Cover
Cover - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Jun. 09, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | ||||
Document Type | 10-K | |||
Amendment Flag | false | |||
Document Annual Report | true | |||
Document Transition Report | false | |||
Document Period End Date | Dec. 31, 2022 | |||
Document Fiscal Period Focus | FY | |||
Document Fiscal Year Focus | 2022 | |||
Current Fiscal Year End Date | --12-31 | |||
Entity File Number | 000-50912 | |||
Entity Registrant Name | AMERICAN INTERNATIONAL HOLDINGS CORP. | |||
Entity Central Index Key | 0001300524 | |||
Entity Tax Identification Number | 90-1898207 | |||
Entity Incorporation, State or Country Code | NV | |||
Entity Address, Address Line One | 205S Bailey Street | |||
Entity Address, City or Town | Electra | |||
Entity Address, State or Province | TX | |||
Entity Address, Postal Zip Code | 76360 | |||
City Area Code | (469) | |||
Local Phone Number | 963-2644 | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Voluntary Filers | No | |||
Entity Current Reporting Status | No | |||
Entity Interactive Data Current | No | |||
Entity Filer Category | Non-accelerated Filer | |||
Entity Small Business | true | |||
Entity Emerging Growth Company | false | |||
Entity Shell Company | false | |||
Entity Public Float | $ 23,172,143 | |||
Entity Common Stock, Shares Outstanding | 195,000,000 | |||
Documents Incorporated by Reference | None | |||
ICFR Auditor Attestation Flag | false | |||
Auditor Firm ID | 76 | 2738 | ||
Auditor Name | Turner, Stone & Company, L.L.P. | M&K CPAS, PLLC | ||
Auditor Location | Dallas Texas | Houston, Texas |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 196,955 | $ 1,209,807 |
Inventory | 12,838 | 3,840 |
Prepaid expenses | 13,368 | |
TOTAL CURRENT ASSETS | 223,161 | 1,213,647 |
NON-CURRENT ASSETS | ||
Property and equipment, net of accumulated depreciation of $12,698 | 89,660 | |
Right-of-use asset - operating lease | 26,022 | |
Rent deposits | 4,492 | 3,599 |
Assets of discontinued operations | 14,199 | |
TOTAL NON-CURRENT ASSETS | 120,174 | 17,798 |
TOTAL ASSETS | 343,335 | 1,231,445 |
CURRENT LIABILITIES | ||
Accounts payable and accrued liabilities | 37,816 | 54,918 |
Accrued interest payable | 196,571 | 93,776 |
Accrued compensation - related parties | 110,000 | 103,500 |
Deferred revenue - related parties | 11,745 | |
Right-of-use liability - operating lease | 26,022 | |
Convertible notes payable, net of debt discount of $201,784 and $2,479,023 | 2,134,147 | 396,419 |
Loans payable to related parties | 360,000 | 123,473 |
Loans payable | 75,000 | 75,000 |
Derivative liabilities | 1,837,008 | 4,141,272 |
Liabilities of discontinued operations | 4,948 | 112,199 |
TOTAL CURRENT LIABILITIES | 4,793,257 | 5,100,557 |
LONG-TERM LIABILITIES | ||
Loans payable | 27,417 | |
TOTAL LONG-TERM LIABILITIES | 27,417 | |
TOTAL LIABILITIES | 4,820,674 | 5,100,557 |
COMMITMENTS AND CONTINGENCIES (NOTE 13) | ||
STOCKHOLDERS’ DEFICIT | ||
Preferred stock, (par value $0.0001, 5,000,000 shares authorized, of which 1,000,000 shares issued and outstanding as of December 31, 2022 and 2021, respectively) | 100 | 100 |
Common stock (par value $0.0001, 195,000,000 shares authorized, of which 75,601,875 and 1,407,418 shares issued and outstanding as of December 31, 2022 and 2021, respectively) | 7,560 | 140 |
Treasury stock, at cost | (3,894) | (3,894) |
Common stock payable | ||
Additional paid in capital | 18,937,581 | 16,675,111 |
Accumulated deficit | (23,115,376) | (20,540,569) |
TOTAL STOCKHOLDERS’ DEFICIT ATTRIBUTABLE TO AMERICAN INTERNATIONAL HOLDINGS CORP | (4,174,029) | (3,869,112) |
Non-controlling interest | (303,310) | |
TOTAL STOCKHOLDERS’ DEFICIT | (4,477,339) | (3,869,112) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ 343,335 | $ 1,231,445 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation of property and equipment | $ 12,698 | $ 12,698 |
Convertible notes payable debt discount, current | $ 201,784 | $ 2,479,023 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding | 1,000,000 | 1,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 195,000,000 | 195,000,000 |
Common stock, shares issued | 75,601,875 | 1,407,418 |
Common stock, shares outstanding | 75,601,875 | 1,407,418 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | ||
Revenues | $ 61,899 | $ 20,169 |
Cost of revenues | 6,320 | 39,738 |
Gross profit (loss) | 55,579 | (19,569) |
Operating expenses | ||
General and administrative expenses | 2,484,055 | 6,975,654 |
Total operating expenses | 2,484,055 | 6,975,654 |
Loss from operations | (2,428,476) | (6,995,223) |
Other income (expenses) | ||
Amortization of debt discount | (2,577,706) | (1,958,298) |
Change in derivative liabilities | 2,095,796 | (1,071,028) |
Forgiveness of loan | 45,500 | |
Gain on disposition of subsidiaries | 323,260 | |
Interest expense | (324,024) | (184,589) |
Settlement income (loss) | 47,232 | (61,859) |
Total other expense, net | (435,442) | (3,230,274) |
Loss before income taxes | (2,863,918) | (10,225,497) |
Income taxes | ||
Net loss from continuing operations | (2,863,918) | (10,225,497) |
Discontinued operations: | ||
(Loss) gain from discontinued operations | (14,199) | 244,586 |
Net income (loss) from discontinued operations | (14,199) | 244,586 |
Net loss attributed to non-controlling interest | (303,310) | |
Net loss attributed to American International Holdings Corp | $ (2,574,807) | $ (9,980,911) |
Basic loss per share | ||
Continuing operations | $ (0.36) | $ (8.19) |
Discontinued operations | 0 | 0.20 |
Diluted loss per share | ||
Continuing operations | (0.36) | (8.15) |
Discontinued operations | $ 0 | $ 0.19 |
Weighted average number of shares outstanding | ||
Basic | 7,895,907 | 1,248,752 |
Diluted | 7,895,907 | 1,255,193 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit - USD ($) | Series A Preferred Stock [Member] Preferred Stock [Member] | Series B Preferred Stock [Member] Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Treasury Stock, Common [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 100 | $ 92 | $ 9,172,353 | $ (10,559,658) | $ (3,894) | $ (1,391,007) | ||
Beginning balance, shares at Dec. 31, 2020 | 1,000,000 | 917,781 | ||||||
Imputed interest | 1,979 | 1,979 | ||||||
Reclassification of derivative liabilities due to note conversion | 1,116,122 | 1,116,122 | ||||||
Issuance of Series B preferred shares for In Process Research and Development | $ 50 | 601,802 | 601,852 | |||||
Issuance of Series B preferred shares for In Process Research and Development, shares | 500,000 | |||||||
Issuance of common shares for Series B preferred shares conversion | $ (50) | $ 3 | 47 | |||||
Issuance of common shares for Series B preferred shares conversion, shares | (500,000) | 34,294 | ||||||
Issuance of common shares under private placement | 100,000 | 100,000 | ||||||
Issuance of common shares under private placement, shares | 3,333 | |||||||
Issuance of common shares for note conversion and settlement | $ 22 | 1,228,449 | 1,228,471 | |||||
Issuance of common shares for note conversion and settlement, shares | 209,086 | |||||||
Issuance of shares for service - related partis | $ 11 | 2,510,639 | 2,510,650 | |||||
Issuance of shares for service - related partis, shares | 108,333 | |||||||
Issuance of shares for service | $ 12 | 1,824,195 | 1,824,207 | |||||
Issuance of shares for service, shares | 122,778 | |||||||
Issuance of common shares for debt settlement | $ 1 | 119,524 | 119,525 | |||||
Issuance of common shares for debt settlement, shares | 11,813 | |||||||
Net loss | (9,980,911) | (9,980,911) | ||||||
Ending balance, value at Dec. 31, 2021 | $ 100 | $ 141 | 16,675,110 | (20,540,569) | (3,894) | (3,869,112) | ||
Ending balance, shares at Dec. 31, 2021 | 1,000,000 | 1,407,418 | ||||||
Reclassification of derivative liabilities due to note conversion | 474,735 | 474,735 | ||||||
Issuance of common shares for note conversion and settlement | $ 6,641 | 1,249,442 | 1,256,083 | |||||
Issuance of common shares for note conversion and settlement, shares | 66,409,998 | |||||||
Issuance of shares for service - related partis | $ 602 | 108,922 | 109,524 | |||||
Issuance of shares for service - related partis, shares | 6,023,717 | |||||||
Issuance of shares for service | $ 174 | 313,176 | 313,350 | |||||
Issuance of shares for service, shares | 1,738,768 | |||||||
Net loss | (2,574,807) | 303,310 | (2,878,117) | |||||
Loan settlement - related parties | 14,106 | 14,106 | ||||||
Gain on disposition of subsidiary - related parties | 102,092 | 102,092 | ||||||
Rounding up shares due to reverse split | $ 2 | (2) | ||||||
Rounding up shares due to reverse split, shares | 21,974 | |||||||
Ending balance, value at Dec. 31, 2022 | $ 100 | $ 7,560 | $ 18,937,581 | $ (23,115,376) | $ 303,310 | $ (3,894) | $ (4,477,339) | |
Ending balance, shares at Dec. 31, 2022 | 1,000,000 | 75,601,875 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (2,863,918) | $ (10,225,497) |
Net income (loss) from discontinued operations | (14,199) | 244,586 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of debt discount | 2,577,706 | 1,958,298 |
Change in derivative liabilities | (2,290,489) | (2,469,697) |
Depreciation | 12,698 | |
Derivatives expenses | 460,960 | 3,540,725 |
Forgiveness of loan | (45,500) | |
Imputed interest expense | 1,979 | |
Interest expense | ||
Gain(Loss) on disposal | (323,262) | 3,800 |
(Gain) loss on loans settlement | 58,059 | |
Stock issued for services rendered | 452,624 | 4,334,857 |
Stock issued for in process research and development | 601,852 | |
(Increase) decrease in operating assets: | ||
Inventory | (8,998) | (3,840) |
Prepaid expenses | (13,368) | 3,333 |
Rent deposits | (4,492) | (3,599) |
(Decrease) increase in operating liabilities: | ||
Accounts payable and accrued liabilities | 27,721 | 40,342 |
Accrued interest payable | 324,025 | 77,295 |
Accrued compensation - related parties | 6,500 | (5,500) |
Deferred revenue - related parties | 11,745 | |
NET CASH USED IN OPERATING ACTIVITIES OF CONTINUING OPERATIONS | (1,644,747) | (1,888,507) |
NET CASH USED IN OPERATING ACTIVITIES OF DISCONTINUED OPERATIONS | (93,003) | (323,256) |
NET CASH USED IN OPERATING ACTIVITIES | (1,737,750) | (2,211,763) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures for property and equipment | (69,457) | |
Net cash inflow from disposition of Mangoceuticals, Inc. | 85,753 | |
Net cash inflow from disposition of EPIQ MD, Inc. | 298,377 | |
NET CASH PROVIDED IN INVESTING ACTIVITIES OF CONTINUING OPERATIONS | 314,673 | |
NET CASH PROVIDED BY USED IN INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS | 10,000 | |
NET CASH USED IN INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS | 314,673 | 10,000 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from borrowings - related parties | 141,928 | |
Repayment of borrowings - related parties | (2,000) | (141,928) |
Proceeds from borrowings | 417,758 | 3,738,999 |
(Repayment) of borrowings | (427,500) | |
(Repayment) of note payable | (5,483) | |
Proceeds from sales of stock | 100,000 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES OF CONTINUING OPERATIONS | 410,275 | 3,411,499 |
NET CASH USED IN FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS | (50) | (25,164) |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 410,225 | 3,386,335 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (1,012,852) | 1,184,572 |
CASH AND CASH EQUIVALENTS: | ||
Beginning of year | 1,209,807 | 25,235 |
End of year | 196,955 | 1,209,807 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | ||
Cash paid for interest | 106,677 | |
Non-cash transactions: | ||
Common shares issued for notes conversion | 1,226,334 | 1,228,471 |
Common shares issued for loan settlement | 111,466 | |
Discounts on convertible notes | (3,756,000) | |
Initial debt discount | 400,799 | |
Adoption of ASC 842 | 69,439 | |
Settlement of derivative liabilities | 474,735 | 1,116,122 |
Gain on disposition of Mangoceuticals, Inc. | $ 102,092 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 1 – Summary of Significant Accounting Policies Organization, Ownership and Business On April 28, 2020, American International Holdings Corp. (“AMIH” or the “Company”) incorporated a wholly-owned subsidiary, ZipDoctor, Inc. (“ZipDoctor”) in the State of Texas. ZipDoctor provides its customers with unlimited, 24/7 access to board certified physicians and licensed mental and behavioral health counselors and therapists via a newly developed, monthly subscription based online telemedicine platform. ZipDoctor was launched in August 2020 and on May 15, 2021, the Company entered into a Securities Purchase Agreement (the “SPA”) with Global Career Networks Inc, a Delaware corporation (the “GCN”), the sole owner of Life Guru, Inc., a Delaware corporation (“Life Guru”). Pursuant to the SPA, the Company acquired a 51 51 500,000 500,000 1.00 1,500,000 1,500,000 500,000 1,000,000 572 On October 23, 2020, the Company incorporated a wholly-owned subsidiary, EPIQ MD, Inc. (“EPIQ MD”) in the state of Nevada. EPIQ MD is a direct-to-consumer, telemedicine and healthcare company targeting Americans who are uninsured or underinsured. The EPIQ MD service offering is a convergence of primary care telemedicine, preventative care services and wellness programs – under the EPIQ MD brand and on a single platform. EPIQ MD markets and sells its services direct to end-use consumers, as well as through business-to-business “B2B” efforts, by focusing on employers in the targeted industries. We divested our interest in EPIC MD in July 2022 to a related party, see Note 16 below for further details. On October 7, 2021, the Company incorporated a wholly-owned subsidiary, Mangoceuticals, Inc. (“Mangoceuticals”) in the state of Texas with the intent of focusing on developing, marketing and selling a variety of men’s wellness products and services via a telemedicine platform. In June 2022, as discussed below, we divested our interest in Mangoceuticals to a related party, see Note 16 below for details. On January 24, 2022, the Company formed EPIQ Scripts, LLC (“EPIQ Scripts”) in the state of Texas. EPIQ Scripts was established with the intent of operating as a close-door online mail order pharmacy with a specific target and vision to obtain licenses in all 50 states across the U.S. EPIQ Scripts also planned to seek to become accredited with the most respected and highly recognized authorities in the industry, such as Utilization Review Accreditation Commission “URAC”, Legit Script, Accreditation Commission for Health Care “ACHC”, and National Association of Boards of Pharmacy “NABP” Digital Pharmacy. EPIQ Scripts also intended to obtain in-network contracts with all major Pharmacy Benefit Managers “PBM” and insurance payors. The Company owned 51% As of the date of this Report, our operations are limited, and consist mainly of ZipDoctor, Life Guru, and EPIQ Scripts (51% owned). Effective on May 12, 2022, the Company affected a 1-for-60 reverse stock split Principles of Consolidation The consolidated financial statements include the accounts of AMIH and its