,130 15,342 Of the amounts discussed above, $ 80,504 |
Current Notes Payable Due Relat
Current Notes Payable Due Related Parties | 3 Months Ended |
Mar. 31, 2022 | |
Current Notes Payable Due Related Parties | |
Current Notes Payable Due Related Parties | Note 8. Current Notes Payable Due Related Parties In 2016, the Company received cash advances totaling $ 47,500 25,000 8 14,000 12,000 In the third quarter of 2016, the Chairman of the Board of Directors of the Company loaned the Company $ 90,000 14 71,388 68,262 In July 2017, at the request of the Company, the current Chairman of the Board of Directors, who is also a Vice President of the Company (“the Chairman”), paid all property taxes due, together with all interest due thereon, to Hancock County, Mississippi on an approximate 400 67,628 The Chairman is one of the secured parties under that Land Deed of Trust recorded on September 26, 2014 in Hancock County, Mississippi, to secure Tranche I and Tranche II Debentures issued by the Company in 2014. Under paragraph 5 of the Land Deed of Trust, a secured party who advances sums for taxes due on the Property is secured by the same Land Deed of Trust, but only at that interest rate specified in the note representing the primary indebtedness, namely 4 The Chairman advanced the $ 67,628 on condition that: (is) the advance constitute a lien with interest at 4 % per annum under that Land Deed of Trust recorded September 26, 2014; (ii) he be paid additional interest of 11 % per annum on the amount advanced and owing and that the full 11% interest per annum is payable during any calendar year in which all or part of the amount advanced and owing or interest due thereon remains unpaid; (iii) this additional interest obligation be treated as a separate and secured debt of the Company, to be evidenced by a separate note and is secured with a separate and third lien to be placed on the Property (hereafter “the Third Lien”); (iv) the entire obligation will be treated as an advance to be paid out of any subsequent incoming financing obtained by the Company or any amounts recovered by the Company from a defendant in that collection action brought by the Company in the Circuit Court of Montgomery County, Maryland; and (v) he be indemnified for any losses sustained on the sale of that common stock sold to cover the payment of real estate property taxes and any credit card fees associated with payment. The Chairman has identified the common stock to be sold and will provide the Company with the documentation required to document the sale of said stock and to calculate the future loss, if any, on said stock. The fair value measurement of the derivative indemnification liability at December 31, 2021 was developed using Level 1 inputs, which was valued at $ 0 . On February 4, 2022, the Board of Directors entered into an agreement with Mr. Harrison, the Chairman of the Board of Directors, to issue 35,000 100,000 to cover the principal and interest due with respect to this note. On August 21, 2018, Mississippi Gaming Corporation placed a third lien on the Property to secure this obligation for $ 100,000 . Accrued interest on the note amounted to $ 57,315 and $ 49,194 at March 31, 2022 and December 31, 2021, respectively. In March of 2018, the Board of Directors voted to increase up to an additional $ 200,000 the amount secured by the third lien in favor of the Chairman of the Board, for amounts advanced by the Chairman on behalf of the Company, on the following terms and conditions, namely, that (is) the advance constitutes a lien on the Property with interest at 15% per annum; (ii) that the full interest of 15% per annum is payable during any calendar year in which all or part of the amount advanced is due and owing or interest due thereon remains unpaid; (iii) that this debt be evidenced by a separate promissory note and is to be included in and secured with a third lien that is to be placed on the Diamondhead Property to secure previous advances made to the Company (hereafter “the Third Lien”); (iv) that he be indemnified for any losses sustained on the sale of his common stock in an unrelated publicly-traded company to be sold to cover this advance based on a sales price of approximately $2.80 per share with a cap on the maximum loss per share to be at a sales price of $10.00 per share; and (v) that the Chairman’s previous indemnification approved by the Board of Directors on July 24, 2017 with respect to any loss on the sale of the same stock also be capped at a maximum of $10.00 per share. 35,000 200,000 to cover the principal and interest due with respect to this note. On August 21, 2018, Mississippi Gaming Corporation placed a third lien on the Diamondhead Property to secure this obligation for $ 200,000 . In November of 2018, the Board of Directors voted to increase up to an additional $ 100,000 200,000 In July 2020, the Chairman of the Board of the Company paid a total of $ 67,076 400 1,573 150,000 At March 31, 2022, the Chairman had advanced a total of $ 467,953 16,250 279,754 210,094 In May 2021, the Chairman of the Board of the Company paid a total of $ 62,610 400 1,468 100,000 On May 30, 2021, the Chairman of the Board of the Company loaned the Company $ 50,000 50,000 100,000 33,500 8,444 On July 24, 2017, the President of the Company, who is a Director of the Company, agreed to advance the Company up to $ 20,000 100,000 interest of 15% per annum on the amount advanced and owing and that the full 15% interest per annum is payable during any calendar year in which all or part of the amount advanced and owing or interest due thereon remains unpaid; (ii) the obligation in the maximum principal amount of $ 100,000 25,000 15,000 15,000 As of March 31, 2022, the President had advanced a total of $ 38,724 34,845 25,000 15,000 18,000 100,000 100,000 41,409 33,361 The third lien placed on the Diamondhead Property, which secures the above three promissory notes, totals up to $ 400,000 300,000 100,000 The principal balance of the notes payable due to the officers and directors discussed above was $ 730,616 5,139 722,172 13,583 636,605 |
Notes Payable Due Others
