Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Apr. 15, 2021 | Jun. 30, 2020 | |
Document And Entity Information | |||
Entity Registrant Name | Genethera Inc | ||
Entity Central Index Key | 0001017110 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2020 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 1,024,337 | ||
Entity Common Stock, Shares Outstanding | 24,071,255 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2020 | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity File Number | 000-27237 | ||
Entity Interactive Data Current | Yes | ||
Entity Incorporation, State or Country Code | NV | ||
Document Annual Report | true |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash | $ 5,309 | |
Prepaid expenses | 1,022 | |
Total current assets | 1,022 | 5,309 |
Property and equipment | ||
Office and laboratory equipment and leasehold improvements | ||
Automobile & Trucks | 26,400 | 26,400 |
Less: Accumulated depreciation | (15,840) | (10,560) |
Total property and equipment, net | 10,560 | 15,840 |
Other assets - Deposit | ||
TOTAL ASSETS | 11,582 | 21,149 |
Current liabilities | ||
Accounts payable | 81,070 | 27,705 |
Accrued expenses | 6,798,920 | 6,092,364 |
Notes payable | 25,800 | 25,800 |
Convertible notes payable, net of discount | 54,500 | 54,500 |
Loan from shareholder | 731,796 | 741,778 |
Current liabilities | 7,692,087 | 6,942,147 |
Total liabilities | 7,692,087 | 6,942,147 |
Commitments and Contingencies | ||
Stockholders' deficit: | ||
Common stock, par value $0.001 per share, 300,000,000 shares authorized; 24,071,255 and 35,902,602 shares issued and outstanding as of December 31, 2020 and 2019, respectively | 24,071 | 35,904 |
Common stock to be issued | 53,572 | 53,572 |
Additional paid-in capital | 23,475,776 | 23,448,986 |
Accumulated deficit | (31,259,962) | (30,485,499) |
Total stockholders' deficit of Genethera, Inc. | (7,680,504) | (6,920,998) |
TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT | 11,582 | 21,149 |
Series A Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Series A preferred stock, par value $0.001 per share, 20,000,000 shares authorized, 0 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Series B preferred stock, par value $0.001 per share, 30,000,000 shares authorized, 26,038,572 shares issued and outstanding as of December 31, 2020 and 2019, respectively | ||
Series B Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Series A preferred stock, par value $0.001 per share, 20,000,000 shares authorized, 0 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Series B preferred stock, par value $0.001 per share, 30,000,000 shares authorized, 26,038,572 shares issued and outstanding as of December 31, 2020 and 2019, respectively | $ 26,039 | $ 26,039 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 |
Common Stock, Shares Issued | 24,071,255 | 35,905,602 |
Common Stock, Shares Outstanding | 24,071,255 | 35,905,602 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Series B Preferred Stock [Member] | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 30,000,000 | 30,000,000 |
Preferred Stock, Shares Issued | 26,038,572 | 26,038,572 |
Preferred Stock, Shares Outstanding | 26,038,572 | 26,038,572 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Expenses | ||
General and administrative expenses | $ 274,611 | $ 138,152 |
Payroll expenses | 466,000 | 601,000 |
Total operating expenses | 740,611 | 739,152 |
Loss from operations | (740,611) | (739,152) |
Other expenses | ||
Interest expense | (33,852) | (28,582) |
Proceeds from settlement | 250,083 | |
Total other expense | (33,852) | (221,501) |
Other Income | ||
Gain recognized on write off of liabilities | ||
Total other Income | ||
Net loss before income taxes | (774,463) | (517,651) |
Provision for income taxes | ||
Net loss | $ (774,463) | $ (517,651) |
Loss per common share - Basic and diluted | $ (0.04) | $ (0.01) |
Weighted average common shares outstanding -Basic and diluted | 20,310,149 | 35,902,602 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Deficit - USD ($) | Preferred StockSeries A Preferred Stock [Member] | Preferred StockSeries B Preferred Stock [Member] | Common Stock | Additional Paid-In Capital | Retained Earnings / Accumulated Deficit | Stock to be Issued | Total |
Beginning Balance at Dec. 31, 2018 | $ 12 | $ 26,039 | $ 35,904 | $ 24,448,977 | $ (29,967,849) | $ 53,572 | $ (6,403,349) |
Beginning Balance, Shares at Dec. 31, 2018 | 10,350 | 26,038,572 | 35,902,602 | ||||
Cancellation of preferred stock | $ (12) | 12 | 12 | ||||
Cancellation of preferred stock, Shares | (10,350) | ||||||
Net Income Loss | (517,651) | (517,651) | |||||
Adjustments | (3) | 1 | 2 | ||||
Ending Balance at Dec. 31, 2019 | $ 26,039 | $ 35,904 | 24,448,986 | (30,485,499) | 53,572 | (6,920,998) | |
Ending Balance, Shares at Dec. 31, 2019 | 26,038,572 | 35,902,602 | |||||
Cancellation of preferred stock | $ (13,427) | 13,427 | 26,790 | ||||
Cancellation of preferred stock, Shares | (13,426,728) | ||||||
Stock issued to Director | $ 100 | 4,900 | 5,000 | ||||
Stock issued to Director, Shares | 100,000 | ||||||
Stock issued to consultant | $ 995 | 8,959 | 9,954 | ||||
Stock issued to consultant, Shares | 995,381 | ||||||
Stock Certificate reissued | $ 500 | (500) | |||||
Stock Certificate reissued, Shares | 500,000 | ||||||
Net Income Loss | (774,463) | (774,463) | |||||
Adjustments | 4 | 3 | |||||
Ending Balance at Dec. 31, 2020 | $ 26,039 | $ 24,072 | $ 23,475,776 | $ (31,259,962) | $ 53,572 | $ (7,680,504) | |
Ending Balance, Shares at Dec. 31, 2020 | 26,038,572 | 24,071,255 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (774,463) | $ (517,651) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 5,280 | 5,280 |
Shares issued for services | ||
Extinguishment of liabilities | ||
Shares canceled | 14,956 | |
Changes in operating assets and liabilities: | ||
Deposit | 12,000 | |
Prepaid and other assets | (1,022) | |
Accounts payable and accrued expenses - related parties | (9,982) | (28,976) |
Accounts payable and accrued expenses | 759,921 | 529,616 |
Net cash used in operating activities | (5,309) | (269) |
Cash flows from investing activities | ||
Purchase of Fixed Asset | ||