wholly-owned subsidiaries: VISSIA McKinney, LLC (f/k/a Novopelle Diamond, LLC), VISSIA Waterway, Inc. (f/k/a Novopelle Waterway, Inc.), Legend Nutrition, Inc., Capitol City Solutions USA, Inc. EPIQ MD (through the date of deconsolidation), Life Guru, ZipDoctor, and Epiq Scripts. VISSIA Waterway, Inc., VISSIA McKinney LLC and Legend Nutrition (collectively referred to as “Discontinued Subsidiaries”) have been presented as discontinued operations in the accompanying consolidated financial statements, see Note 15 for further details. All material intercompany transactions and balances have been eliminated in consolidation. Reclassifications Certain reclassifications have been made to amounts in prior year to conform to the current year presentation. All reclassifications have been applied consistently to the periods presented. Cash Equivalents Highly liquid investments with original maturities of three months or less are considered cash equivalents. There are no The Company maintains the majority of its cash accounts at a commercial bank. The total cash balance is insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 Inventory Inventory consists of finished goods purchased, which are valued at the lower of cost or market value, with cost being determined on the first-in, first-out method. The Company periodically reviews historical sales activity to determine potentially obsolete items and also evaluates the impact of any anticipated changes in future demand. There were no finished goods inventory items as of December 31, 2022 and 2021 from discontinuing operations. The Company had $ 12,838 and $ 3,840 inventory from continuing operations as of December 31, 2022 and 2021, respectively. No allowance was necessary as of December 31, 2022 and 2021. Net Income (Loss) Per Common Share We compute net income (loss) per share in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 260, Earnings per Share Property and Equipment, Depreciation, Amortization and Long-Lived Assets Long-lived assets include: Property and Equipment – Assets acquired in the normal course of business are recorded at original cost and may be adjusted for any additional significant improvements after purchase. We depreciate the cost evenly over the assets’ estimated useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Schedule of Estimated Useful Lives of Property, Plant and Equipment Depreciable life Residual value Machinery and equipment 5 0 % Furniture and fixture 7 0 % Computer and software 3 0 % Upon retirement or sale, the cost of the assets disposed of and the related accumulated depreciation are removed from the accounts, with any resultant gain or loss being recognized as a component of other income or expense. Identifiable intangible assets – These assets are recorded at acquisition cost. Intangible assets with finite lives are amortized evenly over their estimated useful lives. At least annually, we review all long-lived assets for impairment. When necessary, we record changes for impairments of long-lived assets for the amount by which the present value of future cash flows, or some other fair value measure, is less than the carrying value of these assets. If the carrying amount of a reporting unit exceeds its fair value, we measure the possible goodwill impairment based upon an allocation of the estimate of fair value of the reporting unit to all of the underlying assets and liabilities of the reporting unit, including any previously unrecognized intangible assets (Step Two Analysis). The excess of the fair value of a reporting unit over the amounts assigned to its assets and liabilities (“carrying amount”) is the implied fair value of goodwill. Goodwill and indefinite-lived brands are not amortized, but are evaluated for impairment annually or when indicators of a potential impairment are present. Our impairment testing of goodwill is performed separately from our impairment testing of indefinite-lived intangibles. The annual evaluation for impairment of goodwill and indefinite-lived intangibles is based on valuation models that incorporate assumptions and internal projections of expected future cash flows and operating plans. The Company believes such assumptions are also comparable to those that would be used by other marketplace participants. Fair Value of Financial Instruments The Company measures its financial and non-financial assets and liabilities, as well as makes related disclosures, in accordance with FASB ASC 820, Fair Value Measurement Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one more significant inputs or significant value drivers are unobservable. Our financial instruments include cash and cash equivalents, inventory, prepaid expenses and rent deposits, accounts payable and accrued liabilities, accrued interest payable, accrued compensation -related parties, convertible note payable, loans payable, loans payable – related parties and derivative liabilities. The Company’s convertible notes payable are measured at amortized cost. The derivative liabilities are stated at their fair value as a level 3 measurement. The Company used the Monte Carlo model to determine the fair values of these derivative liabilities. Convertible Notes Payable The Company accounts for convertible notes payable in accordance with the FASB ASC 815, Derivatives and Hedging Derivative Liabilities The Company accounts for derivative liabilities in accordance with the FASB ASC 815, Derivatives and Hedging Management’s Estimates and Assumptions The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States (“US GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses. Actual results could differ from these estimates. Concentration and Risks The Company’s operations are subject to risks including financial, operational, regulatory and other risks including the potential risk of business failure. For the years ended December 31, 2022 and 2021, the Company had revenue from continuing operations which were derived from a single customer or a few major customers, with one customer making up 77 Revenue Recognition The Company generates its revenue from monthly membership subscriptions. Revenue is recognized at the time of delivery and includes a delivery fee for each delivery or a subscription fee on a monthly basis for memberships. Under Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) Revenue from Contracts with Customers The Company’s subsidiaries, EPIQ MD and ZipDoctor both provided its customers with access to its telemedicine platform where customers have unlimited access to start a doctor visit 24/7. The customers pay a flat fee per month for use of the platform and is not dependent on the frequency of the doctor visits. Each doctor visit is included in the monthly subscription fee. EPIQ MD 24.95 -$ 49.95 per month and is dependent on the number of family members included in the plan. Customers can choose to add additional services, such as Epiq Paws and Epiq Lux, ranging from an additional $ 4.95 -$ 9.95 per month. The customer gains immediate access to the telemedicine platform upon completing the enrollment process and making the first month’s payment. Billing commences on the day that the customer is enrolled for the Company’s services and is continued to be billed on the same calendar day of each following calendar month, in accordance with the original date of enrollment. Costs of revenue include the amounts the Company pays its technology provider and its doctors network, which the Company pays a 3rd party vendor a fixed amount on a per customer basis. Customers may cancel their subscription at any time providing that they provide the Company with thirty (30) days advanced written notice of cancellation with no cancellation fees charged to the customer. In the event a subscriber provides a notice of cancellation within the membership period, the customer will be billed on their regular billing date at an amount adjusted to reflect an amount due until the cancellation date. For avoidance of doubt, if a subscriber is billed $29.95 on the 1st of the month and cancels on the 15th, the subscriber will be billed on the 1st of the following month at a prorated rate through the 15th, or at a rate of $14.97 ZipDoctor 25.00 45.00 The customer gains immediate access to the telemedicine platform upon completing the enrollment process and making the first month’s payment. Billing commences on the day that the customer is enrolled for the Company’s services and is continued to be billed on the same calendar day of each following calendar month, in accordance with the original date of enrollment. Costs of revenue include the amounts the Company pays its technology provider and its doctors network, which the Company pays a 3rd party vendor a fixed amount on a per customer basis. Customers may cancel their subscription at any time provided that they provide the Company with thirty (30) days advanced written notice of cancellation with no cancellation fees charged to the customer. In the event a subscriber provides a notice of cancellation within the membership period, the customer will be billed on their regular billing date at an amount adjusted to reflect an amount due until the cancellation date. For avoidance of doubt, if a subscriber is billed $25.00 on the 1st of the month and cancels on the 15th, the subscriber will be billed on the 1st of the following month at a prorated rate through the 15th, or at a rate of $12.50 LEGEND NUTRITION – DISCONTINUED OPERATIONS The Company recognizes revenue in according with ASC Topic 606. The underlying principle is that the Company recognize revenue to depict the transfer of promised goods and services to customers in an amount that they expect to be entitled to in the exchange for goods and services provided. The Company’s discontinued subsidiary, Legend Nutrition, Inc., operated a retail store in which it sold nutritional and wellness related products. Legend’s business was solely based on the sale of retail products and did not offer any non-tangible services. Revenue for the entire product line sold was recognized when the customer purchased and had control of the product, even if the terms included a right of return. Legend accounted for any discounts and concessions at the time of sale and accounted for returns and refunds when Legend received the product back in its possession where in some instances, if the product was unused, would be returned to Legend’s inventory or, if used, would be discarded. Costs of revenue included the amounts that Legend paid its wholesalers and distributors and recognized the cost of revenue when the products were sold and transferred to the possession of the customer. The cost of revenue was deducted from Legend’s open inventory balance upon sale. Stock Based Compensation The Company recognizes compensation costs to employees under FASB ASC 718 Compensation - Stock Compensation On July 27, 2018, the inception date, the Company adopted ASU No. 2018-07 Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting Income Taxes The Company is a taxable entity and recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be in effect when the temporary differences reverse. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the year that includes the enactment date of the rate change. A valuation allowance is used to reduce deferred tax assets to the amount that is more likely than not to be realized. Related Parties The Company follows subtopic 850-10 of the FASB ASC for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. Entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Material related party transactions have been identified in Note 6 and Note 8 in the consolidated financial statements. Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the effect of recently issued standards that are not yet effective will not have a material effect on its consolidated financial position or results of operations upon adoption. In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40) |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 2 – Property and Equipment Property and equipment from continuing operations were as follows at December 31, 2022 and 2021: Schedule of Property and Equipment December 31, 2022 December 31, 2021 Equipment $ 57,642 $ - Leasehold improvement - - Furniture & fixtures 44,716 - Gross property and equipment 102,358 - Less: accumulated depreciation (12,698 ) - Less: disposals - - Net property and equipment 89,660 - Property and equipment from discontinued operations were as follows at December 31, 2022 and 2021: Schedule of Property and Equipment December 31, 2022 December 31, 2021 Leasehold improvements $ 4,262 $ 4,262 Furniture & fixtures 18,830 18,830 Gross property and equipment 23,092 23,092 Less: accumulated depreciation (11,165 ) (8,893 ) Less: disposals (11,927 ) - Net property and equipment - 14,199 Depreciation expense from continuing operations for the years ended December 31, 2022, and 2021 was $ 12,698 nil 2,272 8,893 11,927 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Note 3 – Other Assets On May 15, 2020, the Company executed a securities purchase agreement (“ SPA Seller the sole owner of Life Guru, pursuant to which the Company purchased from the Seller, a 51% interest in the capital stock of Life Guru, representing an aggregate of 2,040 shares of Life Guru’s common stock. LifeGuru owns and operates the LifeGuru.me website which is currently in development. In consideration for the purchase, the Company agreed to issue the Seller 500,000 1,500,000 (a) 500,000 (b) 500,000 (c) 500,000 The fair value of 500,000 605,488 The Company did not recognize any liabilities related to the milestone shares due to the uncertainty surrounding such milestones. During the first quarter of 2021, the Company issued 500,000 500,000 601,852 Since more than one year has elapsed since closing, the right of the Seller to earn the milestone shares set forth in (a) and (c) above has expired. Since the asset is not substantiating a future cash flow, the Company determined an impairment adjustment was necessary for the periods presented. Investment in Life Guru of $ 605,488 The 51 |
Capital Lease
Capital Lease | 12 Months Ended |
Dec. 31, 2022 | |
Capital Lease | |
Capital Lease | Note 4 – Capital Lease On June 17, 2020, the Company entered into an agreement with a vendor to purchase equipment used in its spa operations. Pursuant to the agreement, the Company agreed to pay a total amount of $ 44,722 in 24 installments , or $ 1,819 per month plus tax. The outstanding balance of this capital lease was $ 0 . On July 14, 2020, the Company entered into an agreement with a vendor to purchase equipment used in its spa operations. Pursuant to the agreement, the Company agreed to pay a total amount of $ 44,722 24 installments 1,819 0 |
Operating Right-of-Use Lease Li
Operating Right-of-Use Lease Liability | 12 Months Ended |
Dec. 31, 2022 | |
Operating Right-of-use Lease Liability | |