Notes Payable Due Others | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable Due Others | Note 9. Notes Payable Due Others In October 2017, the Company entered into a settlement with a holder of $ 150,000 of convertible notes as described in Note 5 above. As part of the settlement, the Company agreed to pay legal fees in the amount of $ 50,000 and issued a four year note at 0 % interest to satisfy this obligation. The note is currently in default. In December 2020, the Company entered into three promissory notes with unrelated lenders in exchange for an aggregate principal amount of $ 126,250 . The Company received proceeds of $ 100,000 , resulting in an original issue discount of $ 26,250 . This original issue discount was recorded as a debt discount, which will be amortized to interest expense over the life of the notes. The notes are non-interest bearing and matured in December 2021, one year after the notes’ issuances . These notes are currently in default. In January and February 2021, the Company entered into two additional promissory notes with unrelated lenders in exchange for a principal amount of $ 25,000 and $ 31,250 , respectively. The Company received total proceeds of $ 50,000 , resulting in an original issue discount of $ 6,250 . This original issue discount was recorded as a debt discount, which will be amortized to interest expense over the life of the notes. The notes are non-interest bearing and matured in January and February 2022, respectively, one year after the notes’ issuances. These notes are currently in default. In April and May 2021, the Company entered into three additional promissory notes with unrelated lenders in exchange for a principal amount of $ 70,000 , $ 25,000 and $ 25,000 , respectively. The Company received total proceeds of $ 100,000 , resulting in an original issue discount of $ 20,000 . This original issue discount was recorded as a debt discount, which will be amortized to interest expense over the life of the notes. The notes are non-interest bearing and matured in April and May 2022, respectively, one year after the notes’ issuances. The notes are currently in default. In July 2021, the Company entered into an additional promissory note with an unrelated lender in exchange for a principal amount of $ 25,000 25,000 In November 2021, the Company entered into an additional promissory note with an unrelated lender in exchange for a principal amount of $ 50,000 50,000 In March 2022, unrelated third parties paid a total of $ 60,436 19,564 80,000 80,000 40,000 80,000 40,000 80,000 160,000 From April 2021 to March 2022, twelve liens were placed on the Property to secure these notes. There is a call for the issuance of a total of 660,000 22,050 102,000 64,000 During the three months ended March 31, 2022 and 2021, $ 30,271 and $ 15,609 of the debt discount was amortized to interest expense to others. As of March 31, 2022 and December 31, 2021, total notes payable due others, net of unamortized discount, was $ 418,754 and $ 372,483 , respectively. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 10. Related Party Transactions As of March 31, 2022, the President of the Company is owed deferred salary in the amount of $ 3,141,996 and the Vice President and the current Chairman of the Board of Directors of the Company is owed deferred salary in the amount of $ 121,140 . The Board of directors agreed to pay interest at 9 % per annum on the foregoing amounts owed. Interest expense under this agreement amounted to $ 71,305 and $ 64,648 during the three months ended March 31, 2022 and 2021, respectively. Total interest accrued under this agreement totaled $ 1,683,464 and $ 1,612,158 as of March 31, 2022 and December 31, 2021, respectively. The Company has a month-to-month lease with the President and then-Chairman of the Board of Directors of the Company, for office space owned by the President in Alexandria, Virginia. The lease calls for monthly base rent in the amount of $ 4,534 and payment of associated costs of insurance, real estate taxes, utilities and other expenses. Rent expense associated with this lease amounted to base rent in the amount of $ 13,602 and associated rental costs of $ 7,408 for a total of $ 21,010 for the three months ended March 31, 2022 and base rent of $ 13,602 and associated rental costs of $ 6,485 for a total of $ 20,087 months ended March 31, 2021. No payments associated with the base rents were made in the quarters ended March 31, 2022 and 2021. At March 31, 2022 and December 31, 2021, amounts owing for base rent and associated rental costs totaled $ 504,435 and $ 483,424 , respectively. Directors of the Company are entitled to a director’s fee of $ 15,000 771,250 748,750 On February 4, 2022, the Board of Directors entered into an agreement with Mr. Harrison, the Chairman of the Board of Directors, to issue 35,000 shares of common stock of the Company to Mr. Harrison to repurchase the indemnification the Company had previously agreed to pay Mr. Harrison for losses, if any, suffered on certain stock he had sold in prior years in an unrelated company to raise funds to pay property taxes due on the Diamondhead, Mississippi Property and to lend additional funds to the Company. This repurchase eliminates any risk to the Company arising from the indemnification which could have been material. During the three months ended March 31, 2022, the Company recorded stock-based compensation of $ 11,480 for the fair value of these shares, which have not yet been issued as of the issuance date of these unaudited condensed consolidated financial statements. See Notes 4, 5, 7, 8 and 11 for other related party transactions. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 11. Commitments and Contingencies Liens As of March 31, 2022, there were twenty liens on the Company’s Diamondhead, Mississippi Property as follows: The Company’s obligations under the Collateralized Convertible Senior Debentures are secured by a first lien on the Company’s Diamondhead, Mississippi property (the “Investors Lien”). On March 31, 2014, the Company issued $ 1 850,000 1,850,000 pari passu 2,000,000 On December 16, 2016, the Company filed a second lien on the Diamondhead Property in the maximum amount of $ 250,000 137,500 On August 21, 2018, the Company filed a third lien on the Diamondhead Property for up to $ 400,000 On January 26, 2021, a fourth lien in the amount of $ 2,000,000 2,000,000 On February 17, 2021, a fifth lien in the amount of $ 658,750 658,750 In April 2021, six liens were placed on the Property to secure six non-interest-bearing notes payable to be issued to six lenders bringing total liens on the Property to eleven. The six notes issued total $ 252,500 250,000 In June 2021, a twelfth and thirteenth lien were placed on the Property to secure two non-interest bearing notes issued in May of 2021 which total $ 50,000 100,000 In July 2021, the Company placed a fourteenth lien on the Property to secure a promissory note in the amount of $ 150,000 In July 2021, the Company placed a fifteenth lien on the Property to secure a promissory note in the amount of $ 100,000 In July 2021, the Company placed a sixteenth lien on the Property to secure a non-interest bearing note issued to the Chairman in May 2021 which totals $ 50,000 in principal and calls for the issuance of 100,000 shares of common stock. The note is not convertible. As of the issuance date of these unaudited condensed