Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 08, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-54819 | |
Entity Registrant Name | NEWHYDROGEN, INC. | |
Entity Central Index Key | 0001371128 | |
Entity Tax Identification Number | 20-4754291 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 27936 Lost Canyon Road | |
Entity Address, Address Line Two | Suite 202 | |
Entity Address, City or Town | Santa Clarita | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91387 | |
City Area Code | 661 | |
Local Phone Number | 251-0001 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 705,126,846 |
Condensed Balance Sheet
Condensed Balance Sheet - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash | $ 5,396,661 | $ 6,645,710 |
Prepaid expenses | 23,664 | 12,023 |
TOTAL CURRENT ASSETS | 5,420,325 | 6,657,733 |
PROPERTY AND EQUIPMENT | ||
Machinery and equipment | 37,225 | 37,225 |
Less accumulated depreciation | (34,287) | (33,366) |
NET PROPERTY AND EQUIPMENT | 2,938 | 3,859 |
OTHER ASSETS | ||
Patents, net of amortization of $20,401 and $18,134, respectively | 24,935 | 27,202 |
Deposit | 770 | 770 |
TOTAL OTHER ASSETS | 25,705 | 27,972 |
TOTAL ASSETS | 5,448,968 | 6,689,564 |
CURRENT LIABILITIES | ||
Accounts payable | 241 | 1,780 |
TOTAL CURRENT LIABILITIES | 241 | 1,780 |
COMMITMENTS AND CONTINGENCIES (See Note 9) | ||
Series C Convertible Preferred Stock, 34,853 and 34,853 shares outstanding, respectively, redeemable value of $3,485,313 and $3,485,313, respectively | 3,485,313 | 3,485,313 |
SHAREHOLDERS’ EQUITY | ||
Preferred stock, $0.0001 par value; 10,000,000 authorized shares | ||
Common stock, $0.0001 par value; 3,000,000,000 authorized shares 705,126,846 and 715,496,051 shares issued and outstanding, respectively | 70,513 | 71,549 |
Preferred treasury stock, 0 and 1,000 shares outstanding, respectively | ||
Additional paid in capital | 171,848,773 | 164,000,447 |
Accumulated deficit | (169,955,872) | (160,869,525) |
TOTAL SHAREHOLDERS’ EQUITY | 1,963,414 | 3,202,471 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 5,448,968 | $ 6,689,564 |
Condensed Balance Sheet (Parent
Condensed Balance Sheet (Parenthetical) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Patents, amortization | $ 20,401 | $ 18,134 |
Temporary equity, shares outstanding | 34,853 | 34,853 |
Temporary equity, redeemable value | $ 3,485,313 | $ 3,485,313 |
Preferred stock par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 3,000,000,000 | 3,000,000,000 |
Common stock, shares issued | 705,126,846 | 715,496,051 |
Common stock, shares outstanding | 705,126,846 | 715,496,051 |
Treasury stock, shares outstanding | 0 | 1,000 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
REVENUE | ||||
OPERATING EXPENSES | ||||
General and administrative expenses | 2,594,347 | 2,521,726 | 8,404,052 | 20,960,556 |
Research and development | 230,546 | 248,574 | 681,637 | 757,014 |
Depreciation and amortization | 1,027 | 1,092 | 3,188 | 3,274 |
TOTAL OPERATING EXPENSES | 2,825,920 | 2,771,392 | 9,088,877 | 21,720,844 |
LOSS FROM OPERATIONS BEFORE OTHER INCOME (EXPENSES) | (2,825,920) | (2,771,392) | (9,088,877) | (21,720,844) |
OTHER INCOME/(EXPENSES) | ||||
Interest income | 1,295 | 1,657 | 2,530 | 2,942 |
Gain on settlement of debt and derivatives | 93,180,986 | |||
Gain (Loss) on change in derivative liability | 73,396 | (29,966,083) | ||
Interest expense | (10,610) | (574,524) | ||
TOTAL OTHER INCOME (EXPENSES) | 1,295 | 64,443 | 2,530 | 62,643,321 |
NET INCOME (LOSS) | $ (2,824,625) | $ (2,706,949) | $ (9,086,347) | $ 40,922,477 |
BASIC EARNINGS (LOSS) PER SHARE | $ 0 | $ 0 | $ (0.01) | $ 0.13 |
DILUTED EARNING (LOSS) PER SHARE | $ 0 | $ 0 | $ (0.01) | $ 0.05 |
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING | ||||
BASIC | 705,126,846 | 708,648,225 | 705,126,846 | 307,746,182 |
DILUTED | 705,126,846 | 708,648,225 | 705,126,846 | 773,696,182 |
Condensed Statement of Sharehol
Condensed Statement of Shareholders' Deficit (Unaudited) - USD ($) | Preferred Stock [Member] | Mezzanine [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 45,620 | $ 13,114,993 | $ (165,075,501) | $ (151,914,888) | ||
Beginning balance, shares at Dec. 31, 2020 | 456,198,529 | |||||
Issuance of common shares for cash | $ 20,833 | 8,763,867 | 8,784,700 | |||
Issuance of common shares for cash, shares | 208,333,334 | |||||
Issuance of common shares for converted promissory notes and accrued interest | $ 2,196 | 203,779 | 205,975 | |||
Issuance of common shares for converted promissory notes and accrued interest, shares | 21,964,188 | |||||
Issuance of common shares for services | $ 100 | 149,700 | 149,800 | |||
Issuance of common shares for services, shares | 1,000,000 | |||||
Issuance of preferred shares in exchange for fair value of convertible notes | $ 3 | 85,555,201 | 85,555,204 | |||
Issuance of preferred shares in exchange for fair value of convertible notes, shares | 34,853 | |||||
Issuance of common shares for conversion of preferred stock | $ 2,800 | (2,800) | ||||
