Cover
Cover | 6 Months Ended |
Jun. 30, 2022 | |
Cover [Abstract] | |
Document Type | S-1/A |
Amendment Flag | true |
Amendment Description | AMENDMENT NO. 2 |
Entity Registrant Name | DATA443 RISK MITIGATION, INC. |
Entity Central Index Key | 0001068689 |
Entity Primary SIC Number | 7372 |
Entity Tax Identification Number | 86-0914051 |
Entity Incorporation, State or Country Code | NV |
Entity Address, Address Line One | 4000 Park Drive |
Entity Address, Address Line Two | Suite 400 |
Entity Address, City or Town | Research Triangle Park |
Entity Address, State or Province | NC |
Entity Address, Postal Zip Code | 27709 |
City Area Code | 919 |
Local Phone Number | 526-1070 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets | |||
Cash | $ 1,204,933 | $ 58,783 | |
Accounts receivable, net | 231,507 | 21,569 | 136,503 |
Advance payment for acquisition | 2,726,188 | ||
Prepaid expense and other current assets | 27,950 | 70,802 | |
Total current assets | 2,985,645 | 1,297,304 | 195,286 |
Property and equipment, net | 305,196 | 288,406 | 324,349 |
Operating lease right-of-use assets, net | 134,198 | 174,282 | 248,237 |
Intellectual property, net of accumulated amortization | 809,275 | 1,269,819 | 2,310,907 |
Deposits | 21,026 | 31,440 | 31,440 |
Total Assets | 4,255,340 | 3,061,251 | 3,110,219 |
Current Liabilities | |||
Bank overdraft | 3,781 | ||
Accounts payable and accrued liabilities | 417,466 | 115,673 | 401,014 |
Deferred revenue | 1,510,827 | 1,035,185 | 1,478,430 |
Interest payable | 309,180 | 204,915 | 62,212 |
Notes payable, net of unamortized discount | 1,799,147 | 1,720,777 | 585,310 |
Convertible notes payable, net of unamortized discount | 1,942,774 | 993,931 | 1,241,412 |
Due to a related party | 277,033 | 247,366 | 561,230 |
License fee payable | 1,094,691 | ||
Operating lease liability | 118,848 | 112,322 | 100,170 |
Finance lease liability | 41,914 | 72,768 | 90,565 |
Total Current Liabilities | 6,420,970 | 4,502,937 | 5,615,034 |
Series B Preferred Stock, 80,000 shares designated; $0.001 par value; Stated value $10.00; 29,750 and 5,300 shares issued and outstanding, net of discount, respectively | 278,811 | 50,203 | |
Notes payable, net of unamortized discount - non-current | 1,734,439 | 1,770,989 | 572,495 |
Convertible notes payable, net of unamortized discount - non-current | 98,488 | 22,357 | 2,356 |
Deferred revenues - non-current | 1,071,761 | 573,411 | 39,733 |
Operating lease liability - non-current | 64,072 | 125,640 | 237,961 |
Finance lease liability - non-current | 10,341 | 83,109 | |
Total Liabilities | 9,389,730 | 7,284,486 | 6,600,891 |
Commitments and contingencies | |||
Stockholders’ Deficit | |||
Series A Preferred Stock, 150,000 shares designated; $0.001 par value; 150,000 shares issued and outstanding, respectively | 150 | 150 | 150 |
Common stock: 125,000,000 authorized; $0.001 par value 122,044 and 65,308 shares issued and outstanding, respectively | 954 | 122 | 66 |
Additional paid in capital | 40,842,698 | 37,810,380 | 32,027,696 |
Accumulated deficit | (45,978,192) | (42,033,887) | (35,518,584) |
Total Stockholders’ Deficit | (5,134,390) | (4,223,235) | (3,490,672) |
Total Liabilities and Stockholders’ Deficit | $ 4,255,340 | $ 3,061,251 | $ 3,110,219 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Preferred stock, shares authorized | 337,500 | 337,500 | 337,500 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 125,000,000 | 125,000,000 | 125,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares issued | 954,561 | 122,044 | 65,308 |
Common stock, shares outstanding | 954,561 | 122,044 | 65,308 |
Series B Preferred Stock [Member] | |||
Preferred stock, shares authorized | 80,000 | 80,000 | 80,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Temporary equity, stated value | $ 10 | $ 10 | $ 10 |
Preferred stock, shares issued | 0 | 29,750 | 5,300 |
Preferred stock, shares outstanding | 0 | 29,750 | 5,300 |
Series A Preferred Stock [Member] | |||
Preferred stock, shares authorized | 150,000 | 150,000 | 150,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 149,892 | 150,000 | 150,000 |
Preferred stock, shares outstanding | 149,892 | 150,000 | 150,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||||||
Revenue | $ 750,989 | $ 762,352 | $ 1,363,505 | $ 1,600,220 | $ 3,609,494 | $ 2,474,627 |
Cost of revenue | 78,593 | 96,830 | 278,272 | 263,824 | 546,888 | 303,515 |
Gross profit | 672,396 | 665,522 | 1,085,233 | 1,336,396 | 3,062,606 | 2,171,112 |
Operating expenses | ||||||
General and administrative | 2,116,220 | 1,311,396 | 3,089,782 | 2,744,961 | 5,433,113 | 5,830,703 |
Sales and marketing | 59,635 | 49,220 | 180,030 | 144,644 | 266,732 | 240,894 |
Total operating expenses | 2,175,855 | 1,360,616 | 3,269,812 | 2,889,605 | 5,699,845 | 6,071,597 |
Net loss from operations | (1,503,459) | (695,094) | (2,184,579) | (1,553,209) | (2,637,239) | (3,900,485) |
Other income (expense) | ||||||
Interest expense | (942,753) | (671,862) | (2,037,069) | (1,577,288) | (3,334,413) | (2,517,947) |
Loss on impairment of intangible asset | (75,000) | |||||
Gain (loss) on settlement of debt | (227,501) | 186,156 | (82,337) | |||
Change in fair value of derivative liability | (178,398) | (57,883) | (363,654) | (614,658) | (7,406,416) | |
Total other expense | (942,753) | (850,260) | (2,094,952) | (2,168,443) | (3,837,915) | (10,006,700) |
Loss before income taxes | (2,446,212) | (1,545,354) | (4,279,531) | (3,721,652) | (6,475,154) | (13,907,185) |
Provision for income taxes | ||||||
Net loss | (2,446,212) | (1,545,354) | (4,279,531) | (3,721,652) | (6,475,154) | (13,907,185) |
Dividend on Series B Preferred Stock | (5,492) | (104,631) | (9,441) | (40,149) | (484) | |
Net loss attributable to common stockholders | $ (2,446,212) | $ (1,550,846) | $ (4,384,162) | $ (3,731,093) | $ (6,515,303) | $ (13,907,669) |
Basic and diluted loss per Common Share | $ (3.25) | $ (16.90) | $ (9.62) | $ (44.33) | $ (68.37) | $ (663.41) |
Basic and diluted weighted average number of common shares outstanding | 753,561 | 91,430 | 444,824 | 83,948 | 94,708 | 20,964 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficit - USD ($) | Series A Preferred Stock [Member] Preferred Stock [Member] | Retained Earnings [Member] | Total | Common Stock [Member] | Additional Paid-in Capital [Member] |
Beginning balance at Dec. 31, 2019 | $ 1 | $ (21,610,915) | $ (6,396,451) | $ 1 | $ 15,214,462 |
Beginning balance, shares at Dec. 31, 2019 | 1,334 | 604 | |||
Common stock issued for acquisition of centurion, shares | 7,605 | ||||
Common stock issued for conversion of debt | 14,359,446 | $ 51 | 14,359,395 | ||
Common stock issued for conversion of debt, shares | 50,847 | ||||
Common stock issued for exercised cashless warrant | $ 2 | (2) | |||
Common stock issued for exercised cashless warrant, shares | 2,377 | ||||
Preferred stock issued for service - related party | $ 5 | 158,644 | 158,639 | ||
Preferred stock issued for service - related party, shares | 4,666 | 1,796 | |||
Resolution of derivative liability upon exercise of warrant | 406,856 | 406,856 | |||
Warrant issued in conjunction with debts | |||||
Stock-based compensation | 1,191,002 | $ 3 | 1,190,999 | ||
Net loss | (13,907,669) | (13,907,669) | |||
Common stock issued for cash, shares | 753 | ||||
Stock-based compensation, shares | 2,581 | ||||
Common stock issued for asset purchase | $ 180,000 | $ 9 | 179,991 | ||
Common stock issued for asset purchase, shares | 1,197 | 8,802 | |||
Settlement of stock subscriptions | $ 144 | (144) | |||
Settlement of stock subscriptions, shares | 144,000 | 97 | |||
Beneficial conversion feature | 517,500 | 517,500 | |||
Ending balance at Dec. 31, 2020 | $ 150 | (35,518,584) | (3,490,672) | $ 66 | 32,027,696 |
Ending balance, shares at Dec. 31, 2020 | 150,000 | 65,308 | |||
Common stock issued for conversion of preferred stock | 312,923 | $ 15 | 312,908 | ||
Common stock issued for conversion of preferred stock, shares | 14,533 | ||||
Common stock issued for conversion of debt | 1,523,258 | $ 102 | 1,523,156 | ||
Common stock issued for conversion of debt, shares | 101,748 | ||||
Common stock issued in conjunction with convertible notes | 88,738 | $ 3 | 88,735 | ||
Common stock issued in conjunction with convertible notes, shares | 2,863 | ||||
Common stock issued for exercised cashless warrant | $ 9 | (9) | |||
Common stock issued for exercised cashless warrant, shares | 8,923 | ||||
Resolution of derivative liability upon exercise of warrant | 139,067 | 139,067 | |||
Stock-based compensation | 680,444 | $ 9 | 680,435 | ||
Net loss | (3,731,093) | (3,731,093) | |||
Adjustment of reverse stock split | |||||
Common stock issued for cash | 846,801 | $ 83 | 846,718 | ||
Common stock issued for cash, shares | 83,336 | ||||
Stock-based compensation, shares | 9,168 | ||||
Adjustment of reverse stock split, shares | 669 | ||||
Ending balance at Jun. 30, 2021 | $ 150 | (39,249,677) | (3,630,534) | $ 743 | 35,618,250 |
Ending balance, shares at Jun. 30, 2021 | 150,000 | 743,246 | |||
Beginning balance at Dec. 31, 2020 | $ 150 | (35,518,584) | (3,490,672) | $ 66 | 32,027,696 |
Beginning balance, shares at Dec. 31, 2020 | 150,000 | 65,308 | |||
Common stock issued for conversion of debt | 1,842,853 | $ 25 | 1,842,828 | ||
Common stock issued for conversion of debt, shares | 24,536 | ||||
Common stock issued in conjunction with convertible notes | 133,663 | $ 1 | 133,662 | ||
Common stock issued in conjunction with convertible notes, shares | 1,414 | ||||
Common stock issued for exercised cashless warrant | $ 1 | (1) | |||
Common stock issued for exercised cashless warrant, shares | 1,116 | ||||
Resolution of derivative liability upon exercise of warrant | 139,067 | 139,067 | |||
Warrant issued in conjunction with debts | 1,024,780 | 1,024,780 | |||
Stock-based compensation | 968,470 | $ 1 | 968,469 | ||
Net loss | (6,515,303) | (6,515,303) | |||
Common stock issued for cash | 846,801 | $ 10 | 846,791 | ||
Common stock issued for cash, shares | 10,419 | ||||
Stock-based compensation, shares | 1,227 | ||||
Common stock issued for conversion of Series B preferred stock | 827,106 | $ 18 | 827,088 | ||
Common stock issued for conversion of Series B preferred stock, shares | 18,024 | ||||
Ending balance at Dec. 31, 2021 | $ 150 | (42,033,887) | (4,223,235) | $ 122 | 37,810,380 |
Ending balance, shares at Dec. 31, 2021 | 150,000 | 122,044 | |||
Beginning balance at Mar. 31, 2021 | $ 150 | (37,698,831) | (2,832,993) | $ 721 | 34,864,967 |
Beginning balance, shares at Mar. 31, 2021 | 150,000 | 721,032 | |||
Common stock issued for conversion of preferred stock | 144,716 | $ 9 | 144,707 | ||
Common stock issued for conversion of preferred stock, shares | 8,934 | ||||
Common stock issued for exercised cashless warrant | $ 9 | (9) | |||
Common stock issued for exercised cashless warrant, shares | 8,923 | ||||
Resolution of derivative liability upon exercise of warrant | 139,067 | 139,067 | |||
Stock-based compensation | 276,326 | $ 4 | 276,322 | ||
Net loss | (1,550,846) | (1,550,846) | |||
Adjustment of reverse stock split | |||||
Stock-based compensation, shares | 3,688 | ||||
Adjustment of reverse stock split, shares | 669 | ||||
Cash received for issued stock | 193,196 | 193,196 | |||
Ending balance at Jun. 30, 2021 | $ 150 | (39,249,677) | (3,630,534) | $ 743 | 35,618,250 |
Ending balance, shares at Jun. 30, 2021 | 150,000 | 743,246 | |||
Beginning balance at Dec. 31, 2021 | $ 150 | (42,033,887) | (4,223,235) | $ 122 | 37,810,380 |
Beginning balance, shares at Dec. 31, 2021 | 150,000 | 122,044 | |||
Cumulative-effect adjustment from adoption of ASU 2020-06 | 439,857 | (77,643) | (517,500) | ||
Common stock issued for acquisition of centurion | 2,476,188 | $ 381 | 2,475,807 | ||
Common stock issued for acquisition of centurion, shares | 380,952 | ||||
Common stock issued for conversion of preferred stock | $ 108 | (108) | |||
Common stock issued for conversion of preferred stock, shares | (108) | 108,000 | |||
Common stock issued for conversion of debt | 29,325 | $ 165 | 29,160 | ||
Common stock issued for conversion of debt, shares | 165,273 | ||||
Common stock issued in conjunction with convertible notes | 140,936 | $ 18 | 140,918 | ||
Common stock issued in conjunction with convertible notes, shares | 18,170 | ||||
Common stock issued for exercised cashless warrant | $ 7 | (7) | |||
Common stock issued for exercised cashless warrant, shares | 6,631 | ||||
Preferred stock issued for service - related party | 844,201 | $ 153 | 844,048 | ||
Preferred stock issued for service - related party, shares | 153,491 | ||||
Resolution of derivative liability upon exercise of warrant | 57,883 | 57,883 | |||
Warrant issued in conjunction with debts | 47,628 | 47,628 | |||
Stock-based compensation | (45,511) | (45,511) | |||
Net loss | (4,384,162) | (4,384,162) | |||
Ending balance at Jun. 30, 2022 | $ 150 | (45,978,192) | (5,134,390) | $ 954 | 40,842,698 |
Ending balance, shares at Jun. 30, 2022 | 149,892 | 954,561 | |||
Beginning balance at Mar. 31, 2022 | $ 150 | (43,531,980) | (6,178,325) | $ 148 | 37,353,357 |
Beginning balance, shares at Mar. 31, 2022 | 150,000 | 148,367 | |||
Common stock issued for acquisition of centurion | 2,476,188 | $ 381 | 2,475,807 | ||
Common stock issued for acquisition of centurion, shares | 380,952 | ||||
Common stock issued for conversion of preferred stock | |||||
Common stock issued for conversion of preferred stock, shares | (108) | ||||
Common stock issued for conversion of debt | 1,512 | $ 151 | 1,361 | ||
Common stock issued for conversion of debt, shares | 151,200 | ||||
Common stock issued in conjunction with convertible notes | 78,444 | $ 13 | 78,431 | ||
Common stock issued in conjunction with convertible notes, shares | 12,551 | ||||
Preferred stock issued for service - related party | 844,201 | $ 153 | 844,048 | ||
Preferred stock issued for service - related party, shares | 153,491 | ||||
Warrant issued in conjunction with debts | 47,628 | 47,628 | |||
Stock-based compensation | 42,174 | 42,174 | |||
Net loss | (2,446,212) | (2,446,212) | |||
Adjustment of reverse stock split | |||||
Ending balance at Jun. 30, 2022 | $ 150 | $ (45,978,192) | $ (5,134,390) | $ 954 | $ 40,842,698 |
Ending balance, shares at Jun. 30, 2022 | 149,892 | 954,561 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (4,279,531) | $ (3,721,652) | $ (6,475,154) | $ (13,907,185) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Change in fair value of derivative liability | 57,883 | 363,654 | 614,658 | 7,406,416 |
(Gain) loss on settlement of debt | 227,501 | (186,156) | 82,337 | |
Stock-based compensation expense | 798,690 | 680,444 | 968,470 | 1,349,646 |
Loss on impairment of intangible asset | 75,000 | |||
Depreciation and amortization | 540,714 | 554,557 | 1,140,362 | 1,487,305 |
Amortization of debt discount | 1,549,752 | 1,448,308 | 2,906,645 | 2,110,645 |
Bad debt | 36,456 | 50,800 | ||
Lease liability amortization | (14,958) | (13,107) | (26,214) | 25,910 |
Penalty interest | 60,133 | 25,000 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (209,938) | 22,233 | 78,478 | (123,747) |
Inventory | 8,301 | |||
Prepaid expenses and other assets | 42,852 | (24,425) | (70,802) | 807 |
Accounts payable and accrued liabilities | 308,642 | 3,616 | (291,922) | (161,588) |
Deferred revenue | 973,992 | (428,116) | 90,433 | 564,617 |
Payroll liability | 73,923 | |||
Accrued interest | 105,577 | 63,912 | 224,073 | 258,830 |
Deposit | 10,414 | (10,496) | ||
Net Cash (used in) Operating Activities | (115,911) | (823,075) | (855,540) | (758,479) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Advance payment for acquisition | (250,000) | |||
Purchase of intellectual property | (315,000) | |||
Purchase of property and equipment | (96,960) | (79,020) | (138,331) | (146,400) |
Net Cash used in Investing Activities | (346,960) | (79,020) | (138,331) | (461,400) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Bank overdraft | 3,781 | |||
Proceeds from issuance of convertible notes payable | 1,207,800 | 100,000 | 1,482,000 | 1,502,250 |
Repayment of convertible notes payable | (758,346) | (45,000) | ||
Proceeds from issuance of common stock | 846,801 | 846,801 | ||
Proceeds from issuance of Series B Preferred Stock | 75,000 | 250,000 | 525,000 | 50,000 |
Redemption of Series B Preferred Stock | (487,730) | (63,999) | ||
Finance lease payments | (41,195) | (43,931) | (90,565) | (73,327) |
Proceeds from issuance of notes payable | 1,186,453 | 2,574,647 | 4,377,226 | 2,147,996 |
Repayment of notes payable | (1,957,492) | (2,734,275) | (4,577,578) | (1,689,846) |
Proceeds from related parties | 116,238 | 271,464 | 366,943 | 299,173 |
Repayment to related parties | (86,571) | (414,187) | (680,807) | (976,257) |
Net Cash provided by Financing Activities | (742,062) | 850,519 | 2,140,021 | 1,259,989 |
Net change in cash | (1,204,933) | (51,576) | 1,146,150 | 40,110 |
Cash, beginning of year | 1,204,933 | 58,783 | 58,783 | 18,673 |
Cash, end of year | $ 7,207 | 1,204,933 | 58,783 | |
Supplemental cash flow information | ||||
Cash paid for interest | 152,643 | 83,347 | ||
Cash paid for taxes | ||||
Non-cash Investing and Financing transactions: | ||||
Settlement of stock subscriptions | 1,640 | |||
Common stock issued for purchase of intangibles | 180,000 | |||
Common stock issued for exercised cashless warrant | 1 | 38,012 | ||
Settlement of series B preferred stock through issuance of common stock | 827,106 | |||
Settlement of convertible notes payable through issuance of common stock | 1,842,853 | 3,811,434 | ||
Common stock issued in conjunction with convertible note | 133,663 | |||
Warrant issued in conjunction with debts | $ 47,628 | 1,024,780 | ||
Resolution of derivative liability upon exercise of warrant | 139,067 | 406,856 | ||
Resolution of derivative liability upon conversion of debt | 531,700 | 10,548,012 | ||
Beneficial conversion feature | 517,500 | |||
Equipment paid by capital lease | 159,096 | |||
Derivative liability recognized as debt discount | 390,000 | 947,175 | ||
Settlement of convertible notes payable through issuance of series B preferred stock | 65,600 | |||
Accounts payable for purchase of intellectual property | 80,000 | |||
Issuance of convertible notes for repayment of due to related party | 150,000 | |||
Note payable issued for settlement of License fee payable | $ 1,004,880 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business Data443 Risk Mitigation, Inc. (the “Company”, “we”, “us” and “our”) was incorporated as a Nevada corporation on May 4, 1998. On October 15, 2019, the Company changed its name from LandStar, Inc. to Data443 Risk Mitigation, Inc. within the State of Nevada. We deliver solutions and capabilities that businesses can use in conjunction with their use of established cloud vendors such as Microsoft® Azure, Google® Cloud Platform (GCP) and Amazon® Web Services (AWS), as well as with on-premises databases and database applications with virtualization platforms, such as those hosted or configured using VMWare®, Citrix® and Oracle® clouds/products). On January 19, 2022, we entered into an Asset Purchase Agreement with Centurion Holdings I, LLC (“Centurion”) to acquire the intellectual property rights and certain assets collectively known as Centurion SmartShield Home and SmartShield Enterprise, patented technology that protects and recovers devices in the event of ransomware attacks. The total purchase price of $ 3,400,000 250,000 2,900,000 250,000 500,000 2,400,000 380,952 Basis of Presentation These unaudited consolidated financial statements have been prepared in accordance rules and regulations of the Securities and Exchange Commission (“SEC”) and generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, we have included all adjustments considered necessary for a fair presentation and such adjustments are of a normal recurring nature. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2021 and notes thereto and other pertinent information contained in our Form 10-K as filed with the SEC on March 31, 2022. The results of operations for the six months ended June 30, 2022, are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2022. Basis of Consolidation The accompanying unaudited consolidated financial statements as of June 30, 2022 include our accounts and those of our wholly-owned subsidiary, Data 443 Risk Mitigation, Inc., a North Carolina operating company. These unaudited consolidated financial statements have been prepared on the accrual basis of accounting in accordance with GAAP. Stock-Based Compensation Employees Nonemployees We recorded approximately $ 798,690 680,440 our Common Stock Basic and Diluted Net Loss Per Common Share Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method and as if converted method. Dilutive potential common shares include outstanding stock options, warrant and convertible notes. For the six months ended June 30, 2022 and 2021, respectively, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive: SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE 2022 2021 Six Months Ended June 30, 2022 2021 (Shares) (Shares) Series A Preferred Stock 149,892,000 150,000,000 Stock options 1,029 1,559 Warrants 158,441 - Convertible notes - 13,183 Preferred B stock - 2,517 Total 150,051,470 150,017,259 COVID-19 In March 2020, the World Health Organization (“WHO”) declared the novel coronavirus COVID-19 (“COVID-19”) a global pandemic. The pandemic adversely affected workforces, economies, and financial markets globally in 2020 and, until contained, is still expected to disrupt general business operations. The COVID-19 pandemic and the measures taken by many governments around the world in response could in the future meaningfully impact our business, results of operations and financial condition. We are currently unable to predict the duration of that impact but continue our our Recently Adopted Accounting Guidance In August 2020, the FASB issued ASU 2020-06, ASC Subtopic 470-20 “Debt—Debt with Conversion and Other Options” and ASC subtopic 815-40 “Hedging—Contracts in Entity’s Own Equity”. The standard reduced the number of accounting models for convertible debt instruments and convertible preferred stock. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting; and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Due to adoption of this accounting policy on January 1, 2022, we recognized a cumulative effect adjustment to increase the opening retained earnings as of January 1, 2022 by $ 439,857 Recently Issued Accounting Pronouncements We have considered all other recently issued accounting pronouncements and do not believe the adoption of such pronouncements will have a material impact on our consolidated financial statements. | NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements as of December 31, 2021 include the accounts of the Company and its wholly-owned subsidiary, Data 443 Risk Mitigation, Inc., a North Carolina operating company, and the operations of Myriad Software Productions, LLC through September 2018 when it was liquidated. Prior to the acquisition of Data 443 Risk Mitigation, Inc. in North Carolina and the assets of Myriad Software Productions, LLC in 2018, these two entities were controlled by our current sole director and officer, Jason Remillard. On November 17, 2017, Mr. Remillard acquired control of LandStar, Inc. through his purchase of all the outstanding Series A preferred shares of the Company, and as a result, these two entities became common controlled entities that require consolidation of results with the reporting company, LandStar, Inc., from the time common control occurred. All intercompany accounts and activities have been eliminated. These consolidated financial statements have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Certain prior year amounts have been reclassified to conform to the current presentation. These reclassifications had no impact on net earnings (loss) or and financial position. Revenue Recognition The Company derives revenue primarily from contracts for subscription to access our SaaS platforms and, to a much lesser degree, ancillary services provided in connection with subscription services. The Company’s contracts include the performance obligations that require us to provide access to the platforms, usually on an annual subscription. The Company’s contracts are for subscriptions to our data classification, movement, governance, encryption, access control and distribution software and related services. We also perform professional services consulting with specific deliverables managed primarily by statements of work. Customers typically enter into our services subscription and various statements of work concurrently. Most of the Company’s performance obligations are not considered to be distinct from the subscriptions to our software or hosting platforms and related services and are combined into a single performance obligation. New statements of work and modifications of contracts are reviewed each reporting period and to assess the nature and characteristics of the new or modified performance obligations on a contract by contract basis. Revenue related to contracts with customers is evaluated utilizing the following steps: (i) Identify the contract, or contracts, with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; (v) Recognize revenue when the Company satisfies a performance obligation. Cash and Cash Equivalents For purposes of balance sheet presentation and reporting of cash flows, the Company considers all unrestricted demand deposits, money market funds and highly liquid debt instruments with an original maturity of less than 90 days to be cash and cash equivalents. The Company had no Accounts Receivable Accounts receivable are recorded in accordance with ASC 310, “Receivables.” Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. Deferred Revenue Deferred revenue mostly consists of service subscriptions received from users in advance of revenue recognition. The increase in the deferred revenue balance for the year ended December 31, 2021 and 2020 was driven by cash payments from customers in advance of satisfying our performance obligations, offset by revenue recognized that was included in the deferred revenue balance at the beginning of the period. Convertible Financial Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free-standing derivative financial instruments if certain criteria are met. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not remeasured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur, and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule is when the host instrument is deemed to be conventional, as that term is described under applicable U.S. GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, discounts are recorded for the intrinsic value of conversion options embedded in the instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the instrument. Common stock purchase warrants and derivative financial instruments - Beneficial Conversion Feature Share-Based Compensation Employees Nonemployees Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting The Company recorded approximately $ 968,470 1,349,646 Determining the appropriate fair value model and the related assumptions requires judgment. During the year ended December 31, 2021 and 2020, the fair value of each option grant was estimated using a Black-Scholes option-pricing model. The expected volatility represents the historical volatility of the Company’s publicly traded common stock. Due to limited historical data, the Company calculates the expected life based on the mid-point between the vesting date and the contractual term which is in accordance with the simplified method. The expected term for options granted to nonemployees is the contractual life. The risk-free interest rate is based on a treasury instrument whose term is consistent with the expected life of stock options. The Company has not paid and does not anticipate paying cash dividends on its shares of common stock; therefore, the expected dividend yield is assumed to be zero. Income Taxes The asset and liability method is used in the Company’s accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. Deferred tax assets and liabilities are determined based on the temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities using the enacted tax rates in effect in the years in which the differences are expected to reverse. In estimating future tax consequences, all expected future events are considered other than enactment of changes in the tax law or rates. The Company adopted ASC 740 “Income Taxes,” The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement The determination of recording or releasing tax valuation allowance is made, in part, pursuant to an assessment performed by management regarding the likelihood that the Company will generate future taxable income against which benefits of its deferred tax assets may or may not be realized. Intellectual Property The cost of intangible assets with determinable useful lives is amortized to reflect the pattern of economic benefits consumed on a straight-line basis over the estimated periods benefited. Patents, technology and other intangibles with contractual terms are generally amortized over their respective legal or contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed and lives of intangible assets with determinable lives may be adjusted. Long-Lived Assets Long-lived assets are evaluated for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate. Each impairment test is based on a comparison of the undiscounted future cash flows to the recorded value of the asset. If impairment is indicated, the asset is written down to its estimated fair value. Property and Equipment Property and equipment, consisting mostly of computer equipment, is recorded at cost reduced by accumulated depreciation and impairment, if any. Depreciation expense is recognized over the assets’ estimated useful lives of three seven years Fair Value Measurements The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. The three tiers are defined as follows: ● Level 1—Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2—Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and ● Level 3—Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, note payable, due to related parties and accrued liabilities, are carried at historical cost. At December 31, 2021 and 2020, the carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. Management determined that liabilities created by beneficial conversion features associated with the issuance of certain convertible notes payable (see Note 8), meet the criteria of derivatives and are required to be measured at fair value. The fair value of these derivative liabilities was determined during the year based on management’s estimate of the expected future cash flows required to settle the liabilities. As of the end of year, at December 31, 2021 and 2020, there were no derivative liabilities due to a combination of all convertible notes being either (i) converted into common stock; or, (ii) amended to have a fixed conversion price. This valuation technique involves management’s estimates and judgment based on unobservable inputs and is classified in level 3. Basic and Diluted Net Loss Per Common Share Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method and as if converted method. Dilutive potential common shares include outstanding stock options, warrant and convertible notes. For the year ended December 31, 2021 and 2020, respectively, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive. SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE Years Ended December 31, 2021 2020 (Shares) (Shares) Series A Preferred Stock 150,000,000 150,000,000 Stock options 2,121 734 Warrants 146,842 - Convertible notes - 16,295 Preferred B stock 3,955 63 Total 150,152,918 150,017,092 Leases We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities - current, and operating lease liabilities - noncurrent on the balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Segments Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company operates and manages its business as one Recently Issued Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, ASC Subtopic 470-20 “Debt—Debt with “Conversion and Other Options” and ASC subtopic 815-40 “Hedging—Contracts in Entity’s Own Equity”. The standard reduced the number of accounting models for convertible debt instruments and convertible preferred stock. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting; and, (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements. The Company has considered all other recently issued accounting pronouncements and does not believe the adoption of such pronouncements will have a material impact on its consolidated financial statements. |
LIQUIDITY AND GOING CONCERN
LIQUIDITY AND GOING CONCERN | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
LIQUIDITY AND GOING CONCERN | NOTE 2: LIQUIDITY AND GOING CONCERN The accompanying financial statements have been prepared assuming that we will continue as a going concern. As reflected in the financial statements, we have incurred significant current period losses and negative cash flows from operating activities, and we have negative working capital and an accumulated deficit. We have relied upon loans and issuances of our equity to fund our operations. These conditions, among others, raise substantial doubt about our ability to continue as a going concern. Management’s plans regarding these matters, include raising additional debt or equity financing, the terms of which might not be acceptable. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. | NOTE 3: LIQUIDITY AND GOING CONCERN The accompanying consolidated financial statements have been prepared (i) in accordance with accounting principles generally accepted in the Unitd States, and (ii) assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated significant income to date. The Company is subject to the risks and uncertainties associated with a business with no substantive revenue, as well as limitations on its operating capital resources. These matters, among others, raise substantial doubt about the ability of the Company to continue as a going concern. These consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. In light of these matters, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to raise capital and generate revenue and profits in the future. During 2018, the Company made two product acquisitions, ClassiDocs™, and ARALOC ™ Data443 ™ We continue to monitor the effects COVID-19 could have on our operations and liquidity including our ability to collect account receivable timely from our customers due to the economic impacts COVID-19 could have on the general economy. COVID-19 has also impacted our ability to travel, meet distribution partners in their offices, present at tradeshows, and perform other enterprise-related sales functions. Many customers have still yet to return to their pre-pandemic “normal” office working conditions. These continued operating conditions have impacted our ability to execute and deploy some of our normal sales and marketing activities. While we are not unique in this position, these factors, among others, raise some doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
PROPERTY AND EQUIPMENT | NOTE 3: PROPERTY AND EQUIPMENT The following table summarizes the components of our property and equipment as of the dates presented: SUMMARY OF COMPONENTS OF PROPERTY AND EQUIPMENT June 30, December 31, 2022 2021 Furniture and Fixtures $ 2,991 $ 2,991 Computer Equipment 656,613 559,654 Property and equipment, gross 659,604 562,645 Accumulated depreciation (354,408 ) (274,239 ) Property and equipment, net of accumulated depreciation $ 305,196 $ 288,406 Depreciation expense for the six months ended June 30, 2022 and 2021, was $ 80,170 71,513 During the six months ended June 30, 2022 and 2021, we purchased property and equipment of $ 96,960 79,020 | NOTE 4: PROPERTY AND EQUIPMENT The following table summarizes the components of the Company’s property and equipment as of the dates presented: SUMMARY OF COMPONENTS OF PROPERTY AND EQUIPMENT December 31, December 31, 2021 2020 Furniture and Fixtures $ 2,991 $ 2,991 Computer Equipment 559,654 421,323 562,645 424,314 Accumulated depreciation (274,239 ) (99,965 ) Property and equipment, net of accumulated depreciation $ 288,406 $ 324,349 Depreciation expense for the years ended December 31, 2021 and 2020, was $ 174,274 and $ 81,274 , respectively, and recorded in general and administrative expenses. During the years ended December 31, 2021 and 2020, the Company acquired property and equipment of $ 138,331 and $ 146,400 , respectively. |
INTELLECTUAL PROPERTY
INTELLECTUAL PROPERTY | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
INTELLECTUAL PROPERTY | NOTE 4: INTELLECTUAL PROPERTY The following table summarizes the components of our intellectual property as of the dates presented: SCHEDULE OF INTELLECTUAL PROPERTY June 30, 2022 December 31, 2021 Intellectual property: Word press GDPR rights $ 46,800 $ 46,800 ARALOC® 1,850,000 1,850,000 ArcMail® 1,445,000 1,445,000 DataExpress® 1,388,051 1,388,051 FileFacets ® 135,000 135,000 IntellyWP™ 60,000 60,000 Resilient Network Systems 305,000 305,000 Intellectual property 5,229,851 5,229,851 Accumulated amortization (4,420,576 ) (3,960,032 ) Intellectual property, net of accumulated amortization $ 809,275 $ 1,269,819 We recognized amortization expense of $ 460,544 483,044 Based on the carrying value of definite-lived intangible assets as of June 30, 2022, we estimate our amortization expense for the next five years will be as follows: SCHEDULE OF FUTURE AMORTIZATION EXPENSE OF INTANGIBLE ASSETS Amortization Year Ended December 31, Expense 2022 (excluding the six months ended June 30, 2022) $ 354,940 2023 411,585 2024 27,000 Thereafter 15,750 Total $ 809,275 | NOTE 5: INTELLECTUAL PROPERTY On August 13, 2020, the Company entered into an Asset Purchase Agreement to acquire certain assets collectively known as FileFacets ™ 135,000 On September 21, 2020, the Company entered into an Asset Purchase Agreement with the owners of a business known as IntellyWP™, to acquire the intellectual property rights and certain assets collectively known as IntellyWP™, an Italy-based developer that produces WordPress plug-ins that enhance the overall user experience for webmaster and end users. The total purchase price of $ 135,000 55,000 40,000 40,000 25,000 On October 8, 2020, the Company entered into an Asset Purchase Agreement with Resilient Network Systems, Inc. (“ RNS 305,000 125,000 19,148,936 The following table summarizes the components of the Company’s intellectual property as of the dates presented: SCHEDULE OF INTELLECTUAL PROPERTY December 31, December 31, 2021 2020 Intellectual property: Word press GDPR rights $ 46,800 $ 46,800 ARALOC® 1,850,000 1,850,000 ArcMail License 1,445,000 1,445,000 DataExpress ® 1,388,051 1,388,051 FileFacets TM 135,000 135,000 IntellyWP™ 135,000 135,000 Resilient Network Systems 305,000 305,000 Intellectual property 5,304,851 5,304,851 Accumulated amortization (3,960,032 ) (2,993,944 ) Impairment (75,000 ) Intellectual property, net of accumulated amortization $ 1,269,819 $ 2,310,907 The Company recognized amortization expense of approximately $ 966,088 and $ 1,406,031 for the years ended December 31, 2021 and 2020, respectively, During the years ended December 31, 2021 the Company determined that IntellyWP TM TM TM 75,000 75,000 Based on the carrying value of definite-lived intangible assets as of December 31, 2021, we estimate our amortization expense for the next five years will be as follows: SCHEDULE OF FUTURE AMORTIZATION EXPENSE OF INTANGIBLE ASSETS Amortization Year Ended December 31, Expense 2022 815,484 2023 411,585 2024 27,000 Thereafter 15,750 Total 1,269,819 |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Payables and Accruals [Abstract] | ||
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | NOTE 5: ACCOUNTS PAYABLE AND ACCRUED LIABILITIES The following table summarizes the components of our accounts payable and accrued liabilities as of the dates presented: SUMMARY OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES June 30, December 31, 2022 2021 Accounts payable $ 264,105 $ 75,628 Credit cards 61,461 28,492 Accrued dividend - preferred stock - 6,849 Accrued liabilities 91,900 4,704 Accounts payable and accrued liabilities $ 417,466 $ 115,673 | NOTE 6: ACCOUNTS PAYABLE AND ACCRUED LIABILITIES The following table summarizes the components of the Company’s accounts payable and accrued liabilities as of the dates presented: SUMMARY OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, December 31, 2021 2020 Accounts payable $ 75,628 $ 178,319 Payroll liabilities - 102,793 Credit cards 28,492 31,918 Accrued dividend - preferred stock 6,849 484 Accrued liabilities 4,704 87,500 Accounts payable and accrued liabilities $ 115,673 $ 401,014 |
DEFERRED REVENUE
DEFERRED REVENUE | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
DEFERRED REVENUE | NOTE 6: DEFERRED REVENUE For the six months ended June 30, 2022 and as of December 31, 2021, changes in deferred revenue were as follows: SUMMARY OF CHANGES IN DEFERRED REVENUE June 30, December 31, 2022 2021 Balance, beginning of period $ 1,608,596 $ 1,518,163 Deferral of revenue 2,182,504 2,581,801 Recognition of deferred revenue (1,208,512 ) (2,491,368 ) Balance, end of period $ 2,582,588 $ 1,608,596 As of June 30, 2022 and December 31, 2021, deferred revenue is classified as follows: SCHEDULE OF DEFERRED REVENUE June 30, December 31, 2022 2021 Current $ 1,510,827 $ 1,035,185 Non-current 1,071,761 573,411 Deferred revenue $ 2,582,588 $ 1,608,596 | NOTE 7: DEFERRED REVENUE For the years ended December 31, 2021 and 2020, changes in deferred revenue were as follows: SUMMARY OF CHANGES IN DEFERRED REVENUE December 31, December 31, 2021 2020 Balance, beginning of year $ 1,518,163 $ 953,546 Deferral of revenue 2,581,801 2,961,749 Recognition of deferred revenue (2,491,368 ) (2,397,132 ) Balance, end of year $ 1,608,596 $ 1,518,163 As of December 31, 2021 and 2020, is classified as follows: SUMMARY OF DEFERRED REVENUE December 31, December 31, 2021 2020 Current $ 1,035,185 $ 1,478,430 Non-current 573,411 39,733 Deferred revenue $ 1,608,596 $ 1,518,163 |
LEASES
LEASES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Leases | ||
LEASES | NOTE 7: LEASES Operating lease We have two noncancelable operating leases for office facilities, one that we entered into January 2019 and that expires April 10, 2024 We recognized total lease expense of approximately $ 83,339 24,000 10,000 At June 30, 2022, future minimum lease payments under operating leases that have initial noncancelable lease terms in excess of one year were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER OPERATING LEASES Total Year Ended December 31, 2022 (excluding the six months ended June 30, 2022) 63,650 2023 131,150 Thereafter - Total lease payment 194,800 Less: Imputed interest (11,880 ) Operating lease liabilities 182,920 Operating lease liability - current 118,848 Operating lease liability - non-current $ 64,072 The following summarizes other supplemental information about our operating leases as of June 30, 2022: SCHEDULE OF OTHER SUPPLEMENTAL INFORMATION UNDER OPERATING LEASE Weighted average discount rate 8 % Weighted average remaining lease term (years) 1.54 Financing leases We lease computer and hardware under non-cancellable capital leases. The term of those capital leases is 3 12 41,914 72,768 0 10,341 10,944 At June 30, 2022, future minimum lease payments under the finance lease obligations, are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER FINANCE LEASES Total 2022 (excluding the six months ended June 30, 2022) $ 33,285 2023 10,496 Thereafter - Total finance lease payment 43,781 Less: Imputed interest (1,867 ) Finance lease liabilities 41,914 Finance lease liability 41,914 Finance lease liability - non-current $ - As of June 30, 2022 and December 31 2021, finance lease assets are included in property and equipment as follows: SCHEDULE OF FINANCE LEASE ASSETS June 30, December 31, 2022 2021 Finance lease assets $ 267,284 $ 267,284 Accumulated depreciation (231,156 ) (192,928 ) Finance lease assets, net of accumulated depreciation $ 36,128 $ 74,356 | NOTE 8: LEASES Operating lease We have noncancelable operating leases for our office facility that expire in 2024. Lease right-of-use assets represent the right to use an underlying asset pursuant to the lease for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Lease right-of-use assets and lease liabilities are recognized at the commencement of an arrangement where it is determined at inception that a lease exists. These assets and liabilities are initially recognized based on the present value of lease payments over the lease term calculated using our estimated incremental borrowing rate generally applicable to the location of the lease right-of-use asset, unless an implicit rate is readily determinable. We combine lease and certain non-lease components in determining the lease payments subject to the initial present value calculation. Lease right-of-use assets include upfront lease payments and exclude lease incentives, if applicable. When lease terms include an option to extend the lease, we have not assumed the options will be exercised. Lease expense for operating leases generally consist of both fixed and variable components. Expense related to fixed lease payments are recognized on a straight-line basis over the lease term. Variable lease payments are generally expensed as incurred, where applicable, and include agreed-upon changes in rent, certain non-lease components, such as maintenance and other services provided by the lessor, and other charges included in the lease. Leases with an initial term of twelve months or less are not recorded on the balance sheet. We recognized total lease expense of approximately $ 97,385 100,910 10,000 Future minimum lease payments under operating leases that have initial noncancelable lease terms in excess of one year at December 31, 2021 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER OPERATING LEASES Total Year Ended December 31, 2022 127,300 2023 131,150 Thereafter - Total lease payment 258,450 Less: Imputed interest (20,488 ) Operating lease liabilities 237,962 Operating lease liability - current 112,322 Operating lease liability - non-current $ 125,640 The following summarizes other supplemental information about the Company’s operating lease as of December 31, 2021: SCHEDULE OF OTHER SUPPLEMENTAL INFORMATION UNDER OPERATING LEASE Weighted average discount rate 8 % Weighted average remaining lease term (years) 2.04 Finance lease The Company leases computer and hardware under non-cancellable capital lease arrangements. The term of those capital leases is 3 years and annual interest rate is 12 %. At December 31, 2021 and 2020, capital lease obligations included in current liabilities were $ 72,768 and $ 90,565 , respectively, and capital lease obligations included in long-term liabilities were $ 10,341 and $ 83,109 , respectively. As of December 31, 2021 and 2020, the Company recorded security deposit of $ 10,944 . During the years ended December 31, 2021 and 2020, the Company paid interest expense of $ 15,967 22,892 At December 31, 2021, future minimum lease payments under the finance lease obligations, are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER FINANCE LEASES Total 2022 78,379 2023 10,496 Thereafter - Total finance lease payment 88,875 Less: Imputed interest (5,766 ) Finance lease liabilities 83,109 Finance lease liability 72,768 Finance lease liability - non-current $ 10,341 As of December 31, 2021 and 2020, finance lease assets are included in property and equipment as follows: SCHEDULE OF FINANCE LEASE ASSETS December 31, December 31, 2021 2020 Finance lease assets $ 267,284 $ 267,284 Accumulated depreciation (192,928 ) (87,337 ) Finance lease assets, net of accumulated depreciation $ 74,356 $ 179,947 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