Operating Right-of-Use Lease Liability | Note 5 – Operating Right-of-Use Lease Liability On January 1, 2019, the Company adopted ASC No. 2016-2, Leases (Topic 842) As of December 31, 2022, the Company had one leasing agreements subject to ASC 842. Location 1 – EPIQ Scripts On February 15, 2022, the Company recognized an operating right-of-use asset in the amount of $ 69,439 69,439 17 expires in July 2023 The following is a schedule, by year, of maturities of lease liabilities as of December 31, 2022: Schedule of Maturities of Lease Liabilities 2023 28,747 2023 $ 28,747 Total undiscounted cash flow 28,747 Less imputed interest ( 8 (2,725 ) Present value of lease liabilities 26,022 The operating lease right-of-use asset net balance at December 31, 2022 related to this location was $ 26,022 |
Accrued Compensation for Relate
Accrued Compensation for Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Compensation Related Costs [Abstract] | |
Accrued Compensation for Related Parties | Note 6 – Accrued Compensation for Related Parties At December 31, 2022 and 2021, accrued compensation was $ 110,000 103,500 |
Convertible Notes Payable
Convertible Notes Payable | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | Note 7 – Convertible Notes Payable Convertible notes payable represents the following at December 31, 2022 and 2021: Schedule of Convertible Notes Payable December 31, 2022 December 31, 2021 Note payable to an individual dated July 8, 2019 for $40,000, with interest at 8% per annum and due on July 8, 2020. The Note is currently past due. $ 40,000 40,000 Note payable to an individual dated July 8, 2019 for $ 40,000 8 July 8, 2020 $ 40,000 $ 40,000 Note payable of $ 53,000 53,000 8 November 5, 2021 22 61% 10 39 70,736 - 53,000 Less: Repayment - (53,000 ) - - Note payable of $ 105,000 100,000 5,000 8 May 11, 2021 135 0.50 60 10 40 111,466 708,750 50,000 0.1614 0.45 58,059 $ - 105,000 Less: Repayment - -105,000 - - Note payable of $ 53,000 53,000 8 December 14, 2021 22 61 10 39 70,736 $ - 53,000 Less: Repayment - -53,000 - - Note payable of $ 56,750 52,750 8 October 12, 2021 24 0.50 60 10 40 56,750 760,928 $ - 56,750 Less: Repayment - -56,750 - - Note payable of $ 138,000 138,000 8 November 13, 2021 18 61 10 39 183,483 $ - 138,000 Less: Repayment - -138,000 - - Note payable of $ 83,500 83,500 8 March 2, 2022 22 61 10 39 104,527 $ - 83,500 Less: Repayment - -83,500 - - Note payable of $ 425,000 400,000 6 January 7, 2022 15 0.50 75 7 25 437,359 2,549,999 $ - 425,000 Less: Conversion - -425,000 - - Note payable of $ 425,000 400,000 6 January 7, 2022 15 0.50 75 7 25 437,297 3,220,515 $ - 425,000 Less: Conversion - -425,000 - - Note payable of $ 300,000 282,000 6 March 30, 2022 15 0.2437 75 7 25 $ 300,000 300,000 Note payable of $ 300,000 282,000 6 March 30, 2022 15 0.2437 75 7 25 51,116 14,689 174,280 5,522,961 $ 250,000 300,000 Less: Conversion -139,000 -50,000 111,000 250,000 Note payable of $ 265,958 250,000 6 June 24, 2022 15 0.2437 75 7 25 118,668 39,833 190,000 1,689,983 $ 147,290 265,958 Less: Conversion -84,602 -118,668 62,688 147,290 Note payable of $ 271,958 256,000 6 June 24, 2022 15 0.2437 75 7 25 140,000 45,707 143,865 7,733,643 $ 138,152 271,958 Less: Conversion (138,152 ) (133,806 ) - 138,152 On September 24, 2021, the Company had a short-term advance payable in the amount of $ 50,000 $ - 50,000 Less: Repayment - -50,000 - - Note payable of $ 750,000 750,000 10 June 24, 2022 16 0.075 80 240,710 12,855,362 $ 750,000 750,000 Less: Conversion -157,473 - 592,527 750,000 Note payable of $ 500,000 5000,000 10 November 30, 2022 16 0.075 80 342,801 17,595,000 $ 500,000 500,000 Less: Conversion -269,244 - 230,756 500,000 Note payable of $ 250,000 250,000 10 December 1, 2022 16 0.075 80 40,800 3,400,000 $ 250,000 250,000 Less: Conversion -40,800 - 209,200 250,000 Note payable of $ 500,000 500,000 10 December 2, 2022 16 0.075 80 99,775 5,456,194 $ 500,000 500,000 Less: Conversion -49,515 - 450,485 500,000 Note payable of $ 137,500 128,450 6 May 13, 2023 9,050 55,323 22 75 128,950 12,785,822 $ 137,500 - Less: Conversion -128,950 - 8,550 - Note payable of $ 88,775 85,775 6 May 13, 2023 3,000 38,713 22 75 7 $ 88,775 - Note payable of $ 62,250 56,025 12 May 13, 2023 6,225 23,543 16 0.04 $ 62,250 - Note payable of $ 62,250 56,025 12 September 13, 2023 6,250 10,748 16 0.04 $ 62,250 - Note payable of $ 59,400 55,000 6 October 3, 2023 4,400 22 75 $ 59,400 - Note payable of $ 58,050 53,750 6 November 29, 2023 4,300 22 75 $ 58,050 - Total $ 2,335,931 5,410,884 Less: unamortized discount -201,784 (2,479,023 ) Total $ 2,134,147 471,419 Short term convertible notes, net of discount of $ 201,784 2,479,023 $ 2,134,147 396,419 Short-term non-convertible notes $ 4,000 4,000 |
Loans Payable
Loans Payable | 12 Months Ended |
Dec. 31, 2022 | |
Loans Payable | |
Loans Payable | Note 8 – Loans Payable Notes payable represents the following at December 31, 2022 and 2021: Schedule of Notes Payable December 31, 2022 December 31, 2021 Notes Payable 50,000 50,000 Note payable dated July 7, 2020 for $ 50,000 5 $ 50,000 50,000 Note payable dated September 16, 2020 for $ 5,000 0 $ 5,000 5,000 Note payable to an unrelated party dated September 11, 2020 for $ 4,000 $ 4,000 4,000 Note payable dated December 1, 2021 for $ 20,000 0 $ 20,000 20,000 Total $ 79,000 $ 79,000 Short-term non-convertible notes – continuing operations $ 75,000 $ 75,000 Short-term non-convertible notes – discontinued operations $ 4,000 $ 4,000 |
Loans from Related Parties
Loans from Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Loans from Related Parties | Note 9 – Loans from Related Parties Notes payable from related parties represents the following at December 31, 2022 and 2021: Schedule of Loans from Related Parties December 31, 2022 December 31, 2021 On April 12, 2019, the Company entered into individual share exchange agreements and promissory notes with each of Daniel Dror, Winfred Fields and former Directors Everett Bassie and Charles Zeller (the “ AMIH Shareholders 98,333 350,000 Promissory Notes 98,333 10 280,108 57,942 16.20 18.60 758,601 $ 110,000 $ 110,000 Loans from related parties before conversion or payment $ 110,000 Short-term note payable in the amount of $ 13,473 13,473 2,633 2,000 May 23, 2022 13,473 13,473 Less payments / settlements (13,473 ) - - 13,473 On December 28, 2022, the Company received an advance in the amount of $ 250,000 0 250,000 - Loans from related parties, gross Total $ 360,000 $ 123,473 |
Derivative Liabilities
Derivative Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | Note 10 – Derivative Liabilities Notes that are convertible at a discount to market are considered embedded derivatives. Under FASB, U.S. GAAP, ASC 815, Derivatives and Hedging The Company’s convertible note has been evaluated with respect to the terms and conditions of the conversion features contained in the note to determine whether they represent embedded or freestanding derivative instruments under the provisions of ASC 815. The Company determined that the conversion features contained in the notes totaled $ 633,920 The Convertible Note derivatives were valued as of December 31, 2021, at issuance, at conversion and at December 31, 2022 as set forth in the table below. Schedule of Convertible Note Derivatives Derivative liabilities as of December 31, 2020 $ 517,366 Initial derivative liabilities at new note issuance 7,209,723 Initial loss - Conversion (1,116,124 ) Mark to market changes (2,469,693 ) Derivative liabilities as of December 31, 2021 $ 4,141,272 Initial derivative liabilities at new note issuance 460,960 Initial loss - Conversion (474,735 ) Mark to market changes (2,290,489 ) Derivative liabilities as of December 31, 2022 $ 1,837,008 As of December 31, 2022 and 2021, the Company had derivative liabilities of $ 1,837,008 4,141,272 2,290,489 2,469,693 The following assumptions were used for the valuation of the derivative liability related to the Notes: - The stock price would fluctuate with the Company’s projected volatility; - The projected volatility curve from an annualized analysis for each valuation period was based on the historical volatility of the Company and the term remaining for each note ranged from 62.08 389.85 - The Company would not redeem the notes; - An event of default adjusting the interest rate would occur initially 0% of the time for all notes with increases 1% per month to a maximum of 100% with the corresponding penalty - The Company would raise capital quarterly at market, which could trigger a reset event; and - The Holder would convert the note monthly if the Company was not in default. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 11 – Income Taxes On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which significantly changed U.S. tax law. The Act lowered the Company’s U.S. statutory federal income tax rate from 35 21 The Act also created a new minimum tax on certain future foreign earnings. The impact of the Act increased the Company’s deferred tax asset related to the Company’s net operating loss by approximately $ 23,115,376 and increased the Company’s valuation allowance by the same amount We record tax positions as liabilities in accordance with ASC 740 and adjust these liabilities when our judgement changes as a result of the evaluation of new information not previously available. Because of the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from our current estimate of the recognized tax benefit liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which new information is available. As of December 31, 2022, and 2021, we have not recorded any uncertain tax positions in our financial statements. The effective US federal income corporate tax rates for 2022 and 2021 are 21 %. The Company has net operating loss carry forwards of approximately $ 23,115,376 The Company has a deferred tax asset as shown in the following: Schedule of Income Taxes Year Ending Year Ending Deferred Tax Asset 4,853,809 9,980,911 Valuation Allowance (4,853,809 ) (9,980,911 ) Net Deferred Tax Asset $ — $ — |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Capital Stock | Note 12 – Capital Stock Preferred Stock The Company is authorized to issue up to 5,000,000 0.0001 1,000,000 2,000,000 2,000,000 The holders of Series A Preferred Stock have no dividend rights or liquidation preference 60%, minus the aggregate percentage of the Company’s outstanding common stock previously converted by holders of the Series A Preferred Stock, through such applicable date (the “Remaining Percentage”), multiplied by (ii) the outstanding shares of common stock as of the applicable date of determination, divided by 0.40, divided by (iii) the total number of shares of Series A Preferred Stock then outstanding. No individual conversion by any individual holder shall be in an amount greater than 9.99% of the outstanding common stock of the Company on the date on which the holder delivers notice of such conversion to the Company (the “Individual Conversion Limitation”). The result of the above, is that such Series A Preferred Stock is convertible into 60% of the Company’s outstanding common stock (on a post-conversion basis, i.e., 150% of the Company’s outstanding common stock on a pre-conversion basis) currently For so long as any shares of the Series A Preferred Stock remain issued and outstanding, the holders thereof, voting separately as a class, shall have the right to vote on all shareholder matters (including, but not limited to at every meeting of the stockholders of the Company and upon any action taken by stockholders of the Company with or without a meeting) equal to the Remaining Percentage of the total vote. All Series A Shares vote together with the common stock on all shareholder matters as its own voting class. Additionally, so long as Series A Preferred Stock is outstanding, the Company shall not, without the affirmative vote of the holders of at least 66-2/3% of all outstanding shares of Series A Preferred Stock, voting separately as a class (i) amend, alter or repeal any provision of the Articles of Incorporation or the Bylaws of the Company so as to adversely affect the designations, preferences, limitations and relative rights of the Series A Preferred Stock, (ii) effect any reclassification of the Series A Preferred Stock, (iii) designate any additional series of preferred stock, the designation of which adversely effects the rights, privileges, preferences or limitations of the Series A Preferred Stock; or (iv) amend, alter or repeal any provision of the Series A Designation (except in connection with certain non-material technical amendments). The holders of Series B Preferred Stock have the same dividend rights as common stockholders on a fully converted basis, are entitled to receive pari passu with any distribution of any of the assets of the Company to the holders of the Company’s common stock, but not prior to any holders of senior securities. Each share of Series B Preferred Stock may be converted, at the option of the holder thereof, into that number of shares of common stock of the Company as equals $1.00 divided by 90% of the average of the volume weighted average prices (“VWAP”) of the Company’s common stock, for the five trading days immediately preceding the date the notice of conversion is received, subject to the limit of 4.999% of the Company’s outstanding shares of common stock. The holders of Series B Preferred Stock have no voting rights In the first quarter of 2021, the Company issued 500,000 34,294 601,582 The Company had one no Common Stock The Company is authorized to issue up to 195,000,000 0.0001 75,601,875 1,407,418 During the year ended December 31, 2022, the Company issued 7,762,485 422,874 In the first quarter of 2022, the Company issued 84,878 204,805 In the second quarter of 2022, the Company issued 301,866 69,476 In the third quarter of 2022, the Company issued 2,979,151 201,639 In the fourth quarter of 2022, the Company issued 63,044,103 780,103 In the year of 2022, the Company issued 7,762,485 42,300 |
Going Concern