Issuance of common shares for conversion of preferred stock, shares | (392) | 28,000,000 | ||||
Issuance of Series C Preferred stock | 3,485,313 | |||||
Stock and warrant compensation cost | 20,126,314 | 20,126,314 | ||||
Issuance of common stock warrants deemed dividends | 5,983,504 | (5,983,504) | ||||
Net Loss | 40,922,477 | 40,922,477 | ||||
Ending balance, value at Sep. 30, 2021 | $ 3 | 3,485,313 | $ 71,549 | 133,894,558 | (130,136,528) | 3,829,582 |
Ending balance, shares at Sep. 30, 2021 | 34,461 | 715,496,051 | ||||
Beginning balance, value at Dec. 31, 2021 | 3,485,313 | $ 71,549 | 164,000,447 | (160,869,525) | 3,202,471 | |
Beginning balance, shares at Dec. 31, 2021 | 715,496,051 | |||||
Stock and warrant compensation cost | 7,846,290 | 7,846,290 | ||||
Net Loss | (9,086,347) | (9,086,347) | ||||
Issuance of common stock warrants for cash | 1,000 | 1,000 | ||||
Common stock returned to the Company by Unregistered dealer | (1,036) | 1,036 | ||||
Common stock returned to the Company by Unregistered dealer, Shares | (10,369,205) | |||||
Ending balance, value at Sep. 30, 2022 | $ 3,485,313 | $ 70,513 | $ 171,848,773 | $ (169,955,872) | $ 1,963,414 | |
Ending balance, shares at Sep. 30, 2022 | 705,126,846 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (Loss) | $ (9,086,347) | $ 40,922,477 |
Adjustment to reconcile net income(loss) to net cash (used in) provided by operating activities | ||
Depreciation and amortization expense | 3,188 | 3,274 |
Common stock issued for services | 149,800 | |
Stock compensation expense | 7,846,290 | 20,126,314 |
(Gain) Loss on net change in derivative liability | 29,966,083 | |
Amortization of debt discount recognized as interest expense | 455,989 | |
Gain on settlement of debt and derivative | (93,180,986) | |
(Increase) Decrease in Changes in Assets | ||
Prepaid expenses | (11,641) | (216,370) |
Increase (Decrease) in Changes in Liabilities | ||
Accounts payable | (1,539) | |
Accrued expenses | 53,389 | |
NET CASH USED IN OPERATING ACTIVITIES | (1,250,049) | (1,720,030) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds for the sale of common stock for cash, net | 8,784,700 | |
Principle payments on convertible debt | (310,000) | |
Net proceeds from convertible promissory notes | 192,000 | |
Common stock purchase warrants for cash | 1,000 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 1,000 | 8,666,700 |
NET INCREASE IN CASH | (1,249,049) | 6,946,670 |
CASH, BEGINNING OF YEAR | 6,645,710 | 63,496 |
CASH, END OF YEAR | 5,396,661 | 7,010,166 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest paid | ||
Taxes paid | ||
SUPPLEMENTAL SCHEDULE OF NON-CASH TRANSACTIONS | ||
Common stock issued for convertible notes and accrued interest | 205,975 | |
Fair value of initial derivative | 180,004 | |
Fair value of convertible notes exchanged for preferred stock | 85,555,204 | |
Return and cancellation of common shares | $ 1,036 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2022, are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. For further information refer to the financial statements and footnotes thereto included in the Company’s Form 10-K for the December 31, 2021. Going Concern Substantial Doubt Alleviated As of the nine months ended September 30, 2022, the Company had a net loss of $ 9,086,347 1,963,414 Management believes the Company’s present cash flows will enable it to meet its obligations for twenty-four months from the date of these financial statements. Management will continue to assess it operational needs and seek additional financing as needed to fund its operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. Revenue Recognition The Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. The Company adopted Accounting Standards Codification (“ASC”) 606, whereby revenue will be recognized as performance obligations are satisfied and customers obtain control of goods or services. However, in the event of a loss on a sale is foreseen, the Company will recognize the loss as it is determined. To date, the Company has not had significant revenues and is in the development stage. Cash and Cash Equivalent The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Concentration Risk Cash includes amounts deposited in financial institutions in excess of insurable Federal Deposit Insurance Company (FDIC) limits. At times throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits. As of September 30, 2022, the cash balance in excess of the FDIC limits was $ 5,048,352 Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements. Significant estimates made in preparing these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance, derivative liabilities and the fair value of stock options. Actual results could differ from those estimates. Property and Equipment Property and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives: SCHEDULE OF PROPERTY AND EQUIPMENT Computer equipment 5 Machinery and equipment 10 Depreciation expense for the nine months ended September 30, 2022 and 2021 