CONVERTIBLE NOTES PAYABLE | NOTE 8: CONVERTIBLE NOTES PAYABLE Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, December 31, 2022 2021 Convertible Notes - Issued in fiscal year 2020 98,488 100,000 Convertible Notes - Issued in fiscal year 2021 851,851 1,607,857 Convertible Notes - Issued in fiscal year 2022 1,291,735 - Convertible notes payable, Gross 2,242,074 1,707,857 Less debt discount and debt issuance cost (200,812 ) (691,569 ) Convertible notes payable 2,041,262 1,016,288 Less current portion of convertible notes payable 1,942,774 993,931 Long-term convertible notes payable $ 98,488 $ 22,357 During the six months ended June 30, 2022 and the year ended 2021, we recognized interest expense of $ 374,938 14,556 636,010 335,663 Conversion During the six months ended June 30, 2022, we converted notes with principal amounts and accrued interest of $ 29,325 into 165,273 shares of common stock. The corresponding derivative liability of $ 57,883 Convertible notes payable consists of the following: Promissory Notes - Issued in fiscal year 2020 In 2020, we issued convertible promissory notes with principal amounts totaling $ 100,000 ● Terms 60 ● Annual interest rates of 5 ● Conversion price fixed at $ 0.01 Promissory Notes - Issued in fiscal year 2021 In 2021, we issued convertible promissory notes with principal amounts totaling $ 1,696,999 1,482,000 214,999 ● Terms ranging from 90 12 ● Annual interest rates of 5 12 ● Convertible at the option of the holders after varying dates. ● Conversion price based on a formula corresponding to a discount (39% discount) off the average closing price or lowest trading price of our Common Stock for the 20 prior trading days including the day on which a notice of conversion is received. The 2021 Convertible Notes also were associated with the following: ● The issuance of 1,414 133,663 ● The issuance of 117,992 7.44 36.00 5 years During the six months ended June 30, 2022, in connection with the 2021 Convertible Notes, we repaid principal in the amount of $ 729,506 319,743 Promissory Notes - Issued in fiscal year 2022 During the six months ended June 30, 2022, we issued convertible promissory notes with principal amounts totaling $ 1,320,575 1,207,800 57,313 ● Terms ranging from 9 12 ● Annual interest rates of 9 12 ● Convertible at the option of the holders after varying dates. ● Conversion price based on a formula corresponding to a discount (20% or 39% discount) off the lowest trading price of our Common Stock for the 20 prior trading days including the day on which a notice of conversion is received, although one of the 2022 Convertible Notes establishes a fixed conversion price of $4.50 per share. During the six months ended June 30, 2022, the 2022 Convertible Notes also were associated with the following: ● 18,170 140,936 In connection with the adoption of ASU 2020-06 on January 1, 2022, we reclassified $ 517,500 439,857 | NOTE 9: CONVERTIBLE NOTES PAYABLE Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE December 31, December 31, 2021 2020 Convertible Notes - Issued in fiscal year 2020 100,000 1,526,000 Convertible Notes - Issued in fiscal year 2021 1,607,857 - 1,707,857 1,526,000 Less debt discount and debt issuance cost (691,569 ) (282,232 ) 1,016,288 1,243,768 Less current portion of convertible notes payable 993,931 1,241,412 Long-term convertible notes payable $ 22,357 $ 2,356 During the years ended December 31, 2021 and 2020, the Company recognized interest expense of $ 131,623 274,857 478,582 1,576,907 Replacement of note During the year ended December 31, 2020, the Company assigned a portion of note with outstanding principal amounts of $ 150,000 135,000 81,000 135,000 54,000 Effective September 30, 2020, the Company exchanged (i) its convertible promissory note originally issued on March 20, 2020 in the amount of $ 125,000 16 325,000 a. Principal balance of $ 325,000 b. No further interest shall accrue so long as there is no event of default; c. Conversions into common stock under the Exchange Note shall be effected at the lowest closing stock price during the five (5) days preceding any conversion, with -0- discount and a conversion price not below $ 112 d. No prepayment premiums or penalties; and e. Maturity date of September 30, 2021 Effective November 17, 2020, the Company entered into a Settlement and Release Agreement (the “Settlement Agreement”) with an existing lender to, among things, settle all dispute regarding a convertible promissory note, and exchanged that note for a newly issued note. The disputed note, referred to herein as the “Smea2z Note”, was originally issued on October 23, 2018 in favor of Smea2z LLC in the original principal amount of Two Hundred Twenty Thousand Dollars ($ 220,000 608,850 400,000 a. No further interest shall accrue so long as there is no event of default; b. Maturity date remains the same: 30 June 2021 c. No right to prepay; d. Conversion price is fixed at $ 56 e. Typical events of default for such a note, as well as a default in the event the closing price for the Company’s common stock is less than $ 56 f. Leak out provision: 1. One conversion per week, for no more than forty million shares; 2. If the trading volume for the Company’s common stock exceeds fifty million shares on any day, a second conversion may be exercised during that week, again for no more than forty million shares (a total of eighty million shares for that week). Notes were fully converted in February 2021 Effective November 18, 2020, the Company entered into an agreement with three existing investors in the Company (the “Warrant Holders”), each of which was the holder of warrants issued the Company. The total number of warrants (collectively, the “Exchanged Warrants”) held by the Warrant Holders totaled 39 100,000 160 Settlement of note and accrued interest Convertible note in the original principal amount of $ 25,000 56,808 81,808 Conversion During the year ended December 31, 2021, the Company converted notes with principal amounts and accrued interest of $ 1,450,150 24,536 392,703 During the year ended December 31, 2020, the Company converted notes with principal amounts and accrued interest of $ 3,811,434 50,847 10,548,012 Convertible notes payable consists of the following: Promissory Notes - Issued in fiscal year 2020 During the twelve months ended December 31, 2020, the Company issued a total of $ 2,466,500 ● Terms ranging from 5 60 ● Annual interest rates of 0 25 ● Convertible at the option of the holders at issuance date, after maturity date or 6 months after issuance date. ● Conversion prices are typically based on the discounted (25% to 50% discount) average closing prices or lowest trading prices of the Company’s shares during various periods prior to conversion. Certain note has a fixed conversion price ranging from $16 to $112. 15,000 18 160 The Company determined that the conversion features, in the convertible notes, met the definition of a liability in accordance with ASC Topic No. 815 - 40, Derivatives and Hedging - Contracts in Entity’s Own Stock and therefore bifurcated the embedded conversion options once the notes become convertible and accounted for it as a derivative liability. The fair value of the conversion feature was recorded as a debt discount and amortized to interest expense over the term of the note. The Company valued the conversion feature using the Binomial pricing model. The fair value of the derivative liability for all the notes that became convertible, including the notes issued in prior years, during the twelve months ended December 31, 2020 amounted to $ 10,854,214 947,175 9,907,039 As of December 31, 2021, $ 100,000 Promissory Notes - Issued in fiscal year 2021 During the year ended December 31, 2021, the Company issued convertible notes of $ 1,696,999 1,482,000 214,999 ● Terms ranging from 90 12 ● Annual interest rates of 5 12 ● Convertible at the option of the holders after varying dates. ● Conversion prices are typically based on the discounted (39% discount) average closing prices or lowest trading prices of the Company’s shares during 20 periods prior to conversion. ● 1,414 133,663 ● 117,992 7.44 36.00 5 As of December 31, 2021, $ 1,607,857 |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
DERIVATIVE LIABILITIES | NOTE 9: DERIVATIVE LIABILITIES We analyzed the conversion option for derivative accounting consideration under ASC 815, Derivatives and Hedging, and hedging, and determined that the instrument should be classified as a liability since the conversion option becomes effective at issuance resulting in there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. We determined our derivative liabilities to be a Level 3 fair value measurement during the year based on management’s estimate of the expected future cash flows required to settle the liabilities, and used the Binomial pricing model to calculate the fair value as of June 30, 2022. As of the six months ended June 30, 2022, there were no derivative liabilities. The Binomial model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note and warrant is estimated using the Binomial valuation model. For the six months ended June 30, 2022 and year ended December 31, 2021, the estimated fair values of the liabilities measured on a recurring basis are as follows: We valued the conversion feature using the Binomial pricing model. The fair value of the derivative liability for all the notes that became convertible, including the notes issued in prior years, during the six months ended June 30, 2022 amounted to $ 57,883 For the six months June 30, 2022 and year ended December 31, 2021, the estimated fair values of the liabilities measured on a recurring basis are as follows: SCHEDULE OF FAIR VALUE OF LIABILITIES MEASURED ON RECURRING BASIS Six months ended Year ended June 30, December 31, 2022 2021 Expected term 0.51 0.48 5.00 Expected average volatility 134 % 160 302 Expected dividend yield - - Risk-free interest rate 59 % 0.04 1.24 The aggregate loss on derivatives during the six months ended June 30, 2022 and 2021 was $ 57,883 363,654 | NOTE 10: DERIVATIVE LIABILITIES The Company analyzed the conversion option for derivative accounting consideration under ASC 815, Derivatives and Hedging, and hedging, and determined that the instrument should be classified as a liability since the conversion option becomes effective at issuance resulting in there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options. ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item. The Company determined our derivative liabilities to be a Level 3 fair value measurement during the year based on management’s estimate of the expected future cash flows required to settle the liabilities, and used the Binomial pricing model to calculate the fair value as of December 31, 2021. As of the end of year, at December 31, 2021 there were no derivative liabilities. The Binomial model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note and warrant is estimated using the Binomial valuation model. For the years ended December 31, 2021 and, 2020, the estimated fair values of the liabilities measured on a recurring basis are as follows: SCHEDULE OF FAIR VALUE OF LIABILITIES MEASURED ON RECURRING BASIS Year ended Year ended December 31, December 31, 2021 2020 Expected term 0.48 5.00 0.25 5.00 Expected average volatility 160 302 % 187 464 % Expected dividend yield - - Risk-free interest rate 0.04 1.24 % 0.01 1.57 % The following table summarizes the changes in the derivative liabilities during the years ended December 31, 2021 and 2020: SCHEDULE OF CHANGES IN DERIVATIVE LIABILITIES Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Derivative liability as of December 31, 2019 $ 2,601,277 Addition of new derivatives recognized as debt discounts 947,175 Addition of new derivatives recognized as day-one loss 9,907,039 Derivative liabilities settled upon conversion of convertible note (10,954,868 ) Change in derivative liabilities recognized as loss on derivative (2,500,623 ) Derivative liability as of December 31, 2020 $ - Addition of new derivatives recognized as debt discounts 390,000 Addition of new derivatives recognized as day-one loss 559,939 Derivative liabilities settled upon conversion of convertible note (1,004,658 ) Change in derivative liabilities recognized as loss on derivative 54,719 Derivative liability as of December 31, 2021 $ - The aggregate loss on derivatives during the years ended December 31, 2021 and 2020 was $ 614,658 7,406,416 |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Notes Payable | ||
NOTES PAYABLE | NOTE 10: NOTES PAYABLE Notes payable consists of the following: SCHEDULE OF NOTES PAYABLE June 30, December 31, Interest 2022 2021 Maturity Rate Economic Injury Disaster Loan - originated in May 2020 (1, 3) $ 500,000 $ 500,000 30 3.75 % Promissory note - originated in September 2020 35,319 50,456 $ 2,873.89 36 14.0 % Promissory note - originated in December 2020 24,543 33,039 $ 1,854.41 36 8.0 % Promissory note - originated in January 2021 35,413 48,583 $ 2,675.89 36 18.0 % Promissory note - originated in February 2021 (2) 1,305,374 1,328,848 5 4.0 % Promissory note - originated in April 2021 693,333 832,000 1 12 % Promissory note - originated in July 2021 282,000 282,000 1 12 % Promissory note - originated in September 2021 49,621 55,576 $ 1,383.56 60 28 % Promissory note - originated in December 2021 - 406,300 $ 20,050 49 % Promissory note - originated in December 2021 - 241,716 $ 10,071.45 4.94 % Promissory note - originated in December 2021 - 189,975 $ 2,793.75 7 % Promissory note - originated in March 2022 233,980 - $ 20,995 49 % Promissory note - originated in March 2022 62,357 - $ 642.86 15 % Promissory note - originated in April 2022 81,726 - $ 1,695.41 36 16.0 % Promissory note - originated in April 2022 127,395 - $ 2,235 15 % Promissory note - originated in April 2022 68,913 - $ 1,862.50 5 % Promissory note - originated in April 2022 284,088 - $ 7,250 25 % Promissory note - originated in June 2022 67,455 - $ 1,873.75 25 % 3,851,517 3,968,491 Less debt discount and debt issuance cost (317,931 ) (476,727 ) 3,533,586 3,491,766 Less current portion of promissory notes payable 1,799,147 1,720,777 Long-term promissory notes payable $ 1,734,439 $ 1,770,989 (1) We received an advance under the Economic Injury Disaster Loan (EIDL) program. (2) We received a second advance under the EIDL program in fiscal year 2021. (3) On February 12, 2021, we issued notes payable of $ 1,404,000 1,094,691 309,309 During the six months ended June 30, 2022 and 2021, we recognized interest expense of $ 113,693 57,209 625,621 995,066 During the six months ended June 30, 2022 and 2021, we issued a total of $ 1,840,518 3,641,037 654,065 1,066,393 1,957,492 2,734,275 | NOTE 11: NOTES PAYABLE Notes payable consists of the following: SCHEDULE OF NOTES PAYABLE December 31, December 31, 2021 2020 Maturity Interest Rate 10% Promissory note - originated in October 2019 $ - $ 25,060 Due on demand 10.0 % Promissory note - originated in October 2019 - 25,060 Due on demand 10.0 % Promissory note - originated in April 2020 - 10,000 Due on demand No Paycheck Protection Program Promissory note - originated in April 2020 (1) - 339,000 2 years 1.0 % Economic Injury Disaster Loan - originated in May 2020 (2) 500,000 150,000 30 years 3.75 % Promissory note - originated in June 2020 - 43,356 $ 3,942.86 16.0 % Promissory note - originated in September 2020 50,456 80,730 $ 2,873.89 36 14.0 % Promissory note - originated in October 2020 - 158,169 $ 2,293.31 25.0 % Promissory note - originated in November 2020 - 170,886 $ 4,497.00 25.0 % Promissory note - originated in November 2020 - 394,846 $ 6,999.00 25.0 % Promissory note - originated in December 2020 33,039 50,031 $ 1,854.41 36 8.0 % Promissory note - originated in January 2021 48,583 - $ 2,675.89 36 18.0 % Promissory note - originated in February 2021 1,328,848 - 5 years 4.0 % Promissory note - originated in April 2021 832,000 - 1 year 12 % Promissory note - originated in April 2021 - - $ 8,284.92 24 % Promissory note - originated in July 2021 282,000 - 1 year 12 % Promissory note - originated in August 2021 - - $ 4,842.5 49 % Promissory note - originated in September 2021 55,576 - $ 1,383.56 60 28 % Promissory note - originated in December 2021 406,300 - $ 20,050 49 % Promissory note - originated in December 2021 241,714 - $ 10,071.45 4.94 % Promissory note - originated in December 2021 189,975 - $ 2,793.75 7 % 3,968,491 1,447,137 Less debt discount and debt issuance cost (476,727 ) (289,332 ) 3,491,764 1,157,805 Less current portion of promissory notes payable 1,720,777 585,310 Long-term promissory notes payable $ 1,770,989 $ 572,495 (1) In response to the Coronavirus (COVID-19) pandemic, the US Government passed the Coronavirus Aid, Relief, and Economic Security (CARES) Act on March 27, 2020. The CARES Act provides fast and direct economic assistance for entrepreneurs and small businesses through the US Small Business Administration (“SBA”). During the year ended 2020, the Company received a loan issued under the CARES Act program - Paycheck Protection Program (“PPP”). This loan program provides small businesses with funds to pay up to eight (8) weeks of payroll costs including benefits. Funds can also be used to pay interest on mortgages, rent, and utilities. Under the PPP, the Company may apply to have certain amounts forgiven under the direction of the Administrator of the SBA providing that the Company satisfies certain criteria. Repayment of the PPP loan will commence earlier of when the SBA remits the forgiveness amount to the lender or the Maturity Date. During the year ended December 31, 2021, PPP loan was fully forgiven. (2) The Company received an advance under the Economic Injury Disaster Loan (EIDL) program. As the Company received an EIDL advance and a PPP loan, the EIDL advance portion will be applied against the PPP forgiveness amount as repayment to the SBA upon approval of the PPP forgiveness application. During the years ended December 31, 2021 and 2020, the Company recognized interest expense of $ 260,155 and $ 34,331 , and amortization of debt discount, included in interest expense of $ 2,082,875 and $ 534,535 , respectively. During the years ended December 31, 2021 and 2020, the Company issued a total of $ 6,094,051 and $ 2,971,864 , less discount of $ 1,716,825 and $ 823,868 and repaid $ 4,577,578 and $ 1,689,846 , respectively. During the year ended December 31, 2021, debts and accrued interest of $ 413,657 were forgiven and the Company recorded a gain on settlement of debt. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 11: COMMITMENTS AND CONTINGENCIES We account for contingent liabilities in accordance with Accounting Standards Codification (“ASC”) Topic 450, Contingencies DMB Note Collection Action On June 17, 2021, DMB Group, LLC (“ DMB Subsidiary Employment Related Claims We view most legal proceedings involving claims of former employees as routine litigation incidental to the business, and therefore not material. Litigation In the ordinary course of business, we are involved in a number of lawsuits incidental to our business, including litigation related to intellectual property, employees, and commercial matters. Although it is difficult to predict the ultimate outcome of these cases, management believes that any ultimate liability would not have a material adverse effect on our consolidated financial condition or results of operations. However, an unforeseen unfavorable development in any of these cases could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows in the period in which it is recorded. |
CAPITAL STOCK AND REVERSE STOCK
CAPITAL STOCK AND REVERSE STOCK SPLIT | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