Going Concern | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 13 – Going Concern These consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. As reflected in the accompanying consolidated financial statements, the Company has a net loss from continuing operations of $ 2,863,918 10,225,497 14,199 244,586 23,115,376 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14 – Commitments and Contingencies In the ordinary course of business, the Company may become a party to lawsuits involving various matters. The impact and outcome of litigation, if any, is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm its business. The Company believes the ultimate resolution of any such current proceeding will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. Robert Holden vs AMIH On October 14, 2019, Robert Holden, the Company’s former CEO, filed a Petition and Application for Temporary Restraining Order in the District Court of Harris County, Texas, against the Company stating that the Company is blocking Mr. Holden’s legal right to trade his shares in the open market and further attempting to stake his claim that he maintains his rights to the 63,334 After an attempt to remand the case to federal court, the Company filed an amended notice of submission for its TCPA motion for submission on May 18, 2020, whereby Holden failed to respond to the motion in a timely manner. On May 18, 2020, the Company filed a response in support of its motion to dismiss under the TCPA, which was denied on June 3, 2020. Immediately thereafter, on June 4, 2020, the Company filed a notice of accelerated interlocutory appeal to appeal the denial of the motion to dismiss under the TCPA and the trial court’s failure to rule on the Company’s objection to the timeliness of Holden’s response. Ultimately, the Court of Appeals ruled that the TCPA did not apply to Holden’s action. This ruling does not imply that Holden’s claims have merit, but only that they are not subject to expedited dismissal. The Company sought review from the Texas Supreme Court, but it was denied. The outcome of this action, and the ultimate outcome of the lawsuit is currently unknown at this time, provided that the Company intends to vehemently defend itself against the claims made in the lawsuit. AMIH vs. Winfred Fields On November 11, 2019, the Company filed an original petition and jury demand against Winfred Fields, a shareholder, in the 458th Judicial District Court of Fort Bend County seeking damages related to breach of contract and fraud related charges. The Company executed an exchange agreement with Mr. Fields on or around April 12, 2019 whereby Mr. Fields was required to tender to the Company a total of 10,833 12,500 42,500 1,667 10,834 Asher Park, LLC vs. Novopelle Tyler On August 11, 2021, Asher Park, LLC (“Asher Park”) filed a petition against the Company and its subsidiary, Novopelle Tyler, Inc. (“Novopelle Tyler”) in the 241st Judicial District Court of Smith County, Texas seeking to recover damages in the amount of $ 66,651 On January 26, 2022, Novopelle Tyler and the Company entered into a Settlement Agreement & Mutual Release with Asher Park whereby Novopelle Tyler and on February 1, 2022, the Company paid Asher Park a total of $ 35,000 Stanley Tate d/b/a Triangle Cabinets vs. Capitol City Solutions USA, Inc. On September 10, 2021, Stanley Tate d/b/a Triangle Cabinets (“Tate”), a materials supplier and subcontractor that was hired by the Company’s subsidiary, Capitol City Solutions USA, Inc. “CCS”, filed a petition against the Company, CCS, and CCS’s construction client, PC Gateway, LLC (“PC Gateway”) in the 136th Judicial District Court of Jefferson County, Texas seeking payment in the amount of $ 77,681 Capitol City Solutions USA, Inc. vs. Peak Living, LLC and PC Gateway, LLC On November 1, 2021, the CCS, filed a petition against PC Gateway and Peak Living, LLC (“Peak Living”) in the 58th Judicial District Court of Jefferson County Texas demanding the payment of the final invoice as delivered to Peak Living in the amount of $ 2,069,908 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Note 15 – Discontinued Operations During 2021, the Company decided to discontinue the operation of its VISSIA McKinney, VISSIA Waterway, Legend Nutrition, Capitol City Solutions USA, Inc. subsidiaries. VISSIA McKinney, VISSIA Waterway, Legend Nutrition, Capitol City Solutions USA, Inc. have been presented as discontinued operations in the accompanying consolidated financial statements and are summarized below: Schedule of Discontinued Operations 2022 2021 The Years Ended December 31, 2022 2021 Revenue $ - $ 2,530 Cost of revenue - - Gross profit - 2,530 Operating expenses (14,199 ) (57,660 ) Loss from operations (14,199 ) (55,130 ) Other income (expenses) - 299,716 Gain (Loss) from discontinued operations $ (14,199 ) $ 244,586 As of December 31, 2022 December 31, 2021 Assets of discontinued operations - current $ - $ - Assets of discontinued operations - intangible $ - $ - Assets of discontinued operations - non-current $ - $ 14,199 Net liabilities of discontinued operations $ 4,948 $ 112,199 |
Disposition of Subsidiaries
Disposition of Subsidiaries | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Disposition of Subsidiaries | Note 16 – Disposition of Subsidiaries On June 16, 2022, the Company entered into a Stock Purchase Agreement with Cohen Enterprises, Inc., which entity is owned by Jacob D. Cohen, our Chief Executive Officer and director (buyer) to sell buyer all shares of common stock of Mangoceuticals, Inc. (which represented 80 90,000 85,753 16,339 102,094 On June 30, 2022, the Company entered into an Equity Interest Purchase Agreement with Alejandro Rodriguez and Pan-American Communications Services S.A. (buyers) to sell buyers all of the issued and outstanding shares of common stock of Epiq MD which the Company then held (representing 100 300,000 150,000 150,000 2,123 300,000 3,599 28,484 323,262 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 17 – Subsequent Events Events that occur after the balance sheet date but before the financial statements were available to be issued must be evaluated for recognition or disclosure. The effects of subsequent events that provide evidence about conditions that existed at the balance sheet date are recognized in the accompanying financial statements. Subsequent events, which provide evidence about conditions that existed after the balance sheet date, require disclosure in the accompanying notes. Other than those listed below, the Company is not aware of any other subsequent events that should be reported herein. From January 5, 2023 through February 8, 2023, the Company converted a total of $ 488,924 119,398,125 0.0063 0023 On February 15, 2023, we entered into a Share Exchange Agreement (the “ Exchange Agreement Cycle Energy Shareholder Closing Date Exchange 1,000,000 New Series A Shares Management’s intent in entering into the Exchange Agreement was to develop a new business line while maintaining the Company’s existing operations. Management of the Company believes that by bringing Cycle Energy under the Company’s umbrella, the Company will be able to diversify its operations and build a portfolio of core assets that can be strategically leveraged in various ways to accelerate the Company’s overall growth. With the Exchange Agreement, there will come an expanded vision for the Company. Cycle Energy is a diversified energy company based in the state of Texas. Conditions to closing the Exchange included that the Company must have entered into the Cohen Exchange Agreement (defined and discussed below); terminated the employment agreement of Jacob D. Cohen, the Chief Executive Officer and Chairman of the Company; entered into a consulting agreement with Mr. Cohen; and entered into an indemnification agreement with Mr. Cohen, all of which occurred, as discussed below. Additionally, the Exchange Agreement required the Company to invite two persons to join its Board of Directors at the recommendation of the Shareholder following the Closing Date, to fill the vacancies created by the resignation of two of the current members of the Company’s Board of Directors, which change in directors occurred. In addition, the Exchange Agreement required the Company’s then current officers to resign and new officers of the Company to be appointed at the direction of the Shareholder. Each of which appointments and resignations were completed. On March 9, 2023, and effective on February 15, 2023, the date of the Exchange Agreement, the Company, Cycle Energy and the Shareholder, entered into a First Amendment to Share Exchange Agreement (the “ First Amendment Also on February 15, 2023, and as a required condition to the closing of the Exchange Agreement, the Company and Jacob D. Cohen, the then Chairman and Chief Executive Officer of the Company, entered into an Exchange Agreement (the “ Cohen Exchange Agreement 1,000,000 Cohen Series A Shares Epiq Scripts 51% Epiq Scripts Interests Epiq MD Royalty Agreement Royalty Payments ZipDoctor Consideration 850,000 Epiq Scripts Debt Pursuant to the Cohen Exchange Agreement, the Company also agreed to pay all Royalty Payments to Mr. Cohen within five days of its receipt thereof and that any amount of the Royalty Payments not paid when due will accrue interest at the rate of the lesser of (a) 18 Default Rate The Cohen Exchange Agreement has an effective date of February 15, 2023, and the transactions contemplated by the Cohen Exchange Agreement closed on February 15, 2023. As a result of the closing of the transactions contemplated by the Exchange Agreement and the Cohen Exchange Agreement, and effective on the Closing Date, February 15, 2023, the Shareholder, through ownership of all 1,000 Series A Preferred Stock shares, holds voting control over 60% of the Company’s outstanding voting shares, resulting in a change of control of the Company 1,000 voting control over 60% voting control over 60% On March 1, 2023, the Company entered into a Service Agreement with Greentree Financial Group, Inc. (“ GreenTree Service Agreement Company agreed to pay GreenTree $ 120,000 20,000 100,000 GreenTree Note one year 12 0.01 50 20% The GreenTree Note includes a 4.9% beneficial ownership limitation preventing the conversion of the note into common stock if upon such conversion GreenTree would beneficially own more than 4.9% of the Company’s then outstanding common stock, which may be increased to up to 9.9% with not less than 61 days prior written notice. 1,500 Purchase Rights On March 17, 2023, the Company entered into a Stock Purchase Agreement with Cosmos Health Inc. (“ Cosmos SPA 150,000 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Organization, Ownership and Business | Organization, Ownership and Business On April 28, 2020, American International Holdings Corp. (“AMIH” or the “Company”) incorporated a wholly-owned subsidiary, ZipDoctor, Inc. (“ZipDoctor”) in the State of Texas. ZipDoctor provides its customers with unlimited, 24/7 access to board certified physicians and licensed mental and behavioral health counselors and therapists via a newly developed, monthly subscription based online telemedicine platform. ZipDoctor was launched in August 2020 and on May 15, 2021, the Company entered into a Securities Purchase Agreement (the “SPA”) with Global Career Networks Inc, a Delaware corporation (the “GCN”), the sole owner of Life Guru, Inc., a Delaware corporation (“Life Guru”). Pursuant to the SPA, the Company acquired a 51 51 500,000 500,000 1.00 1,500,000 1,500,000 500,000 1,000,000 572 On October 23, 2020, the Company incorporated a wholly-owned subsidiary, EPIQ MD, Inc. (“EPIQ MD”) in the state of Nevada. EPIQ MD is a direct-to-consumer, telemedicine and healthcare company targeting Americans who are uninsured or underinsured. The EPIQ MD service offering is a convergence of primary care telemedicine, preventative care services and wellness programs – under the EPIQ MD brand and on a single platform. EPIQ MD markets and sells its services direct to end-use consumers, as well as through business-to-business “B2B” efforts, by focusing on employers in the targeted industries. We divested our interest in EPIC MD in July 2022 to a related party, see Note 16 below for further details. On October 7, 2021, the Company incorporated a wholly-owned subsidiary, Mangoceuticals, Inc. (“Mangoceuticals”) in the state of Texas with the intent of focusing on developing, marketing and selling a variety of men’s wellness products and services via a telemedicine platform. In June 2022, as discussed below, we divested our interest in Mangoceuticals to a related party, see Note 16 below for details. On January 24, 2022, the Company formed EPIQ Scripts, LLC (“EPIQ Scripts”) in the state of Texas. EPIQ Scripts was established with the intent of operating as a close-door online mail order pharmacy with a specific target and vision to obtain licenses in all 50 states across the U.S. EPIQ Scripts also planned to seek to become accredited with the most respected and highly recognized authorities in the industry, such as Utilization Review Accreditation Commission “URAC”, Legit Script, Accreditation Commission for Health Care “ACHC”, and National Association of Boards of Pharmacy “NABP” Digital Pharmacy. EPIQ Scripts also intended to obtain in-network contracts with all major Pharmacy Benefit Managers “PBM” and insurance payors. The Company owned 51% As of the date of this Report, our operations are limited, and consist mainly of ZipDoctor, Life Guru, and EPIQ Scripts (51% owned). Effective on May 12, 2022, the Company affected a 1-for-60 reverse stock split |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of AMIH and its wholly-owned subsidiaries: VISSIA McKinney, LLC (f/k/a Novopelle Diamond, LLC), VISSIA Waterway, Inc. (f/k/a Novopelle Waterway, Inc.), Legend Nutrition, Inc., Capitol City Solutions USA, Inc. EPIQ MD (through the date of deconsolidation), Life Guru, ZipDoctor, and Epiq Scripts. VISSIA Waterway, Inc., VISSIA McKinney LLC and Legend Nutrition (collectively referred to as “Discontinued Subsidiaries”) have been presented as discontinued operations in the accompanying consolidated financial statements, see Note 15 for further details. All material intercompany transactions and balances have been eliminated in consolidation. |
Reclassifications | Reclassifications Certain reclassifications have been made to amounts in prior year to conform to the current year presentation. All reclassifications have been applied consistently to the periods presented. |
Cash Equivalents | Cash Equivalents Highly liquid investments with original maturities of three months or less are considered cash equivalents. There are no The Company maintains the majority of its cash accounts at a commercial bank. The total cash balance is insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250,000 |
Inventory | Inventory Inventory consists of finished goods purchased, which are valued at the lower of cost or market value, with cost being determined on the first-in, first-out method. The Company periodically reviews historical sales activity to determine potentially obsolete items and also evaluates the impact of any anticipated changes in future demand. There were no finished goods inventory items as of December 31, 2022 and 2021 from discontinuing operations. The Company had $ 12,838 and $ 3,840 inventory from continuing operations as of December 31, 2022 and 2021, respectively. No allowance was necessary as of December 31, 2022 and 2021. |
Net Income (Loss) Per Common Share | Net Income (Loss) Per Common Share We compute net income (loss) per share in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 260, Earnings per Share |