consolidated financial statements, no shares have been issued. In July 2021, the Company placed a seventeenth lien on the Property to secure a non-interest bearing note issued to a lender, which totals $ 25,000 in principal and calls for the issuance of 50,000 shares of common stock. The note is not convertible. As of the issuance date of these unaudited condensed consolidated financial statements, no shares have been issued. In November 2021, an eighteenth lien was placed on the Property to secure a non-interest bearing note issued in November 2021 which totals $ 50,000 in principal and calls for the issuance of 100,000 shares of common stock. The note is not convertible. As of the issuance date of these unaudited condensed consolidated financial statements, no shares have been issued. In March 2022, a nineteenth and twentieth lien were placed on the Property to secure two non-interest bearing notes issued in March of 2022 which total $ 80,000 in principal and call for the issuance of a total of 160,000 shares of common stock. The notes are not convertible. As of the issuance date of these unaudited condensed consolidated financial statements, no shares have been issued. Other The Company is currently delinquent in filing those documents and forms required to be filed in connection with its Employee Stock Ownership Plan (“ESOP”) for the year ended December 31, 2021, 2020, 2019, 2018, 2017, 2016 and 2015. The Company did not have the funds to pay professionals to prepare, audit and file these documents and forms when due. Although these required filings normally do not result in any tax due to an agency of the government, the Company could be subject to significant penalties for failure to file these forms when due. Penalties are assessed by the Department of Labor on a per diem basis from the original due dates for the required informational filings until the filings are actually made. The Company has accrued $ 337,450 312,600 The Company and its subsidiaries file their federal tax return on a consolidated basis. The Company has not filed its consolidated federal tax returns for the years ended December 31, 2021, 2020, 2019, 2018, 2017 and 2016. The Company believes no tax will be due with these federal returns. Mississippi Gaming Corporation, a wholly owned subsidiary of the Company, has not filed its annual reports, together with its franchise tax due, with the state of Delaware for 2021, 2020, 2019 and 2018. Casino World, Inc., a wholly owned subsidiary of the Company, has not filed its annual reports, together with its franchise tax due, with the state of Delaware for 2021, 2020, 2019, 2018, 2017 and 2016. Mississippi Gaming Corporation has not filed its corporate income and franchise tax returns, together with the tax due, with the state of Mississippi for 2021, 2020, 2019, or 2018. Casino World, Inc. has not filed its corporate income and franchise tax returns, together with the tax due, with the state of Mississippi for 2021, 2020, 2019, 2018, 2017 and 2016. Management Agreement On June 19, 1993, two subsidiaries of the Company, Casino World Inc. and Mississippi Gaming Corporation, entered into a Management Agreement with Casinos Austria Maritime Corporation (CAMC). Subject to certain conditions, under the Management Agreement, CAMC would operate, on an exclusive basis, all of the Company’s proposed dockside gaming casinos in the State of Mississippi, including any operation fifty percent (50%) or more of which is owned by the Company or its affiliates. Unless terminated earlier pursuant to the provisions of the Agreement, the Agreement terminates five years from the first day of actual Mississippi gaming operations and provides for the payment of an annual operational term management fee of 1.2% of all gross gaming revenues between zero and $100,000,000; plus 0.75% of gross gaming revenue between $100,000,000 and $140,000,000; plus 0.5% of gross gaming revenue above $140,000,000; plus two percent of the net gaming revenue between zero and $25,000,000; plus three percent of the net gaming revenue above twenty-five million dollars $25,000,000. The Company believes this Agreement is no longer in effect. However, there can be no assurance that CAMC will not attempt to maintain otherwise which would lead to litigation. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 12. Subsequent Events In April 2022, an unrelated third party loaned the Company $ 50,000 50,000 50,000 one year 100,000 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conformity with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, we believe that the disclosures included in these unaudited condensed consolidated financial statements are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements included in this document have been prepared on the same basis as the annual consolidated financial statements and, in our opinion, reflect all adjustments, which include normal recurring adjustments necessary for a fair presentation in accordance with GAAP and SEC regulations for interim financial statements. The results for the three months ended March 31, 2022 are not necessarily indicative of the results that we will have for any subsequent period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes to those statements for the year ended December 31, 2021, attached to our annual report on Form 10-K. |
Principles of Consolidation | Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Diamondhead Casino Corporation and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Estimates | Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Land | Land Land held for development is carried at cost. Costs directly related to site development, such as licensing, permitting, engineering, and other costs, are capitalized. Land development costs, which have been capitalized, consist of the following at March 31, 2022 and December 31, 2021: Schedule of Land Development Cost Capitalized Land $ 4,934,323 Licenses 77,000 Engineering and costs associated with permitting 464,774 Total land $ 5,476,097 |
Fair Value Measurements | Fair Value Measurements The Company follows the provisions of ASC Topic 820 “Fair Value Measurements” for financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. The standard discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The standard utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Input other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable input that reflects management’s own assumptions. Financial instruments included in current assets and liabilities are reported at carrying value in the unaudited condensed consolidated balance sheets, which approximate fair value due to their short term nature. The fair value measurement of the derivative indemnification liability discussed in Note 8 below was computed using Level 1 inputs. There was no derivative indemnification liability at March 31, 2022 and December 31, 2021. |