CAPITAL STOCK AND REVERSE STOCK SPLIT | NOTE 12: CAPITAL STOCK AND REVERSE STOCK SPLIT On March 7, 2022, we filed an amendment to our Articles of Incorporation to effect a 1-for-8 0.001 Preferred Stock As of June 30, 2022, we are authorized to issue 337,500 0.001 150,000 80,000 Series A Preferred Stock Each share of Series A was (i) convertible into 1,000 entitled to vote 15,000 shares of common stock on all matters submitted to a vote by shareholders voting common stock. During the six months ended June 30, 2022, 108 108,000 As of June 30, 2022 and December 31, 2021, 149,892 150,000 Series B Preferred Stock Each share of Series B (i) has a stated value of Ten Dollars ($10.00) per share; (ii) is convertible into Common Stock at a price per share equal to sixty one percent (61%) of the lowest price for our Common Stock during the twenty (20) days of trading preceding the date of the conversion; (iii) earns dividends at the rate of nine percent (9%) per annum; and, (iv) has no voting rights. During the six months ended June 30, 2022, we issued 7,875 78,750 3,750 During the six months ended June 30, 2022, we redeemed 37,625 487,730 During the six months ended June 30, 2022, we recorded an accrued dividend of $ 104,631 22,439 As of June 30, 2022 and December 31, 2021, 0 29,750 Common Stock As of June 30, 2022, we are authorized to issue 125,000,000 0.001 All shares have equal voting rights, are non-assessable, and have one vote per share. During the six months ended June 30, 2022, we issued Common Stock as follows: ● 165,273 ● 6,631 ● 380,952 ● 108,000 ● 153,491 ● 18,170 As of June 30, 2022 and December 31, 2021, 954,561 122,044 Warrants A summary of activity during the six months ended June 30, 2022 follows: SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding Weighted Average Shares Exercise Price Outstanding, December 31, 2021 146,842 $ 27.86 Granted 19,166 6.00 Exercised (7,567 ) - Forfeited/canceled - - Outstanding, June 30, 2022 158,441 $ 22.07 During the six months ended June 30, 2022, 7,567 6,631 The following table summarizes information relating to outstanding and exercisable warrants as of June 30, 2022: SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS Exercisable Warrants Outstanding Weighted Average Remaining Number of Shares Contractual life (in years) Weighted Average Exercise Price 6,250 3.45 $ 160.00 6,934 3.81 $ 120.00 15,666 4.08 $ 36.00 2,917 4.25 $ 36.00 32,837 4.31 $ 9.88 74,671 4.48 $ 7.44 19,166 4.86 $ 6.00 158,441 4.38 $ 22.07 | NOTE 12: CAPITAL STOCK AND REVERSE STOCK SPLIT Changes in Authorized Shares On March 5, 2020, the Company amended its Articles of Incorporation to increase the number of shares of authorized common stock to 250,000,000 On April 15, 2020, the Company amended its Articles of Incorporation to increase the number of shares of authorized common stock to 750,000,000 On August 17, 2020, the Company amended its Articles of Incorporation to increase the number of shares of authorized common stock to 1,500,000,000 On November 25, 2020 the Company filed a Certificate of Designation to authorize and create its Series B Preferred shares, consisting of 80,000 0.001 On December 15, 2020 the Company amended its Articles of Incorporation to increase the number of shares of authorized common stock to 1,800,000,000 On July 1, 2021, we effected a 1-for-2,000 On March 7, 2022, the Company filed an amendment to its Articles of Incorporation to effect a 1-for-8 0.001 Preferred Stock As of December 31, 2021, the Company is authorized to issue 337,500 0.001 150,000 80,000 As of December 31, 2021 and 2020, 150,000 1,000 entitled to vote 15,000 shares of common stock on all matters submitted to a vote by shareholders voting common stock 148,666 As of December 31, 2021 and 2020, 29,750 5,300 Each share of Series B (i) has a stated value of Ten Dollars ($ 10.00 During the year ended December 31, 2021, the Company issued a total of 62,700 ● 56,400 525,000 39,000 ● 6,560 65,600 During the year ended December 31, 2020, the Company issued 5,300 50,000 3,000 During the years ended December 31, 2021 and 2020, the Company recorded accrued dividend of $ 40,149 and $ 484 , and amortization of debt discount, included in interest expense of $ 345,188 203 During the year ended December 31, 2021, 33,875 18,024 4,375 63,999 Common Stock As of December 31, 2021, the Company is authorized to issue 125,000,000 shares of common stock with a par value of $ 0.001 . All shares have equal voting rights, are non-assessable, and have one vote per share. The total number of shares of Company common stock issued and outstanding as of December 31, 2021 and 2020, respectively, was 122,044 and 65,308 shares, respectively. On January 6, 2022, the Company reduced the number of authorized shares of common stock to 125,000,000 During the year ended December 31, 2021, the Company issued common stock as follows: ● 24,536 ● 10,419 1,000,000 10,000 143,199 ● 1,227 ● 1,116 ● 18,024 ● 1,414 During the year ended December 31, 2020, the Company issued common stock as follows, ● 50,847 ● 97 ● 753 375 ● 32 ● 2,377 ● 7,605 ● 1,197 ● 1,796 Warrants The Company identified conversion features embedded within warrants issued during the year ended December 31, 2020. The Company has determined that the conversion feature of the Warrants represents an embedded derivative since the conversion price includes a reset provision which could cause adjustments upon conversion. During the year ended December 31, 2020, 21 five years 8,000 As a result of the reset features, the warrants increased by 22,919 23,057 81.60 During the year ended December 31, 2020, the Company entered into an agreement with three existing investors in the Company (the “Holders”), each of which was the holder of warrants issued the Company. The total number of warrants (collectively, the “Warrants”) held by the Holders totaled 2 100,000 On December 11, 2020, the Company entered into a Common Stock Purchase Agreement (the “Purchase Agreement”) with Triton Funds LP, a Delaware limited partnership (“Triton”). Pursuant to the Purchase Agreement, subject to certain conditions set forth in the Purchase Agreement, Triton is obligated to purchase up to One Million Dollars ($ 1,000,000 6,250 160 1,250 During the year ended December 31, 2021, the Company issued the following warrants: (i) to acquire 6,933 120 6,933 120 832,000 15,666 36 282,000 2,917 36 282,000 40,404 36 444,444 74,671 7.44 555,555 A summary of activity during the period ended December 31, 2021 follows: SCHEDULE OF WARRANTS ACTIVITY Weighted Average Shares Exercise Price Outstanding, December 31, 2019 117 $ 7,862.34 Granted 6,271 227.20 Reset feature 22,919 81.60 Exercised (2,416 ) 81.60 Forfeited/canceled (20,641 ) 51.20 Outstanding, December 31, 2020 6,250 $ 20.00 Granted 141,721 22.18 Reset feature - - Exercised (1,129 ) 5.80 Forfeited/canceled - - Outstanding, December 31, 2021 146,842 $ 27.86 The following table summarizes information relating to outstanding and exercisable warrants as of December 31, 2021: SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS Warrants Outstanding Warrants Exercisable Number of Shares Contractual life Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price 6,250 3.95 $ 160.00 - $ - 6,933 4.31 $ 120.00 - $ - - - $ 46.40 - $ - 15,667 4.57 $ 36.00 - $ - 2,917 4.75 $ 36.00 - $ - 40,404 4.80 $ 25.60 - $ - 74,671 4.98 $ 7.44 - $ - |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
SHARE-BASED COMPENSATION | NOTE 13: SHARE-BASED COMPENSATION Stock Options During the three months ended June 30, 2022, we granted options for the purchase of our Common Stock to certain employees as consideration for services rendered. The terms of the stock option grants are determined by our Board of Directors consistent our 2019 Omnibus Stock Incentive Plan which the Board adopted May 16, 2019. Our stock options generally vest upon the one-year anniversary date of the grant ten years The following summarizes the stock option activity for the six months ended June 30, 2022: SCHEDULE OF STOCK OPTION ACTIVITY Options Outstanding Weighted-Average Balance as of December 31, 2021 2,121 $ 467.76 Grants - - Exercised - - Cancelled (1,092 ) 134.40 Balance as of June 30, 2022 1,029 $ 481.46 The following summarizes certain information about stock options vested and expected to vest as of June 30, 2022: SCHEDULE OF STOCK OPTIONS VESTED AND EXPECTED TO VEST Number of Options Weighted-Average Remaining Contractual Life (In Years) Weighted- Average Exercise Price Number of Options Weighted-Average Remaining Contractual Life (In Years) Weighted- Average Exercise Price Outstanding 1,029 8.39 $ 481.46 Exercisable 585 8.23 $ 735.99 Expected to vest 444 8.51 $ 303.82 As of June 30, 2022 and December 31, 2021, there was $ 67,833 381,547 Restricted Stock Awards The following summarizes the restricted stock activity for the six months ended June 30, 2022: SCHEDULE OF RESTRICTED STOCK ACTIVITY Weighted-Average Shares Fair Value Balance as of December 31, 2021 1,370 $ 639.22 Shares of restricted stock granted - - Exercised - - Cancelled - - Balance as of June 30, 2022 1,370 $ 639.22 SCHEDULE OF RESTRICTED STOCK AWARD Number of Restricted Stock Awards June 30, 2022 December 31, 2021 Vested 1,370 1,370 Non-vested - - | NOTE 14: SHARE-BASED COMPENSATION Stock Options During the years ended December 31, 2021 and 2020, the Company granted options for the purchase of the Company’s common stock to certain employees, consultants and advisors as consideration for services rendered. The terms of the stock option grants are determined by the Company’s Board of Directors. The Company’s stock options generally vest upon the one-year anniversary date of the grant ten years The following summarizes the stock option activity for the years ended December 31, 2021 and 2020: SCHEDULE OF STOCK OPTION ACTIVITY Weighted-Average Options Outstanding Exercise Price Balance as of December 31, 2019 24 $ 29,760.00 Grants 782 398.46 Exercised (8 ) 33,833.25 Cancelled (63 ) 1,824.72 Balance as of December 31, 2020 735 $ 775.93 Grants 1,386 304.44 Exercised - - Cancelled - - Balance as of December 31, 2021 2,121 $ - The weighted average grant date fair value of stock options granted during the years ended December 31, 2021 and 2020 was $ 299 320 414,902 251,117 SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS FOR STOCK OPTIONS GRANTED 2021 2020 Expected term (years) 5.74 5.7 Expected stock price volatility 296.25 % 316.43 % Weighted-average risk-free interest rate 0.62 % 0.40 % Expected dividend $ 0.00 $ 0.00 Volatility is a measure of the amount by which a financial variable such as share price has fluctuated (historical volatility) or is expected to fluctuate (expected volatility) during a period. The Company estimates expected volatility giving primary consideration to the historical volatility of its common stock. The risk-free interest rate is based on the published yield available on U.S. Treasury issues with an equivalent term remaining equal to the expected life of the stock option. The expected lives of the stock options represent the estimated period of time until exercise or forfeiture and are based on the simplified method of using the mid-point between the vesting term and the original contractual term. The following summarizes certain information about stock options vested and expected to vest as of December 31, 2021: SCHEDULE OF STOCK OPTIONS VESTED AND EXPECTED TO VEST Weighted-Average Number of Remaining Contractual Life Weighted-Average Options (In Years) Exercise Price Outstanding 2,121 8.90 $ 467.76 Exercisable 344 8.42 $ 1,368.32 Expected to vest 1,777 8.99 $ 293.51 As of December 31, 2021 and 2020, there was $ 381,547 211,661 Restricted Stock Awards During the years ended December 31, 2021 and 2020, the Company issued restricted stock awards for shares of common stock which have been reserved for the holders of the awards. Restricted stock awards were issued to certain consultants and advisors as consideration for services rendered. The terms of the restricted stock units are determined by the Company’s Board of Directors. The Company’s restricted stock shares generally vest over a period of one year ten years The following summarizes the restricted stock activity for the years ended December 31, 2021 and 2020: SCHEDULE OF RESTRICTED STOCK ACTIVITY Weighted-Average Shares Fair Value Balance as of December 31, 2019 32 15,449.60 Shares of restricted stock granted 892 253.15 Exercised - - Cancelled (1 ) 9,600.00 Balance as of December 31, 2020 923 748.89 Shares of restricted stock granted 447 413.33 Exercised - - Cancelled - - Balance as of December 31, 2021 1,370 639.22 SCHEDULE OF RESTRICTED STOCK AWARD December 31, December 31, Number of Restricted Stock Awards 2021 2020 Vested 1,370 29 Non-vested - 894 As of December 31, 2021 and 2020, there was $ 0 144,964 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Related Party Transactions [Abstract] | ||
RELATED PARTY TRANSACTIONS | NOTE 14: RELATED PARTY TRANSACTIONS Jason Remillard is our president and chief executive officer and the sole director. Through his ownership of Series A Preferred Shares, Mr. Remillard has voting control over all matters to be submitted to a vote of our shareholders. On September 16, 2019, we entered into an Asset Purchase Agreement with DMB Group, LLC (“DMB Group”). A significant part of the purchase price was in the form of our Common Stock. As a direct result of this transaction and our Common Stock issued to DMB Group, we determined that DMB Group was a related party. Amounts owed to DMB Group, including the note payable of $ 940,000 97,689 124,985 1,240 0 123,745 During the six months ended June 30, 2022, we received cash from our Chief Executive Officer of $ 116,238 86,571 As of June 30, 2022 and December 31, 2021, we had due to related party transactions in the amounts of $ 277,033 247,366 | NOTE 16: RELATED PARTY TRANSACTIONS Jason Remillard is our Chief Executive Officer and sole director. Through his ownership of Series A Preferred Shares, Mr. Remillard has voting control over all matters to be submitted to a vote of our shareholders. In January 2018 the Company acquired substantially all of the assets of Myriad Software Productions, LLC, which is owned 100 1,500,000 50,000 250,000 1,200,000 100 144,000 On September 16, 2019, the Company entered into an Asset Purchase Agreement with DMBGroup, LLC. Amounts owed to DMBGroup, LLC including the note payable of $ 940,000 97,689 281,638 458,275 9,992 35,096 123,745 405,382 During the year ended December 31, 2021, the Company borrowed $ 231,150 135,793 399,169 299,173 303,079 During the year ended December 31, 2020, our CEO repaid $ 135,000 81,000 54,000 54,000 During the year ended December 31, 2020 we issued to our CEO a total of 148,666 As of December 31, 2021 and 2020, the Company had due to related party of $ 247,366 561,230 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Subsequent Events [Abstract] | ||
SUBSEQUENT EVENTS | NOTE 15: SUBSEQUENT EVENTS In accordance with ASC 855-10, “Subsequent Events”, we analyzed our operations subsequent to June 30, 2022 to August 15, 2022, the date when these consolidated financial statements were issued. Our Management determined that there were no reportable events that occurred during that subsequent period to be disclosed or recorded. Management evaluated all additional events subsequent to the balance sheet date through to March 31, 2022, the date the consolidated financial statements were available to be issued, and determined the following items: ● The Company issued 7,875 75,000 ● The Company fully redeemed all outstanding 37,625 487,730 no ● The Company issued convertible notes a total of $ 959,313 33,196 1 9 Notes are convertible at the option of the holders after 6 months of issuance date of the note and conversion price are Conversion prices are based on the discounted (39% or 20% discount) lowest trading prices of the Company’s shares during 20 periods prior to conversion. Certain note has a floor price of $ 0.01 ● On January 19, 2022, the Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Centurion Holdings I, LLC, a Missouri limited liability company (“Centurion”) and certain other parties. Pursuant to the Purchase Agreement, Centurion sold, transferred, assigned, conveyed and delivered to the Company, and the Company purchased from Centurion, all right, title, and interest in and to certain assets in the Purchase Agreement (the “Assets”). In exchange for the Assets, the Company paid to Centurion (i) $ 250,000 2,900,000 five year 8 250,000 | NOTE 17: SUBSEQUENT EVENTS Management evaluated all additional events subsequent to the balance sheet date through to March 31, 2022, the date the consolidated financial statements were available to be issued, and determined the following items: ● The Company issued 7,875 75,000 ● The Company fully redeemed all outstanding 37,625 487,730 no ● The Company issued convertible notes a total of $ 959,313 33,196 1 9 Notes are convertible at the option of the holders after 6 months of issuance date of the note and conversion price are Conversion prices are based on the discounted (39% or 20% discount) lowest trading prices of the Company’s shares during 20 periods prior to conversion. Certain note has a floor price of $ 0.01 ● On January 19, 2022, the Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Centurion Holdings I, LLC, a Missouri limited liability company (“Centurion”) and certain other parties. Pursuant to the Purchase Agreement, Centurion sold, transferred, assigned, conveyed and delivered to the Company, and the Company purchased from Centurion, all right, title, and interest in and to certain assets in the Purchase Agreement (the “Assets”). In exchange for the Assets, the Company paid to Centurion (i) $ 250,000 2,900,000 five year 8 250,000 |
BUSINESS DESCRIPTION
BUSINESS DESCRIPTION | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
BUSINESS DESCRIPTION | NOTE 1: BUSINESS DESCRIPTION Data443 Risk Mitigation, Inc. (the “Company”) was incorporated as a Nevada corporation on May 4, 1998. On October 15, 2019, the Company changed its name from LandStar, Inc. to Data443 Risk Mitigation, Inc. within the state of Nevada. Reverse Stock Splits Effective March 7, 2022 and July 1, 2021, we effected an 8 for 1 and 2,000 for 1 reverse stock split, respectively, of our issued and outstanding common stock (the “Reverse Stock Splits”). All references to shares of our common stock in this Prospectus refers to the number of shares of common stock after giving retrospective effect to these Reverse Stock Splits (unless otherwise indicated). |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 13: INCOME TAXES Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and deferred tax liabilities are as follows as of December 31: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES December 31, December 31, 2021 2020 Non-operating loss carryforward $ 4,685,000 $ 4,014,000 Valuation allowance (4,685,000 ) (4,014,000 ) Net deferred tax asset $ - $ - The Company has established a valuation allowance against its deferred tax assets due to the uncertainty surrounding the realization of such assets. During 2021 the valuation allowance increased by $ 671,000 19,072,000 A reconciliation between expected income taxes, computed at the federal income tax rate of 21 2.0 SCHEDULE OF STATUTORY FEDERAL INCOME TAX RATE LOSSES BEFORE INCOME TAX 2021 2020 Years Ended December 31, 2021 2020 Loss for the year $ (6,475,154 ) $ (13,907,185 ) Income tax (recovery) at statutory rate $ (1,360,000 ) $ (2,921,000 ) State income tax expense, net of federal tax effect (130,000 ) (270,000 ) Permanent difference and other 819,000 2,201,000 Change in valuation allowance 671,000 990,000 Income tax expense per books $ - $ - The effective tax rate of 0 21 |
INTEREST EXPENSE
INTEREST EXPENSE | 12 Months Ended |
Dec. 31, 2021 | |
INTEREST EXPENSE | NOTE 15: INTEREST EXPENSE For the years ended December 31, 2021 and 2020, the Company recorded interest expense as follows: SUMMARY OF INTEREST EXPENSE Year ended Year ended December 31, December 31, 2021 2020 Interest expense - convertible notes $ 131,623 $ 274,857 Interest expense - notes payable 260,155 34,331 Interest expense - notes payable - related party 9,992 35,096 Finance lease 15,967 22,892 Other 10,031 37,126 Amortization of debt discount 2,906,645 2,110,645 Total Interest Expense $ 3,334,413 $ 2,514,947 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Description of Business | Description of Business Data443 Risk Mitigation, Inc. (the “Company”, “we”, “us” and “our”) was incorporated as a Nevada corporation on May 4, 1998. On October 15, 2019, the Company changed its name from LandStar, Inc. to Data443 Risk Mitigation, Inc. within the State of Nevada. We deliver solutions and capabilities that businesses can use in conjunction with their use of established cloud vendors such as Microsoft® Azure, Google® Cloud Platform (GCP) and Amazon® Web Services (AWS), as well as with on-premises databases and database applications with virtualization platforms, such as those hosted or configured using VMWare®, Citrix® and Oracle® clouds/products). On January 19, 2022, we entered into an Asset Purchase Agreement with Centurion Holdings I, LLC (“Centurion”) to acquire the intellectual property rights and certain assets collectively known as Centurion SmartShield Home and SmartShield Enterprise, patented technology that protects and recovers devices in the event of ransomware attacks. The total purchase price of $ 3,400,000 250,000 2,900,000 250,000 500,000 2,400,000 380,952 | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation These unaudited consolidated financial statements have been prepared in accordance rules and regulations of the Securities and Exchange Commission (“SEC”) and generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, we have included all adjustments considered necessary for a fair presentation and such adjustments are of a normal recurring nature. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2021 and notes thereto and other pertinent information contained in our Form 10-K as filed with the SEC on March 31, 2022. The results of operations for the six months ended June 30, 2022, are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2022. | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements as of December 31, 2021 include the accounts of the Company and its wholly-owned subsidiary, Data 443 Risk Mitigation, Inc., a North Carolina operating company, and the operations of Myriad Software Productions, LLC through September 2018 when it was liquidated. Prior to the acquisition of Data 443 Risk Mitigation, Inc. in North Carolina and the assets of Myriad Software Productions, LLC in 2018, these two entities were controlled by our current sole director and officer, Jason Remillard. On November 17, 2017, Mr. Remillard acquired control of LandStar, Inc. through his purchase of all the outstanding Series A preferred shares of the Company, and as a result, these two entities became common controlled entities that require consolidation of results with the reporting company, LandStar, Inc., from the time common control occurred. All intercompany accounts and activities have been eliminated. These consolidated financial statements have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). |
Basis of Consolidation | Basis of Consolidation The accompanying unaudited consolidated financial statements as of June 30, 2022 include our accounts and those of our wholly-owned subsidiary, Data 443 Risk Mitigation, Inc., a North Carolina operating company. These unaudited consolidated financial statements have been prepared on the accrual basis of accounting in accordance with GAAP. | |
Share-Based Compensation | Stock-Based Compensation Employees Nonemployees We recorded approximately $ 798,690 680,440 our Common Stock | Share-Based Compensation Employees Nonemployees Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting The Company recorded approximately $ 968,470 1,349,646 Determining the appropriate fair value model and the related assumptions requires judgment. During the year ended December 31, 2021 and 2020, the fair value of each option grant was estimated using a Black-Scholes option-pricing model. The expected volatility represents the historical volatility of the Company’s publicly traded common stock. Due to limited historical data, the Company calculates the expected life based on the mid-point between the vesting date and the contractual term which is in accordance with the simplified method. The expected term for options granted to nonemployees is the contractual life. The risk-free interest rate is based on a treasury instrument whose term is consistent with the expected life of stock options. The Company has not paid and does not anticipate paying cash dividends on its shares of common stock; therefore, the expected dividend yield is assumed to be zero. |