Property and Equipment, Depreciation, Amortization and Long-Lived Assets | Property and Equipment, Depreciation, Amortization and Long-Lived Assets Long-lived assets include: Property and Equipment – Assets acquired in the normal course of business are recorded at original cost and may be adjusted for any additional significant improvements after purchase. We depreciate the cost evenly over the assets’ estimated useful lives from the date on which they become fully operational and after taking into account their estimated residual values: Schedule of Estimated Useful Lives of Property, Plant and Equipment Depreciable life Residual value Machinery and equipment 5 0 % Furniture and fixture 7 0 % Computer and software 3 0 % Upon retirement or sale, the cost of the assets disposed of and the related accumulated depreciation are removed from the accounts, with any resultant gain or loss being recognized as a component of other income or expense. Identifiable intangible assets – These assets are recorded at acquisition cost. Intangible assets with finite lives are amortized evenly over their estimated useful lives. At least annually, we review all long-lived assets for impairment. When necessary, we record changes for impairments of long-lived assets for the amount by which the present value of future cash flows, or some other fair value measure, is less than the carrying value of these assets. If the carrying amount of a reporting unit exceeds its fair value, we measure the possible goodwill impairment based upon an allocation of the estimate of fair value of the reporting unit to all of the underlying assets and liabilities of the reporting unit, including any previously unrecognized intangible assets (Step Two Analysis). The excess of the fair value of a reporting unit over the amounts assigned to its assets and liabilities (“carrying amount”) is the implied fair value of goodwill. Goodwill and indefinite-lived brands are not amortized, but are evaluated for impairment annually or when indicators of a potential impairment are present. Our impairment testing of goodwill is performed separately from our impairment testing of indefinite-lived intangibles. The annual evaluation for impairment of goodwill and indefinite-lived intangibles is based on valuation models that incorporate assumptions and internal projections of expected future cash flows and operating plans. The Company believes such assumptions are also comparable to those that would be used by other marketplace participants. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures its financial and non-financial assets and liabilities, as well as makes related disclosures, in accordance with FASB ASC 820, Fair Value Measurement Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one more significant inputs or significant value drivers are unobservable. Our financial instruments include cash and cash equivalents, inventory, prepaid expenses and rent deposits, accounts payable and accrued liabilities, accrued interest payable, accrued compensation -related parties, convertible note payable, loans payable, loans payable – related parties and derivative liabilities. The Company’s convertible notes payable are measured at amortized cost. The derivative liabilities are stated at their fair value as a level 3 measurement. The Company used the Monte Carlo model to determine the fair values of these derivative liabilities. |
Convertible Notes Payable | Convertible Notes Payable The Company accounts for convertible notes payable in accordance with the FASB ASC 815, Derivatives and Hedging |
Derivative Liabilities | Derivative Liabilities The Company accounts for derivative liabilities in accordance with the FASB ASC 815, Derivatives and Hedging |
Management’s Estimates and Assumptions | Management’s Estimates and Assumptions The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States (“US GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses. Actual results could differ from these estimates. |
Concentration and Risks | Concentration and Risks The Company’s operations are subject to risks including financial, operational, regulatory and other risks including the potential risk of business failure. For the years ended December 31, 2022 and 2021, the Company had revenue from continuing operations which were derived from a single customer or a few major customers, with one customer making up 77 |
Revenue Recognition | Revenue Recognition The Company generates its revenue from monthly membership subscriptions. Revenue is recognized at the time of delivery and includes a delivery fee for each delivery or a subscription fee on a monthly basis for memberships. Under Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) Revenue from Contracts with Customers The Company’s subsidiaries, EPIQ MD and ZipDoctor both provided its customers with access to its telemedicine platform where customers have unlimited access to start a doctor visit 24/7. The customers pay a flat fee per month for use of the platform and is not dependent on the frequency of the doctor visits. Each doctor visit is included in the monthly subscription fee. EPIQ MD 24.95 -$ 49.95 per month and is dependent on the number of family members included in the plan. Customers can choose to add additional services, such as Epiq Paws and Epiq Lux, ranging from an additional $ 4.95 -$ 9.95 per month. The customer gains immediate access to the telemedicine platform upon completing the enrollment process and making the first month’s payment. Billing commences on the day that the customer is enrolled for the Company’s services and is continued to be billed on the same calendar day of each following calendar month, in accordance with the original date of enrollment. Costs of revenue include the amounts the Company pays its technology provider and its doctors network, which the Company pays a 3rd party vendor a fixed amount on a per customer basis. Customers may cancel their subscription at any time providing that they provide the Company with thirty (30) days advanced written notice of cancellation with no cancellation fees charged to the customer. In the event a subscriber provides a notice of cancellation within the membership period, the customer will be billed on their regular billing date at an amount adjusted to reflect an amount due until the cancellation date. For avoidance of doubt, if a subscriber is billed $29.95 on the 1st of the month and cancels on the 15th, the subscriber will be billed on the 1st of the following month at a prorated rate through the 15th, or at a rate of $14.97 ZipDoctor 25.00 45.00 The customer gains immediate access to the telemedicine platform upon completing the enrollment process and making the first month’s payment. Billing commences on the day that the customer is enrolled for the Company’s services and is continued to be billed on the same calendar day of each following calendar month, in accordance with the original date of enrollment. Costs of revenue include the amounts the Company pays its technology provider and its doctors network, which the Company pays a 3rd party vendor a fixed amount on a per customer basis. Customers may cancel their subscription at any time provided that they provide the Company with thirty (30) days advanced written notice of cancellation with no cancellation fees charged to the customer. In the event a subscriber provides a notice of cancellation within the membership period, the customer will be billed on their regular billing date at an amount adjusted to reflect an amount due until the cancellation date. For avoidance of doubt, if a subscriber is billed $25.00 on the 1st of the month and cancels on the 15th, the subscriber will be billed on the 1st of the following month at a prorated rate through the 15th, or at a rate of $12.50 LEGEND NUTRITION – DISCONTINUED OPERATIONS The Company recognizes revenue in according with ASC Topic 606. The underlying principle is that the Company recognize revenue to depict the transfer of promised goods and services to customers in an amount that they expect to be entitled to in the exchange for goods and services provided. The Company’s discontinued subsidiary, Legend Nutrition, Inc., operated a retail store in which it sold nutritional and wellness related products. Legend’s business was solely based on the sale of retail products and did not offer any non-tangible services. Revenue for the entire product line sold was recognized when the customer purchased and had control of the product, even if the terms included a right of return. Legend accounted for any discounts and concessions at the time of sale and accounted for returns and refunds when Legend received the product back in its possession where in some instances, if the product was unused, would be returned to Legend’s inventory or, if used, would be discarded. Costs of revenue included the amounts that Legend paid its wholesalers and distributors and recognized the cost of revenue when the products were sold and transferred to the possession of the customer. The cost of revenue was deducted from Legend’s open inventory balance upon sale. |
Stock Based Compensation | Stock Based Compensation The Company recognizes compensation costs to employees under FASB ASC 718 Compensation - Stock Compensation On July 27, 2018, the inception date, the Company adopted ASU No. 2018-07 Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting |
Income Taxes | Income Taxes The Company is a taxable entity and recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be in effect when the temporary differences reverse. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the year that includes the enactment date of the rate change. A valuation allowance is used to reduce deferred tax assets to the amount that is more likely than not to be realized. |
Related Parties | Related Parties The Company follows subtopic 850-10 of the FASB ASC for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. Entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Material related party transactions have been identified in Note 6 and Note 8 in the consolidated financial statements. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the effect of recently issued standards that are not yet effective will not have a material effect on its consolidated financial position or results of operations upon adoption. In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Property, Plant and Equipment | Schedule of Estimated Useful Lives of Property, Plant and Equipment Depreciable life Residual value Machinery and equipment 5 0 % Furniture and fixture 7 0 % Computer and software 3 0 % |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Continuing Operations [Member] | |
Schedule of Property and Equipment | Property and equipment from continuing operations were as follows at December 31, 2022 and 2021: Schedule of Property and Equipment December 31, 2022 December 31, 2021 Equipment $ 57,642 $ - Leasehold improvement - - Furniture & fixtures 44,716 - Gross property and equipment 102,358 - Less: accumulated depreciation (12,698 ) - Less: disposals - - Net property and equipment 89,660 - |
Discontinued Operations [Member] | |
Schedule of Property and Equipment | Property and equipment from discontinued operations were as follows at December 31, 2022 and 2021: Schedule of Property and Equipment December 31, 2022 December 31, 2021 Leasehold improvements $ 4,262 $ 4,262 Furniture & fixtures 18,830 18,830 Gross property and equipment 23,092 23,092 Less: accumulated depreciation (11,165 ) (8,893 ) Less: disposals (11,927 ) - Net property and equipment - 14,199 |
Operating Right-of-Use Lease _2
Operating Right-of-Use Lease Liability (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Operating Right-of-use Lease Liability | |
Schedule of Maturities of Lease Liabilities | The following is a schedule, by year, of maturities of lease liabilities as of December 31, 2022: Schedule of Maturities of Lease Liabilities 2023 28,747 2023 $ 28,747 Total undiscounted cash flow 28,747 Less imputed interest ( 8 (2,725 ) Present value of lease liabilities 26,022 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Notes Payable | Convertible notes payable represents the following at December 31, 2022 and 2021: Schedule of Convertible Notes Payable December 31, 2022 December 31, 2021 Note payable to an individual dated July 8, 2019 for $40,000, with interest at 8% per annum and due on July 8, 2020. The Note is currently past due. $ 40,000 40,000 Note payable to an individual dated July 8, 2019 for $ 40,000 8 July 8, 2020 $ 40,000 $ 40,000 Note payable of $ 53,000 53,000 8 November 5, 2021 22 61% 10 39 70,736 - 53,000 Less: Repayment - (53,000 ) - - Note payable of $ 105,000 100,000 5,000 8 May 11, 2021 135 0.50 60 10 40 111,466 708,750 50,000 0.1614 0.45 58,059 $ - 105,000 Less: Repayment - -105,000 - - Note payable of $ 53,000 53,000 8 December 14, 2021 22 61 10 39 70,736 $ - 53,000 Less: Repayment - -53,000 - - Note payable of $ 56,750 52,750 8 October 12, 2021 24 0.50 60 10 40 56,750 760,928 $ - 56,750 Less: Repayment - -56,750 - - Note payable of $ 138,000 138,000 8 November 13, 2021 18 61 10 39 183,483 $ - 138,000 Less: Repayment - -138,000 - - Note payable of $ 83,500 83,500 8 March 2, 2022 22 61 10 39 104,527 $ - 83,500 Less: Repayment - -83,500 - - Note payable of $ 425,000 400,000 6 January 7, 2022 15 0.50 75 7 25 437,359 2,549,999 $ - 425,000 Less: Conversion - -425,000 - - Note payable of $ 425,000 400,000 6 January 7, 2022 15 0.50 75 7 25 437,297 3,220,515 $ - 425,000 Less: Conversion - -425,000 - - Note payable of $ 300,000 282,000 6 March 30, 2022 15 0.2437 75 7 25 $ 300,000 300,000 Note payable of $ 300,000 282,000 6 March 30, 2022 15 0.2437 75 7 25 51,116 14,689 174,280 5,522,961 $ 250,000 300,000 Less: Conversion -139,000 -50,000 111,000 250,000 Note payable of $ 265,958 250,000 6 June 24, 2022 15 0.2437 75 7 25 118,668 39,833 190,000 1,689,983 $ 147,290 265,958 Less: Conversion -84,602 -118,668 62,688 147,290 Note payable of $ 271,958 256,000 6 June 24, 2022 15 0.2437 75 7 25 140,000 45,707 143,865 7,733,643 $ 138,152 271,958 Less: Conversion (138,152 ) (133,806 ) - 138,152 On September 24, 2021, the Company had a short-term advance payable in the amount of $ 50,000 $ - 50,000 Less: Repayment - -50,000 - - Note payable of $ 750,000 750,000 10 June 24, 2022 16 0.075 80 240,710 12,855,362 $ 750,000 750,000 Less: Conversion -157,473 - 592,527 750,000 Note payable of $ 500,000 5000,000 10 November 30, 2022 16 0.075 80 342,801 17,595,000 $ 500,000 500,000 Less: Conversion -269,244 - 230,756 500,000 Note payable of $ 250,000 250,000 10 December 1, 2022 16 0.075 80 40,800 3,400,000 $ 250,000 250,000 Less: Conversion -40,800 - 209,200 250,000 Note payable of $ 500,000 500,000 10 December 2, 2022 16 0.075 80 99,775 5,456,194 $ 500,000 500,000 Less: Conversion -49,515 - 450,485 500,000 Note payable of $ 137,500 128,450 6 May 13, 2023 9,050 55,323 22 75 128,950 12,785,822 $ 137,500 - Less: Conversion -128,950 - 8,550 - Note payable of $ 88,775 85,775 6 May 13, 2023 3,000 38,713 22 75 7 $ 88,775 - Note payable of $ 62,250 56,025 12 May 13, 2023 6,225 23,543 16 0.04 $ 62,250 - Note payable of $ 62,250 56,025 12 September 13, 2023 6,250 10,748 16 0.04 $ 62,250 - Note payable of $ 59,400 55,000 6 October 3, 2023 4,400 22 75 $ 59,400 - Note payable of $ 58,050 53,750 6 November 29, 2023 4,300 22 75 $ 58,050 - Total $ 2,335,931 5,410,884 Less: unamortized discount -201,784 (2,479,023 ) Total $ 2,134,147 471,419 Short term convertible notes, net of discount of $ 201,784 2,479,023 $ 2,134,147 396,419 Short-term non-convertible notes $ 4,000 4,000 |
Loans Payable (Tables)