Long-Lived Assets | Long-Lived Assets The Company reviews long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of long-lived assets is measured by comparing the carrying amount of the assets to the estimated undiscounted future cash flows projected to be generated by the assets. If such assets are considered impaired, the impairment to be recognized is measured by the amount the carrying value exceeds the fair value of such assets determined by appraisal, discounted cash flow projections, or other means. No |
Net Loss per Common Share | Net Loss per Common Share Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings per share is calculated by using the weighted average number of common shares outstanding, plus other potentially dilutive securities. Potentially dilutive securities are excluded from the computation of diluted loss per shares since their effect would be antidilutive. Common shares outstanding consist of issued shares, including allocated and committed shares held by the ESOP trust, less shares held in treasury. Common shares outstanding excludes the 760,000 35,000 5,055,555 potentially convertible Debentures since the requirements for possible conversion have not yet been met and may never be met. The table below summarizes the components of potential dilutive securities at March 31, 2022 and 2021. Schedule of Components of Potential Dilutive Securities March 31, March 31, Description 2022 2021 Convertible Preferred Stock 260,000 260,000 Options to Purchase Common Shares 4,555,000 4,555,000 Total 4,815,000 4,815,000 |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In November 2019, the FASB issued ASU 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivative and Hedging (Topic 815, and Leases (Topic 841) unaudited condensed consolidated financial position, results of operations, or cash flows. No other recent accounting pronouncements were issued by FASB that are believed by management to have a material impact on the Company’s present or future financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Land Development Cost Capitalized | Land development costs, which have been capitalized, consist of the following at March 31, 2022 and December 31, 2021: Schedule of Land Development Cost Capitalized Land $ 4,934,323 Licenses 77,000 Engineering and costs associated with permitting 464,774 Total land $ 5,476,097 |
Schedule of Components of Potential Dilutive Securities | The table below summarizes the components of potential dilutive securities at March 31, 2022 and 2021. Schedule of Components of Potential Dilutive Securities March 31, March 31, Description 2022 2021 Convertible Preferred Stock 260,000 260,000 Options to Purchase Common Shares 4,555,000 4,555,000 Total 4,815,000 4,815,000 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | The table below outlines the elements included in accounts payable and accrued expenses at March 31, 2022 and December 31, 2021: Schedule of Accounts Payable and Accrued Expenses March 31, December 31, 2022 2021 Related parties: Accrued payroll due officers $ 3,344,711 $ 3,269,711 Accrued interest due officers and directors 2,228,248 2,066,096 Accrued director fees 771,250 748,750 Base rents due to the President 362,469 348,866 Associated rental costs 141,966 134,558 Other 17,308 17,308 Total related parties $ 6,865,952 $ 6,585,289 Non-related parties: Accrued interest $ 2,599,217 $ 2,529,910 Accrued dividends 1,092,200 1,066,800 Accrued fines and penalties 337,450 312,600 Other 186,069 223,061 Total non-related parties $ 4,214,936 $ 4,132,371 |
Convertible Notes and Line of_2
Convertible Notes and Line of Credit (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Convertible Notes And Line Of Credit | |
Schedule of Convertible Notes Payable | The table below summarizes the Company’s debt arising from the above-described sources as of March 31, 2022 and December 31, 2021: Schedule of Convertible Notes Payable March 31, 2022 December 31, 2021 Private placements - March 1, 2010* $ 475,000 $ 475,000 Private placements - October 25, 2010 487,500 487,500 $ 962,500 $ 962,500 * Of the 2010 placements above, $ 75,000 |
Liquidity and Going Concern (De
Liquidity and Going Concern (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net Income (Loss) Available to Common Stockholders, Basic | $ 496,922 | $ 444,092 | |
Retained Earnings (Accumulated Deficit) | 43,890,992 | $ 43,394,070 | |
Accounts payable and accrued expenses | 11,080,888 | ||
Cash on hand | $ 78,592 | $ 82,091 |
Schedule of Land Development Co
Schedule of Land Development Cost Capitalized (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Product Information [Line Items] | ||
Total land | $ 5,476,097 | $ 5,476,097 |
Land [Member] | ||
Product Information [Line Items] | ||
Total land | 4,934,323 | 4,934,323 |
Licenses [Member] | ||
Product Information [Line Items] | ||
Total land | 77,000 | 77,000 |
Engineering and Costs Associated with Permitting [Member] | ||
Product Information [Line Items] | ||
Total land | $ 464,774 | $ 464,774 |
Schedule of Components of Poten
Schedule of Components of Potential Dilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 4,815,000 | 4,815,000 |
Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 260,000 | 260,000 |
Options to Purchase Common Shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 4,555,000 | 4,555,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Impairment of long-lived assets | $ 0 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,815,000 | 4,815,000 | |
Convertible Debentures [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,055,555 | ||
Mr. Harrison [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Number of shares issued | 35,000 | ||
Notes Payables [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Number of shares issued | 760,000 | ||
Fair Value, Inputs, Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Derivative, Fair Value, Net | $ 0 |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accrued payroll due officers | $ 3,344,711 | $ 3,269,711 |
Accrued interest due officers and directors | 2,228,248 | 2,066,096 |
Accrued director fees | 771,250 | 748,750 |
Base rents due to the President | 362,469 | 348,866 |
Associated rental costs | 141,966 | 134,558 |
Other | 17,308 | 17,308 |
Total related parties | 6,865,952 | 6,585,289 |
Accrued interest | 2,599,217 | 2,529,910 |
Accrued dividends | 1,092,200 | 1,066,800 |
Accrued fines and penalties | 337,450 | 312,600 |
Other | 186,069 | 223,061 |
Total non-related parties | $ 4,214,936 | $ 4,132,371 |
Schedule of Convertible Notes P