Basic and Diluted Net Loss Per Common Share | Basic and Diluted Net Loss Per Common Share Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method and as if converted method. Dilutive potential common shares include outstanding stock options, warrant and convertible notes. For the six months ended June 30, 2022 and 2021, respectively, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive: SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE 2022 2021 Six Months Ended June 30, 2022 2021 (Shares) (Shares) Series A Preferred Stock 149,892,000 150,000,000 Stock options 1,029 1,559 Warrants 158,441 - Convertible notes - 13,183 Preferred B stock - 2,517 Total 150,051,470 150,017,259 | Basic and Diluted Net Loss Per Common Share Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method and as if converted method. Dilutive potential common shares include outstanding stock options, warrant and convertible notes. For the year ended December 31, 2021 and 2020, respectively, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive. SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE Years Ended December 31, 2021 2020 (Shares) (Shares) Series A Preferred Stock 150,000,000 150,000,000 Stock options 2,121 734 Warrants 146,842 - Convertible notes - 16,295 Preferred B stock 3,955 63 Total 150,152,918 150,017,092 |
COVID-19 | COVID-19 In March 2020, the World Health Organization (“WHO”) declared the novel coronavirus COVID-19 (“COVID-19”) a global pandemic. The pandemic adversely affected workforces, economies, and financial markets globally in 2020 and, until contained, is still expected to disrupt general business operations. The COVID-19 pandemic and the measures taken by many governments around the world in response could in the future meaningfully impact our business, results of operations and financial condition. We are currently unable to predict the duration of that impact but continue our our | |
Recently Adopted Accounting Guidance | Recently Adopted Accounting Guidance In August 2020, the FASB issued ASU 2020-06, ASC Subtopic 470-20 “Debt—Debt with Conversion and Other Options” and ASC subtopic 815-40 “Hedging—Contracts in Entity’s Own Equity”. The standard reduced the number of accounting models for convertible debt instruments and convertible preferred stock. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting; and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Due to adoption of this accounting policy on January 1, 2022, we recognized a cumulative effect adjustment to increase the opening retained earnings as of January 1, 2022 by $ 439,857 | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements We have considered all other recently issued accounting pronouncements and do not believe the adoption of such pronouncements will have a material impact on our consolidated financial statements. | Recently Issued Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, ASC Subtopic 470-20 “Debt—Debt with “Conversion and Other Options” and ASC subtopic 815-40 “Hedging—Contracts in Entity’s Own Equity”. The standard reduced the number of accounting models for convertible debt instruments and convertible preferred stock. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting; and, (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements. The Company has considered all other recently issued accounting pronouncements and does not believe the adoption of such pronouncements will have a material impact on its consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current presentation. These reclassifications had no impact on net earnings (loss) or and financial position. | |
Revenue Recognition | Revenue Recognition The Company derives revenue primarily from contracts for subscription to access our SaaS platforms and, to a much lesser degree, ancillary services provided in connection with subscription services. The Company’s contracts include the performance obligations that require us to provide access to the platforms, usually on an annual subscription. The Company’s contracts are for subscriptions to our data classification, movement, governance, encryption, access control and distribution software and related services. We also perform professional services consulting with specific deliverables managed primarily by statements of work. Customers typically enter into our services subscription and various statements of work concurrently. Most of the Company’s performance obligations are not considered to be distinct from the subscriptions to our software or hosting platforms and related services and are combined into a single performance obligation. New statements of work and modifications of contracts are reviewed each reporting period and to assess the nature and characteristics of the new or modified performance obligations on a contract by contract basis. Revenue related to contracts with customers is evaluated utilizing the following steps: (i) Identify the contract, or contracts, with a customer; (ii) Identify the performance obligations in the contract; (iii) Determine the transaction price; (iv) Allocate the transaction price to the performance obligations in the contract; (v) Recognize revenue when the Company satisfies a performance obligation. | |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of balance sheet presentation and reporting of cash flows, the Company considers all unrestricted demand deposits, money market funds and highly liquid debt instruments with an original maturity of less than 90 days to be cash and cash equivalents. The Company had no | |
Accounts Receivable | Accounts Receivable Accounts receivable are recorded in accordance with ASC 310, “Receivables.” Accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. | |
Deferred Revenue | Deferred Revenue Deferred revenue mostly consists of service subscriptions received from users in advance of revenue recognition. The increase in the deferred revenue balance for the year ended December 31, 2021 and 2020 was driven by cash payments from customers in advance of satisfying our performance obligations, offset by revenue recognized that was included in the deferred revenue balance at the beginning of the period. | |
Convertible Financial Instruments | Convertible Financial Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free-standing derivative financial instruments if certain criteria are met. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not remeasured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur, and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule is when the host instrument is deemed to be conventional, as that term is described under applicable U.S. GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, discounts are recorded for the intrinsic value of conversion options embedded in the instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the instrument. Common stock purchase warrants and derivative financial instruments - Beneficial Conversion Feature | |
Income Taxes | Income Taxes The asset and liability method is used in the Company’s accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. Deferred tax assets and liabilities are determined based on the temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities using the enacted tax rates in effect in the years in which the differences are expected to reverse. In estimating future tax consequences, all expected future events are considered other than enactment of changes in the tax law or rates. The Company adopted ASC 740 “Income Taxes,” The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement The determination of recording or releasing tax valuation allowance is made, in part, pursuant to an assessment performed by management regarding the likelihood that the Company will generate future taxable income against which benefits of its deferred tax assets may or may not be realized. | |
Intellectual Property | Intellectual Property The cost of intangible assets with determinable useful lives is amortized to reflect the pattern of economic benefits consumed on a straight-line basis over the estimated periods benefited. Patents, technology and other intangibles with contractual terms are generally amortized over their respective legal or contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed and lives of intangible assets with determinable lives may be adjusted. | |
Long-Lived Assets | Long-Lived Assets Long-lived assets are evaluated for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate. Each impairment test is based on a comparison of the undiscounted future cash flows to the recorded value of the asset. If impairment is indicated, the asset is written down to its estimated fair value. | |
Property and Equipment | Property and Equipment Property and equipment, consisting mostly of computer equipment, is recorded at cost reduced by accumulated depreciation and impairment, if any. Depreciation expense is recognized over the assets’ estimated useful lives of three seven years | |
Fair Value Measurements | Fair Value Measurements The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. The three tiers are defined as follows: ● Level 1—Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2—Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and ● Level 3—Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, note payable, due to related parties and accrued liabilities, are carried at historical cost. At December 31, 2021 and 2020, the carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. Management determined that liabilities created by beneficial conversion features associated with the issuance of certain convertible notes payable (see Note 8), meet the criteria of derivatives and are required to be measured at fair value. The fair value of these derivative liabilities was determined during the year based on management’s estimate of the expected future cash flows required to settle the liabilities. As of the end of year, at December 31, 2021 and 2020, there were no derivative liabilities due to a combination of all convertible notes being either (i) converted into common stock; or, (ii) amended to have a fixed conversion price. This valuation technique involves management’s estimates and judgment based on unobservable inputs and is classified in level 3. | |
Leases | Leases We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities - current, and operating lease liabilities - noncurrent on the balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. | |
Segments | Segments Operating segments are defined as components of an enterprise engaging in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company operates and manages its business as one |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE | For the six months ended June 30, 2022 and 2021, respectively, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive: SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE 2022 2021 Six Months Ended June 30, 2022 2021 (Shares) (Shares) Series A Preferred Stock 149,892,000 150,000,000 Stock options 1,029 1,559 Warrants 158,441 - Convertible notes - 13,183 Preferred B stock - 2,517 Total 150,051,470 150,017,259 | For the year ended December 31, 2021 and 2020, respectively, the following common stock equivalents were excluded from the computation of diluted net loss per share as the result of the computation was anti-dilutive. SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE Years Ended December 31, 2021 2020 (Shares) (Shares) Series A Preferred Stock 150,000,000 150,000,000 Stock options 2,121 734 Warrants 146,842 - Convertible notes - 16,295 Preferred B stock 3,955 63 Total 150,152,918 150,017,092 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
SUMMARY OF COMPONENTS OF PROPERTY AND EQUIPMENT | The following table summarizes the components of our property and equipment as of the dates presented: SUMMARY OF COMPONENTS OF PROPERTY AND EQUIPMENT June 30, December 31, 2022 2021 Furniture and Fixtures $ 2,991 $ 2,991 Computer Equipment 656,613 559,654 Property and equipment, gross 659,604 562,645 Accumulated depreciation (354,408 ) (274,239 ) Property and equipment, net of accumulated depreciation $ 305,196 $ 288,406 | The following table summarizes the components of the Company’s property and equipment as of the dates presented: SUMMARY OF COMPONENTS OF PROPERTY AND EQUIPMENT December 31, December 31, 2021 2020 Furniture and Fixtures $ 2,991 $ 2,991 Computer Equipment 559,654 421,323 562,645 424,314 Accumulated depreciation (274,239 ) (99,965 ) Property and equipment, net of accumulated depreciation $ 288,406 $ 324,349 |
INTELLECTUAL PROPERTY (Tables)
INTELLECTUAL PROPERTY (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
SCHEDULE OF INTELLECTUAL PROPERTY | The following table summarizes the components of our intellectual property as of the dates presented: SCHEDULE OF INTELLECTUAL PROPERTY June 30, 2022 December 31, 2021 Intellectual property: Word press GDPR rights $ 46,800 $ 46,800 ARALOC® 1,850,000 1,850,000 ArcMail® 1,445,000 1,445,000 DataExpress® 1,388,051 1,388,051 FileFacets ® 135,000 135,000 IntellyWP™ 60,000 60,000 Resilient Network Systems 305,000 305,000 Intellectual property 5,229,851 5,229,851 Accumulated amortization (4,420,576 ) (3,960,032 ) Intellectual property, net of accumulated amortization $ 809,275 $ 1,269,819 | The following table summarizes the components of the Company’s intellectual property as of the dates presented: SCHEDULE OF INTELLECTUAL PROPERTY December 31, December 31, 2021 2020 Intellectual property: Word press GDPR rights $ 46,800 $ 46,800 ARALOC® 1,850,000 1,850,000 ArcMail License 1,445,000 1,445,000 DataExpress ® 1,388,051 1,388,051 FileFacets TM 135,000 135,000 IntellyWP™ 135,000 135,000 Resilient Network Systems 305,000 305,000 Intellectual property 5,304,851 5,304,851 Accumulated amortization (3,960,032 ) (2,993,944 ) Impairment (75,000 ) Intellectual property, net of accumulated amortization $ 1,269,819 $ 2,310,907 |
SCHEDULE OF FUTURE AMORTIZATION EXPENSE OF INTANGIBLE ASSETS | Based on the carrying value of definite-lived intangible assets as of June 30, 2022, we estimate our amortization expense for the next five years will be as follows: SCHEDULE OF FUTURE AMORTIZATION EXPENSE OF INTANGIBLE ASSETS Amortization Year Ended December 31, Expense 2022 (excluding the six months ended June 30, 2022) $ 354,940 2023 411,585 2024 27,000 Thereafter 15,750 Total $ 809,275 | Based on the carrying value of definite-lived intangible assets as of December 31, 2021, we estimate our amortization expense for the next five years will be as follows: SCHEDULE OF FUTURE AMORTIZATION EXPENSE OF INTANGIBLE ASSETS Amortization Year Ended December 31, Expense 2022 815,484 2023 411,585 2024 27,000 Thereafter 15,750 Total 1,269,819 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Payables and Accruals [Abstract] | ||
SUMMARY OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | The following table summarizes the components of our accounts payable and accrued liabilities as of the dates presented: SUMMARY OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES June 30, December 31, 2022 2021 Accounts payable $ 264,105 $ 75,628 Credit cards 61,461 28,492 Accrued dividend - preferred stock - 6,849 Accrued liabilities 91,900 4,704 Accounts payable and accrued liabilities $ 417,466 $ 115,673 | The following table summarizes the components of the Company’s accounts payable and accrued liabilities as of the dates presented: SUMMARY OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, December 31, 2021 2020 Accounts payable $ 75,628 $ 178,319 Payroll liabilities - 102,793 Credit cards 28,492 31,918 Accrued dividend - preferred stock 6,849 484 Accrued liabilities 4,704 87,500 Accounts payable and accrued liabilities $ 115,673 $ 401,014 |
DEFERRED REVENUE (Tables)
DEFERRED REVENUE (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
SUMMARY OF CHANGES IN DEFERRED REVENUE | For the six months ended June 30, 2022 and as of December 31, 2021, changes in deferred revenue were as follows: SUMMARY OF CHANGES IN DEFERRED REVENUE June 30, December 31, 2022 2021 Balance, beginning of period $ 1,608,596 $ 1,518,163 Deferral of revenue 2,182,504 2,581,801 Recognition of deferred revenue (1,208,512 ) (2,491,368 ) Balance, end of period $ 2,582,588 $ 1,608,596 | For the years ended December 31, 2021 and 2020, changes in deferred revenue were as follows: SUMMARY OF CHANGES IN DEFERRED REVENUE December 31, December 31, 2021 2020 Balance, beginning of year $ 1,518,163 $ 953,546 Deferral of revenue 2,581,801 2,961,749 Recognition of deferred revenue (2,491,368 ) (2,397,132 ) Balance, end of year $ 1,608,596 $ 1,518,163 |
SCHEDULE OF DEFERRED REVENUE | As of June 30, 2022 and December 31, 2021, deferred revenue is classified as follows: SCHEDULE OF DEFERRED REVENUE June 30, December 31, 2022 2021 Current $ 1,510,827 $ 1,035,185 Non-current 1,071,761 573,411 Deferred revenue $ 2,582,588 $ 1,608,596 | |
SUMMARY OF DEFERRED REVENUE | As of December 31, 2021 and 2020, is classified as follows: SUMMARY OF DEFERRED REVENUE December 31, December 31, 2021 2020 Current $ 1,035,185 $ 1,478,430 Non-current 573,411 39,733 Deferred revenue $ 1,608,596 $ 1,518,163 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Leases | ||
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER OPERATING LEASES | At June 30, 2022, future minimum lease payments under operating leases that have initial noncancelable lease terms in excess of one year were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER OPERATING LEASES Total Year Ended December 31, 2022 (excluding the six months ended June 30, 2022) 63,650 2023 131,150 Thereafter - Total lease payment 194,800 Less: Imputed interest (11,880 ) Operating lease liabilities 182,920 Operating lease liability - current 118,848 Operating lease liability - non-current $ 64,072 | Future minimum lease payments under operating leases that have initial noncancelable lease terms in excess of one year at December 31, 2021 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER OPERATING LEASES Total Year Ended December 31, 2022 127,300 2023 131,150 Thereafter - Total lease payment 258,450 Less: Imputed interest (20,488 ) Operating lease liabilities 237,962 Operating lease liability - current 112,322 Operating lease liability - non-current $ 125,640 |
SCHEDULE OF OTHER SUPPLEMENTAL INFORMATION UNDER OPERATING LEASE | The following summarizes other supplemental information about our operating leases as of June 30, 2022: SCHEDULE OF OTHER SUPPLEMENTAL INFORMATION UNDER OPERATING LEASE Weighted average discount rate 8 % Weighted average remaining lease term (years) 1.54 | The following summarizes other supplemental information about the Company’s operating lease as of December 31, 2021: SCHEDULE OF OTHER SUPPLEMENTAL INFORMATION UNDER OPERATING LEASE Weighted average discount rate 8 % Weighted average remaining lease term (years) 2.04 |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER FINANCE LEASES | At June 30, 2022, future minimum lease payments under the finance lease obligations, are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER FINANCE LEASES Total 2022 (excluding the six months ended June 30, 2022) $ 33,285 2023 10,496 Thereafter - Total finance lease payment 43,781 Less: Imputed interest (1,867 ) Finance lease liabilities 41,914 Finance lease liability 41,914 Finance lease liability - non-current $ - | At December 31, 2021, future minimum lease payments under the finance lease obligations, are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER FINANCE LEASES Total 2022 78,379 2023 10,496 Thereafter - Total finance lease payment 88,875 Less: Imputed interest (5,766 ) Finance lease liabilities 83,109 Finance lease liability 72,768 Finance lease liability - non-current $ 10,341 |
SCHEDULE OF FINANCE LEASE ASSETS | As of June 30, 2022 and December 31 2021, finance lease assets are included in property and equipment as follows: SCHEDULE OF FINANCE LEASE ASSETS June 30, December 31, 2022 2021 Finance lease assets $ 267,284 $ 267,284 Accumulated depreciation (231,156 ) (192,928 ) Finance lease assets, net of accumulated depreciation $ 36,128 $ 74,356 | As of December 31, 2021 and 2020, finance lease assets are included in property and equipment as follows: SCHEDULE OF FINANCE LEASE ASSETS December 31, December 31, 2021 2020 Finance lease assets $ 267,284 $ 267,284 Accumulated depreciation (192,928 ) (87,337 ) Finance lease assets, net of accumulated depreciation $ 74,356 $ 179,947 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
SCHEDULE OF CONVERTIBLE NOTES PAYABLE | Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, December 31, 2022 2021 Convertible Notes - Issued in fiscal year 2020 98,488 100,000 Convertible Notes - Issued in fiscal year 2021 851,851 1,607,857 Convertible Notes - Issued in fiscal year 2022 1,291,735 - Convertible notes payable, Gross 2,242,074 1,707,857 Less debt discount and debt issuance cost (200,812 ) (691,569 ) Convertible notes payable 2,041,262 1,016,288 Less current portion of convertible notes payable 1,942,774 993,931 Long-term convertible notes payable $ 98,488 $ 22,357 | Convertible notes payable consists of the following: SCHEDULE OF CONVERTIBLE NOTES PAYABLE December 31, December 31, 2021 2020 Convertible Notes - Issued in fiscal year 2020 100,000 1,526,000 Convertible Notes - Issued in fiscal year 2021 1,607,857 - 1,707,857 1,526,000 Less debt discount and debt issuance cost (691,569 ) (282,232 ) 1,016,288 1,243,768 Less current portion of convertible notes payable 993,931 1,241,412 Long-term convertible notes payable $ 22,357 $ 2,356 |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
SCHEDULE OF FAIR VALUE OF LIABILITIES MEASURED ON RECURRING BASIS | For the six months June 30, 2022 and year ended December 31, 2021, the estimated fair values of the liabilities measured on a recurring basis are as follows: SCHEDULE OF FAIR VALUE OF LIABILITIES MEASURED ON RECURRING BASIS Six months ended Year ended June 30, December 31, 2022 2021 Expected term 0.51 0.48 5.00 Expected average volatility 134 % 160 302 Expected dividend yield - - Risk-free interest rate 59 % 0.04 1.24 | For the years ended December 31, 2021 and, 2020, the estimated fair values of the liabilities measured on a recurring basis are as follows: SCHEDULE OF FAIR VALUE OF LIABILITIES MEASURED ON RECURRING BASIS Year ended Year ended December 31, December 31, 2021 2020 Expected term 0.48 5.00 0.25 5.00 Expected average volatility 160 302 % 187 464 % Expected dividend yield - - Risk-free interest rate 0.04 1.24 % 0.01 1.57 % |