Loans Payable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Loans Payable | |
Schedule of Notes Payable | Notes payable represents the following at December 31, 2022 and 2021: Schedule of Notes Payable December 31, 2022 December 31, 2021 Notes Payable 50,000 50,000 Note payable dated July 7, 2020 for $ 50,000 5 $ 50,000 50,000 Note payable dated September 16, 2020 for $ 5,000 0 $ 5,000 5,000 Note payable to an unrelated party dated September 11, 2020 for $ 4,000 $ 4,000 4,000 Note payable dated December 1, 2021 for $ 20,000 0 $ 20,000 20,000 Total $ 79,000 $ 79,000 Short-term non-convertible notes – continuing operations $ 75,000 $ 75,000 Short-term non-convertible notes – discontinued operations $ 4,000 $ 4,000 |
Loans from Related Parties (Tab
Loans from Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Loans from Related Parties | Schedule of Loans from Related Parties December 31, 2022 December 31, 2021 On April 12, 2019, the Company entered into individual share exchange agreements and promissory notes with each of Daniel Dror, Winfred Fields and former Directors Everett Bassie and Charles Zeller (the “ AMIH Shareholders 98,333 350,000 Promissory Notes 98,333 10 280,108 57,942 16.20 18.60 758,601 $ 110,000 $ 110,000 Loans from related parties before conversion or payment $ 110,000 Short-term note payable in the amount of $ 13,473 13,473 2,633 2,000 May 23, 2022 13,473 13,473 Less payments / settlements (13,473 ) - - 13,473 On December 28, 2022, the Company received an advance in the amount of $ 250,000 0 250,000 - Loans from related parties, gross Total $ 360,000 $ 123,473 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Convertible Note Derivatives | The Convertible Note derivatives were valued as of December 31, 2021, at issuance, at conversion and at December 31, 2022 as set forth in the table below. Schedule of Convertible Note Derivatives Derivative liabilities as of December 31, 2020 $ 517,366 Initial derivative liabilities at new note issuance 7,209,723 Initial loss - Conversion (1,116,124 ) Mark to market changes (2,469,693 ) Derivative liabilities as of December 31, 2021 $ 4,141,272 Initial derivative liabilities at new note issuance 460,960 Initial loss - Conversion (474,735 ) Mark to market changes (2,290,489 ) Derivative liabilities as of December 31, 2022 $ 1,837,008 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Taxes | Schedule of Income Taxes Year Ending Year Ending Deferred Tax Asset 4,853,809 9,980,911 Valuation Allowance (4,853,809 ) (9,980,911 ) Net Deferred Tax Asset $ — $ — |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | Schedule of Discontinued Operations 2022 2021 The Years Ended December 31, 2022 2021 Revenue $ - $ 2,530 Cost of revenue - - Gross profit - 2,530 Operating expenses (14,199 ) (57,660 ) Loss from operations (14,199 ) (55,130 ) Other income (expenses) - 299,716 Gain (Loss) from discontinued operations $ (14,199 ) $ 244,586 As of December 31, 2022 December 31, 2021 Assets of discontinued operations - current $ - $ - Assets of discontinued operations - intangible $ - $ - Assets of discontinued operations - non-current $ - $ 14,199 Net liabilities of discontinued operations $ 4,948 $ 112,199 |
Schedule of Estimated Useful Li
Schedule of Estimated Useful Lives of Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment estimated useful lives | 5 years |
Residual value | 0% |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment estimated useful lives | 7 years |
Residual value | 0% |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment estimated useful lives | 3 years |
Residual value | 0% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | ||||
May 12, 2022 | May 15, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 24, 2022 | |
Stock issued during period, value, new issues | $ 100,000 | ||||
Cash equivalents | $ 0 | ||||
FDIC insured amount | 250,000 | ||||
Inventory, Net | $ 12,838 | 3,840 | |||
Inventory, Net of Allowances, Customer Advances and Progress Billings | $ 0 | ||||
EPIQ MD [Member] | |||||
Subscriber billed discription | if a subscriber is billed $29.95 on the 1st of the month and cancels on the 15th, the subscriber will be billed on the 1st of the following month at a prorated rate through the 15th, or at a rate of $14.97 | ||||
Zip Doctor [Member] | |||||
Subscriber billed discription | if a subscriber is billed $25.00 on the 1st of the month and cancels on the 15th, the subscriber will be billed on the 1st of the following month at a prorated rate through the 15th, or at a rate of $12.50 | ||||
Minimum [Member] | |||||
Subscription fees | $ 24.95 | ||||
Minimum [Member] | Zip Doctor [Member] | |||||
Subscription fees | 25 | ||||
Minimum [Member] | Epiq Paws and Epiq Lux [Member] | |||||
Subscription fees | 4.95 | ||||
Maximum [Member] | |||||
Subscription fees | 49.95 | ||||
Maximum [Member] | Zip Doctor [Member] | |||||
Subscription fees | 45 | ||||
Maximum [Member] | Epiq Paws and Epiq Lux [Member] | |||||
Subscription fees | $ 9.95 | ||||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | One Customer [Member] | |||||
Concentration risk percent | 77% | 77% | |||
EPIQ Scripts, LLC [Member] | |||||
Percentage of subsidiary owned | 51% | ||||
Reverse stock split | 1-for-60 reverse stock split | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | |||||
Percentage of subsidiary owned | 51% | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | Series B Convertible Preferred Stock [Member] | |||||
Stock issued during period, shares, new issues | 500,000 | ||||
Stock issued during period, value, new issues | $ 500,000 | ||||
Shares issued price per share | $ 1 | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | Series B Convertible Preferred Stock [Member] | Agreed to Issue an Additional Shares [Member] | |||||
Stock issued during period, shares, new issues | 1,500,000 | ||||
Stock issued during period, value, new issues | $ 1,500,000 | ||||
Number of shares issuable | 1,000,000 | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | Series B Convertible Preferred Stock [Member] | New Issue with Milestone [Member] | |||||
Stock issued during period, shares, new issues | 500,000 | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | Series B Convertible Preferred Stock [Member] | Post Reverse Stock Split [Member] | |||||
Conversion of stock | 572 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Less: accumulated depreciation | $ (12,698) | $ (12,698) |
Net property and equipment | 89,660 | |
Continuing Operations [Member] | ||
Equipment | 57,642 | |
Leasehold improvements | ||
Furniture & fixtures | 44,716 | |
Gross property and equipment | 102,358 | |
Less: accumulated depreciation | (12,698) | |
Less: disposals | ||
Net property and equipment | 89,660 | |
Discontinued Operations [Member] | ||
Leasehold improvements | 4,262 | 4,262 |
Furniture & fixtures | 18,830 | 18,830 |
Gross property and equipment | 23,092 | 23,092 |
Less: accumulated depreciation | (11,165) | (8,893) |
Less: disposals | (11,927) | |
Net property and equipment | $ 14,199 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization | $ 12,698 | $ 0 |
Depreciation and amortization, discontinued operations | 2,272 | $ 8,893 |
Disposals | $ 11,927 |
Other Assets (Details Narrative
Other Assets (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||
May 15, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2022 | |
Stock issued during period, value, new issues | $ 100,000 | ||||
Series B Preferred Stock [Member] | |||||
Stock issued during period, shares, new issues | 500,000 | ||||
Stock issued during period, value, new issues | $ 605,488 | ||||
Series B Preferred Stock [Member] | Website [Member] | |||||
Stock issued during period, shares, new issues | 500,000 | ||||
Series B Preferred Stock [Member] | 300 Coaches [Member] | |||||
Stock issued during period, shares, new issues | 500,000 | 500,000 | |||
Stock issued during period, value, new issues | $ 601,852 | ||||
Series B Preferred Stock [Member] | 1000 Coaches [Member] | |||||
Stock issued during period, shares, new issues | 500,000 | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | |||||
Equity method investment, ownership percentage | 51% | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | Series B Convertible Preferred Stock [Member] | |||||
Equity method investment, description of principal activities | the sole owner of Life Guru, pursuant to which the Company purchased from the Seller, a 51% interest in the capital stock of Life Guru, representing an aggregate of 2,040 shares of Life Guru’s common stock. LifeGuru owns and operates the LifeGuru.me website which is currently in development. In consideration for the purchase, the Company agreed to issue the Seller 500,000 shares of the Company’s Series B Preferred Stock at closing, which occurred on May 15, 2020 | ||||
Stock issued during period, shares, new issues | 500,000 | ||||
Stock issued during period, value, new issues | $ 500,000 | ||||
Securities Purchase Agreement [Member] | Global Career Networks Inc [Member] | Series B Convertible Preferred Stock [Member] | Agreed to Issue an Additional Shares [Member] | |||||
Stock issued during period, shares, new issues | 1,500,000 | ||||
Stock issued during period, value, new issues | $ 1,500,000 | ||||
Share Purchase Agreement [Member] | Series B Convertible Preferred Stock [Member] | LifeGuru Inc [Member] | |||||
Impairment of investment | $ 605,488 | ||||
Share Purchase Agreement [Member] | LifeGuru Inc [Member] | |||||
Equity method investment, ownership percentage | 51% |
Capital Lease (Details Narrativ
Capital Lease (Details Narrative) - Purchase Equipment Agreement [Member] - USD ($) | Jul. 14, 2020 | Jun. 17, 2020 | Dec. 31, 2021 |
Vendor [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Finance lease, payments | $ 44,722 | ||
Finance lease, frequency of periodic payment | 24 installments | ||
Payments for rent | $ 1,819 | ||
Finance Lease, Liability | $ 0 | ||
Vendor 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Finance lease, payments | $ 44,722 | ||
Finance lease, frequency of periodic payment | 24 installments | ||
Payments for rent | $ 1,819 | ||
Finance Lease, Liability | $ 0 |
Schedule of Maturities of Lease
Schedule of Maturities of Lease Liabilities (Details) - EPIQ Scripts, LLC [Member] - USD ($) | Dec. 31, 2022 | Feb. 15, 2022 |
2023 | $ 28,747 | |
Total undiscounted cash flow | 28,747 | |
Less imputed interest (8%) | $ (2,725) | |
Imputed interest rate | 8% | |
Present value of lease liabilities | $ 26,022 | $ 69,439 |
Operating Right-of-Use Lease _3
Operating Right-of-Use Lease Liability (Details Narrative) - USD ($) | Feb. 15, 2022 | Dec. 31, 2022 | Dec. 31, 2021 |
Operating lease, right-of-use asset | $ 26,022 | ||
EPIQ Scripts, LLC [Member] | |||
Operating lease, right-of-use asset | $ 69,439 | 26,022 | |
Operating lease liability | $ 69,439 | $ 26,022 | |
Operating lease term of contract | 17 months | ||
Operating lease expiration date | expires in July 2023 |
Accrued Compensation for Rela_2
Accrued Compensation for Related Parties (Details Narrative) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Compensation Related Costs [Abstract] | ||
Employee related liabilities current | $ 110,000 | $ 103,500 |
Schedule of Convertible Notes P
Schedule of Convertible Notes Payable (Details) - USD ($) | 12 Months Ended | ||||||||
Dec. 31, 2022 | Dec. 31, 2021 | Nov. 29, 2022 | Oct. 03, 2022 | Sep. 13, 2022 | Aug. 29, 2022 | Jun. 16, 2022 | May 13, 2022 | Aug. 11, 2020 | |
Short-Term Debt [Line Items] | |||||||||
Total | $ 2,335,931 | $ 5,410,884 | |||||||
Less: Repayment | (427,500) | ||||||||
Less: unamortized discount | (201,784) | (2,479,023) | |||||||
Total | 2,134,147 | 471,419 | |||||||
Short-term non-convertible notes | 2,134,147 | 396,419 | |||||||
Discontinued Operations [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Short-term non-convertible notes | 4,000 | 4,000 | |||||||
Note Payable One [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 40,000 | 40,000 | |||||||
Note payable Three [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 53,000 | ||||||||
Less: Repayment | (53,000) | ||||||||
Note payable Four [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 105,000 | ||||||||
Less: Repayment | (105,000) | ||||||||
Less: unamortized discount | $ (5,000) | ||||||||
Note payable Five [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 53,000 | ||||||||
Less: Repayment | (53,000) | ||||||||
Note payable Eight [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 56,750 | ||||||||
Less: Repayment | (56,750) | ||||||||
Note payable Nine [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 138,000 | ||||||||
Less: Repayment | (138,000) | ||||||||
Note payable Ten [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 83,500 | ||||||||
Less: Repayment | (83,500) | ||||||||
Note payable Eleven [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 425,000 | ||||||||
Less: Conversion | (425,000) | ||||||||
Note payable Twelve [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 425,000 | ||||||||
Less: Conversion | (425,000) | ||||||||
Note payable Thirteen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 300,000 | 300,000 | |||||||
Note payable Fourteen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 111,000 | 250,000 | |||||||
Notes payable, gross | 250,000 | 300,000 | |||||||
Less: Conversion | (139,000) | (50,000) | |||||||
Note payable Fifteen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 62,688 | 147,290 | |||||||
Notes payable, gross | 147,290 | 265,958 | |||||||
Less: Conversion | (84,602) | (118,668) | |||||||
Note Payable Sixteen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 138,152 | ||||||||
Notes payable, gross | 138,152 | 271,958 | |||||||
Less: Conversion | (138,152) | (133,806) | |||||||
Note Payable Seventeen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | |||||||||
Notes payable, gross | 50,000 | ||||||||
Less: Repayment | (50,000) | ||||||||
Note Payable Eighteen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 592,527 | 750,000 | |||||||
Notes payable, gross | 750,000 | 750,000 | |||||||
Less: Conversion | (157,473) | ||||||||
Note Payable Nineteen [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 230,756 | 500,000 | |||||||
Notes payable, gross | 500,000 | 500,000 | |||||||
Less: Conversion | (269,244) | ||||||||
Notes Payable Twenty [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 209,200 | 250,000 | |||||||
Notes payable, gross | 250,000 | 250,000 | |||||||
Less: Conversion | (40,800) | ||||||||
Notes Payable Twenty One [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 450,485 | 500,000 | |||||||
Notes payable, gross | 500,000 | 500,000 | |||||||
Less: Conversion | (49,515) | ||||||||
Note Payable Twenty Three [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 8,550 | ||||||||
Notes payable, gross | 137,500 | ||||||||
Less: Conversion | (128,950) | ||||||||
Less: unamortized discount | $ (9,050) | ||||||||
Note Payable Twenty Four [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 88,775 | ||||||||
Less: unamortized discount | $ (3,000) | ||||||||