Net cash used in investing activities | ||
Cash flows from financing activities | ||
Proceeds from issuance of stock | ||
Net cash provided by financing activities | ||
Net decrease in cash | (5,309) | 269 |
Cash at the beginning of the year | 5,309 | 5,040 |
Cash at the end of the year | 5,309 | |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | ||
Cash paid for income taxes | ||
Non-cash investing and financing transactions: | ||
Conversion of convertible notes payable to common stock | ||
Cancellation of common stock shares | $ 26,790 | $ 12 |
Organization, Nature of Operati
Organization, Nature of Operations and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization, Nature of Operations and Summary of Significant Accounting Policies | Note 1 – Organization, Nature of Operations and Summary of Significant Accounting Policies Organization and Nature of Operations The consolidated financial statements include GeneThera, Inc. and its wholly owned subsidiary GeneThera, Inc. (Colorado) (collectively, the “Company”). The Company had a long-standing research collaboration with GTI Research. GTI Research was assisting the Company in managing the robotic technology project. The Company’s CEO is collaborating with this project with another group in order for the Company’s research and development to finally become commercial in order to generate revenues. The Company is a biotechnology company that develops molecular assays and therapeutics for the detection and treatment of zoonotic diseases. Use of Estimates The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. Principles of Consolidation The consolidated financial statements include the accounts of the Company, it is a controlled subsidiary. Intercompany accounts are eliminated upon consolidation. Cash and Cash Equivalents Cash equivalents are highly liquid investments with an original maturity of three months or less. Fair Value of Financial Instruments For purpose of this disclosure, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. The carrying amount of the Company’s short-term financial instruments approximates fair value due to the relatively short period to maturity for these instruments. Property and Equipment, Net Property and equipment consist of a vehicle and is stated at cost. Depreciation is computed on a straight-line basis over the estimated useful life of five years. Leasehold improvements are amortized over the shorter of their economic lives or lease terms. Fair Value Measurements The Company follows ASC 820-10 of the FASB Accounting Standards Codification to measure the fair value of its financial instruments and disclosures about fair value of its financial instruments. ASC 820-10 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820-10 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by ASC 820-10 are described below: Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally unobservable inputs and not corroborated by market data. Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values because of the short maturity of these instruments. Transactions involving related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. Impairment of Long-Lived Assets The Company reviews the recoverability of its long-lived assets to determine whether events or changes in circumstances occurred that indicate the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on the ability to recover the carrying value of the asset from the expected future cash flows of the related operations. If these cash flows are less than the carrying value of such asset, an impairment loss is recognized for the difference between the estimated fair value and carrying value. The measurement of impairment requires management to make estimates of these cash flows related to long-lived assets, as well as other fair value determinations. Revenue Recognition There were no revenues during the years ended December 31, 2020 and 2019. The Company follows the FASB Accounting Standards Codification ASC 606 – Revenues from Contracts with Customers for revenue recognition. The Company considers revenue realized or realizable and earned when all the following criteria are met: 1) Identification of the contract with a customer; 2) Identification of the performance obligations in the contract; 3) Determination of the transaction price; 4) Allocation of the transaction price to the performance obligations in the contract; and 5) Recognition of revenue when or as a performance obligation is satisfied. Revenue is recognized when each performance obligation is satisfied by the entity. An estimate of the variable consideration or performance obligations that an entity ultimately expects to be entitled to is included in the transaction price, and revenue is recognized upon satisfaction of the related performance obligation(s). An implicit or explicit significant financing component is taken into consideration. IP licenses must be analyzed. Each contract with customers is analyzed for multiple elements if any element must stand alone. Leases The Company leased laboratory space from GTIR. The lease agreement was terminated in April 2019. No right of use asset and liability were recorded for this lease. On January 1, 2019, the Company adopted ASC 842 using the modified retrospective approach and will recognize a right of use (“ROU”) asset and liability in the consolidated balance sheet when and if the Company enters into a qualifying lease agreement. At contract inception, the Company determines whether an arrangement is or contains a lease and whether the lease should be classified as an operating or a financing lease. A contract is or contains a lease if the contract conveys the right to control the use of the identified asset for a period of time in exchange for consideration. Control is determined based on the right to obtain all of the economic benefits from use of the identified asset and the right to direct the use of the identified asset. ROU assets for operating leases represent the right to use an underlying asset for the lease term, and operating lease liabilities represent the obligation to make lease payments. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date for leases exceeding 12 months. Minimum lease payments include only the fixed lease component of the agreement, as well as any variable rate payments that depend on an index, initially measured using the index at the lease commencement date. Non-lease components are accounted for separately from the fixed lease component for all leases. Most of the Company’s leases do not provide an implicit rate that can readily be determined. Therefore, the applied discount rate is based on the Company’s incremental borrowing rate, which is determined using its credit rating and other information available as of the commencement date and is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. Lease terms may include options to renew, which the Company factors into the determination of the lease term when it is reasonably certain that the Company will exercise that option. The ROU asset is measured at the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. Operating lease expense is recognized on a straight-line basis over the lease term and is included in “Cost of sales” and “Selling, general and administrative” line items in the Company’s consolidated statements of comprehensive income. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and the expense for these short-term leases is recognized on a straight-line basis over the lease term. The Company monitors for events or changes in circumstances that require a reassessment of its leases. When a reassessment results in the premeasurement of a lease liability, a corresponding adjustment is made to the carrying amount of the ROU asset unless doing so would reduce the ROU asset to an amount less than zero, in which case the remaining adjustment would be recorded in the consolidated statements of comprehensive income. Stock-Based Compensation Stock-based compensation is accounted for under FASB ASC Topic No. 718 – Compensation – Stock Compensation Research and development costs R&D cost are currently expensed as incurred and primarily include cost associated with R&D arrangements with external parties in connection with the Company’s robotic technology project. Income Taxes Income taxes are accounted for in accordance with the provisions of FASB ASC Topic No. 740 - Income Taxes Basic and Diluted Net Loss per Common Share Basic and diluted net loss per share calculations are presented in accordance with FASB ASC Topic No. 260 – Earnings per Share Shipping and Handling Costs The Company accounts for shipping and handling fees in accordance with paragraph 605-45-45-19 of the FASB Accounting Standards Codification. While amounts charged to customers for shipping products are included in revenues, the related costs are classified in cost of revenue as incurred. Shipping and handling costs were $0 and $0 for the years ended December 31, 2020 and 2019, respectively. Recently issued accounting pronouncements In March 2020, the FASB issued ASU No. 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In December 2019, the FASB issued ASU 2019-12, Income Taxes(Topic 740): “Simplifying the Accounting for Income Taxes” In August 2020, the FASB issued ASU 2020-06, Debt—“ Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” Management has evaluated all recent accounting pronouncements as issued by the FASB in the form of Accounting Standards Updates (“ASU”) through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company. |
Going Concern
Going Concern | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 2 – Going Concern As reflected in the accompanying consolidated financial statements, the Company has an accumulated deficit of $31,259,962 and negative working capital of $7,691,065 as of December 31, 2020. This raises substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent on its ability to raise additional capital and implement its business plan. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Presently the Company is considering ways to apply its molecular robotic technology to address the COVID-19 pandemic. Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 3 – Accrued Expenses The following is the breakdown of the Company’s accrued expenses as of December 31, 2020 and 2019: 2020 2019 Accrued officer salaries $ 5,338,900 $ 4,872,900 Accrued interest 252,546 192,895 Accrued expenses- other 1,207,474 1,026,569 Total accrued expenses $ 6,798,920 $ 6,092,364 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 4 – Related Party Transactions The Company has an outstanding loan payable and accrued interest to Antonio Milici, its CEO and stockholder amounting to $673,092 and $679,783 as of December 31, 2020 and 2019, respectively. This outstanding loan to the Company is unsecured and bears interest at 2.41%. The Company has an outstanding loan and accrued interest payable to Tannya Irizarry, its interim CFO interim and stockholder, amounting to $58,704 and $61,995 as December 31, 2020 and 2019, respectively. This outstanding loan to the Company is unsecured and bears interest at 8%. Tannya Irizarry owns 50% of GTI Corporate Transfer Agents, LLC, the Company’s transfer agent. During the years ended December 31, 2020 and 2019, the Company made payments to GTI Corporate Transfer Agents, LLC in the amounts of $29,723 and $23,616, respectively. The Company utilizes Elia Holdings, LLC for construction and other maintenance services to maintain the Company’s office and lab space. Elia Holdings, LLC is controlled by Ms. Irizarry’s ex-husband. Costs incurred related to such services were $11,7495 and $5,715 during the years December 31, 2020 and 2019, respectively. On January 1, 2018, the Company entered into a sublease for a 7,990 square foot office and lab space on 6860 Broadway in Denver, Colorado 80221, with GTI Research, Inc. a related party, the Company’s scientific robotic technology collaborator, for 75 months. The lease termed on April 29, 2019, and the Company expensed the security deposit of $12,000 and $4,861 of other expenses in 2019. There were no expenses related to this lease during 2020. The lease terminated on April 29, 2019. No right of use asset and corresponding liability were included in the Balance Sheet. |
Other Income
Other Income | 12 Months Ended |
Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |
Other Income | Note 5 – Other Income In March 2018, we entered into a Milestones Investment Agreement with FOGT, LLC (in part controlled by a former member of the Board of Directors), pursuant to which FOGT, LLC had agreed to invest and purchase up to $5 million of Series A Convertible Preferred Stock pending completion of certain milestones. As of December 31, 2018, FOGT, LLC has invested $550,000 and we agreed to issue 5,500 shares of Series A Convertible Preferred Stock. FOGT, LLC had agreed to invest additional amounts as follows: (i) $1,500,000 upon completion of design, assembly and validation of an advanced robotic system; and (ii) $1,750,000 upon entering into a commercial agreement with a government organization or private entity. A dispute arose between FOGT, LLC and the Company. As a result, FOGT, LLC ceased further investments in the Company. On September 6, 2019, FOGT, LLC and GeneThera, Inc. reached a settlement in the amount of $425,000. The legal team received $171,000 from this settlement resulting in net proceeds to the Company of approximately $254,000. |
Convertible Notes Payable
Convertible Notes Payable | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | Note 6 – Convertible Notes Payable In previous years the Company borrowed additional money from investors and issued convertible notes, due on demand, bearing interest at an annual rate of 8%. The notes are convertible into shares of Company common stock at a conversion price of $0.01 to $0.05 per share. As December 31, 2020 and 2019, the outstanding principal and interest on these notes was $54,5000, respectively. As of December 31, 2020, an analysis of the principal amount of convertible notes payable that have elected conversion to common stock amounted to $366,000. The Company’s transfer agent has been constrained in its efforts to issue the common stock for these convertible notes due to the noncompliance of the Company’s filing requirements. The Company has ceased accruing interest on these convertible notes but continues to accrue interest on the remaining convertible notes of $54,500. The convertible notes that have elected conversion without the stock being issued have been included in ‘Accrued liabilities’ on the Balance Sheet. No holders of convertible notes payable elected conversion to common stock during the year ended December 31,2020. |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders Equity | |
Stockholders’ Equity | Note 7- Stockholders’ Equity Convertible preferred stock rights Preferred Stock (Series A) shall be convertible into Common Stock any time at the holder’s sole discretion in part or in whole by dividing the Purchase Price per Share by 110% of the Market Value on the Closing Date. ‘Market Value’ on any given date shall be defined as the average of the lowest three intra-day trading prices of the Company’s common stock during the 15 immediately preceding trading days. Preferred Stock (Series B) shall be convertible into ten common shares at any time and holders are entitled to 20 common share votes per such preferred shares. The Company has authorized 20,000,000 shares of Series A Preferred Stock, $.001 par value, and 30,000,000 shares of Series B Preferred Stock, $.001 par value. As of December 31, 2020 and 2019, the Company had 0 shares Series A Preferred Stock issued and outstanding respectively. The Company still has 20,000,000 preferred A stock availability. As of December 31, 2020 and 2019, the Company had 26,038,572 shares of Series B Preferred Stock issued and outstanding respectively of the total authorized shares of 30,000,000. Common Stock The Company has authorized 300,000,000 shares of common stock, $.001 par value. As of December 31, 2020 and 2019, there were 24,071,255 and 35,902,602 shares of common stock issued and outstanding, respectively. During the year ended December 31, 2020, the Company canceled 13,426,728 common shares in an effort to update its stock ledger. The cancelled shares consisted of shares issued to consultants for failure to perform the duties of their contracts, the lack of compliance on the part of some entities that did not renewal its charter, dissolution of other corporate entities, the deletion of stock held in escrow and treasury by the Company and other true-up efforts. During the year ended December 31, 2020, the Company issued 1,591,381 shares of common stock in exchange for services and property: ● 100,000 shares to a director on the board for services rendered. The Company recognized an expense of $5,000. ● 995,381 shares to a consultant for services. The Company recognized an expense of $9,954. ● 500,000 shares representing a reissuance of a certificate to a shareholder. Designation of Series A Convertible Preferred Stock On August 29, 2018, the Company filed a certificate of designation (the “Series A Certificate of Designation”) with the Nevada Secretary of State to set forth the terms of the Series A Convertible Preferred Stock. Pursuant to the Series A Certificate of Designation, the Company designated 20,000,000 shares of its preferred stock as Series A Convertible Preferred Stock. Following is a summary of the material terms of the Series A Convertible Preferred Stock: ● Dividends ● Liquidation ● Voting ● Conversion ● Redemption The Company entered in a stock purchase agreement with the holder of the Series A Convertible Preferred Stock, FOGT, LLC, pursuant which the parties agreed on the conversion rate of 400 shares of common stock for each share of Series A Convertible Preferred Stock. As of December 31, 2019, the purchase agreement, subject to the terms of a settlement in a dispute with FOGT, LLC has been cancelled along with 10,350 shares of Series A Convertible Preferred Stock previously issued. Designation of Series B Convertible Preferred Stock On August 29, 2018, the Company filed a certificate of designation (the “Series B Certificate of Designation”) with the Nevada Secretary of State to set forth the terms of the Series B Convertible Preferred Stock. Pursuant to the Series B Certificate of Designation, the Company designated 30,000,000 shares of its preferred stock as Series B Convertible Preferred Stock. Following is a summary of the material terms of the Series B Convertible Preferred Stock: ● Dividends ● Liquidation ● Voting ● Conversion ● Redemption As of December 31, 2020, the Company has issued to Dr. Milici, CEO and Tannya Irizarry, CAO, CFO a total of 26,038,572 shares of Series B Preferred Stock pursuant to the terms of their employee agreements. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8 – Commitments and Contingencies Employment Agreements On January 8, 2017, the Company entered into an employment agreement with Antonio Milici, its chief executive officer and chief scientific officer, for a five-year term. On the same date, the Company also entered into an employment agreement with Tannya L. Irizarry, its chief administrative officer and interim chief financial officer, for a five-year term. The Company agreed to pay Dr. Milici a base salary of $258,000 per annum, plus $90,000 worth of Series B Convertible Preferred Stock in March of each year. The Company also agreed to pay Dr. Milici bonus compensation or a lump sum equal to two (2) times the salary at the time the Company has net income of at least two million ($2,000,000) dollars each year based on performance. In addition, the Company agreed to pay a onetime payment of $26,900 at the renewal of the employment agreement. The Company is also required to pay all living expenses to Dr. Milici during the time his deferred salary is not entirely released during the term of his employment agreement. Once deferred salary is entirely released to Dr. Milici, he is responsible for his taxes. Dr. Milici is also entitled to a leased Company vehicle of his selection. At the end of aforementioned lease, Dr. Milici is authorized to either purchase the vehicle and/or exchange leased vehicle for another vehicle. The Company did not issue $90,000 worth of Series B Preferred Stock in 2019 as the Company did not have enough authorized shares of Series B Preferred stock. The Company included $0 and $90,000 in the annual salary accrual for Dr. Milici as of December 31, 2020 and 2019, respectively. For the fiscal years 2020 and 2019, all salary was deferred. The Company agreed to pay Ms. Irizarry a base salary of $208,000 per annum, plus $45,000 worth of Series B Convertible Preferred Stock in March of each year. The Company also agreed to pay Ms. Irizarry bonus compensation or a lump sum equal to two (2) times the salary at the time the Company has net income of at least two million ($2,000,000) dollars each year based on performance. In addition, the Company agreed to pay a onetime payment of $18,000 at the renewal of the employment agreement. The Company is also required to pay all living expenses to Ms. Irizarry during the time her deferred salary is not entirely released during the term of her employment agreement. Once deferred salary is entirely released to Ms. Irizarry, she is responsible for her taxes. Ms. Irizarry is also entitled to a leased Company vehicle of her selection. At the end of aforementioned Lease, Ms. Irizarry is authorized to either purchase the vehicle and/or exchange leased vehicle for another vehicle. The Company did not issue $45,000 worth of Series B Preferred Stock in 2019 as the Company did not have enough authorized shares of Series B Preferred stock. The Company included $0 and $45000 in the annual salary accrual for Ms. Irizarry as of December 31, 2020 and 2019, respectively. For the fiscal years 2020 and 2019, all salary was deferred. As of December 31, 2020, the Company has issued to Dr. Milici, CEO and Tannya Irizarry, CAO, CFO a total of 26,038,572 shares of Series B Preferred Stock pursuant to the terms of their employee agreements. Legal Contingencies The Company is involved in claims arising during the ordinary course of business resulting from disputes with vendors and stockholders over various contracts and agreements. The Company has outstanding judgments that are deemed to be lapsed and passed Colorado’s statute of limitations. Other than those outstanding judgments listed below, no other legal claims have been made or are known at this time. On November 14, 2014, Litchfield Church Ranch, LLC filed a Summons in Forcible Entry and Detainer against the Company after the owner was unable to sell the building to us because he was upended for over $800,000 in his mortgage. As per the Summons, the plaintiff claimed $364,968.69 in past due rent. As per our accounting records, the Company had accrued $242,000 in rent expense with the offer to purchase such property at $1,850,000 plus scheduled payments for the past due rent. The owner’s bank did not allow him to sell the property. We participated in a mediation resulting in a settlement for $115,000 with the contingency to pay the goodwill amount of $15,000 by September 12, 2015. The Company had an additional six months to complete the remaining $100,000 settlement. If not paid off prior to August 12, 2016, there will be no discount and the Company shall owe the judgment balance in the amount of $325,885. The mediator, a retired judge, found in our favor. Therefore, the settlement was agreed upon by both parties. The Company did not pay the settlement agreement as of December 31, 2020 and default interest of 18% was accrued on the outstanding judgment balance through December 31, 2018. In July 2019, Litchfield Church Ranch, LLC was dissolved after the ownership sold the property. The Company claims that no money is owed. The Company has not received subsequent correspondence relating to the judgment. Milestones Investment Agreement In March 2018, we entered into a Milestones Investment Agreement with FOGT, LLC (in part controlled by a former member of the Board of Directors), pursuant to which FOGT, LLC had agreed to invest and purchase up to $5 million of Series A Convertible Preferred Stock pending completion of certain milestones. As of December 31, 2018, FOGT, LLC has invested $550,000 and we agreed to issue 5,500 shares of Series A Convertible Preferred Stock. FOGT, LLC had agreed to invest additional amounts as follows: (i) $1,500,000 upon completion of design, assembly and validation of an advanced robotic