SCHEDULE OF CHANGES IN DERIVATIVE LIABILITIES | The following table summarizes the changes in the derivative liabilities during the years ended December 31, 2021 and 2020: SCHEDULE OF CHANGES IN DERIVATIVE LIABILITIES Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Derivative liability as of December 31, 2019 $ 2,601,277 Addition of new derivatives recognized as debt discounts 947,175 Addition of new derivatives recognized as day-one loss 9,907,039 Derivative liabilities settled upon conversion of convertible note (10,954,868 ) Change in derivative liabilities recognized as loss on derivative (2,500,623 ) Derivative liability as of December 31, 2020 $ - Addition of new derivatives recognized as debt discounts 390,000 Addition of new derivatives recognized as day-one loss 559,939 Derivative liabilities settled upon conversion of convertible note (1,004,658 ) Change in derivative liabilities recognized as loss on derivative 54,719 Derivative liability as of December 31, 2021 $ - |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Notes Payable | ||
SCHEDULE OF NOTES PAYABLE | Notes payable consists of the following: SCHEDULE OF NOTES PAYABLE June 30, December 31, Interest 2022 2021 Maturity Rate Economic Injury Disaster Loan - originated in May 2020 (1, 3) $ 500,000 $ 500,000 30 3.75 % Promissory note - originated in September 2020 35,319 50,456 $ 2,873.89 36 14.0 % Promissory note - originated in December 2020 24,543 33,039 $ 1,854.41 36 8.0 % Promissory note - originated in January 2021 35,413 48,583 $ 2,675.89 36 18.0 % Promissory note - originated in February 2021 (2) 1,305,374 1,328,848 5 4.0 % Promissory note - originated in April 2021 693,333 832,000 1 12 % Promissory note - originated in July 2021 282,000 282,000 1 12 % Promissory note - originated in September 2021 49,621 55,576 $ 1,383.56 60 28 % Promissory note - originated in December 2021 - 406,300 $ 20,050 49 % Promissory note - originated in December 2021 - 241,716 $ 10,071.45 4.94 % Promissory note - originated in December 2021 - 189,975 $ 2,793.75 7 % Promissory note - originated in March 2022 233,980 - $ 20,995 49 % Promissory note - originated in March 2022 62,357 - $ 642.86 15 % Promissory note - originated in April 2022 81,726 - $ 1,695.41 36 16.0 % Promissory note - originated in April 2022 127,395 - $ 2,235 15 % Promissory note - originated in April 2022 68,913 - $ 1,862.50 5 % Promissory note - originated in April 2022 284,088 - $ 7,250 25 % Promissory note - originated in June 2022 67,455 - $ 1,873.75 25 % 3,851,517 3,968,491 Less debt discount and debt issuance cost (317,931 ) (476,727 ) 3,533,586 3,491,766 Less current portion of promissory notes payable 1,799,147 1,720,777 Long-term promissory notes payable $ 1,734,439 $ 1,770,989 (1) We received an advance under the Economic Injury Disaster Loan (EIDL) program. (2) We received a second advance under the EIDL program in fiscal year 2021. (3) On February 12, 2021, we issued notes payable of $ 1,404,000 1,094,691 309,309 | Notes payable consists of the following: SCHEDULE OF NOTES PAYABLE December 31, December 31, 2021 2020 Maturity Interest Rate 10% Promissory note - originated in October 2019 $ - $ 25,060 Due on demand 10.0 % Promissory note - originated in October 2019 - 25,060 Due on demand 10.0 % Promissory note - originated in April 2020 - 10,000 Due on demand No Paycheck Protection Program Promissory note - originated in April 2020 (1) - 339,000 2 years 1.0 % Economic Injury Disaster Loan - originated in May 2020 (2) 500,000 150,000 30 years 3.75 % Promissory note - originated in June 2020 - 43,356 $ 3,942.86 16.0 % Promissory note - originated in September 2020 50,456 80,730 $ 2,873.89 36 14.0 % Promissory note - originated in October 2020 - 158,169 $ 2,293.31 25.0 % Promissory note - originated in November 2020 - 170,886 $ 4,497.00 25.0 % Promissory note - originated in November 2020 - 394,846 $ 6,999.00 25.0 % Promissory note - originated in December 2020 33,039 50,031 $ 1,854.41 36 8.0 % Promissory note - originated in January 2021 48,583 - $ 2,675.89 36 18.0 % Promissory note - originated in February 2021 1,328,848 - 5 years 4.0 % Promissory note - originated in April 2021 832,000 - 1 year 12 % Promissory note - originated in April 2021 - - $ 8,284.92 24 % Promissory note - originated in July 2021 282,000 - 1 year 12 % Promissory note - originated in August 2021 - - $ 4,842.5 49 % Promissory note - originated in September 2021 55,576 - $ 1,383.56 60 28 % Promissory note - originated in December 2021 406,300 - $ 20,050 49 % Promissory note - originated in December 2021 241,714 - $ 10,071.45 4.94 % Promissory note - originated in December 2021 189,975 - $ 2,793.75 7 % 3,968,491 1,447,137 Less debt discount and debt issuance cost (476,727 ) (289,332 ) 3,491,764 1,157,805 Less current portion of promissory notes payable 1,720,777 585,310 Long-term promissory notes payable $ 1,770,989 $ 572,495 (1) In response to the Coronavirus (COVID-19) pandemic, the US Government passed the Coronavirus Aid, Relief, and Economic Security (CARES) Act on March 27, 2020. The CARES Act provides fast and direct economic assistance for entrepreneurs and small businesses through the US Small Business Administration (“SBA”). During the year ended 2020, the Company received a loan issued under the CARES Act program - Paycheck Protection Program (“PPP”). This loan program provides small businesses with funds to pay up to eight (8) weeks of payroll costs including benefits. Funds can also be used to pay interest on mortgages, rent, and utilities. Under the PPP, the Company may apply to have certain amounts forgiven under the direction of the Administrator of the SBA providing that the Company satisfies certain criteria. Repayment of the PPP loan will commence earlier of when the SBA remits the forgiveness amount to the lender or the Maturity Date. During the year ended December 31, 2021, PPP loan was fully forgiven. (2) The Company received an advance under the Economic Injury Disaster Loan (EIDL) program. |
CAPITAL STOCK AND REVERSE STO_2
CAPITAL STOCK AND REVERSE STOCK SPLIT (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
SCHEDULE OF WARRANTS ACTIVITY | A summary of activity during the six months ended June 30, 2022 follows: SCHEDULE OF WARRANTS ACTIVITY Warrants Outstanding Weighted Average Shares Exercise Price Outstanding, December 31, 2021 146,842 $ 27.86 Granted 19,166 6.00 Exercised (7,567 ) - Forfeited/canceled - - Outstanding, June 30, 2022 158,441 $ 22.07 | A summary of activity during the period ended December 31, 2021 follows: SCHEDULE OF WARRANTS ACTIVITY Weighted Average Shares Exercise Price Outstanding, December 31, 2019 117 $ 7,862.34 Granted 6,271 227.20 Reset feature 22,919 81.60 Exercised (2,416 ) 81.60 Forfeited/canceled (20,641 ) 51.20 Outstanding, December 31, 2020 6,250 $ 20.00 Granted 141,721 22.18 Reset feature - - Exercised (1,129 ) 5.80 Forfeited/canceled - - Outstanding, December 31, 2021 146,842 $ 27.86 |
SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS | The following table summarizes information relating to outstanding and exercisable warrants as of June 30, 2022: SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS Exercisable Warrants Outstanding Weighted Average Remaining Number of Shares Contractual life (in years) Weighted Average Exercise Price 6,250 3.45 $ 160.00 6,934 3.81 $ 120.00 15,666 4.08 $ 36.00 2,917 4.25 $ 36.00 32,837 4.31 $ 9.88 74,671 4.48 $ 7.44 19,166 4.86 $ 6.00 158,441 4.38 $ 22.07 | The following table summarizes information relating to outstanding and exercisable warrants as of December 31, 2021: SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS Warrants Outstanding Warrants Exercisable Number of Shares Contractual life Weighted Average Exercise Price Number of Shares Weighted Average Exercise Price 6,250 3.95 $ 160.00 - $ - 6,933 4.31 $ 120.00 - $ - - - $ 46.40 - $ - 15,667 4.57 $ 36.00 - $ - 2,917 4.75 $ 36.00 - $ - 40,404 4.80 $ 25.60 - $ - 74,671 4.98 $ 7.44 - $ - |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
SCHEDULE OF STOCK OPTION ACTIVITY | The following summarizes the stock option activity for the six months ended June 30, 2022: SCHEDULE OF STOCK OPTION ACTIVITY Options Outstanding Weighted-Average Balance as of December 31, 2021 2,121 $ 467.76 Grants - - Exercised - - Cancelled (1,092 ) 134.40 Balance as of June 30, 2022 1,029 $ 481.46 | The following summarizes the stock option activity for the years ended December 31, 2021 and 2020: SCHEDULE OF STOCK OPTION ACTIVITY Weighted-Average Options Outstanding Exercise Price Balance as of December 31, 2019 24 $ 29,760.00 Grants 782 398.46 Exercised (8 ) 33,833.25 Cancelled (63 ) 1,824.72 Balance as of December 31, 2020 735 $ 775.93 Grants 1,386 304.44 Exercised - - Cancelled - - Balance as of December 31, 2021 2,121 $ - |
SCHEDULE OF STOCK OPTIONS VESTED AND EXPECTED TO VEST | The following summarizes certain information about stock options vested and expected to vest as of June 30, 2022: SCHEDULE OF STOCK OPTIONS VESTED AND EXPECTED TO VEST Number of Options Weighted-Average Remaining Contractual Life (In Years) Weighted- Average Exercise Price Number of Options Weighted-Average Remaining Contractual Life (In Years) Weighted- Average Exercise Price Outstanding 1,029 8.39 $ 481.46 Exercisable 585 8.23 $ 735.99 Expected to vest 444 8.51 $ 303.82 | The following summarizes certain information about stock options vested and expected to vest as of December 31, 2021: SCHEDULE OF STOCK OPTIONS VESTED AND EXPECTED TO VEST Weighted-Average Number of Remaining Contractual Life Weighted-Average Options (In Years) Exercise Price Outstanding 2,121 8.90 $ 467.76 Exercisable 344 8.42 $ 1,368.32 Expected to vest 1,777 8.99 $ 293.51 |
SCHEDULE OF RESTRICTED STOCK ACTIVITY | The following summarizes the restricted stock activity for the six months ended June 30, 2022: SCHEDULE OF RESTRICTED STOCK ACTIVITY Weighted-Average Shares Fair Value Balance as of December 31, 2021 1,370 $ 639.22 Shares of restricted stock granted - - Exercised - - Cancelled - - Balance as of June 30, 2022 1,370 $ 639.22 | The following summarizes the restricted stock activity for the years ended December 31, 2021 and 2020: SCHEDULE OF RESTRICTED STOCK ACTIVITY Weighted-Average Shares Fair Value Balance as of December 31, 2019 32 15,449.60 Shares of restricted stock granted 892 253.15 Exercised - - Cancelled (1 ) 9,600.00 Balance as of December 31, 2020 923 748.89 Shares of restricted stock granted 447 413.33 Exercised - - Cancelled - - Balance as of December 31, 2021 1,370 639.22 |
SCHEDULE OF RESTRICTED STOCK AWARD | SCHEDULE OF RESTRICTED STOCK AWARD Number of Restricted Stock Awards June 30, 2022 December 31, 2021 Vested 1,370 1,370 Non-vested - - | SCHEDULE OF RESTRICTED STOCK AWARD December 31, December 31, Number of Restricted Stock Awards 2021 2020 Vested 1,370 29 Non-vested - 894 |
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS FOR STOCK OPTIONS GRANTED | SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS FOR STOCK OPTIONS GRANTED 2021 2020 Expected term (years) 5.74 5.7 Expected stock price volatility 296.25 % 316.43 % Weighted-average risk-free interest rate 0.62 % 0.40 % Expected dividend $ 0.00 $ 0.00 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES | SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES December 31, December 31, 2021 2020 Non-operating loss carryforward $ 4,685,000 $ 4,014,000 Valuation allowance (4,685,000 ) (4,014,000 ) Net deferred tax asset $ - $ - |
SCHEDULE OF STATUTORY FEDERAL INCOME TAX RATE LOSSES BEFORE INCOME TAX | SCHEDULE OF STATUTORY FEDERAL INCOME TAX RATE LOSSES BEFORE INCOME TAX 2021 2020 Years Ended December 31, 2021 2020 Loss for the year $ (6,475,154 ) $ (13,907,185 ) Income tax (recovery) at statutory rate $ (1,360,000 ) $ (2,921,000 ) State income tax expense, net of federal tax effect (130,000 ) (270,000 ) Permanent difference and other 819,000 2,201,000 Change in valuation allowance 671,000 990,000 Income tax expense per books $ - $ - |
INTEREST EXPENSE (Tables)
INTEREST EXPENSE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
SUMMARY OF INTEREST EXPENSE | For the years ended December 31, 2021 and 2020, the Company recorded interest expense as follows: SUMMARY OF INTEREST EXPENSE Year ended Year ended December 31, December 31, 2021 2020 Interest expense - convertible notes $ 131,623 $ 274,857 Interest expense - notes payable 260,155 34,331 Interest expense - notes payable - related party 9,992 35,096 Finance lease 15,967 22,892 Other 10,031 37,126 Amortization of debt discount 2,906,645 2,110,645 Total Interest Expense $ 3,334,413 $ 2,514,947 |
SCHEDULE OF ANTI-DILUTIVE BASIC
SCHEDULE OF ANTI-DILUTIVE BASIC AND DILUTED EARNINGS PER SHARE (Details) - shares | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Earnings Per Share | 150,051,470 | 150,017,259 | 150,152,918 | 150,017,092 |
Stock Options [Member] | ||||
Antidilutive Earnings Per Share | 2,121 | 734 | ||
Warrants [Member] | ||||
Antidilutive Earnings Per Share | 146,842 | |||
Convertible Notes [Member] | ||||
Antidilutive Earnings Per Share | 16,295 | |||
Series A Preferred Stock [Member] | ||||
Antidilutive Earnings Per Share | 149,892,000 | 150,000,000 | 150,000,000 | 150,000,000 |
Stock Options [Member] | ||||
Antidilutive Earnings Per Share | 1,029 | 1,559 | ||
Warrant [Member] | ||||
Antidilutive Earnings Per Share | 158,441 | |||
Convertible Notes [Member] | ||||
Antidilutive Earnings Per Share | 13,183 | |||
Series B Preferred Stock [Member] | ||||
Antidilutive Earnings Per Share | 2,517 | |||
Preferred B Stock [Member] | ||||
Antidilutive Earnings Per Share | 3,955 | 63 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 6 Months Ended | 12 Months Ended | |||||
Jan. 19, 2022 USD ($) | Jun. 30, 2022 USD ($) shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) Number shares | Dec. 31, 2020 USD ($) shares | Apr. 20, 2022 shares | Jan. 01, 2022 USD ($) | |
Property, Plant and Equipment [Line Items] | |||||||
Payments to acquire businesses, gross | $ 250,000 | ||||||
Notes payable | $ 3,533,586 | $ 3,491,764 | $ 1,157,805 | ||||
Common stock shares issued | shares | 954,561 | 122,044 | 65,308 | ||||
Share-based compensation expense | $ 798,690 | 680,444 | $ 968,470 | $ 1,349,646 | |||
Gain on share-based compensation expense | $ 680,440 | ||||||
Cash and cash equivalents, at carrying value | $ 0 | $ 0 | |||||
Income tax, likelihood description | The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement | ||||||
Number of operating segments | Number | 1 | ||||||
Minimum [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property and equipment | 3 years | ||||||
Maximum [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Estimated useful lives of property and equipment | 7 years | ||||||
Retained Earnings [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Retained earnings | $ 439,857 | ||||||
Asset Purchase Agreement [Member] | Centurion Holdings I LLC [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Business combination, consideration transferred | $ 3,400,000 | ||||||
Payments to acquire businesses, gross | 250,000 | ||||||
Payment for contingent consideration liability, investing activities | 250,000 | ||||||
Outstanding cash | 500,000 | ||||||
Repayments of obligation related to equivalent | 2,400,000 | ||||||
Common stock shares issued | shares | 380,952 | ||||||
Asset Purchase Agreement [Member] | Centurion Holdings I LLC [Member] | Promissory Note [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Notes payable | $ 2,900,000 | $ 2,900,000 |
SUMMARY OF COMPONENTS OF PROPER
SUMMARY OF COMPONENTS OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 659,604 | $ 562,645 | $ 424,314 |
Accumulated depreciation | (354,408) | (274,239) | (99,965) |
Property and equipment, net of accumulated depreciation | 305,196 | 288,406 | 324,349 |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 2,991 | 2,991 | 2,991 |
Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 656,613 | $ 559,654 | $ 421,323 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 80,170 | $ 71,513 | $ 174,274 | $ 81,274 |
Acquire property plant and equipment | $ 96,960 | $ 79,020 | 138,331 | 146,400 |
Paymentst to acquire property plant and equipment1 | $ 138,331 | $ 146,400 |
SCHEDULE OF INTELLECTUAL PROPER
SCHEDULE OF INTELLECTUAL PROPERTY (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | $ 5,229,851 | $ 5,229,851 | $ 5,304,851 |
Accumulated amortization | (4,420,576) | (3,960,032) | (2,993,944) |
Intellectual property, net of accumulated amortization | 809,275 | 1,269,819 | 2,310,907 |
Finite lived intangible assets impairment | (75,000) | ||
Word Press GDPR Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | 46,800 | 46,800 | 46,800 |
ARALOC [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | 1,850,000 | 1,850,000 | 1,850,000 |
Arc Mail [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | 1,445,000 | 1,445,000 | |
Data Express [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | 1,388,051 | 1,388,051 | 1,388,051 |
FileFacets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | 135,000 | 135,000 | 135,000 |
IntellyWP [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | 60,000 | 60,000 | 135,000 |
Resilien Network Systems [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | $ 305,000 | 305,000 | 305,000 |
ArcMail License [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intellectual property | $ 1,445,000 | $ 1,445,000 |
SCHEDULE OF FUTURE AMORTIZATION
SCHEDULE OF FUTURE AMORTIZATION EXPENSE OF INTANGIBLE ASSETS (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
2022 (excluding the six months ended June 30, 2022) | $ 354,940 | ||
2022 | 411,585 | $ 815,484 | |
2023 | 27,000 | 411,585 | |
Thereafter | 15,750 | ||
Total | $ 809,275 | 1,269,819 | $ 2,310,907 |
2024 | 27,000 | ||
Thereafter | $ 15,750 |
INTELLECTUAL PROPERTY (Details
INTELLECTUAL PROPERTY (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |||||
Oct. 08, 2020 | Sep. 21, 2020 | Aug. 13, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Amortization expense | $ 460,544 | $ 483,044 | $ 966,088 | $ 1,406,031 | |||
Asset Impairment Charges | 75,000 | ||||||
Asset Purchase Agreement [Member] | |||||||
Purchase price | $ 305,000 | ||||||
Asset Purchase Agreement [Member] | Common Stock [Member] | |||||||
Amortization expense | 19,148,936 | ||||||
Asset Purchase Agreement [Member] | Payment at Closing [Member] | |||||||
Purchase price | $ 125,000 | ||||||
Asset Purchase Agreement [Member] | FileFacets [Member] | |||||||
Purchase price | $ 135,000 | ||||||
Asset Purchase Agreement [Member] | IntellyWP [Member] | |||||||
Purchase price | $ 135,000 | ||||||
Cash paid for certain training | 40,000 | ||||||
Proceeds from acquisition | 25,000 | ||||||
Asset Impairment Charges | 75,000 | ||||||
Write-down assets | $ 75,000 | ||||||
Asset Purchase Agreement [Member] | IntellyWP [Member] | Payment at Closing [Member] | |||||||
Purchase price | $ 55,000 |
SUMMARY OF ACCOUNTS PAYABLE AND
SUMMARY OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 264,105 | $ 75,628 | $ 178,319 |
Credit cards | 61,461 | 28,492 | 31,918 |
Accrued dividend - preferred stock | 6,849 | 484 | |
Accrued liabilities | 91,900 | 4,704 | 87,500 |
Accounts payable and accrued liabilities | $ 417,466 | 115,673 | 401,014 |
Payroll liabilities | $ 102,793 |
SUMMARY OF CHANGES IN DEFERRED
SUMMARY OF CHANGES IN DEFERRED REVENUE (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |||
Balance, beginning of year | $ 1,608,596 | $ 1,518,163 | $ 953,546 |
Deferral of revenue | 2,182,504 | 2,581,801 | 2,961,749 |
Recognition of deferred revenue | (1,208,512) | (2,491,368) | (2,397,132) |
Balance, end of year | $ 2,582,588 | $ 1,608,596 | $ 1,518,163 |
SCHEDULE OF DEFERRED REVENUE (D
SCHEDULE OF DEFERRED REVENUE (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Revenue from Contract with Customer [Abstract] | ||||
Current | $ 1,510,827 | $ 1,035,185 | $ 1,478,430 | |
Non-current | 1,071,761 | 573,411 | 39,733 | |
Deferred revenue | $ 2,582,588 | $ 1,608,596 | $ 1,518,163 | $ 953,546 |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER OPERATING LEASES (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | |||
2022 (excluding the six months ended June 30, 2022) | $ 63,650 | ||
2022 | 131,150 | $ 127,300 | |
Thereafter | |||
Total lease payment | 194,800 | 258,450 | |
Less: Imputed interest | (11,880) | (20,488) | |
Operating lease liabilities | 182,920 | 237,962 | |
Operating lease liability - current | 118,848 | 112,322 | $ 100,170 |
Operating lease liability - non-current | $ 64,072 | 125,640 | $ 237,961 |
2023 | 131,150 | ||
Thereafter |
SCHEDULE OF OTHER SUPPLEMENTAL
SCHEDULE OF OTHER SUPPLEMENTAL INFORMATION UNDER OPERATING LEASE (Details) | Jun. 30, 2022 | Dec. 31, 2021 |
Leases | ||
Weighted average discount rate | 8% | 8% |
Weighted average remaining lease term (years) | 1 year 6 months 14 days | 2 years 14 days |
SCHEDULE OF FUTURE MINIMUM LE_2
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS UNDER FINANCE LEASES (Details) - USD ($) | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | ||||
2022 (excluding the six months ended June 30, 2022) | $ 33,285 | |||
2022 | 10,496 | $ 78,379 | ||
Thereafter | ||||
Total finance lease payment | 43,781 | 88,875 | ||
Less: Imputed interest | (1,867) | (5,766) | ||
Finance lease liabilities | 41,914 | 83,109 | ||
Finance lease liability | $ 41,914 | 41,914 | 72,768 | $ 90,565 |
Finance lease liability - non-current | 10,341 | $ 83,109 | ||
2023 | 10,496 | |||
Thereafter |
SCHEDULE OF FINANCE LEASE ASSET
SCHEDULE OF FINANCE LEASE ASSETS (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | |||
Finance lease assets | $ 267,284 | $ 267,284 | $ 267,284 |
Accumulated depreciation | (231,156) | (192,928) | (87,337) |
Finance lease assets, net of accumulated depreciation | $ 36,128 | $ 74,356 | $ 179,947 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | |
Leases | |||||
Lessee, Operating Lease, Description | We have two noncancelable operating leases for office facilities, one that we entered into January 2019 and that expires April 10, 2024 | We have noncancelable operating leases for our office facility that expire in 2024. | |||
Recognized lease expense | $ 83,339 | $ 24,000 | $ 97,385 | $ 100,910 | |
Security deposit | $ 10,000 | $ 10,000 | 10,000 | ||
Lessee, Finance Lease, Term of Contract | 3 years | 3 years | |||
Capital leases annual interest rate | 12% | 12% | |||
Finance Lease, Liability, Current | $ 41,914 | $ 72,768 | 90,565 | $ 41,914 | |
Finance Lease, Liability, Noncurrent | 10,341 | 83,109 | |||
Finance lease security deposit | $ 10,944 | 10,944 | 10,944 | ||
Finance lease liabilities current | 72,768 | 90,565 | |||
Finance lease liabilities noncurrent | 10,341 | 83,109 | |||
Interest expense | $ 15,967 | $ 22,892 |
SCHEDULE OF CONVERTIBLE NOTES P
SCHEDULE OF CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Short-Term Debt [Line Items] | |||
Convertible notes payable, Gross | $ 2,242,074 | $ 1,707,857 | $ 1,526,000 |
Less debt discount and debt issuance cost | (200,812) | (691,569) | (282,232) |
Convertible notes payable | 2,041,262 | 1,016,288 | 1,243,768 |
Less current portion of convertible notes payable | 1,942,774 | 993,931 | 1,241,412 |
Long-term convertible notes payable | 98,488 | 22,357 | 2,356 |
Issued in Fiscal Year 2020 [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible notes payable, Gross | 98,488 | 100,000 | 1,526,000 |
Issued in Fiscal Year 2021 [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible notes payable, Gross | 851,851 | 1,607,857 | |
Issued In Fiscal Year Two Thousand And Twenty Two [Member] | |||