Note Payable Twenty Five [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 62,250 | ||||||||
Less: unamortized discount | $ (6,225) | ||||||||
Note Payable Twenty Six [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 62,250 | ||||||||
Less: unamortized discount | $ (6,250) | ||||||||
Note Payable Twenty Seven [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | 59,400 | ||||||||
Less: unamortized discount | $ (4,400) | ||||||||
Note Payable Twenty Eight [Member] | |||||||||
Short-Term Debt [Line Items] | |||||||||
Total | $ 58,050 | ||||||||
Less: unamortized discount | $ (4,300) |
Schedule of Convertible Notes_2
Schedule of Convertible Notes Payable (Details) (Parenthetical) | 12 Months Ended | |||||||||||||||||||||||
Nov. 29, 2022 USD ($) | Oct. 03, 2022 USD ($) | Sep. 13, 2022 USD ($) $ / shares | Aug. 29, 2022 USD ($) $ / shares | Jun. 16, 2022 USD ($) Integer | May 13, 2022 USD ($) | Dec. 02, 2021 USD ($) $ / shares | Dec. 01, 2021 USD ($) $ / shares | Nov. 30, 2021 USD ($) $ / shares | Nov. 22, 2021 USD ($) $ / shares | Jun. 24, 2021 USD ($) Integer $ / shares | Mar. 30, 2021 USD ($) Integer $ / shares | Jan. 06, 2021 USD ($) Integer $ / shares | Dec. 02, 2020 USD ($) Integer | Nov. 13, 2020 USD ($) Integer | Oct. 12, 2020 USD ($) Integer $ / shares | Sep. 14, 2020 USD ($) Integer | Aug. 11, 2020 USD ($) Integer $ / shares shares | Aug. 05, 2020 USD ($) Integer | Jul. 08, 2019 USD ($) | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | Sep. 24, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Repayments of notes payable | $ 5,483 | |||||||||||||||||||||||
Unamortized discount | 201,784 | 2,479,023 | ||||||||||||||||||||||
Derivative liabilities | 1,837,008 | 4,141,272 | $ 517,366 | |||||||||||||||||||||
Short Term Debt Convertible Notes [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Unamortized discount | 201,784 | 2,479,023 | ||||||||||||||||||||||
Note Payable One [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 40,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | Jul. 08, 2020 | |||||||||||||||||||||||
Note payable Three [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 53,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | Nov. 05, 2021 | |||||||||||||||||||||||
Proceeds from notes payable | $ 53,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 61% | |||||||||||||||||||||||
Trading days | Integer | 10 | |||||||||||||||||||||||
Debt discount rate | 39% | |||||||||||||||||||||||
Repayments of notes payable | 70,736 | |||||||||||||||||||||||
Note payable Four [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 105,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | May 11, 2021 | |||||||||||||||||||||||
Proceeds from notes payable | $ 100,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 135% | |||||||||||||||||||||||
Trading price percentage | 60% | |||||||||||||||||||||||
Trading days | Integer | 10 | |||||||||||||||||||||||
Debt discount rate | 40% | |||||||||||||||||||||||
Repayments of notes payable | $ 50,000 | |||||||||||||||||||||||
Unamortized discount | $ 5,000 | |||||||||||||||||||||||
Debt instrument, convertible, conversion price | $ / shares | $ 0.50 | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 111,466 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 708,750 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.1614 | |||||||||||||||||||||||
Gain/loss on extinguishment of debt | 58,059 | |||||||||||||||||||||||
Note payable Four [Member] | Additional Shares [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, convertible, conversion price | $ / shares | $ 0.45 | |||||||||||||||||||||||
Note payable Five [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 53,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | Dec. 14, 2021 | |||||||||||||||||||||||
Proceeds from notes payable | $ 53,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 61% | |||||||||||||||||||||||
Trading days | Integer | 10 | |||||||||||||||||||||||
Debt discount rate | 39% | |||||||||||||||||||||||
Repayments of notes payable | 70,736 | |||||||||||||||||||||||
Note payable Eight [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 56,750 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | Oct. 12, 2021 | |||||||||||||||||||||||
Proceeds from notes payable | $ 52,750 | |||||||||||||||||||||||
Increase decrease in debt percentage | 24% | |||||||||||||||||||||||
Trading price percentage | 60% | |||||||||||||||||||||||
Trading days | Integer | 10 | |||||||||||||||||||||||
Debt discount rate | 40% | |||||||||||||||||||||||
Debt instrument, convertible, conversion price | $ / shares | $ 0.50 | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 56,750 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 760,928 | |||||||||||||||||||||||
Note payable Nine [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 138,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | Nov. 13, 2021 | |||||||||||||||||||||||
Proceeds from notes payable | $ 138,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 18% | |||||||||||||||||||||||
Trading price percentage | 61% | |||||||||||||||||||||||
Trading days | Integer | 10 | |||||||||||||||||||||||
Debt discount rate | 39% | |||||||||||||||||||||||
Repayments of notes payable | $ 183,483 | |||||||||||||||||||||||
Note payable Ten [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 83,500 | |||||||||||||||||||||||
Debt instrument, interest rate | 8% | |||||||||||||||||||||||
Debt instrument, maturity date | Mar. 02, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 83,500 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 61% | |||||||||||||||||||||||
Trading days | Integer | 10 | |||||||||||||||||||||||
Debt discount rate | 39% | |||||||||||||||||||||||
Repayments of notes payable | 104,527 | |||||||||||||||||||||||
Note payable Eleven [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 425,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Jan. 07, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 400,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 15% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Debt discount rate | 25% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 437,359 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 2,549,999 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.50 | |||||||||||||||||||||||
Note payable Twelve [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 425,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Jan. 07, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 400,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 15% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Debt discount rate | 25% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 437,297 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 3,220,515 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.50 | |||||||||||||||||||||||
Note payable Thirteen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 300,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Mar. 30, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 282,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 15% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Debt discount rate | 25% | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.2437 | |||||||||||||||||||||||
Note payable Fourteen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 300,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Mar. 30, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 282,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 15% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Debt discount rate | 25% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 174,280 | $ 51,116 | ||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 5,522,961 | 14,689 | ||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.2437 | |||||||||||||||||||||||
Note payable Fifteen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 265,958 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Jun. 24, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 250,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 15% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Debt discount rate | 25% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 190,000 | $ 118,668 | ||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 1,689,983 | 39,833 | ||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.2437 | |||||||||||||||||||||||
Note Payable Sixteen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 271,958 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Jun. 24, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 256,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 15% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Debt discount rate | 25% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 143,865 | $ 140,000 | ||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 7,733,643 | 45,707 | ||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.2437 | |||||||||||||||||||||||
Note Payable Seventeen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 50,000 | |||||||||||||||||||||||
Note Payable Eighteen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 750,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 10% | |||||||||||||||||||||||
Debt instrument, maturity date | Jun. 24, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 750,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 16% | |||||||||||||||||||||||
Trading price percentage | 80% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 240,710 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 12,855,362 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.075 | |||||||||||||||||||||||
Note Payable Nineteen [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 500,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 10% | |||||||||||||||||||||||
Debt instrument, maturity date | Nov. 30, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 5,000,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 16% | |||||||||||||||||||||||
Trading price percentage | 80% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 342,801 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 17,595,000 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.075 | |||||||||||||||||||||||
Notes Payable Twenty [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 250,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 10% | |||||||||||||||||||||||
Debt instrument, maturity date | Dec. 01, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 250,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 16% | |||||||||||||||||||||||
Trading price percentage | 80% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 40,800 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 3,400,000 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.075 | |||||||||||||||||||||||
Notes Payable Twenty One [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 500,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 10% | |||||||||||||||||||||||
Debt instrument, maturity date | Dec. 02, 2022 | |||||||||||||||||||||||
Proceeds from notes payable | $ 500,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 16% | |||||||||||||||||||||||
Trading price percentage | 80% | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 99,775 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 5,456,194 | |||||||||||||||||||||||
Debt instrument, convertible, stock price trigger | $ / shares | $ 0.075 | |||||||||||||||||||||||
Note Payable Twenty Three [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 137,500 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | May 13, 2023 | |||||||||||||||||||||||
Proceeds from notes payable | $ 128,450 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Unamortized discount | $ 9,050 | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 128,950 | |||||||||||||||||||||||
Debt conversion, converted instrument, shares issued | shares | 12,785,822 | |||||||||||||||||||||||
Derivative liabilities | $ 55,323 | |||||||||||||||||||||||
Note Payable Twenty Four [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 88,775 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | May 13, 2023 | |||||||||||||||||||||||
Proceeds from notes payable | $ 85,775 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Trading days | Integer | 7 | |||||||||||||||||||||||
Unamortized discount | $ 3,000 | |||||||||||||||||||||||
Derivative liabilities | $ 38,713 | |||||||||||||||||||||||
Note Payable Twenty Five [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 62,250 | |||||||||||||||||||||||
Debt instrument, interest rate | 12% | |||||||||||||||||||||||
Debt instrument, maturity date | May 13, 2023 | |||||||||||||||||||||||
Proceeds from notes payable | $ 56,025 | |||||||||||||||||||||||
Increase decrease in debt percentage | 16% | |||||||||||||||||||||||
Unamortized discount | $ 6,225 | |||||||||||||||||||||||
Debt instrument, convertible, conversion price | $ / shares | $ 0.04 | |||||||||||||||||||||||
Derivative liabilities | $ 23,543 | |||||||||||||||||||||||
Note Payable Twenty Six [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 62,250 | |||||||||||||||||||||||
Debt instrument, interest rate | 12% | |||||||||||||||||||||||
Debt instrument, maturity date | Sep. 13, 2023 | |||||||||||||||||||||||
Proceeds from notes payable | $ 56,025 | |||||||||||||||||||||||
Increase decrease in debt percentage | 16% | |||||||||||||||||||||||
Unamortized discount | $ 6,250 | |||||||||||||||||||||||
Debt instrument, convertible, conversion price | $ / shares | $ 0.04 | |||||||||||||||||||||||
Derivative liabilities | $ 10,748 | |||||||||||||||||||||||
Note Payable Twenty Seven [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 59,400 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Oct. 03, 2023 | |||||||||||||||||||||||
Proceeds from notes payable | $ 55,000 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Unamortized discount | $ 4,400 | |||||||||||||||||||||||
Note Payable Twenty Eight [Member] | ||||||||||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||||||||||
Debt instrument, face amount | $ 58,050 | |||||||||||||||||||||||
Debt instrument, interest rate | 6% | |||||||||||||||||||||||
Debt instrument, maturity date | Nov. 29, 2023 | |||||||||||||||||||||||
Proceeds from notes payable | $ 53,750 | |||||||||||||||||||||||
Increase decrease in debt percentage | 22% | |||||||||||||||||||||||
Trading price percentage | 75% | |||||||||||||||||||||||
Unamortized discount | $ 4,300 |
Schedule of Notes Payable (Deta
Schedule of Notes Payable (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Short-Term Debt [Line Items] | ||
Debt instrument amount | $ 2,335,931 | $ 5,410,884 |
Continuing Operations [Member] | ||
Short-Term Debt [Line Items] | ||
Short-term non-convertible notes - discontinued operations | 75,000 | 75,000 |
Discontinued Operations [Member] | ||
Short-Term Debt [Line Items] | ||
Short-term non-convertible notes - discontinued operations | 4,000 | 4,000 |
Loans Payable One [Member] | ||
Short-Term Debt [Line Items] | ||