system; and (ii) $1,750,000 upon entering into a commercial agreement with a government organization or private entity. A dispute arose between FOGT, LLC and the Company. As a result, FOGT, LLC ceased further investments in the Company. On September 6, 2019, FOGT, LLC and GeneThera, Inc. reached a settlement in the amount of $425,000. The legal team received $171,000 from this settlement resulting in net proceeds to the Company of approximately $254,000. Lease Agreement On January 1, 2018, the Company entered into a sublease for a 7,990 square foot office and lab space on 6860 Broadway in Denver, Colorado 80221, with GTI Research, Inc. a related party, the Company’s scientific robotic technology collaborator, for 75 months. GTI Research, Inc. a related party, required payment of $12,000 security deposit in December of 2017. The lease was terminated on April 29, 2019, and the deposit of $12,000 was expensed at the date of the lease termination. No ROU asset or liability was established or recorded by the Company as of December 31, 2020 and 2019, respectively. The Company has not incurred any expense in 2020 related to this lease. The Company currently has a temporary office space at 3051 W 105th Ave., in Westminster, CO until a permanent space is located. The lease term does not warrant the establishment of a right of use asset or liability. No asset or liability has been recorded on the balance sheet. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9 – Income Taxes Deferred Tax Assets At December 31, 2020, the Company has available for U.S. federal income tax purposes a net operating loss (“NOL”) carry-forwards of approximately $14.3 million that may be used to offset future taxable income through the fiscal year ending December 31, 2036. If not used, these NOLs may be subject to limitation under Internal Revenue Code Section 382 should there be a greater than 50% ownership change as determined under the regulations. The Company plans on undertaking a detailed analysis of any historical and/or current Section 382 ownership changes that may limit the utilization of the net operating loss carryovers. No tax benefit has been reported with respect to these net operating loss carry forwards in the accompanying consolidated financial statements since the Company believes that the realization of its net deferred tax asset of approximately $3.0 million was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are fully offset by a valuation allowance of $3.0 million. Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its reliability. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon future generation for taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all the information available, Management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. The valuation allowance increased by approximately $156,337 and $108,707 for the years ended December 31, 2020 and 2019, respectively. The Company evaluated the provisions of ASC 740 related to the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. ASC 740 prescribes a comprehensive model for how a company should recognize, present, and disclose uncertain positions that the Company has taken or expects to take in its tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the net benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized benefits.” A liability is recognized (or amount of net operating loss carry forward or amount of tax refundable is reduced) for unrecognized tax benefit because it represents an enterprise’s potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC 740. If applicable, interest costs related to the unrecognized tax benefits are required to be calculated and would be classified as “Other expenses – Interest expense” in the statement of operations. Penalties would be recognized as a component of “General and administrative.” No material interest or penalties on unpaid tax were recorded during the years ended December 31, 2020 and 2019, respectively. As of December 31, 2020 and 2019, no liability for unrecognized tax benefits was required to be reported. The Company does not expect any significant changes in its unrecognized tax benefits in the next year. Net deferred tax assets consist of the following components as of December 31: 2020 2019 Deferred Tax Assets: NOL Carryover $ 3,011,294 $ 2,854,957 Deferred tax liabilities Less valuation allowance (3,011,294 ) (2,854,957 ) Net deferred tax assets $ - $ - Income Tax Provision in the Consolidated Statement of Operations A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows for the years ended December 31, 2020 2019 Federal statutory income tax rate 21.0 % 21.0 % Change in valuation allowance on net operating loss carry-forwards (21.0 )% (21.0 )% Effective income tax rate 0.0 % 0.0 % |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 10 – Subsequent Events The impact of COVID-19 on the Company is unknown at this time. The financial consequences of this situation cause uncertainty as to the future and its effects on the economy and the Company. Presently, the Company continuous to considering ways to apply its molecular robotic technology to address the COVID-19 pandemic. On March 11, 2021, a Board Resolution was presented by the Board of Directors of the Company for the cancellation of the stock issuance to a consultant of 995,381 restricted common shares due to their failure to complete such endeavor to the satisfaction of the Company. The contract was signed on and restricted shares were issued August 31. 2020. The Company reversed the expense of $9,954. On April 2, 2021, the Company signed a Master Agreement with Intrado Digital Media, LLC for 12 press releases distributed to the US and/or Canada National with unlimited words per release. This agreement is renewable at $6,000 per year. In April 2021, the Company signed a consulting agreement with Aberdeen Equity (AE) to develop an outward campaign to generate indications of interest for funding on an eight-week period from the date of execution of this agreement. AE will also provide a website engineer to update all the Company’s data and its design. The contract terms state that the Company will issue AE 1,500,000 restricted shares of common stock and pay a cash bonus of 5% of funds raised up to $750,000. As of April 15, 2021, no additional conversions have occurred, and no new convertible notes have been issued. |