Schedule of Convertible Notes Payable (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | |||
Convertible notes payable | $ 1,962,500 | $ 1,962,500 | |
March 1, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible notes payable | [1] | 475,000 | 475,000 |
Due to a related party | 75,000 | 75,000 | |
October 25, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible notes payable | 487,500 | 487,500 | |
Private Placement [Member] | Convertible Promissory Note [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible notes payable | $ 962,500 | $ 962,500 | |
[1] | Of the 2010 placements above, $ 75,000 |
Schedule of Convertible Notes_2
Schedule of Convertible Notes Payable (Details) (Parenthetical) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
March 1, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | ||
Short-Term Debt [Line Items] | ||
Due to a related party | $ 75,000 | $ 75,000 |
Convertible Notes and Line of_3
Convertible Notes and Line of Credit (Details Narrative) - USD ($) | Nov. 30, 2020 | Oct. 25, 2010 | Mar. 01, 2010 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2008 | Oct. 31, 2017 | Sep. 26, 2014 | |
Line of Credit Facility [Line Items] | |||||||||
Debt instrument, interest rate, stated percentage | 4.00% | ||||||||
Convertible Notes Payable, Current | $ 1,962,500 | $ 1,962,500 | |||||||
Convertible Promissory Note [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument, face amount | $ 150,000 | ||||||||
March 1, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument term | 2 years | ||||||||
Debt instrument, face amount | $ 25,000 | ||||||||
Debt instrument, interest rate, stated percentage | 12.00% | ||||||||
Debt instrument, convertible, terms of conversion feature | The Promissory Notes were convertible into 50,000 shares of common stock of the Company upon issuance and for a period of five years at the option of the investor | ||||||||
Debt instrument, convertible, number of equity instruments | 50,000 | ||||||||
Convertible Notes Payable, Current | [1] | 475,000 | 475,000 | ||||||
October 25, 2010 Private Placement [Member] | Convertible Promissory Note [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument term | 2 years | ||||||||
Debt instrument, face amount | $ 25,000 | ||||||||
Debt instrument, interest rate, stated percentage | 9.00% | ||||||||
Debt instrument, convertible, terms of conversion feature | convertible into 50,000 shares of common stock of the Company upon issuance and for a period of five years at the option of the investor | ||||||||
Debt instrument, convertible, number of equity instruments | 50,000 | ||||||||
Convertible Notes Payable, Current | 487,500 | 487,500 | |||||||
Private Placement [Member] | Convertible Promissory Note [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Convertible Notes Payable, Current | 962,500 | 962,500 | |||||||
Debt Instrument, Periodic Payment | $ 486,796 | ||||||||
Interest Payable | 975,438 | 950,371 | |||||||
Line of Credit [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 1,000,000 | ||||||||
Line of credit interest rate | 9.00% | ||||||||
Line of credit, expiration date | Nov. 1, 2012 | ||||||||
Number of options awarded | 50,000 | ||||||||
Share issued price per share options | $ 1.75 | ||||||||
Line of credit, principal and accrued interest | $ 2,145,614 | $ 2,123,422 | |||||||
Line of Credit [Member] | Maximum [Member] | Lender [Member] | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Number of options awarded | 250,000 | ||||||||
Share issued price per share options | $ 1.75 | ||||||||
[1] | Of the 2010 placements above, $ 75,000 |
Convertible Debentures (Details
Convertible Debentures (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 26, 2014 | |
Short-Term Debt [Line Items] | |||
Debt instrument, interest rate, stated percentage | 4.00% | ||
Convertible debenture payable | $ 1,800,000 | $ 1,800,000 | |
February 14, 2014 Private Placement [Member] | Convertible Debt Securities [Member] | |||
Short-Term Debt [Line Items] | |||
Maximum offering amount | 3,000,000 | ||
Debt instrument, face amount | $ 3,000,000 | ||
Debt instrument, interest rate, stated percentage | 4.00% | ||
Debt instrument, maturity date, description | matured six years from the date of issuance | ||
February 14, 2014 Private Placement [Member] | Convertible Debt Securities [Member] | Tranche 1 [Member] | |||
Short-Term Debt [Line Items] | |||
Collateralized convertible senior debentures | $ 1,000,000 | ||
Conversion of debenture into shares of common stock | 3,333,333 | ||
Debt instrument, convertible, conversion price | $ 0.30 | ||
Convertible debenture payable | $ 950,000 | ||
February 14, 2014 Private Placement [Member] | Convertible Debt Securities [Member] | Tranche 2 [Member] | |||
Short-Term Debt [Line Items] | |||
Collateralized convertible senior debentures | $ 1,000,000 | ||
Conversion of debenture into shares of common stock | 2,222,222 | ||
Debt instrument, convertible, conversion price | $ 0.45 | ||
Convertible debenture payable | $ 850,000 | ||
February 14, 2014 Private Placement [Member] | Convertible Debt Securities [Member] | Tranche 3 [Member] | |||
Short-Term Debt [Line Items] | |||
Collateralized convertible senior debentures | $ 1,000,000 | ||
February 14, 2014 Private Placement [Member] | Convertible Debt Securities [Member] | Tranche 3 [Member] | Minimum [Member] | |||
Short-Term Debt [Line Items] | |||
Conversion of debenture into shares of common stock | 1,818,182 | ||
Debt instrument, convertible, conversion price | $ 0.55 | ||
February 14, 2014 Private Placement [Member] | Convertible Debt Securities [Member] | Tranche 3 [Member] | Maximum [Member] | |||
Short-Term Debt [Line Items] | |||
Conversion of debenture into shares of common stock | 1,333,333 | ||
Debt instrument, convertible, conversion price | $ 0.75 | ||
February 14, 2014 Private Placement [Member] | Non Convertible Senior Debentures [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible debenture payable | $ 50,000 | ||
Convertible Debentures [Member] | |||
Short-Term Debt [Line Items] | |||
Interest payment in default | 427,081 | ||
Accrued interest due | $ 519,581 | $ 501,081 |
Short Term Notes and Interest_2
Short Term Notes and Interest-Bearing Advance (Details Narrative) - USD ($) | Jun. 09, 2017 | Feb. 02, 2017 | Aug. 25, 2016 | Dec. 31, 2016 | Dec. 31, 2016 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 26, 2014 |
Short-Term Debt [Line Items] | ||||||||
Debt interest rate | 4.00% | |||||||
Short term notes and interest bearing advance | $ 80,504 | $ 80,504 | $ 80,504 | |||||
Unrelated Third Party [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt interest rate | 12.50% | |||||||
Accrued interest | 16,130 | 15,342 | ||||||
Short term notes and interest bearing advance | $ 25,000 | |||||||