was $ 3,188 3,274 NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Intangible Assets The Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering for the back of photovoltaic solar modules traditionally made from petroleum-based film. Intangible assets that have finite useful lives continue to be amortized over their useful lives. SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES Useful Lives 9/30/2022 12/31/2021 Patents $ 45,336 $ 45,336 Less accumulated amortization 15 (20,401 ) (18,134 ) Intangible assets $ 24,935 $ 27,202 Amortization expense for the nine months ended September 30, 2022 and the year ended December 31, 2021 was $ 2,266 3,022 Stock-Based Compensation The Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of the award. All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized over the period during which an employee, consultant, or director are required to provide service in exchange for the award (the vesting period). Compensation expense for options granted to employees and non-employees is determined in accordance with the standard as the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. Compensation expense for awards granted is re-measured each period. On March 24, 2015, the Company granted 2,450,000 13,500,000 2,450,000 13,500,000 On February 18, 2021, the Company granted 450,000,000 0.091 0.028 7 400,000,000 200,000,000 24 8,333,333 50,000,000 36 1,388,889 450,000,000 450,000,000 On March 1, 2022, the Company issued 5,000,000 1,000 On March 15, 2022, the Company granted 5,000,000 138,889 36 5,000,000 On April 12, 2022, the Company granted 450,000,000 0.021 7 400,000,000 316,666,662 83,333,338 10 100 50,000,000 19,444,446 30,555,554 22 100 450,000,000 Determining the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected life of the stock-based payment and stock price volatility. The Company used Black Scholes to value its stock option awards which incorporated the Company’s stock price, volatility, U.S. risk-free rate, dividend rate, and estimated life. The stock options terminate seven (7) years from the date of grant or upon termination of employment. 455,000,000 Research and Development Research and development costs are expensed as incurred. Total research and development costs were $ 681,637 757,014 NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Net Earnings (Loss) per Share Calculations Net earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share. Basic earnings (loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year. Diluted net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5). For the nine months ended September 30, 2022, the Company has not included shares issuable from 455,000,000 228,958,334 For the nine months ended September 30, 2021, the Company has included shares issuable from convertible debt of $ 107,000 465,950,000 SCHEDULE OF NET EARNINGS PER SHARE 2022 2021 For the Nine Months Ended September 30, 2022 2021 Income (Loss) to common shareholders (Numerator) $ (9,086,347 ) $ 44,159,210 Basic weighted average number of common shares outstanding (Denominator) 705,126,846 307,746,182 Diluted weighted average number of common shares outstanding (Denominator) 705,126,846 773,696,182 Fair Value of Financial Instruments Fair Value of Financial Instruments requires disclosure of the fair value information, whether recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2022, the amounts reported for cash, inventory, prepaid expenses, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as 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 or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. As of September 30, 2022, there were no financial instruments to report. Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements. Reclassification Certain amounts in the 2021 financial statements have been reclassified to conform to the presentation used in the 2022 financial statements. There was no material impact on any of the Company’s previously issued financial statements. NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 |
CAPITAL STOCK
CAPITAL STOCK | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
CAPITAL STOCK | 3. CAPITAL STOCK Preferred Stock September 30, 2022 As of September 30, 2022, the Company had a total of 34,853 3,485,313 100 0.0014 Preferred Stock March 31, 2021 On January 14, 2021, the Board of Directors adopted a certificate of designation establishing the rights, preferences, privileges and other terms of 1,000 Series B Preferred Stock, par value $0.0001 per share, providing for supermajority voting rights to holders of Series B Preferred Stock. On March 26, 2021, the Company entered into a purchase agreement with an investor for an exchange of convertible debt into equity. The investor exchanged convertible notes in the amount of $ 2,462,060 1,023,253 3,485,313 34,853 0.075 206.03 5 SCHEDULE OF EXTINGUISHMENT OF DEBT Per Valuation Preferred shares issued 34,853 Stated value of debt and interest $ 3,485,313 Calculated fair value of preferred