Organization, Nature of Opera_2
Organization, Nature of Operations and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Organization Nature Of Operations And Summary Of Significant Accounting Policies | |
Organization and Nature of Operations | Organization and Nature of Operations The consolidated financial statements include GeneThera, Inc. and its wholly owned subsidiary GeneThera, Inc. (Colorado) (collectively, the “Company”). The Company had a long-standing research collaboration with GTI Research. GTI Research was assisting the Company in managing the robotic technology project. The Company’s CEO is collaborating with this project with another group in order for the Company’s research and development to finally become commercial in order to generate revenues. The Company is a biotechnology company that develops molecular assays and therapeutics for the detection and treatment of zoonotic diseases. |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, it is a controlled subsidiary. Intercompany accounts are eliminated upon consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents are highly liquid investments with an original maturity of three months or less. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments For purpose of this disclosure, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation. The carrying amount of the Company’s short-term financial instruments approximates fair value due to the relatively short period to maturity for these instruments. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consist of a vehicle and is stated at cost. Depreciation is computed on a straight-line basis over the estimated useful life of five years. Leasehold improvements are amortized over the shorter of their economic lives or lease terms. |
Fair Value Measurements | Fair Value Measurements The Company follows ASC 820-10 of the FASB Accounting Standards Codification to measure the fair value of its financial instruments and disclosures about fair value of its financial instruments. ASC 820-10 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, ASC 820-10 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by ASC 820-10 are described below: Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally unobservable inputs and not corroborated by market data. Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values because of the short maturity of these instruments. Transactions involving related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free-market dealings may not exist. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews the recoverability of its long-lived assets to determine whether events or changes in circumstances occurred that indicate the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on the ability to recover the carrying value of the asset from the expected future cash flows of the related operations. If these cash flows are less than the carrying value of such asset, an impairment loss is recognized for the difference between the estimated fair value and carrying value. The measurement of impairment requires management to make estimates of these cash flows related to long-lived assets, as well as other fair value determinations. |
Revenue Recognition | Revenue Recognition There were no revenues during the years ended December 31, 2020 and 2019. The Company follows the FASB Accounting Standards Codification ASC 606 – Revenues from Contracts with Customers for revenue recognition. The Company considers revenue realized or realizable and earned when all the following criteria are met: 1) Identification of the contract with a customer; 2) Identification of the performance obligations in the contract; 3) Determination of the transaction price; 4) Allocation of the transaction price to the performance obligations in the contract; and 5) Recognition of revenue when or as a performance obligation is satisfied. Revenue is recognized when each performance obligation is satisfied by the entity. An estimate of the variable consideration or performance obligations that an entity ultimately expects to be entitled to is included in the transaction price, and revenue is recognized upon satisfaction of the related performance obligation(s). An implicit or explicit significant financing component is taken into consideration. IP licenses must be analyzed. Each contract with customers is analyzed for multiple elements if any element must stand alone. |
Leases | Leases The Company leased laboratory space from GTIR. The lease agreement was terminated in April 2019. No right of use asset and liability were recorded for this lease. On January 1, 2019, the Company adopted ASC 842 using the modified retrospective approach and will recognize a right of use (“ROU”) asset and liability in the consolidated balance sheet when and if the Company enters into a qualifying lease agreement. At contract inception, the Company determines whether an arrangement is or contains a lease and whether the lease should be classified as an operating or a financing lease. A contract is or contains a lease if the contract conveys the right to control the use of the identified asset for a period of time in exchange for consideration. Control is determined based on the right to obtain all of the economic benefits from use of the identified asset and the right to direct the use of the identified asset. ROU assets for operating leases represent the right to use an underlying asset for the lease term, and operating lease liabilities represent the obligation to make lease payments. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date for leases exceeding 12 months. Minimum lease payments include only the fixed lease component of the agreement, as well as any variable rate payments that depend on an index, initially measured using the index at the lease commencement date. Non-lease components are accounted for separately from the fixed lease component for all leases. Most of the Company’s leases do not provide an implicit rate that can readily be determined. Therefore, the applied discount rate is based on the Company’s incremental borrowing rate, which is determined using its credit rating and other information available as of the commencement date and is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. Lease terms may include options to renew, which the Company factors into the determination of the lease term when it is reasonably certain that the Company will exercise that option. The ROU asset is measured at the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. Operating lease expense is recognized on a straight-line basis over the lease term and is included in “Cost of sales” and “Selling, general and administrative” line items in the Company’s consolidated statements of comprehensive income. Leases with an initial term of 12 months or less are not recorded on the balance sheet, and the expense for these short-term leases is recognized on a straight-line basis over the lease term. The Company monitors for events or changes in circumstances that require a reassessment of its leases. When a reassessment results in the premeasurement of a lease liability, a corresponding adjustment is made to the carrying amount of the ROU asset unless doing so would reduce the ROU asset to an amount less than zero, in which case the remaining adjustment would be recorded in the consolidated statements of comprehensive income. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation is accounted for under FASB ASC Topic No. 718 – Compensation – Stock Compensation |
Research and development costs | Research and development costs R&D cost are currently expensed as incurred and primarily include cost associated with R&D arrangements with external parties in connection with the Company’s robotic technology project. |
Income Taxes | Income Taxes Income taxes are accounted for in accordance with the provisions of FASB ASC Topic No. 740 - Income Taxes |
Basic and Diluted Net Loss per Common Share | Basic and Diluted Net Loss per Common Share Basic and diluted net loss per share calculations are presented in accordance with FASB ASC Topic No. 260 – Earnings per Share |
Shipping and Handling Costs | Shipping and Handling Costs The Company accounts for shipping and handling fees in accordance with paragraph 605-45-45-19 of the FASB Accounting Standards Codification. While amounts charged to customers for shipping products are included in revenues, the related costs are classified in cost of revenue as incurred. Shipping and handling costs were $0 and $0 for the years ended December 31, 2020 and 2019, respectively. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In March 2020, the FASB issued ASU No. 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In December 2019, the FASB issued ASU 2019-12, Income Taxes(Topic 740): “Simplifying the Accounting for Income Taxes” In August 2020, the FASB issued ASU 2020-06, Debt—“ Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” Management has evaluated all recent accounting pronouncements as issued by the FASB in the form of Accounting Standards Updates (“ASU”) through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company. |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Accrued Expenses Tables Abstract | |
Schedule of Accrued Expenses | The following is the breakdown of the Company’s accrued expenses as of December 31, 2020 and 2019: 2020 2019 Accrued officer salaries $ 5,338,900 $ 4,872,900 Accrued interest 252,546 192,895 Accrued expenses- other 1,207,474 1,026,569 Total accrued expenses $ 6,798,920 $ 6,092,364 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Income Taxes Tables Abstract | |
Schedule of Deferred Tax Assets | Net deferred tax assets consist of the following components as of December 31: 2020 2019 Deferred Tax Assets: NOL Carryover $ 3,011,294 $ 2,854,957 Deferred tax liabilities Less valuation allowance (3,011,294 ) (2,854,957 ) Net deferred tax assets $ - $ - |
Schedule of Income tax Provision | A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows for the years ended December 31, 2020 2019 Federal statutory income tax rate 21.0 % 21.0 % Change in valuation allowance on net operating loss carry-forwards (21.0 )% (21.0 )% Effective income tax rate 0.0 % 0.0 % |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Disclosure Going Concern Details Narrative Abstract | ||
Accumulated Deficit | $ 31,259,962 | $ 30,485,499 |
Working Capital | $ 7,691,065 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Disclosure Accrued Expenses Details Abstract | ||
Accrued officer salaries | $ 5,338,900 | $ 4,872,900 |
Accrued interest | 252,546 | 192,895 |
Other | 1,207,474 | 1,026,569 |
Accrued expenses | $ 6,798,920 | $ 6,092,364 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Loan Payable and Accrued Interest | $ 731,796 | $ 741,778 |
Security Deposit | ||
Antonio Milici [Member] | ||
Loan Payable and Accrued Interest | 673,092 | 679,783 |
Tannya Irizarry [Member] | ||
Loan Payable and Accrued Interest | 58,704 | 61,995 |
GTI Corporate Transfer Agents, LLC [Member] | ||
Transfer Agent Fees | $ 29,723 | 23,616 |
GTI Research, Inc. [Member] | ||
Security Deposit | $ 12,000 |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 |
Common Stock, Shares Issued | 24,071,255 | 35,905,602 |
Common Stock, Shares Outstanding | 24,071,255 | 35,905,602 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Series B Preferred Stock [Member] | ||
Preferred Stock, Shares Authorized | 30,000,000 | 30,000,000 |
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Issued | 26,038,572 | 26,038,572 |
Preferred Stock, Shares Outstanding | 26,038,572 | 26,038,572 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | ||
NOL Carryover | $ 3,011,294 | $ 2,854,957 |
Less valuation allowance | (3,011,294) | (2,854,957) |
Net deferred tax assets |
Income Taxes (Details 2)
Income Taxes (Details 2) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure Income Taxes Details 2Abstract | ||
Federal statutory income tax rate | 21.00% | 21.00% |
Change in valuation allowance on net operating loss carry-forwards | (21.00%) | (21.00%) |
Effective income tax rate | 0.00% | 0.00% |