Seven Lenders [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Cash received advances | $ 47,500 | $ 47,500 | ||||||
Third Parties [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Cash received advances | $ 22,500 | |||||||
Seven Lenders and Third Parties [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Debt interest rate | 8.00% | |||||||
Accrued interest | 14,200 | 12,000 | ||||||
Debt matures term | 4 years | |||||||
Lender [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Increase in interest rate per annum | 3.00% | |||||||
Promissory Note [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Proceeds from notes payable | $ 15,000 | |||||||
Debt interest rate | 12.50% | |||||||
Debt instrument, maturity date | Jun. 9, 2019 | |||||||
Accrued interest | 9,026 | 8,553 | ||||||
Bank Credit Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | 15,000 | |||||||
Line of credit | $ 18,004 | $ 18,004 | ||||||
Bank Credit Facility [Member] | Direct Charges [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Line of credit, interest rate | 11.24% | |||||||
Bank Credit Facility [Member] | Cash Advanced Through The Facility [Member] | ||||||||
Short-Term Debt [Line Items] | ||||||||
Line of credit, interest rate | 24.99% |
Current Notes Payable Due Rel_2
Current Notes Payable Due Related Parties (Details Narrative) | May 31, 2021USD ($)a | May 30, 2021USD ($)shares | Aug. 21, 2018USD ($) | Jun. 30, 2018USD ($) | Jul. 24, 2017USD ($) | Mar. 31, 2022USD ($) | Jul. 31, 2020USD ($)a | Mar. 31, 2018USD ($) | Jul. 31, 2017USD ($)a | Dec. 31, 2016USD ($) | Mar. 31, 2022USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Feb. 04, 2022shares | Dec. 31, 2021USD ($) | Mar. 31, 2019USD ($) | Nov. 30, 2018USD ($) | Jun. 09, 2017 | Aug. 25, 2016 | Sep. 26, 2014 |
Debt instrument, interest rate, stated percentage | 4.00% | |||||||||||||||||||
Debt Instrument, Periodic Payment, Interest | $ 50,000 | |||||||||||||||||||
Fair value of stock issuance liability | $ 33,500 | |||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 5,139 | $ 5,139 | $ 13,583 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||
Number of shares issue | shares | 100,000 | |||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 12.50% | |||||||||||||||||||
Accrued interest due | 9,026 | 9,026 | 8,553 | |||||||||||||||||
Mississippi Gaming Corporation [Member] | Secured Promissory Note [Member] | ||||||||||||||||||||
Accrued interest due | 57,315 | 57,315 | 49,194 | |||||||||||||||||
Chairman [Member] | ||||||||||||||||||||
Terms on advances from chairman description | the advance constitutes a lien on the Property with interest at 15% per annum; (ii) that the full interest of 15% per annum is payable during any calendar year in which all or part of the amount advanced is due and owing or interest due thereon remains unpaid; (iii) that this debt be evidenced by a separate promissory note and is to be included in and secured with a third lien that is to be placed on the Diamondhead Property to secure previous advances made to the Company (hereafter “the Third Lien”); (iv) that he be indemnified for any losses sustained on the sale of his common stock in an unrelated publicly-traded company to be sold to cover this advance based on a sales price of approximately $2.80 per share with a cap on the maximum loss per share to be at a sales price of $10.00 per share; and (v) that the Chairman’s previous indemnification approved by the Board of Directors on July 24, 2017 with respect to any loss on the sale of the same stock also be capped at a maximum of $10.00 per share. | |||||||||||||||||||
Principal amount | $ 200,000 | $ 100,000 | ||||||||||||||||||
Chairman [Member] | March 2018 and March 2019 [Member] | ||||||||||||||||||||
Accrued interest due | 279,754 | 279,754 | 210,094 | |||||||||||||||||
Principal amount | $ 467,953 | 467,953 | ||||||||||||||||||
Repayment of related party debt | 16,250 | |||||||||||||||||||
Board of Directors [Member] | March 2019 [Member] | ||||||||||||||||||||
Principal amount | $ 200,000 | |||||||||||||||||||
Chairman of the Board [Member] | ||||||||||||||||||||
Area of land, owned | a | 400 | 400 | ||||||||||||||||||
Principal amount | $ 50,000 | |||||||||||||||||||
Taxes payable | $ 62,610 | $ 67,076 | ||||||||||||||||||
Property related fees | 1,468 | 1,573 | ||||||||||||||||||
Amortization of Debt Discount (Premium) | $ 8,444 | |||||||||||||||||||
Chairman of the Board [Member] | July, 2021 [Member] | ||||||||||||||||||||
Repayments of secured debt | $ 100,000 | $ 150,000 | ||||||||||||||||||
President [Member] | ||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 9.00% | 9.00% | ||||||||||||||||||
Accrued interest due | $ 41,409 | $ 41,409 | 33,361 | |||||||||||||||||
Proceeds from related parties | $ 20,000 | |||||||||||||||||||
Secured Obligation | $ 100,000 | |||||||||||||||||||
Due from Officers or Stockholders | 38,724 | 38,724 | ||||||||||||||||||
Repayments of Debt | 34,845 | |||||||||||||||||||
Other Accrued Liabilities | 18,000 | 18,000 | ||||||||||||||||||
President [Member] | Loan One [Member] | ||||||||||||||||||||
Loan amount | 25,000 | $ 25,000 | 25,000 | |||||||||||||||||
President [Member] | Loan Two [Member] | ||||||||||||||||||||
Loan amount | 15,000 | 15,000 | 15,000 | |||||||||||||||||
President [Member] | Two Loans [Member] | ||||||||||||||||||||
Credit facilities, maximum amount | 15,000 | |||||||||||||||||||
President [Member] | Third Lien [Member] | ||||||||||||||||||||
Loan amount | 100,000 | |||||||||||||||||||
Maximum [Member] | Board of Directors [Member] | ||||||||||||||||||||
Proceeds from related parties | $ 100,000 | |||||||||||||||||||
Related party transaction, terms and manner of settlement | interest of 15% per annum on the amount advanced and owing and that the full 15% interest per annum is payable during any calendar year in which all or part of the amount advanced and owing or interest due thereon remains unpaid; (ii) the obligation in the maximum principal amount of $100,000 with interest due thereon be treated as a secured debt of the Company, to be evidenced by a separate note and to be secured with a separate lien to be placed on the Diamondhead Property (“the Third Lien”) together with the Chairman’s Third Lien, as well as a first lien to be placed on the residential lot owned by the Company; (iii) that the Third Lien on the Diamondhead Property also include the two loans ($25,000 and $15,000) and interest due thereon and credit facilities in the maximum amount of $15,000; and (iv) that the foregoing will be treated as advances to be paid out of any subsequent incoming financing obtained by the Company or any amounts recovered by the Company from a defendant in that collection action brought by the Company in the Circuit Court of Montgomery County, Maryland | |||||||||||||||||||