shares $ 85,555,201 Fair value of derivative liability removed $ (178,736,187 ) Gain $ 93,180,986 The Company recognized a gain on settlement of $ 93,180,986 Common Stock September 30, 2022 During the nine months ended September 30, 2022, the Company issued 5,000,000 1,000 During the nine months ended September 30, 2022, the Company had 10,369,205 Common Stock September 30, 2021 During the nine months ended September 30, 2021, the Company issued an aggregate of 52,000,000 31,333,334 83,333,334 0.06 During the nine months ended September 30, 2021, the Company issued 65,000,000 60,000,000 125,000,000 0.04 During the nine months ended September 30, 2021, the Company issued 21,964,188 184,124 20,851 1,000 0.0014 0.0641 During the nine months ended September 30, 2021, the Company issued 73,273,212 587,628 74,006 500 0.00495 0.0172 During the nine months ended September 30, 2021, the Company issued 1,000,000 NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 3. CAPITAL STOCK (Continued) Common Stock September 30, 2021 During the nine months ended September 30, 2021, the Company issued 28,000,000 392 |
STOCK OPTIONS AND WARRANTS
STOCK OPTIONS AND WARRANTS | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK OPTIONS AND WARRANTS | 4. STOCK OPTIONS AND WARRANTS Stock Options During the nine months ended September 30, 2022, the Company granted stock options in the amount of 5,000,000 SCHEDULE OF STOCK OPTIONS 9/30/2022 Number of Options Weighted average exercise price Outstanding as of the beginning of the periods 465,950,000 $ 0.0385 Granted 455,000,000 $ 0.0210 Exercised - - Expired/Cancelled (465,950,000 ) $ 0.0350 Outstanding as of the end of the periods 455,000,000 $ 0.0210 Exercisable as of the end of the periods 393,656,487 $ 0.0296 The weighted average remaining contractual life of options outstanding as of September 30, 2022 was as follows: SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING 9/30/2022 Exercisable Price Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0223 5,000,000 908,676 2.46 $ 0.021 450,000,000 392,747,811 6.54 455,000,000 393,656,487 The stock-based compensation expense recognized in the statement of operations during the nine months ended September 30, 2022 related to these options was $ 7,731,188 As of September 30, 2022, there was no Warrants During the period ended September 30, 2022, the Company issued 5,000,000 1,000 SCHEDULE OF WARRANTS ACTIVITY 9/30/2022 Number of Warrants Weighted average exercise price Outstanding as of the beginning of the periods 223,958,334 $ 0.0488 Issued - - Purchased 5,000,000 $ 0.0255 Expired - - Outstanding as of the end of the periods 228,958,334 $ 0.0483 Exercisable as of the end of the periods 228,958,334 $ 0.0483 NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 4. STOCK OPTIONS AND WARRANTS (Continued) The weighted average remaining contractual life of the warrants outstanding as of September 30, 2022 was as follows: SCHEDULE OF WARRANTS OUTSTANDING 9/30/2022 Exercisable Price Stock Warrants Outstanding Stock Warrants Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0255 5,000,000 5,000,000 4.46 $ 0.04 125,000,000 125,000,000 3.52 $ 0.05 9,375,000 9,375,000 3.51 $ 0.06 83,333,334 83,333,334 3.82 $ 0.075 6,250,000 6,250,000 3.82 228,958,334 228,958,334 During the period, the Company recognized warrant compensation at fair value in the amount $ 115,102 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 5. COMMITMENTS AND CONTINGENCIES The Company rents office space on a yearly basis with a monthly rent payment in the amount of $ 550 In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s financial position or results of operations. On March 15, 2022, the Company entered into an advisor agreement for services regarding various aspects of the Company’s business, including but not limited to technology, business development, and product development. The Company granted 5,000,000 138,889 5,000 As of September 30, 2022, there were no legal proceedings against the Company. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | 6. SUBSEQUENT EVENT Management has evaluated subsequent events according to the requirements of ASC TOPIC 855 and has reported the following subsequent event. On October 30, 2022, the Company executed an amendment to the Sponsored Research Agreement with UCLA with an expanded scope of research work, a new expiration date of December 31, 2025 and increased research funding of $ 2,797,368 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition The Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. The Company adopted Accounting Standards Codification (“ASC”) 606, whereby revenue will be recognized as performance obligations are satisfied and customers obtain control of goods or services. However, in the event of a loss on a sale is foreseen, the Company will recognize the loss as it is determined. To date, the Company has not had significant revenues and is in the development stage. |