Debt instrument amount | 50,000 | 50,000 |
Loans Payable Two [Member] | ||
Short-Term Debt [Line Items] | ||
Debt instrument amount | 5,000 | 5,000 |
Loans Payable Three [Member] | ||
Short-Term Debt [Line Items] | ||
Debt instrument amount | 4,000 | 4,000 |
Loans Payable Four [Member] | ||
Short-Term Debt [Line Items] | ||
Debt instrument amount | 20,000 | 20,000 |
Loans Payable [Member] | ||
Short-Term Debt [Line Items] | ||
Debt instrument amount | $ 79,000 | $ 79,000 |
Schedule of Notes Payable (De_2
Schedule of Notes Payable (Details) (Parenthetical) - Loans Payable [Member] - USD ($) | Dec. 01, 2021 | Sep. 16, 2020 | Sep. 11, 2020 | Jul. 07, 2020 |
Short-Term Debt [Line Items] | ||||
Debt instrument, face amount | $ 20,000 | $ 5,000 | $ 4,000 | $ 50,000 |
Debt instrument, interest rate | 0% | 0% | 5% |
Schedule of Loans from Related
Schedule of Loans from Related Parties (Details) - Notes Payable [Member] | Dec. 31, 2022 USD ($) |
Related Party 1 [Member] | |
Related Party Transaction [Line Items] | |
Loans from related parties before conversion or payment | $ 110,000 |
Related Party 2 [Member] | |
Related Party Transaction [Line Items] | |
Loans from related parties, gross | 13,473 |
Related Party 3 [Member] | |
Related Party Transaction [Line Items] | |
Loans from related parties, gross | 250,000 |
Related Parties [Member] | |
Related Party Transaction [Line Items] | |
Total | $ 360,000 |
Schedule of Loans from Relate_2
Schedule of Loans from Related Parties (Details) (Parenthetical) - USD ($) | 12 Months Ended | ||||
Apr. 12, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 28, 2022 | |
Related Party Transaction [Line Items] | |||||
Interest payable | $ 196,571 | $ 93,776 | |||
Payments for note payable | 5,483 | ||||
Debt carrying amount | 2,335,931 | $ 5,410,884 | |||
Notes Payable [Member] | Related Party 1 [Member] | |||||
Related Party Transaction [Line Items] | |||||
Cancellation of post-reverse stock split, shares | 98,333 | ||||
Debt instrument, face amount | $ 350,000 | ||||
Interest rate | 10% | ||||
Debt conversion, converted instrument, amount | $ 280,108 | ||||
Stock issued during period, shares, new issues | 57,942 | ||||
Gain/loss on extinguishment of debt | $ 758,601 | ||||
Notes Payable [Member] | Related Party 1 [Member] | Minimum [Member] | |||||
Related Party Transaction [Line Items] | |||||
Price per share | $ 16.20 | ||||
Notes Payable [Member] | Related Party 1 [Member] | Maximum [Member] | |||||
Related Party Transaction [Line Items] | |||||
Price per share | $ 18.60 | ||||
Notes Payable [Member] | Related Party 2 [Member] | |||||
Related Party Transaction [Line Items] | |||||
Short term notes payable | 13,473 | ||||
Debt instrument, settlement amount | 13,473 | ||||
Interest payable | 2,633 | ||||
Payments for note payable | $ 2,000 | ||||
Debt instrument, date payment | May 23, 2022 | ||||
Notes Payable [Member] | Related Party 3 [Member] | |||||
Related Party Transaction [Line Items] | |||||
Interest rate | 0% | ||||
Debt carrying amount | $ 250,000 |
Schedule of Convertible Note De
Schedule of Convertible Note Derivatives (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative liabilities as of December 31, 2021 | $ 4,141,272 | $ 517,366 |
Initial derivative liabilities at new note issuance | 460,960 | 7,209,723 |
Initial loss | ||
Conversion | (474,735) | (1,116,124) |
Mark to market changes | (2,290,489) | (2,469,693) |
Derivative liabilities as of December 31, 2021 | $ 1,837,008 | $ 4,141,272 |
Derivative Liabilities (Details
Derivative Liabilities (Details Narrative) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Derivative [Line Items] | |||
Debt instrument beneficial conversion | $ 633,920 | ||
Derivative liabilities | 1,837,008 | $ 4,141,272 | $ 517,366 |
Changes in derivative liabilities | $ 2,290,489 | $ 2,469,693 | |
Derivative liability, description | An event of default adjusting the interest rate would occur initially 0% of the time for all notes with increases 1% per month to a maximum of 100% with the corresponding penalty | ||
Measurement Input, Price Volatility [Member] | Minimum [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 62.08 | ||
Measurement Input, Price Volatility [Member] | Maximum [Member] | |||
Derivative [Line Items] | |||
Derivative liability, measurement input | 389.85 |
Schedule of Income Taxes (Detai
Schedule of Income Taxes (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Deferred Tax Asset | $ 4,853,809 | $ 9,980,911 |
Valuation Allowance | (4,853,809) | (9,980,911) |
Net Deferred Tax Asset |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 22, 2017 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory income tax rate | 35% | 21% | 21% |
Deferred Tax Assets, Operating Loss Carryforwards | $ 23,115,376 | ||
Operating loss carryforwards | $ 23,115,376 |
Capital Stock (Details Narrativ
Capital Stock (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | ||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares unauthorized | 2,000,000 | 2,000,000 | 2,000,000 | ||||
Issuance of common shares, value | $ 313,350 | $ 1,824,207 | |||||
Preferred stock shares issued | 1,000,000 | 1,000,000 | 1,000,000 | ||||
Preferred stock shares outstanding | 1,000,000 | 1,000,000 | 1,000,000 | ||||
Common stock, shares authorized | 195,000,000 | 195,000,000 | 195,000,000 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common stock, shares issued | 75,601,875 | 75,601,875 | 1,407,418 | ||||
Common stock, shares outstanding | 75,601,875 | 75,601,875 | 1,407,418 | ||||
Employees, Directors and Non-Employee Consultants [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common shares | 7,762,485 | ||||||
Issuance of common shares, value | $ 422,874 | ||||||
Investors [Member] | Convertible Note [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock exchange, shares | 63,044,103 | 2,979,151 | 301,866 | 84,878 | |||
Issuance of common stock principal and accrued interest | $ 780,103 | $ 201,639 | $ 69,476 | $ 204,805 | |||
Employees and Non-Employee Consultants [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common shares | 7,762,485 | ||||||
Issuance of common shares, value | $ 42,300 | ||||||
Series A Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||
Preferred stock, voting rights | The holders of Series A Preferred Stock have no dividend rights or liquidation preference | ||||||
Preferred stock conversion | 60%, minus the aggregate percentage of the Company’s outstanding common stock previously converted by holders of the Series A Preferred Stock, through such applicable date (the “Remaining Percentage”), multiplied by (ii) the outstanding shares of common stock as of the applicable date of determination, divided by 0.40, divided by (iii) the total number of shares of Series A Preferred Stock then outstanding. No individual conversion by any individual holder shall be in an amount greater than 9.99% of the outstanding common stock of the Company on the date on which the holder delivers notice of such conversion to the Company (the “Individual Conversion Limitation”). The result of the above, is that such Series A Preferred Stock is convertible into 60% of the Company’s outstanding common stock (on a post-conversion basis, i.e., 150% of the Company’s outstanding common stock on a pre-conversion basis) currently | ||||||
Stock split, shares | 1,000,000 | ||||||
Series B Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 | |||||
Preferred stock conversion | Each share of Series B Preferred Stock may be converted, at the option of the holder thereof, into that number of shares of common stock of the Company as equals $1.00 divided by 90% of the average of the volume weighted average prices (“VWAP”) of the Company’s common stock, for the five trading days immediately preceding the date the notice of conversion is received, subject to the limit of 4.999% of the Company’s outstanding shares of common stock. The holders of Series B Preferred Stock have no voting rights | ||||||
Preferred stock shares issued | 0 | 0 | |||||
Preferred stock shares outstanding | 0 | 0 | |||||
Series B Preferred Stock [Member] | Third Party [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common shares | 500,000 | ||||||
Issuance of common shares, value | $ 601,582 | ||||||
Series B Preferred Stock [Member] | Third Party [Member] | Post Reverse Stock Split [Member] | |||||||
Class of Stock [Line Items] | |||||||
Conversion of stock | 34,294 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net loss from continuing operation | $ 2,863,918 | $ 10,225,497 |
Income loss from discontinued operations | 14,199 | (244,586) |
Income loss from discontinued operations | (14,199) | 244,586 |
Accumulated deficit | $ 23,115,376 | $ 20,540,569 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 1 Months Ended | |||||||
Jan. 26, 2022 | Nov. 01, 2021 | Sep. 10, 2021 | Aug. 11, 2021 | Oct. 14, 2019 | Apr. 12, 2019 | Nov. 30, 2019 | Apr. 12, 2021 | |
Asher Park LLC [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Loss contingency damages sought value | $ 66,651 | |||||||
Litigation settlement expense | $ 35,000 | |||||||
Tate [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Loss contingency damages sought value | $ 77,681 | |||||||
Capitol City Solutions USA, Inc. [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Loss contingency damages sought value | $ 2,069,908 | |||||||
Robert Holden [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Stock issued during period shares new issues | 63,334 | |||||||
Winfred Fields [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Number of shares exchanged | 10,833 | |||||||
Number of remaining shares | 1,667 | |||||||
Recovered shares | 10,834 | |||||||
Winfred Fields [Member] | Exchange Agreement [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Number of shares exchanged | 12,500 | |||||||
Winfred Fields [Member] | Exchange Agreement [Member] | Promissory Note [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Notes Payable | $ 42,500 |
Schedule of Discontinued Operat
Schedule of Discontinued Operations (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Revenue | $ 2,530 | |
Cost of revenue | ||
Gross profit | 2,530 | |
Operating expenses | (14,199) | (57,660) |
Loss from operations | (14,199) | (55,130) |
Other income (expenses) | 299,716 | |
Net income (loss) from discontinued operations | (14,199) | 244,586 |
Assets of discontinued operations - current | ||
Assets of discontinued operations - intangible | ||
Assets of discontinued operations - non-current | 14,199 | |
Net liabilities of discontinued operations | $ 4,948 | $ 112,199 |
Disposition of Subsidiaries (De
Disposition of Subsidiaries (Details Narrative) - USD ($) | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 16, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net cash proceed from disposition of Mangoceuticals, Inc. | $ 85,753 | |||
Accounts payable and accrued expenses | $ 28,484 | |||
Gain on disposition of Mangoceuticals, Inc. | 102,092 | |||
Net cash outflow from disposition of EPIQ MD, Inc. | 2,123 | |||
Other Receivables | 300,000 | |||
Loss on security deposit | 3,599 | |||
Gain on disposal | $ 323,262 | $ 323,262 | $ (3,800) | |
Stock Purchase Agreement [Member] | Cohen Enterprises, Inc. [Member] | ||||
Payments for stock issuance | $ 90,000 | |||
Net cash proceed from disposition of Mangoceuticals, Inc. | 85,753 | |||
Accounts payable and accrued expenses | 16,339 | |||
Gain on disposition of Mangoceuticals, Inc. | $ 102,094 | |||
Stock Purchase Agreement [Member] | Mangoceuticals Inc [Member] | Jacob D [Member] | Common Stock [Member] | ||||
Outstanding common stock percentage | 80% | |||
Equity Purchase Agreement [Member] | EPIQ MD [Member] | ||||
Outstanding common stock percentage | 100% | |||
Equity Interest Purchase Agreement [Member] | Alejandro Rodriguez And Pan American Communications Services [Member] | ||||
Payments for stock issuance | $ 150,000 | |||
Sale of stock, value | 300,000 | |||
Debt instrument, principal amount | $ 150,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Mar. 17, 2023 | Mar. 01, 2023 | Feb. 15, 2023 | Feb. 08, 2023 | Dec. 31, 2022 | Jan. 24, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | |||||||
Convertible notes | $ 2,134,147 | $ 471,419 | |||||
EPIQ Scripts, LLC [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Percentage of subsidiary owned | 51% | ||||||
Series A Preferred Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Voting rights | The holders of Series A Preferred Stock have no dividend rights or liquidation preference | ||||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Debt conversion amount converted | $ 488,924 | ||||||
Debt conversion of shares converted | 119,398,125 | ||||||
Ownership outstanding | 1,000 | ||||||
Voting rights | Series A Preferred Stock shares, holds voting control over 60% of the Company’s outstanding voting shares, resulting in a change of control of the Company | ||||||
Subsequent Event [Member] | ZipDoctor Inc [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Issuance of common shares under private placement, shares | 150,000 | ||||||
Subsequent Event [Member] | Jacob d Cohen [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Debt instrument percentage | 18% | ||||||
Subsequent Event [Member] | Service Agreement [Member] | Greentree Financial Corp [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Share issued price per share | $ 0.01 | ||||||
Payments for service | $ 120,000 | ||||||
Cash payments | 20,000 | ||||||
Convertible notes | $ 100,000 | ||||||
Debt term | 1 year | ||||||
Debt instrument interest rate effective percentage | 12% | ||||||
Debt instrument conversion percentage | 50% | ||||||
Debt instrument interest rate effective percentage | 20% | ||||||
Debt conversion, description | The GreenTree Note includes a 4.9% beneficial ownership limitation preventing the conversion of the note into common stock if upon such conversion GreenTree would beneficially own more than 4.9% of the Company’s then outstanding common stock, which may be increased to up to 9.9% with not less than 61 days prior written notice. | ||||||
Debt conversion costs | $ 1,500 | ||||||
Subsequent Event [Member] | EPIQ Scripts, LLC [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Percentage of subsidiary owned | 51% | ||||||
Subsequent Event [Member] | Jacob d Cohen [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Shares exchanged | 1,000,000 | ||||||
Secured Debt | $ 850,000 | ||||||
Voting rights | voting control over 60% | ||||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Issuance of common shares under private placement, shares | 1,000,000 | ||||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | Jacob D Coehn [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Ownership outstanding | 1,000 | ||||||
Subsequent Event [Member] | Minimum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Share issued price per share | $ 0.0063 | ||||||
Subsequent Event [Member] | Maximum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Share issued price per share | $ 23 |