Maximum [Member] | President [Member] | ||||||||||||||||||||
Secured promissory note | 100,000 | |||||||||||||||||||
Fair Value, Inputs, Level 1 [Member] | ||||||||||||||||||||
Derivative, Fair Value, Net | 0 | |||||||||||||||||||
Payable During any Calendar Year [Member] | ||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 11.00% | |||||||||||||||||||
Mississippi Property [Member] | ||||||||||||||||||||
Area of land, owned | a | 400 | |||||||||||||||||||
Notes payable, related parties | $ 67,628 | |||||||||||||||||||
Principal amount | 80,000 | 80,000 | ||||||||||||||||||
Taxes payable | 60,436 | 60,436 | ||||||||||||||||||
Repayment of related party debt | 80,000 | |||||||||||||||||||
Diamond Head Property [Member] | ||||||||||||||||||||
Secured promissory note | 400,000 | |||||||||||||||||||
Seven Lenders [Member] | ||||||||||||||||||||
Cash received advances | $ 47,500 | $ 47,500 | ||||||||||||||||||
Three Current Directors [Member] | ||||||||||||||||||||
Cash received advances | $ 25,000 | |||||||||||||||||||
Seven Lenders and Three Current Directors [Member] | ||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 8.00% | |||||||||||||||||||
Accrued interest due | 14,000 | 14,000 | 12,000 | |||||||||||||||||
Chairman of the Board of Directors [Member] | ||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 14.00% | |||||||||||||||||||
Accrued interest due | 71,388 | 71,388 | 68,262 | |||||||||||||||||
Proceeds from related parties | $ 90,000 | |||||||||||||||||||
Increase (Decrease) in Property and Other Taxes Payable | $ 67,628 | |||||||||||||||||||
Board of Directors Chairman [Member] | ||||||||||||||||||||
Number of shares issue | shares | 35,000 | |||||||||||||||||||
Chairman [Member] | ||||||||||||||||||||
Secured Obligation | 100,000 | |||||||||||||||||||
Chairman [Member] | Promissory Note [Member] | ||||||||||||||||||||
Secured Obligation | $ 200,000 | |||||||||||||||||||
Chairman [Member] | Maximum [Member] | ||||||||||||||||||||
Secured promissory note | $ 100,000 | |||||||||||||||||||
Chairman [Member] | Maximum [Member] | Promissory Note [Member] | ||||||||||||||||||||
Secured promissory note | $ 200,000 | |||||||||||||||||||
Chairman of Board [Member] | Diamond Head Property [Member] | ||||||||||||||||||||
Secured promissory note | 300,000 | |||||||||||||||||||
President [Member] | Diamond Head Property [Member] | ||||||||||||||||||||
Secured promissory note | 100,000 | |||||||||||||||||||
Officers and Directors [Member] | ||||||||||||||||||||
Notes payable, related parties | 636,605 | 636,605 | 636,605 | |||||||||||||||||
Principal amount | 730,616 | 730,616 | 13,583 | |||||||||||||||||
Debt Instrument, Unamortized Discount | $ 5,139 | $ 5,139 | $ 722,172 |
Notes Payable Due Others (Detai
Notes Payable Due Others (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2022 | Nov. 30, 2021 | Jul. 31, 2021 | May 31, 2021 | Feb. 28, 2021 | Dec. 31, 2020 | Oct. 31, 2017 | Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 26, 2014 | |
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | |||||||||||
Proceeds from short-term notes payable | $ 80,000 | $ 50,000 | ||||||||||
Debt Instrument, Unamortized Discount | $ 5,139 | 5,139 | $ 5,139 | $ 13,583 | ||||||||
Mississippi Property [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | 80,000 | 80,000 | 80,000 | |||||||||
Taxes payable | 60,436 | 60,436 | 60,436 | |||||||||
Additional loan amount | $ 19,564 | 19,564 | 19,564 | |||||||||
Stock issued during period shares | 160,000 | |||||||||||
Repayment of related party debt | $ 80,000 | |||||||||||
Unrelated Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Unamortized Discount | 64,000 | 64,000 | $ 64,000 | 102,000 | ||||||||
Unrelated Lenders [Member] | Common Stock [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stock issued during period shares | 660,000 | |||||||||||
Debt Instrument, Call Feature | There is a call for the issuance of a total of 660,000 shares of common stock in connection with the notes and liens, however, no shares have been issued to date | |||||||||||
Liabilities, Fair Value Adjustment | $ 22,050 | |||||||||||
Others [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Amortization of Debt Discount (Premium) | 30,271 | $ 15,609 | ||||||||||
Four Year Note Issued In Settlement [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Legal Fees | $ 50,000 | |||||||||||
Debt Instrument, Term | 4 years | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.00% | |||||||||||
Secured Promissory Notes One [Member] | Mississippi Property [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 40,000 | 40,000 | $ 40,000 | |||||||||
Stock issued during period shares | 80,000 | |||||||||||
Secured Promissory Notes Two [Member] | Mississippi Property [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 40,000 | 40,000 | 40,000 | |||||||||
Stock issued during period shares | 80,000 | |||||||||||
Convertible Promissory Note [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 150,000 | |||||||||||
Three Promissory Notes [Member] | Unrelated Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | 126,250 | |||||||||||
Proceeds from short-term notes payable | $ 100,000 | 100,000 | ||||||||||
Debt Instrument, Unamortized Discount | 20,000 | $ 26,250 | ||||||||||
Debt Instrument, Maturity Date, Description | The notes are non-interest bearing and matured in December 2021, one year after the notes’ issuances | |||||||||||
Three Promissory Notes [Member] | Unrelated Lenders [Member] | Common Stock [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Unamortized Discount | $ 418,754 | $ 418,754 | $ 418,754 | $ 372,483 | ||||||||
Promissory Note One [Member] | Unrelated Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 50,000 | $ 25,000 | 70,000 | $ 25,000 | ||||||||
Proceeds from short-term notes payable | $ 50,000 | $ 25,000 | ||||||||||
Promissory Notes Two [Member] | Unrelated Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | 25,000 | |||||||||||
Promissory Notes Two [Member] | Unrelated Lenders One [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | 31,250 | |||||||||||
Two Additional Promissory Notes [Member] | Unrelated Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from short-term notes payable | 50,000 | |||||||||||
Debt Instrument, Unamortized Discount | $ 6,250 | |||||||||||
Promissory Notes Three [Member] | Unrelated Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 25,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Feb. 04, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Sep. 26, 2014 |
Related Party Transaction [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | ||||
Monthly base rent | $ 4,534 | ||||
[custom:RentExpense-0] | 13,602 | $ 13,602 | |||