Cash and Cash Equivalent | Cash and Cash Equivalent The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Concentration Risk | Concentration Risk Cash includes amounts deposited in financial institutions in excess of insurable Federal Deposit Insurance Company (FDIC) limits. At times throughout the year, the Company may maintain cash balances in certain bank accounts in excess of FDIC limits. As of September 30, 2022, the cash balance in excess of the FDIC limits was $ 5,048,352 |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements. Significant estimates made in preparing these financial statements, include the estimate of useful lives of property and equipment, the deferred tax valuation allowance, derivative liabilities and the fair value of stock options. Actual results could differ from those estimates. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives: SCHEDULE OF PROPERTY AND EQUIPMENT Computer equipment 5 Machinery and equipment 10 Depreciation expense for the nine months ended September 30, 2022 and 2021 was $ 3,188 3,274 NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Intangible Assets | Intangible Assets The Company has patent applications to protect the inventions and processes behind its proprietary bio-based back-sheet, a protective covering for the back of photovoltaic solar modules traditionally made from petroleum-based film. Intangible assets that have finite useful lives continue to be amortized over their useful lives. SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES Useful Lives 9/30/2022 12/31/2021 Patents $ 45,336 $ 45,336 Less accumulated amortization 15 (20,401 ) (18,134 ) Intangible assets $ 24,935 $ 27,202 Amortization expense for the nine months ended September 30, 2022 and the year ended December 31, 2021 was $ 2,266 3,022 |
Stock-Based Compensation | Stock-Based Compensation The Company measures the cost of employee services received in exchange for an equity award based on the grant-date fair value of the award. All grants under our stock-based compensation programs are accounted for at fair value and that cost is recognized over the period during which an employee, consultant, or director are required to provide service in exchange for the award (the vesting period). Compensation expense for options granted to employees and non-employees is determined in accordance with the standard as the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. Compensation expense for awards granted is re-measured each period. On March 24, 2015, the Company granted 2,450,000 13,500,000 2,450,000 13,500,000 On February 18, 2021, the Company granted 450,000,000 0.091 0.028 7 400,000,000 200,000,000 24 8,333,333 50,000,000 36 1,388,889 450,000,000 450,000,000 On March 1, 2022, the Company issued 5,000,000 1,000 On March 15, 2022, the Company granted 5,000,000 138,889 36 5,000,000 On April 12, 2022, the Company granted 450,000,000 0.021 7 400,000,000 316,666,662 83,333,338 10 100 50,000,000 19,444,446 30,555,554 22 100 450,000,000 Determining the appropriate fair value of the stock-based compensation requires the input of subjective assumptions, including the expected life of the stock-based payment and stock price volatility. The Company used Black Scholes to value its stock option awards which incorporated the Company’s stock price, volatility, U.S. risk-free rate, dividend rate, and estimated life. The stock options terminate seven (7) years from the date of grant or upon termination of employment. 455,000,000 |
Research and Development | Research and Development Research and development costs are expensed as incurred. Total research and development costs were $ 681,637 757,014 NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) |
Net Earnings (Loss) per Share Calculations | Net Earnings (Loss) per Share Calculations Net earnings (Loss) per share dictates the calculation of basic earnings (loss) per share and diluted earnings per share. Basic earnings (loss) per share are computed by dividing by the weighted average number of common shares outstanding during the year. Diluted net earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the effect of stock options and stock-based awards (Note 4), plus the assumed conversion of convertible debt (Note 5). For the nine months ended September 30, 2022, the Company has not included shares issuable from 455,000,000 228,958,334 For the nine months ended September 30, 2021, the Company has included shares issuable from convertible debt of $ 107,000 465,950,000 SCHEDULE OF NET EARNINGS PER SHARE 2022 2021 For the Nine Months Ended September 30, 2022 2021 Income (Loss) to common shareholders (Numerator) $ (9,086,347 ) $ 44,159,210 Basic weighted average number of common shares outstanding (Denominator) 705,126,846 307,746,182 Diluted weighted average number of common shares outstanding (Denominator) 705,126,846 773,696,182 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair Value of Financial Instruments requires disclosure of the fair value information, whether recognized in the balance sheet, where it is practicable to estimate that value. As of September 30, 2022, the amounts reported for cash, inventory, prepaid expenses, accounts payable, and accrued expenses, approximate the fair value because of their short maturities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as 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 or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. As of September 30, 2022, there were no financial instruments to report. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements. |