Short-Term Debt [Line Items] | |||
Convertible notes payable, Gross | $ 1,291,735 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Narrative) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||
Jul. 01, 2020 USD ($) | Mar. 18, 2020 shares | Jun. 30, 2022 USD ($) shares | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) $ / shares shares | Jan. 01, 2022 USD ($) | Nov. 18, 2020 USD ($) $ / shares shares | Nov. 17, 2020 USD ($) | Oct. 23, 2020 USD ($) | Mar. 20, 2020 USD ($) | |
Short-Term Debt [Line Items] | |||||||||||||
Interest expense | $ 131,623 | $ 274,857 | |||||||||||
Amortization of debt discount | $ 1,549,752 | $ 1,448,308 | 2,906,645 | 2,110,645 | |||||||||
Derivative liability | 947,175 | ||||||||||||
Debt instrument principal amount | $ 100,000 | ||||||||||||
Debt conversion price | $ / shares | $ 160 | ||||||||||||
Cash proceeds | 1,207,800 | 100,000 | 1,482,000 | 1,502,250 | |||||||||
Fair value of common stock value | $ 1,512 | $ 29,325 | 1,523,258 | 1,842,853 | 14,359,446 | ||||||||
Number of warrants agreed to exchange | shares | 6,631 | 6,631 | 39 | ||||||||||
Decrease in Additional paid in capital | $ 40,842,698 | $ 40,842,698 | 37,810,380 | 32,027,696 | |||||||||
Accumulated deficit cumulative effective adjustment | (45,978,192) | (45,978,192) | (42,033,887) | (35,518,584) | |||||||||
Amortization of debt discount | 478,582 | 1,576,907 | |||||||||||
Repayments for related party | 86,571 | 414,187 | 680,807 | 976,257 | |||||||||
Gain on settlement of debt | $ (227,501) | 186,156 | (82,337) | ||||||||||
Fair value of derivative liability | 10,854,214 | ||||||||||||
Loss on derivative | 9,907,039 | ||||||||||||
Outstanding notes | 1,734,439 | 1,734,439 | 1,770,989 | 572,495 | |||||||||
Convertible notes issued | 1,842,853 | $ 3,811,434 | |||||||||||
Warrants to purchase shares | shares | 1,197 | ||||||||||||
Convertible Debt [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 25,000 | ||||||||||||
Gain on settlement of debt | 81,808 | ||||||||||||
Accrued interest | $ 56,808 | ||||||||||||
Granite Note [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 125,000 | ||||||||||||
Granite Warrant [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt converted into common stock, shares | shares | 16 | ||||||||||||
Exchange Note [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 325,000 | ||||||||||||
Debt conversion, description | Conversions into common stock under the Exchange Note shall be effected at the lowest closing stock price during the five (5) days preceding any conversion, with -0- discount and a conversion price not below $112 | ||||||||||||
Debt instrument, maturity date | Sep. 30, 2021 | ||||||||||||
Agreement With Smea2z LLC [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 400,000 | $ 220,000 | |||||||||||
Agreement With Smea2z LLC Two [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 608,850 | ||||||||||||
Exchange Note Two [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt conversion price | $ / shares | $ 56 | ||||||||||||
Debt conversion, description | Typical events of default for such a note, as well as a default in the event the closing price for the Company’s common stock is less than $56 for at least 5-consecutive days | ||||||||||||
Debt instrument, maturity date | Jun. 30, 2021 | ||||||||||||
Chief Executive Officer [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 81,000 | ||||||||||||
Convertible outstanding amount issued | 81,000 | ||||||||||||
Repayments for related party | 135,000 | ||||||||||||
Due to related party | 135,000 | ||||||||||||
Gain on settlement of debt | 54,000 | ||||||||||||
Revision of Prior Period, Accounting Standards Update, Adjustment [Member] | Accounting Standards Update 2020-06 [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Decrease in Additional paid in capital | $ 517,500 | ||||||||||||
Addition to convertible note payable | 517,500 | ||||||||||||
Accumulated deficit cumulative effective adjustment | $ 439,857 | ||||||||||||
Minimum [Member] | Exchange Note [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt conversion price | $ / shares | $ 112 | ||||||||||||
Convertible Notes Payable [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Interest expense | 374,938 | $ 14,556 | |||||||||||
Amortization of debt discount | 636,010 | 335,663 | |||||||||||
Debt converted into common stock | $ 29,325 | ||||||||||||
Debt converted into common stock, shares | shares | 165,273 | ||||||||||||
Derivative liability | 57,883 | $ 57,883 | |||||||||||
Promissory Notes - Issued in Fiscal Year 2020 [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 100,000 | ||||||||||||
Debt instrument term | 60 months | ||||||||||||
Debt interest rate | 5% | ||||||||||||
Debt conversion price | $ / shares | $ 0.01 | ||||||||||||
Debt instrument maturity date, description | Convertible at the option of the holders at issuance date, after maturity date or 6 months after issuance date. | ||||||||||||
Debt conversion, description | Conversion prices are typically based on the discounted (25% to 50% discount) average closing prices or lowest trading prices of the Company’s shares during various periods prior to conversion. Certain note has a fixed conversion price ranging from $16 to $112. | ||||||||||||
Convertible outstanding amount | $ 2,466,500 | ||||||||||||
Outstanding notes | $ 1,607,857 | 100,000 | |||||||||||
Promissory Notes - Issued in Fiscal Year 2020 [Member] | Minimum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 15,000 | ||||||||||||
Debt instrument term | 5 months | ||||||||||||
Debt interest rate | 0% | ||||||||||||
Debt conversion price | $ / shares | $ 160 | ||||||||||||
Debt instrument, convertible, conversion ratio | 0.18 | ||||||||||||
Promissory Notes - Issued in Fiscal Year 2020 [Member] | Maximum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument term | 60 months | ||||||||||||
Debt interest rate | 25% | ||||||||||||
Promissory Notes - Issued in Fiscal Year 2021 [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Convertible outstanding amount issued | $ 1,696,999 | ||||||||||||
Cash proceeds | 1,482,000 | ||||||||||||
Financing fee | $ 214,999 | ||||||||||||
Debt instrument maturity date, description | Convertible at the option of the holders after varying dates. | ||||||||||||
Debt conversion, description | Conversion price based on a formula corresponding to a discount (39% discount) off the average closing price or lowest trading price of our Common Stock for the 20 prior trading days including the day on which a notice of conversion is received. | ||||||||||||
Convertible outstanding amount issued | $ 1,696,999 | ||||||||||||
Cash proceeds | $ 1,482,000 | ||||||||||||
Common stock valued shares | shares | 1,414 | ||||||||||||
Convertible notes issued | $ 133,663 | ||||||||||||
Warrants to purchase shares | shares | 117,992 | ||||||||||||
Warrant issue terms | 5 years | ||||||||||||
Promissory Notes - Issued in Fiscal Year 2021 [Member] | Minimum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument term | 90 days | ||||||||||||
Debt interest rate | 5% | ||||||||||||
Exercise price per share | $ / shares | $ 7.44 | ||||||||||||
Promissory Notes - Issued in Fiscal Year 2021 [Member] | Maximum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument term | 12 months | ||||||||||||
Debt interest rate | 12% | ||||||||||||
Exercise price per share | $ / shares | $ 36 | ||||||||||||
Two Thousand Twenty One Convertible Notes [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Number of convertible securities issued | shares | 1,414 | ||||||||||||
Fair value of common stock value | $ 133,663 | ||||||||||||
Number of warrants agreed to exchange | shares | 117,992 | ||||||||||||
Warrants exercised term | 5 years | ||||||||||||
Debt principal amount paid | 729,506 | ||||||||||||
Debt interest amount paid | 319,743 | ||||||||||||
Two Thousand Twenty One Convertible Notes [Member] | Minimum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Exercise price for warrants | $ / shares | $ 7.44 | ||||||||||||
Two Thousand Twenty One Convertible Notes [Member] | Maximum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Exercise price for warrants | $ / shares | $ 36 | ||||||||||||
Promissory Notes Issued In Fiscal Year Two Thousand And Twenty Two [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt converted into common stock | $ 140,936 | ||||||||||||
Debt converted into common stock, shares | shares | 18,170 | ||||||||||||
Convertible outstanding amount issued | $ 1,320,575 | $ 1,320,575 | |||||||||||
Cash proceeds | 1,207,800 | ||||||||||||
Financing fee | $ 57,313 | ||||||||||||
Debt instrument maturity date, description | Convertible at the option of the holders after varying dates. | ||||||||||||
Debt conversion, description | Conversion price based on a formula corresponding to a discount (20% or 39% discount) off the lowest trading price of our Common Stock for the 20 prior trading days including the day on which a notice of conversion is received, although one of the 2022 Convertible Notes establishes a fixed conversion price of $4.50 per share. | ||||||||||||
Promissory Notes Issued In Fiscal Year Two Thousand And Twenty Two [Member] | Minimum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument term | 9 months | ||||||||||||
Debt interest rate | 9% | 9% | |||||||||||
Promissory Notes Issued In Fiscal Year Two Thousand And Twenty Two [Member] | Maximum [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument term | 12 months | ||||||||||||
Debt interest rate | 12% | 12% | |||||||||||
Convertible Note [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt converted into common stock | $ 1,450,150 | $ 3,811,434 | |||||||||||
Debt converted into common stock, shares | shares | 24,536 | 50,847 | |||||||||||
Derivative liability | $ 392,703 | $ 10,548,012 | |||||||||||
Convertible Note [Member] | Lender [Member] | |||||||||||||
Short-Term Debt [Line Items] | |||||||||||||
Debt instrument principal amount | $ 150,000 |
SCHEDULE OF FAIR VALUE OF LIABI
SCHEDULE OF FAIR VALUE OF LIABILITIES MEASURED ON RECURRING BASIS (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Measurement Input, Expected Term [Member] | |||
Derivative [Line Items] | |||
Expected term | 6 months 3 days | ||
Measurement Input, Expected Term [Member] | Minimum [Member] | |||
Derivative [Line Items] | |||
Expected term | 5 months 23 days | 3 months | |
Measurement Input, Expected Term [Member] | Maximum [Member] | |||
Derivative [Line Items] | |||
Expected term | 5 years | 5 years | |
Measurement Input, Price Volatility [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 1.34 | ||
Measurement Input, Price Volatility [Member] | Minimum [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 1.60 | 1.87 | |
Measurement Input, Price Volatility [Member] | Maximum [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 3.02 | 4.64 | |
Measurement Input, Expected Dividend Rate [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | |||
Measurement Input, Risk Free Interest Rate [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 0.59 | ||
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 0.0004 | 0.0001 | |
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 0.0124 | 0.0157 |
DERIVATIVE LIABILITIES (Details
DERIVATIVE LIABILITIES (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||||
Derivative, gain (loss) on derivative, net | $ 178,398 | $ 57,883 | $ 363,654 | $ 614,658 | $ 7,406,416 |
SCHEDULE OF NOTES PAYABLE (Deta
SCHEDULE OF NOTES PAYABLE (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 3,851,517 | $ 3,968,491 | $ 1,447,137 | ||||
Less debt discount and debt issuance cost | (317,931) | (476,727) | (289,332) | ||||
Promissory notes payable | 3,533,586 | 3,491,764 | 1,157,805 | ||||
Less current portion of Promissory notes payable | 1,799,147 | 1,720,777 | 585,310 | ||||
Long-term Promissory notes payable | 1,734,439 | 1,770,989 | 572,495 | ||||
Economic Injury Disaster Loan - Originated In May 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 500,000 | [1],[2] | $ 500,000 | [1],[2],[3] | $ 150,000 | [3] | |
Debt Instrument, Term | [1],[2] | 30 years | |||||
Interest Rate | 3.75% | [1],[2] | 3.75% | [3] | |||
Maturity | [3] | 30 years | |||||
Promissory Note - Originated In September 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 35,319 | $ 50,456 | $ 80,730 | ||||
Debt Instrument, Term | 36 months | ||||||
Interest Rate | 14% | 14% | |||||
Daily/monthly payment | $ 2,873.89 | $ 2,873.89 | |||||
Maturity | 36 | ||||||
Promissory Note - Originated In December 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 24,543 | $ 33,039 | $ 50,031 | ||||
Debt Instrument, Term | 36 months | ||||||
Interest Rate | 8% | 8% | |||||
Daily/monthly payment | $ 1,854.41 | $ 1,854.41 | |||||
Maturity | 36 | ||||||
Promissory Note - Originated In January 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 35,413 | $ 48,583 | |||||
Debt Instrument, Term | 36 months | ||||||
Interest Rate | 18% | ||||||
Daily/monthly payment | $ 2,675.89 | ||||||
Maturity | 36 | ||||||
Promissory Note - Originated In February 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 1,305,374 | [4] | $ 1,328,848 | [4] | |||
Debt Instrument, Term | [4] | 5 years | |||||
Interest Rate | [4] | 4% | |||||
Maturity | [5] | 5 years | |||||
Promissory Note - Originated In April 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 693,333 | $ 832,000 | |||||
Debt Instrument, Term | [2] | 1 year | |||||
Interest Rate | 12% | ||||||
Maturity | [5] | 1 year | |||||
Promissory Note - Originated In July 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 282,000 | $ 282,000 | |||||
Debt Instrument, Term | [2] | 1 year | |||||
Interest Rate | 12% | ||||||
Maturity | [5] | 1 year | |||||
Promissory Note - Originated In September 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | 49,621 | $ 55,576 | |||||
Debt Instrument, Term | 60 months | ||||||
Interest Rate | 28% | ||||||
Daily/monthly payment | $ 1,383.56 | ||||||
Maturity | 60 | ||||||
Promissory Note - Originated In December 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 406,300 | ||||||
Interest Rate | 49% | ||||||
Daily/monthly payment | $ 20,050 | ||||||
Promissory Note - Originated In December 2021 One [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 241,714 | ||||||
Interest Rate | 4.94% | ||||||
Daily/monthly payment | $ 10,071.45 | ||||||
Promissory Note - Originated In December 2021 Two [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 189,975 | ||||||
Interest Rate | 7% | ||||||
Daily/monthly payment | $ 2,793.75 | ||||||
Promissory Note Originated In March 2022 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 233,980 | ||||||
Interest Rate | 49% | ||||||
Daily/monthly payment | $ 20,995 | ||||||
Promissory Note Originated In March 2022 One [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 62,357 | ||||||
Interest Rate | 15% | ||||||
Daily/monthly payment | $ 642.86 | ||||||
Promissory Note Originated In April 2022 One [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 81,726 | ||||||
Debt Instrument, Term | 36 months | ||||||
Interest Rate | 16% | ||||||
Daily/monthly payment | $ 1,695.41 | ||||||
Promissory Note Originated In April 2022 Two [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 127,395 | ||||||
Interest Rate | 15% | ||||||
Daily/monthly payment | $ 2,235 | ||||||
Promissory Note Originated In April 2022 Three [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 68,913 | ||||||
Interest Rate | 5% | ||||||
Daily/monthly payment | $ 1,862.50 | ||||||
Promissory Note Originated In April 2022 Four [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 284,088 | ||||||
Interest Rate | 25% | ||||||
Daily/monthly payment | $ 7,250 | ||||||
Promissory Note Originated In June 2022 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 67,455 | ||||||
Interest Rate | 25% | ||||||
Daily/monthly payment | $ 1,873.75 | ||||||
10% Promissory Note - Originated In October 2019 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 25,060 | ||||||
Interest Rate | 10% | ||||||
Maturity | Due on demand | ||||||
Promissory Note - Originated In October 2019 One [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 25,060 | ||||||
Interest Rate | 10% | ||||||
Maturity | Due on demand | ||||||
Promissory Note - Originated In April 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 10,000 | ||||||
Interest Rate | 0% | ||||||
Maturity | Due on demand | ||||||
Paycheck Protection Program Promissory Note - Originated In April 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | [5] | $ 339,000 | |||||
Interest Rate | [5] | 1% | |||||
Maturity | [5] | 2 years | |||||
Promissory Note - Originated In June 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 43,356 | ||||||
Interest Rate | 16% | ||||||
Daily/monthly payment | $ 3,942.86 | ||||||
Promissory Note - Originated In October 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 158,169 | ||||||
Interest Rate | 25% | ||||||
Daily/monthly payment | $ 2,293.31 | ||||||
Promissory Note - Originated In November 2020 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 170,886 | ||||||
Interest Rate | 25% | ||||||
Daily/monthly payment | $ 4,497 | ||||||
Promissory Note - Originated In November 2020 One [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | $ 394,846 | ||||||
Interest Rate | 25% | ||||||
Daily/monthly payment | $ 6,999 | ||||||
Promissory Note - Originated In April 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | |||||||
Interest Rate | 24% | ||||||
Daily/monthly payment | $ 8,284.92 | ||||||
Promissory Note - Originated In August 2021 [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Promissory notes payable, Gross | |||||||
Interest Rate | 49% | ||||||
Daily/monthly payment | $ 4,842.5 | ||||||
[1]On February 12, 2021, we issued notes payable of $ 1,404,000 1,094,691 309,309 |
SCHEDULE OF NOTES PAYABLE (De_2
SCHEDULE OF NOTES PAYABLE (Details) (Parenthetical) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Feb. 12, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Short-Term Debt [Line Items] | |||||||
Note payable issued for settlement of License fee payable | $ 1,004,880 | ||||||
License fee payable | 1,094,691 | ||||||
Loss on settlement of debt | $ (227,501) | 186,156 | $ (82,337) | ||||
Notes Payable [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Note payable issued for settlement of License fee payable | $ 1,404,000 | ||||||
License fee payable | $ 1,094,691 | ||||||
Loss on settlement of debt | $ 309,309 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Short-Term Debt [Line Items] | ||||
Interest expense | $ 113,693 | $ 57,209 | $ 10,031 | $ 37,126 |
Amortization of debt discount | 1,549,752 | 1,448,308 | 2,906,645 | 2,110,645 |
Repayment of notes payable | 1,957,492 | 2,734,275 | 4,577,578 | 1,689,846 |
Debt Instrument, Increase, Accrued Interest | 413,657 | |||
Notes Payable, Other Payables [Member] | ||||
Short-Term Debt [Line Items] | ||||
Amortization of debt discount | 625,621 | 995,066 | 2,082,875 | 534,535 |
Proceeds from notes payables | 1,840,518 | 3,641,037 | 6,094,051 | 2,971,864 |
Debt discount | 654,065 | 1,066,393 | 1,716,825 | 823,868 |
Repayment of notes payable | $ 1,957,492 | $ 2,734,275 | 4,577,578 | 1,689,846 |
Interest expenses debt | $ 260,155 | $ 34,331 |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | |||
Warrants Outstanding Beginning balance, Shares | 146,842 | 6,250 | 117 |
Warrants Outstanding Beginning balance, Weighted Average Exercise Price | $ 27.86 | $ 20 | $ 7,862.34 |
Warrants Granted, Shares | 19,166 | 141,721 | 6,271 |
Warrants Granted, Weighted Average Exercise Price | $ 6 | $ 22.18 | $ 227.20 |
Warrants Exercised, Shares | (7,567) | (1,129) | (2,416) |
Warrants Exercised, Weighted Average Exercise Price | $ 5.80 | $ 81.60 | |
Warrants Forfeited/canceled, Shares | 20,641 | ||
Warrants Forfeited/canceled, Weighted Average Exercise Price | $ 51.20 | ||
Warrants Outstanding Ending balance, Shares | 158,441 | 146,842 | 6,250 |
Warrants Outstanding Ending balance, Weighted Average Exercise Price | $ 22.07 | $ 27.86 | $ 20 |
Warrants Reset feature, Shares | 22,919 | ||
Warrants Reset feature, Weighted Average Exercise Price | $ 81.60 | ||
Warrants Forfeited/canceled, Shares | (20,641) |
SCHEDULE OF OUTSTANDING AND EXE
SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 158,441 | 146,842 | 6,250 | 117 |
Weighted Average Remaining Contractual life, Warrants Outstanding | 4 years 4 months 17 days | |||
Weighted Average Exercise Price, Warrants Outstanding | $ 22.07 | |||
Warrant One [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 6,250 | 6,250 | ||
Weighted Average Remaining Contractual life, Warrants Outstanding | 3 years 5 months 12 days | 3 years 11 months 12 days | ||
Weighted Average Exercise Price, Warrants Outstanding | $ 160 | $ 160 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable | ||||
Warrant Two [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 6,934 | 6,933 | ||
Weighted Average Remaining Contractual life, Warrants Outstanding | 3 years 9 months 21 days | 4 years 3 months 21 days | ||
Weighted Average Exercise Price, Warrants Outstanding | $ 120 | $ 120 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable | ||||
Warrant Three [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 15,666 | |||
Weighted Average Remaining Contractual life, Warrants Outstanding | 4 years 29 days | |||
Weighted Average Exercise Price, Warrants Outstanding | $ 36 | $ 46.40 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable | ||||
Warrant Four [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 2,917 | 15,667 | ||
Weighted Average Remaining Contractual life, Warrants Outstanding | 4 years 3 months | 4 years 6 months 25 days | ||
Weighted Average Exercise Price, Warrants Outstanding | $ 36 | $ 36 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable | ||||
Warrant Five [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 32,837 | 2,917 | ||
Weighted Average Remaining Contractual life, Warrants Outstanding | 4 years 3 months 21 days | 4 years 9 months | ||
Weighted Average Exercise Price, Warrants Outstanding | $ 9.88 | $ 36 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable | ||||
Warrant Six [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 74,671 | 40,404 | ||
Weighted Average Remaining Contractual life, Warrants Outstanding | 4 years 5 months 23 days | 4 years 9 months 18 days | ||
Weighted Average Exercise Price, Warrants Outstanding | $ 7.44 | $ 25.60 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable | ||||
Warrant Seven [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Number of shares,Warrants Outstanding | 19,166 | 74,671 | ||
Weighted Average Remaining Contractual life, Warrants Outstanding | 4 years 10 months 9 days | 4 years 11 months 23 days | ||
Weighted Average Exercise Price, Warrants Outstanding | $ 6 | $ 7.44 | ||
Number of Shares, Warrants Exercisable | ||||
Weighted Average Exercise Price, Warrants Exercisable |
CAPITAL STOCK AND REVERSE STO_3
CAPITAL STOCK AND REVERSE STOCK SPLIT (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||||||