Associated rental costs | 7,408 | 6,485 | |||
Operating Lease, Expense | 21,010 | 20,087 | |||
Share-Based Payment Arrangement, Expense | 11,480 | ||||
Director [Member] | |||||
Related Party Transaction [Line Items] | |||||
Directors fees | 15,000 | ||||
Current And Former Directors [Member] | |||||
Related Party Transaction [Line Items] | |||||
Accrued directors fees | 771,250 | $ 748,750 | |||
Mr. Harrison [Member] | |||||
Related Party Transaction [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 35,000 | ||||
President [Member] | |||||
Related Party Transaction [Line Items] | |||||
Accrued Salaries | $ 3,141,996 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | ||||
Interest Payable | $ 41,409 | 33,361 | |||
Accrued Rent | 504,435 | 483,424 | |||
Vice President and Current Chairman of Board of Directors [Member] | |||||
Related Party Transaction [Line Items] | |||||
Accrued Salaries | 121,140 | ||||
Management [Member] | |||||
Related Party Transaction [Line Items] | |||||
Interest Expense | 71,305 | $ 64,648 | |||
Interest Payable | $ 1,683,464 | $ 1,612,158 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Sep. 26, 2014 | Mar. 31, 2022 | Nov. 30, 2021 | Jul. 31, 2021 | Jun. 30, 2021 | Apr. 30, 2021 | Mar. 31, 2022 | Dec. 31, 2021 | Feb. 17, 2021 | Jan. 26, 2021 | Dec. 31, 2020 | Aug. 21, 2018 | Dec. 16, 2016 | Dec. 31, 2014 | Mar. 31, 2014 |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Other accrued liabilities, current | $ 186,069 | $ 186,069 | $ 223,061 | ||||||||||||
Employee Stock Ownership Plan [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Other accrued liabilities, current | 337,450 | 337,450 | $ 312,600 | ||||||||||||
Notes Payable Principal Due [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 137,500 | ||||||||||||||
Second Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Amount owed | $ 250,000 | ||||||||||||||
Third Lien [Member] | Diamond Head Property [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Amount owed | $ 400,000 | ||||||||||||||
Fourth Lien [Member] | President [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 2,000,000 | ||||||||||||||
Fifth Lien [Member] | Director [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 658,750 | ||||||||||||||
Mississippi Property [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 80,000 | 80,000 | |||||||||||||
Number of shares issuable | 160,000 | ||||||||||||||
Diamond Head Property [Member] | Fourth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
[custom:PropertyToSecureNonInterestNotes-0] | $ 2,000,000 | ||||||||||||||
Diamond Head Property [Member] | Fifth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
[custom:PropertyToSecureNonInterestNotes-0] | $ 658,750 | ||||||||||||||
Diamond Head Property [Member] | Six Lien [Member] | Lender [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 252,500 | ||||||||||||||
Number of shares issuable | 250,000 | ||||||||||||||
Diamond Head Property [Member] | Twelfth and Thirteenth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 50,000 | ||||||||||||||
Number of shares issuable | 100,000 | ||||||||||||||
Diamond Head Property [Member] | Sixteenth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 50,000 | ||||||||||||||
Number of shares issuable | 100,000 | ||||||||||||||
Diamond Head Property [Member] | Seventeenth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 25,000 | ||||||||||||||
Number of shares issuable | 50,000 | ||||||||||||||
Diamond Head Property [Member] | Eighteenth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 50,000 | ||||||||||||||
Number of shares issuable | 100,000 | ||||||||||||||
Diamond Head Property [Member] | Nineteenth and Twentieth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 80,000 | $ 80,000 | |||||||||||||
Number of shares issuable | 160,000 | ||||||||||||||
Board of Directors Chairman [Member] | Diamond Head Property [Member] | Fourteenth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Notes payable | $ 150,000 | ||||||||||||||
Board of Directors Chairman [Member] | Diamond Head Property [Member] | Fifteenth Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Notes payable | $ 100,000 | ||||||||||||||
Casinos Austria Maritime Corporation [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Commitment description | On June 19, 1993, two subsidiaries of the Company, Casino World Inc. and Mississippi Gaming Corporation, entered into a Management Agreement with Casinos Austria Maritime Corporation (CAMC). Subject to certain conditions, under the Management Agreement, CAMC would operate, on an exclusive basis, all of the Company’s proposed dockside gaming casinos in the State of Mississippi, including any operation fifty percent (50%) or more of which is owned by the Company or its affiliates. Unless terminated earlier pursuant to the provisions of the Agreement, the Agreement terminates five years from the first day of actual Mississippi gaming operations and provides for the payment of an annual operational term management fee of 1.2% of all gross gaming revenues between zero and $100,000,000; plus 0.75% of gross gaming revenue between $100,000,000 and $140,000,000; plus 0.5% of gross gaming revenue above $140,000,000; plus two percent of the net gaming revenue between zero and $25,000,000; plus three percent of the net gaming revenue above twenty-five million dollars $25,000,000. The Company believes this Agreement is no longer in effect. However, there can be no assurance that CAMC will not attempt to maintain otherwise which would lead to litigation. | ||||||||||||||
Collateralized Convertible Senior Debentures [Member] | Investors Lien [Member] | Mississippi Property [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Secure principal and interest amount due | $ 1,850,000 | ||||||||||||||
Collateralized Convertible Senior Debentures [Member] | Executives Lien [Member] | Mississippi Property [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Amount owed | $ 2,000,000 | ||||||||||||||
Collateralized Convertible Senior Debentures [Member] | Tranche 1 [Member] | Investors Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 1,000,000 | ||||||||||||||
Collateralized Convertible Senior Debentures [Member] | Tranche 2 [Member] | Investors Lien [Member] | |||||||||||||||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |||||||||||||||
Debt instrument, face amount | $ 850,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] - Unrelated Third Party [Member] | 1 Months Ended |
Apr. 30, 2022USD ($)shares | |
Subsequent Event [Line Items] | |
Proceeds from issuance of debt | $ 50,000 |
Secured Promissory Note [Member] | |
Subsequent Event [Line Items] | |
Debt principal amount | $ 50,000 |
Debt instrument term | 1 year |
Shares reserved for future issuance | shares | 100,000 |