Reclassification | Reclassification Certain amounts in the 2021 financial statements have been reclassified to conform to the presentation used in the 2022 financial statements. There was no material impact on any of the Company’s previously issued financial statements. NEWHYDROGEN, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS – UNAUDITED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment are stated at cost, and are depreciated using straight line over its estimated useful lives: SCHEDULE OF PROPERTY AND EQUIPMENT Computer equipment 5 Machinery and equipment 10 |
SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES | SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES Useful Lives 9/30/2022 12/31/2021 Patents $ 45,336 $ 45,336 Less accumulated amortization 15 (20,401 ) (18,134 ) Intangible assets $ 24,935 $ 27,202 |
SCHEDULE OF NET EARNINGS PER SHARE | SCHEDULE OF NET EARNINGS PER SHARE 2022 2021 For the Nine Months Ended September 30, 2022 2021 Income (Loss) to common shareholders (Numerator) $ (9,086,347 ) $ 44,159,210 Basic weighted average number of common shares outstanding (Denominator) 705,126,846 307,746,182 Diluted weighted average number of common shares outstanding (Denominator) 705,126,846 773,696,182 |
CAPITAL STOCK (Tables)
CAPITAL STOCK (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
SCHEDULE OF EXTINGUISHMENT OF DEBT | SCHEDULE OF EXTINGUISHMENT OF DEBT Per Valuation Preferred shares issued 34,853 Stated value of debt and interest $ 3,485,313 Calculated fair value of preferred shares $ 85,555,201 Fair value of derivative liability removed $ (178,736,187 ) Gain $ 93,180,986 |
STOCK OPTIONS AND WARRANTS (Tab
STOCK OPTIONS AND WARRANTS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF STOCK OPTIONS | SCHEDULE OF STOCK OPTIONS 9/30/2022 Number of Options Weighted average exercise price Outstanding as of the beginning of the periods 465,950,000 $ 0.0385 Granted 455,000,000 $ 0.0210 Exercised - - Expired/Cancelled (465,950,000 ) $ 0.0350 Outstanding as of the end of the periods 455,000,000 $ 0.0210 Exercisable as of the end of the periods 393,656,487 $ 0.0296 |
SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING | The weighted average remaining contractual life of options outstanding as of September 30, 2022 was as follows: SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING 9/30/2022 Exercisable Price Stock Options Outstanding Stock Options Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0223 5,000,000 908,676 2.46 $ 0.021 450,000,000 392,747,811 6.54 455,000,000 393,656,487 |
SCHEDULE OF WARRANTS ACTIVITY | SCHEDULE OF WARRANTS ACTIVITY 9/30/2022 Number of Warrants Weighted average exercise price Outstanding as of the beginning of the periods 223,958,334 $ 0.0488 Issued - - Purchased 5,000,000 $ 0.0255 Expired - - Outstanding as of the end of the periods 228,958,334 $ 0.0483 Exercisable as of the end of the periods 228,958,334 $ 0.0483 |
SCHEDULE OF WARRANTS OUTSTANDING | The weighted average remaining contractual life of the warrants outstanding as of September 30, 2022 was as follows: SCHEDULE OF WARRANTS OUTSTANDING 9/30/2022 Exercisable Price Stock Warrants Outstanding Stock Warrants Exercisable Weighted Average Remaining Contractual Life (years) $ 0.0255 5,000,000 5,000,000 4.46 $ 0.04 125,000,000 125,000,000 3.52 $ 0.05 9,375,000 9,375,000 3.51 $ 0.06 83,333,334 83,333,334 3.82 $ 0.075 6,250,000 6,250,000 3.82 228,958,334 228,958,334 |
Basis of Presentation (Details
Basis of Presentation (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||||
Net loss | $ 2,824,625 | $ 2,706,949 | $ 9,086,347 | $ (40,922,477) | |
Shareholders equity | $ 1,963,414 | $ 1,963,414 | $ 3,202,471 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 5 years |
Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 10 years |
SCHEDULE OF INTANGIBLE ASSETS A
SCHEDULE OF INTANGIBLE ASSETS AMORTIZED OVER THEIR USEFUL LIVES (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Patents | $ 45,336 | $ 45,336 |
Less accumulated amortization | $ (20,401) | (18,134) |
Intangible assets, useful lives | 15 years | |
Intangible assets | $ 24,935 | $ 27,202 |
SCHEDULE OF NET EARNINGS PER SH
SCHEDULE OF NET EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | ||||
Income (Loss) to common shareholders (Numerator) | $ (9,086,347) | $ 44,159,210 | ||
Basic weighted average number of common shares outstanding (Denominator) | 705,126,846 | 708,648,225 | 705,126,846 | 307,746,182 |