Mar. 07, 2022 | Oct. 19, 2021 | Sep. 28, 2021 | Jul. 28, 2021 | Jul. 01, 2021 | Apr. 23, 2021 | Dec. 11, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 06, 2022 | Jul. 27, 2021 | Dec. 15, 2020 | Nov. 25, 2020 | Nov. 18, 2020 | Aug. 17, 2020 | Apr. 15, 2020 | Mar. 05, 2020 | Dec. 31, 2019 | |
Class of Stock [Line Items] | ||||||||||||||||||||||
Reverse stock split | 1-for-8 | 1-for-2,000 | Effective March 7, 2022 and July 1, 2021, we effected an 8 for 1 and 2,000 for 1 reverse stock split, respectively, of our issued and outstanding common stock (the “Reverse Stock Splits”). | |||||||||||||||||||
Common stock par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||
Preferred stock, shares authorized | 337,500 | 337,500 | 337,500 | 337,500 | ||||||||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||
Stock issued during period, value | $ 846,801 | $ 846,801 | ||||||||||||||||||||
Accrued dividend | $ 5,492 | $ 104,631 | 9,441 | 40,149 | $ 484 | |||||||||||||||||
Amortization of debt discount | $ 1,549,752 | $ 1,448,308 | $ 2,906,645 | $ 2,110,645 | ||||||||||||||||||
Common stock, shares authorized | 125,000,000 | 125,000,000 | 125,000,000 | 125,000,000 | 125,000,000 | 1,800,000,000 | 1,500,000,000 | 750,000,000 | 250,000,000 | |||||||||||||
Common Stock, Voting Rights | All shares have equal voting rights, are non-assessable, and have one vote per share. | |||||||||||||||||||||
Common stock issued for cashless warrant | 6,631 | 1,116 | ||||||||||||||||||||
Asset purchase agreement consideration shares | 380,952 | |||||||||||||||||||||
Common stock, shares issued | 954,561 | 954,561 | 122,044 | 65,308 | ||||||||||||||||||
Common stock, shares outstanding | 954,561 | 954,561 | 122,044 | 65,308 | ||||||||||||||||||
Warrants exercised with cashless | 7,567 | 1,129 | 2,416 | |||||||||||||||||||
Number of warrants to acquire common stock, shares | 6,631 | 6,631 | 39 | |||||||||||||||||||
Amortization of debt issuance costs | $ 345,188 | $ 203 | ||||||||||||||||||||
Capital units authorized | 125,000,000 | |||||||||||||||||||||
Financing cost | $ 10,000 | |||||||||||||||||||||
Financing discount | $ 143,199 | |||||||||||||||||||||
Shares issued for asset purchase | 1,197 | |||||||||||||||||||||
Warrants weighted average exercise price | $ 22.07 | $ 22.07 | $ 27.86 | $ 20 | $ 7,862.34 | |||||||||||||||||
Number of shares issued | 19,166 | 141,721 | 6,271 | |||||||||||||||||||
Debt instrument, face amount | $ 100,000 | |||||||||||||||||||||
Warrant One [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 120 | |||||||||||||||||||||
Number of shares issued | 6,933 | |||||||||||||||||||||
Warrant [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 36 | $ 120 | $ 36 | |||||||||||||||||||
Number of shares issued | 2,917 | 15,666 | 6,933 | |||||||||||||||||||
Commercial Paper [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Conversion of stock shares issued | 1,414 | |||||||||||||||||||||
Shares Issued for Conversion of Debt [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Stock issued for conversion of debt | 50,847 | |||||||||||||||||||||
Coomon Stock Purchase Agreement [Member] | Triton Funds LP [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Common stock issued for cashless warrant | 1,250 | |||||||||||||||||||||
Number of warrants to acquire common stock, shares | 6,250 | |||||||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 160 | |||||||||||||||||||||
Warrants to purchase common stock | $ 1,000,000 | |||||||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Debt instrument, face amount | $ 81,000 | |||||||||||||||||||||
Holders [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Warrants outstanding | 2 | |||||||||||||||||||||
Loss on settlement in exchange of warrants | $ 100,000 | |||||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
CoShares issued as loan fee | 18,170 | |||||||||||||||||||||
Secured Promissory Note [Member] | Warrant [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Debt instrument, face amount | $ 282,000 | $ 832,000 | $ 282,000 | |||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Preferred stock, shares issuable | 18,024 | |||||||||||||||||||||
Stock conversion, shares converted | 108,000 | |||||||||||||||||||||
Shares issued during the period, new issues | 83,336 | 10,419 | 753 | |||||||||||||||||||
Stock issued during period, value | $ 83 | $ 10 | ||||||||||||||||||||
Stock issued for conversion of debt | 151,200 | 165,273 | 101,748 | 24,536 | 50,847 | |||||||||||||||||
Common stock issued for cashless warrant | 2,377 | |||||||||||||||||||||
Shares issued for service | 153,491 | 153,491 | 1,796 | |||||||||||||||||||
Common stock, shares issued | 954,561 | 954,561 | 122,044 | |||||||||||||||||||
Common stock, shares outstanding | 954,561 | 954,561 | 122,044 | |||||||||||||||||||
Stock issued during period, shares, employee benefit plan | 97 | |||||||||||||||||||||
Share based compensation, shares | 3,688 | 9,168 | 1,227 | 2,581 | ||||||||||||||||||
Stock issued during period, shares, acquisitions | 380,952 | 380,952 | 7,605 | |||||||||||||||||||
Shares issued for asset purchase | 8,802 | |||||||||||||||||||||
Common Stock [Member] | Shares Issuance for Cash [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Shares issued during the period, new issues | 10,419 | |||||||||||||||||||||
Stock issued during period, value | $ 1,000,000 | |||||||||||||||||||||
Common Stock [Member] | Convertible Debt [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Stock issued for conversion of debt | 24,536 | |||||||||||||||||||||
Common Stock [Member] | Mr. Remillard [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Shares issued during the period, new issues | 375 | |||||||||||||||||||||
Common Stock [Member] | Chief Financial Officer [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Share based compensation, shares | 32 | |||||||||||||||||||||
Common Stock [Member] | Convertible Debt [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Stock issued for conversion of debt | 165,273 | |||||||||||||||||||||
Warrant [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Number of warrants to acquire common stock, shares | 21 | |||||||||||||||||||||
Warrants term | 5 years | |||||||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 36 | $ 7.44 | $ 8,000 | |||||||||||||||||||
Increasein warants | 22,919 | |||||||||||||||||||||
Warrants exercisable | 23,057 | |||||||||||||||||||||
Warrants weighted average exercise price | $ 81.60 | |||||||||||||||||||||
Number of shares issued | 40,404 | 74,671 | ||||||||||||||||||||
Warrant [Member] | Convertible Promissory Note [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Debt instrument, face amount | $ 444,444 | $ 555,555 | ||||||||||||||||||||
Series A Preferred Stock [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Preferred stock, shares authorized | 150,000 | 150,000 | 150,000 | 150,000 | ||||||||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||
CoShares issued as loan fee | 1,000 | 1,000 | ||||||||||||||||||||
Preferred stock, voting rights | entitled to vote 15,000 shares of common stock on all matters submitted to a vote by shareholders voting common stock. | entitled to vote 15,000 shares of common stock on all matters submitted to a vote by shareholders voting common stock | ||||||||||||||||||||
Preferred stock, shares issuable | 108 | 108 | ||||||||||||||||||||
Preferred stock, shares issued | 149,892 | 149,892 | 150,000 | 150,000 | ||||||||||||||||||
Preferred stock, shares outstanding | 149,892 | 149,892 | 150,000 | 150,000 | ||||||||||||||||||
Series A Preferred Stock [Member] | Chief Executive Officer [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Shares issued during the period, new issues | 148,666 | |||||||||||||||||||||
Series A Preferred Stock [Member] | Common Stock [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Conversion of stock shares issued | 108,000 | |||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Preferred stock, shares authorized | 80,000 | 80,000 | 80,000 | 80,000 | 80,000 | |||||||||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||
Preferred stock, shares issuable | 33,875 | |||||||||||||||||||||
Stock conversion, shares converted | 5,300 | |||||||||||||||||||||
Preferred stock, shares issued | 0 | 0 | 29,750 | 5,300 | ||||||||||||||||||
Preferred stock, shares outstanding | 0 | 0 | 29,750 | 5,300 | ||||||||||||||||||
Preferred stock, description | Each share of Series B (i) has a stated value of Ten Dollars ($10.00) per share; (ii) is convertible into Common Stock at a price per share equal to sixty one percent (61%) of the lowest price for our Common Stock during the twenty (20) days of trading preceding the date of the conversion; (iii) earns dividends at the rate of nine percent (9%) per annum; and, (iv) has no voting rights. | Each share of Series B (i) has a stated value of Ten Dollars ($10.00) per share; (ii) are convertible into common stock at a price per share equal to sixty one percent (61%) of the lowest price for the Company’s common stock during the twenty (20) day of trading preceding the date of the conversion; (iii) earn dividends at the rate of nine percent (9%) per annum; and, (iv) generally have no voting rights | ||||||||||||||||||||
Shares issued during the period, new issues | 7,875 | 62,700 | ||||||||||||||||||||
Stock issued during period, value | $ 78,750 | $ 50,000 | ||||||||||||||||||||
Financing fee | $ 3,750 | $ 3,750 | $ 3,000 | |||||||||||||||||||
Stock redeemed or called during period shares | 37,625 | 4,375 | ||||||||||||||||||||
Stock redeemed or called during period, value | $ 487,730 | $ 63,999 | ||||||||||||||||||||
Accrued dividend | 104,631 | |||||||||||||||||||||
Amortization of debt discount | $ 22,439 | |||||||||||||||||||||
Stock issued for conversion of debt | 6,560 | |||||||||||||||||||||
Preferred stock, stated value | $ 10 | |||||||||||||||||||||
Accured dividend | $ 65,600 | |||||||||||||||||||||
Series B Preferred Stock [Member] | Issuance of Shares [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Shares issued during the period, new issues | 56,400 | |||||||||||||||||||||
Stock issued during period, value | $ 525,000 | |||||||||||||||||||||
Financing fee | $ 39,000 | |||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||
Conversion of stock shares issued | 18,024 | |||||||||||||||||||||
Shares issued for service | 1,227 |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - Employees Consultants and Advisors [Member] - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Options Outstanding, Balance Beginning | 2,121 | 735 | 24 |
Weighted-Average Exercise Price, Balance Beginning | $ 775.93 | $ 29,760 | |
Options Outstanding, Grants | 1,386 | 782 | |
Weighted-Average Exercise Price, Grants | $ 304.44 | $ 398.46 | |
Options Outstanding, Exercised | 8 | ||
Weighted-Average Exercise Price, Exercised | $ 33,833.25 | ||
Options Outstanding, Cancelled | (1,092) | (63) | |
Weighted-Average Exercise Price, Cancelled/expired | $ 134.40 | $ 1,824.72 | |
Options Outstanding, Balance Ending | 1,029 | 2,121 | 735 |
Weighted-Average Exercise Price, Balance Ending | $ 481.46 | $ 775.93 | |
Options Outstanding, Exercised | (8) |
SCHEDULE OF STOCK OPTIONS VESTE
SCHEDULE OF STOCK OPTIONS VESTED AND EXPECTED TO VEST (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
Number of Options, Outstanding | 1,029 | 2,121 |
Weighted-Average Remaining Contractual Life (In Years), Outstanding | 8 years 4 months 20 days | 8 years 10 months 24 days |
Weighted-Average Exercise Price, Outstanding | $ 481.46 | $ 467.76 |
Number of Options, Exercisable | 585 | 344 |
Weighted-Average Remaining Contractual Life (In Years), Exercisable | 8 years 2 months 23 days | 8 years 5 months 1 day |
Weighted-Average Exercise Price, Exercisable | $ 735.99 | $ 1,368.32 |
Number of Options, Expected to vest | 444 | 1,777 |
Weighted-Average Remaining Contractual Life (In Years), Expected to vest | 8 years 6 months 3 days | 8 years 11 months 26 days |
Weighted-Average Exercise Price, Expected to vest | $ 303.82 | $ 293.51 |
SCHEDULE OF RESTRICTED STOCK AC
SCHEDULE OF RESTRICTED STOCK ACTIVITY (Details) - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number of Restricted Stock, Exercised | 7,567 | 1,129 | 2,416 |
Restricted Stock [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number of Restricted Stock, Balance Beginning | 1,370 | 923 | 32 |
Weighted-Average Fair Value of Restricted Stock, Balance Beginning | $ 639.22 | $ 748.89 | $ 15,449.60 |
Number of Restricted Stock, Shares of restricted stock granted | 447 | 892 | |
Weighted-Average Fair Value of Restricted Stock, Shares of restricted stock granted | $ 413.33 | $ 253.15 | |
Number of Restricted Stock, Exercised | |||
Weighted-Average Fair Value of Restricted Stock, Exercised | |||
Number of Restricted Stock, Cancelled | 1 | ||
Weighted-Average Fair Value of Restricted Stock, Cancelled | $ 9,600 | ||
Number of Restricted Stock, Balance Ending | 1,370 | 1,370 | 923 |
Weighted-Average Fair Value of Restricted Stock, Balance Ending | $ 639.22 | $ 639.22 | $ 748.89 |
Number of Restricted Stock, Exercised | |||
Number of Restricted Stock, Cancelled | (1) |
SCHEDULE OF RESTRICTED STOCK AW
SCHEDULE OF RESTRICTED STOCK AWARD (Details) - Restricted Stock [Member] - shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Number of Restricted Stock Awards, Vested | 1,370 | 1,370 | 29 |
Number of Restricted Stock Awards, Non-vested | 894 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restricted Stock [Member] | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Unrecognized compensation and non-vested | $ 0 | $ 144,964 | |
Share-based compensation, vesting period | 1 year | ||
Maximum [Member] | Restricted Stock [Member] | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Share-based compensation, expiration term | 10 years | ||
Stock Options [Member] | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Vesting term | one-year anniversary date of the grant | one-year anniversary date of the grant | |
Unrecognized compensation and non-vested | $ 67,833 | $ 381,547 | $ 211,661 |
Weighted average granted date fair value stock options granted | $ 299 | $ 320 | |
Fair value of option vested | $ 414,902 | $ 251,117 | |
Stock Options [Member] | Maximum [Member] | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Share-based compensation, expiration term | 10 years | 10 years |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 14, 2020 | Jan. 31, 2018 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 16, 2019 | |
Notes payable | $ 3,533,586 | $ 3,533,586 | $ 3,491,764 | $ 1,157,805 | |||||
Due to related party | 277,033 | 277,033 | 247,366 | 561,230 | |||||
Repayment of notes payable | 1,957,492 | $ 2,734,275 | 4,577,578 | 1,689,846 | |||||
Cash | 1,204,933 | 58,783 | |||||||
Purchase consideration, paid at closing | 250,000 | ||||||||
Borrowings | 116,238 | 271,464 | 366,943 | 299,173 | |||||
Operating expenses | 2,175,855 | $ 1,360,616 | 3,269,812 | 2,889,605 | 5,699,845 | 6,071,597 | |||
Loss on settlement of debt | $ (227,501) | 186,156 | (82,337) | ||||||
Mr. Remillard [Member] | |||||||||
Purchase consideration, common stock issuable | 100 | ||||||||
Mr. Remillard [Member] | Myriad Software Productions, LLC [Member] | |||||||||
Purchase consideration | $ 1,500,000 | ||||||||
Purchase consideration, paid at closing | 50,000 | ||||||||
Purchase consideration, promissory note | 250,000 | ||||||||
Purchase consideration, common stock shares issuable | $ 1,200,000 | ||||||||
Myriad Software Productions, LLC [Member] | Mr. Remillard [Member] | |||||||||
Ownership percentage | 100% | ||||||||
Chief Executive Officer [Member] | |||||||||
Cash | 116,238 | 116,238 | |||||||
Repayment of debt | 86,571 | 399,169 | 303,079 | ||||||
Borrowings | 231,150 | ||||||||
Operating expenses | 135,793 | 299,173 | |||||||
Convertible note | 81,000 | ||||||||
Prepayment penalty | 54,000 | ||||||||
Loss on settlement of debt | 54,000 | ||||||||
Chief Executive Officer [Member] | Convertible Note [Member] | |||||||||
Repayment of debt | $ 135,000 | ||||||||
Chief Executive Officer [Member] | Series A Preferred Stock [Member] | |||||||||
Shares issued during the period | 148,666 | ||||||||
Asset Purchase Agreement [Member] | DMB Group LLC [Member] | |||||||||
Notes payable | 0 | $ 0 | 123,745 | $ 405,382 | $ 940,000 | ||||
Due to related party | $ 97,689 | ||||||||
Repayment of notes payable | 124,985 | 281,638 | 458,275 | ||||||
Interest expenses | $ 1,240 | $ 9,992 | $ 35,096 | ||||||
Share Settlement Agreement [Member] | Series A Preferred Stock [Member] | |||||||||
Shares issued during the period | 144,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||||||
Jan. 19, 2022 | Jan. 02, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2022 | Nov. 18, 2020 | |
Subsequent Event [Line Items] | ||||||||
Shares issued during the period, value | $ 846,801 | $ 846,801 | ||||||
Convertible notes issued | $ 2,041,262 | 1,016,288 | $ 1,243,768 | |||||
Floor price | $ 160 | |||||||
Amount payable in cash | 250,000 | |||||||
Amount payable in notes | $ 3,533,586 | $ 3,491,764 | 1,157,805 | |||||
Asset Purchase Agreement [Member] | Centurion Holdings I LLC [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Amount payable in cash | $ 250,000 | |||||||
Contingent payment | 250,000 | |||||||
Promissory Note [Member] | Asset Purchase Agreement [Member] | Centurion Holdings I LLC [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Amount payable in notes | 2,900,000 | $ 2,900,000 | ||||||
Subsequent Event [Member] | Asset Purchase Agreement [Member] | Centurion Holdings I LLC [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Amount payable in cash | 250,000 | |||||||
Contingent payment | $ 250,000 | |||||||
Subsequent Event [Member] | Convertible Notes Payable [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Convertible notes issued | $ 959,313 | |||||||
Common stock issued for conversion of debt, shares | 33,196 | |||||||
Debt instrument term | 1 year | |||||||
Annual interest rate | 9% | |||||||
Debt conversion description | Notes are convertible at the option of the holders after 6 months of issuance date of the note and conversion price are Conversion prices are based on the discounted (39% or 20% discount) lowest trading prices of the Company’s shares during 20 periods prior to conversion. Certain note has a floor price of $0.01 | |||||||
Floor price | $ 0.01 | |||||||
Subsequent Event [Member] | Promissory Note [Member] | Asset Purchase Agreement [Member] | Centurion Holdings I LLC [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt instrument term | 5 years | |||||||
Annual interest rate | 8% | |||||||
Series B Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Shares issued during the period | 7,875 | 62,700 | ||||||
Shares issued during the period, value | $ 78,750 | $ 50,000 | ||||||
Shares redeemed during the period | 37,625 | 4,375 | ||||||
Shares redeemed during the period, value | $ 487,730 | $ 63,999 | ||||||
Preferred stock, shares outstanding | 0 | 29,750 | 5,300 | |||||
Common stock issued for conversion of debt, shares | 6,560 | |||||||
Series B Preferred Stock [Member] | Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Shares issued during the period | 7,875 | |||||||
Shares issued during the period, value | $ 75,000 | |||||||
Shares redeemed during the period | 37,625 | |||||||
Shares redeemed during the period, value | $ 487,730 | |||||||
Preferred stock, shares outstanding | 0 |
SUMMARY OF DEFERRED REVENUE (De
SUMMARY OF DEFERRED REVENUE (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Current | $ 1,510,827 | $ 1,035,185 | $ 1,478,430 | |
Non-current | 1,071,761 | 573,411 | 39,733 | |
Deferred revenue | $ 2,582,588 | $ 1,608,596 | $ 1,518,163 | $ 953,546 |
SCHEDULE OF CHANGES IN DERIVATI
SCHEDULE OF CHANGES IN DERIVATIVE LIABILITIES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | ||||||
Derivative liability beginning | $ 947,175 | $ 947,175 | ||||
Change in derivative liabilities recognized as loss on derivative | $ (178,398) | $ (57,883) | (363,654) | (614,658) | $ (7,406,416) | |
Derivative liability ending | 947,175 | |||||
Fair Value, Inputs, Level 3 [Member] | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Derivative liability beginning | 2,601,277 | |||||
Addition of new derivatives recognized as debt discounts | 390,000 | 947,175 | ||||
Addition of new derivatives recognized as day-one loss | 559,939 | 9,907,039 | ||||
Derivative liabilities settled upon conversion of convertible note | (1,004,658) | (10,954,868) | ||||
Change in derivative liabilities recognized as loss on derivative | 54,719 | (2,500,623) | ||||
Derivative liability ending |
BUSINESS DESCRIPTION (Details N
BUSINESS DESCRIPTION (Details Narrative) | 12 Months Ended | ||
Mar. 07, 2022 | Jul. 01, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||
Stockholders' Equity, Reverse Stock Split | 1-for-8 | 1-for-2,000 | Effective March 7, 2022 and July 1, 2021, we effected an 8 for 1 and 2,000 for 1 reverse stock split, respectively, of our issued and outstanding common stock (the “Reverse Stock Splits”). |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Non-operating loss carryforward | $ 4,685,000 | $ 4,014,000 |
Valuation allowance | (4,685,000) | (4,014,000) |
Net deferred tax asset |
SCHEDULE OF STATUTORY FEDERAL I
SCHEDULE OF STATUTORY FEDERAL INCOME TAX RATE LOSSES BEFORE INCOME TAX (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||||||
Loss for the year | $ (2,446,212) | $ (1,545,354) | $ (4,279,531) | $ (3,721,652) | $ (6,475,154) | $ (13,907,185) |
Income tax (recovery) at statutory rate | (1,360,000) | (2,921,000) | ||||
State income tax expense, net of federal tax effect | (130,000) | (270,000) | ||||
Permanent difference and other | 819,000 | 2,201,000 | ||||
Change in valuation allowance | 671,000 | 990,000 | ||||
Income tax expense per books |
SCHEDULE OF WEIGHTED AVERAGE AS
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS FOR STOCK OPTIONS GRANTED (Details) - Stock Options [Member] | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Option Indexed to Issuer's Equity [Line Items] | ||
Expected term (years) | 5 years 8 months 26 days | 5 years 8 months 12 days |
Expected stock price volatility | 296.25% | 316.43% |
Weighted-average risk-free interest rate | 0.62% | 0.40% |
Expected dividend | 0% | 0% |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Income Tax Disclosure [Abstract] | |
Valuation allowance increase (decrease) | $ 671,000 |
Net operating and economic loss carryforwards | $ 19,072,000 |
Federal income tax rate | 21% |
State income tax rate | 2% |
Change in effective tax rate | 0% |
SUMMARY OF INTEREST EXPENSE (De
SUMMARY OF INTEREST EXPENSE (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Interest expense - convertible notes | $ 131,623 | $ 274,857 | ||
Interest expense - notes payable | 260,155 | 34,331 | ||
Interest expense - notes payable - related party | 9,992 | 35,096 | ||
Finance lease | 15,967 | 22,892 | ||
Other | $ 113,693 | $ 57,209 | 10,031 | 37,126 |
Amortization of debt discount | $ 1,549,752 | $ 1,448,308 | 2,906,645 | 2,110,645 |
Total Interest Expense | $ 3,334,413 | $ 2,514,947 |