Diluted weighted average number of common shares outstanding (Denominator) | 705,126,846 | 708,648,225 | 705,126,846 | 773,696,182 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||
Apr. 12, 2022 | Mar. 15, 2022 | Mar. 01, 2022 | Mar. 26, 2021 | Mar. 18, 2021 | Feb. 18, 2021 | Sep. 02, 2015 | Mar. 24, 2015 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Mar. 24, 2022 | Sep. 29, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Cash, FDIC insured amount | $ 5,048,352 | $ 5,048,352 | |||||||||||||
Depreciation expense | 3,188 | $ 3,274 | |||||||||||||
Amortization expense | $ 2,266 | $ 3,022 | |||||||||||||
Stock options granted | 5,000,000 | 5,000,000 | |||||||||||||
Stock options exercisable | 393,656,487 | 393,656,487 | 2,450,000 | ||||||||||||
Stock options, outstanding | 455,000,000 | 455,000,000 | 465,950,000 | ||||||||||||
Exercise price | $ 0.0296 | $ 0.0296 | $ 0.028 | ||||||||||||
Option exercisable | 138,889 | ||||||||||||||
Option immediate exercisable | 393,656,487 | 393,656,487 | |||||||||||||
Issuance of common shares to purchase warrants | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||
Purchase price of warrants | $ 1,000 | $ 1,000 | |||||||||||||
Stock options termination description | The stock options terminate seven (7) years from the date of grant or upon termination of employment. | ||||||||||||||
Research and development costs | $ 230,546 | $ 248,574 | $ 681,637 | 757,014 | |||||||||||
Warrants outstanding | 228,958,334 | 228,958,334 | |||||||||||||
Share issuable from convertible debt | $ 107,000 | ||||||||||||||
Share issuable from convertible debt, Shares | 34,853 | 465,950,000 | |||||||||||||
Employee [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 450,000,000 | 450,000,000 | 2,450,000 | ||||||||||||
Stock options, outstanding | 450,000,000 | 450,000,000 | |||||||||||||
Exercise price | $ 0.021 | $ 0.091 | |||||||||||||
Exercisable period | 7 months | 7 years | |||||||||||||
Option exercisable | 400,000,000 | ||||||||||||||
Option immediate exercisable | 316,666,662 | ||||||||||||||
Remaining options exercisable | 83,333,338 | ||||||||||||||
Employee [Member] | First Installment 24 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 450,000,000 | ||||||||||||||
Exercisable period | 24 months | ||||||||||||||
Option exercisable | 8,333,333 | ||||||||||||||
Employee [Member] | First Installment 36 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 5,000,000 | ||||||||||||||
Stock options, outstanding | 5,000,000 | 5,000,000 | |||||||||||||
Exercisable period | 36 months | 36 months | |||||||||||||
Option exercisable | 138,889 | 1,388,889 | |||||||||||||
Employee [Member] | First Installment 10 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Exercisable period | 10 months | ||||||||||||||
Option exercisable | 50,000,000 | ||||||||||||||
Option immediate exercisable | 19,444,446 | ||||||||||||||
Remaining options exercisable | 30,555,554 | ||||||||||||||
Vested Option Percentage | 100% | ||||||||||||||
Employee [Member] | First Installment 22 Months [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Exercisable period | 22 months | ||||||||||||||
Vested Option Percentage | 100% | ||||||||||||||
Employee [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Option exercisable | 400,000,000 | ||||||||||||||
Option immediate exercisable | 200,000,000 | ||||||||||||||
Employee [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Option immediate exercisable | 50,000,000 | ||||||||||||||
Options cancelled | 450,000,000 | ||||||||||||||
Director [Member] | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||||||
Stock options granted | 13,500,000 | ||||||||||||||
Stock options, outstanding | 13,500,000 |
SCHEDULE OF EXTINGUISHMENT OF D
SCHEDULE OF EXTINGUISHMENT OF DEBT (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 26, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | |||||
Preferred shares issue | 34,853 | 465,950,000 | |||
Stated value of debt and interest | $ 3,485,313 | ||||
Calculated fair value of preferred shares | 85,555,201 | ||||
Fair value of derivative liability removed | (178,736,187) | ||||
Gain | $ 93,180,986 | $ 93,180,986 |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) | 3 Months Ended | 9 Months Ended | |||||
Mar. 01, 2022 $ / shares shares | Mar. 26, 2021 USD ($) $ / shares shares | Jan. 14, 2021 | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) $ / shares shares | |
Class of Stock [Line Items] | |||||||
Debt conversion, shares | 34,853 | 465,950,000 | |||||
Debt conversion, amount | $ | $ 107,000 | ||||||
Debt conversion, principal and interest amount | $ | $ 3,485,313 | ||||||
Gain on settlement | $ | 93,180,986 | $ 93,180,986 | |||||
Warrants to purchase common stock | 5,000,000 | 5,000,000 | 5,000,000 | ||||
Purchase price of warrants | $ / shares | $ 1,000 | $ 1,000 | |||||
Number of common shares returned and cancelled | 10,369,205 | ||||||
Convertible Promissory Notes [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion, shares | 21,964,188 | ||||||
Debt conversion, amount | $ | $ 184,124 | ||||||
Accrued interest | $ | 20,851 | ||||||
Other fees | $ | 1,000 | $ 1,000 | |||||
Convertible Promissory Notes Two [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion, shares | 73,273,212 | ||||||
Debt conversion, amount | $ | $ 587,628 | ||||||
Accrued interest | $ | 74,006 | ||||||
Other fees | $ | $ 500 | $ 500 | |||||
Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued during the period private placement | 208,333,334 | ||||||
Share issued for services | 1,000,000 | ||||||
Shares issued for conversion of preferred stock | 28,000,000 | ||||||
Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued for conversion of preferred stock | (392) | ||||||
Shares issued for conversion of preferred stock | 392 | ||||||
Maximum [Member] | Convertible Promissory Notes [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion price per share | $ / shares | $ 0.0641 | $ 0.0641 | |||||
Maximum [Member] | Convertible Promissory Notes Two [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion price per share | $ / shares | 0.0172 | 0.0172 | |||||
Minimum [Member] | Convertible Promissory Notes [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion price per share | $ / shares | 0.0014 | 0.0014 | |||||
Minimum [Member] | Convertible Promissory Notes Two [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion price per share | $ / shares | 0.00495 | $ 0.00495 | |||||
Investor [Member] | Securities Purchase Agreement [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued during the period private placement | 52,000,000 | ||||||
Exercise price | $ / shares | $ 0.06 | $ 0.06 | |||||
Investor [Member] | Securities Purchase Agreement [Member] | Maximum [Member] | Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued during the period private placement | 31,333,334 | ||||||
Investor [Member] | Securities Purchase Agreement [Member] | Maximum [Member] | Warrant [Member] | |||||||
Class of Stock [Line Items] | |||||||
Warrants to purchase common stock | 83,333,334 | 83,333,334 | |||||
Investor [Member] | Securities Purchase Agreement One [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued during the period private placement | 65,000,000 | ||||||
Exercise price | $ / shares | $ 0.04 | $ 0.04 | |||||
Investor [Member] | Securities Purchase Agreement One [Member] | Maximum [Member] | Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued during the period private placement | 60,000,000 | ||||||
Investor [Member] | Securities Purchase Agreement One [Member] | Maximum [Member] | Warrant [Member] | |||||||
Class of Stock [Line Items] | |||||||
Warrants to purchase common stock | 125,000,000 | 125,000,000 | |||||
Convertible Debt [Member] | |||||||
Class of Stock [Line Items] | |||||||
Gain on settlement | $ | $ 93,180,986 | ||||||
Series C Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Debt conversion, shares | 34,853 | ||||||
Debt conversion, amount | $ | $ 3,485,313 | ||||||
Preferred stock, stated value | $ / shares | $ 100 | $ 100 | |||||
Preferred stock conversion price | $ / shares | $ 0.0014 | $ 0.0014 | |||||
Debt conversion, principal amount | $ | 2,462,060 | ||||||
Debt conversion, interest amount | $ | $ 1,023,253 | ||||||
Stock price | $ / shares | $ 0.075 | ||||||
Series C Preferred Stock [Member] | Measurement Input, Price Volatility [Member] | |||||||
Class of Stock [Line Items] | |||||||
Equity security measurement input | 206.03 | ||||||
Series C Preferred Stock [Member] | Measurement Input, Expected Term [Member] | |||||||
Class of Stock [Line Items] | |||||||
Convertible debt measurement input term | 5 years | ||||||
Series B Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, rights description | the Board of Directors adopted a certificate of designation establishing the rights, preferences, privileges and other terms of 1,000 Series B Preferred Stock, par value $0.0001 per share, providing for supermajority voting rights to holders of Series B Preferred Stock. |
SCHEDULE OF STOCK OPTIONS (Deta
SCHEDULE OF STOCK OPTIONS (Details) | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Number of Options, Outstanding, Beginning Balance | shares | 465,950,000 |
Weighted average exercise price, Outstanding, Beginning Balance | $ / shares | $ 0.0385 |
Number of Options, Granted | shares | 455,000,000 |
Weighted average exercise price, Granted | $ / shares | $ 0.0210 |
Number of Options, Exercised | shares | |
Weighted average exercise price, Exercised | $ / shares | |
Number of Options, Expired or Cancelled | shares | (465,950,000) |
Weighted average exercise price, Expired or Cancelled | $ / shares | $ 0.0350 |
Number of Options, Outstanding, End Balance | shares | 455,000,000 |
Weighted average exercise price, Outstanding, End Balance | $ / shares | $ 0.0210 |
Number of Options, Exercisable, End Balance | shares | 393,656,487 |
Weighted average exercise price, Exercisable, End Balance | $ / shares | $ 0.0296 |
SCHEDULE OF WEIGHTED AVERAGE RE
SCHEDULE OF WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OPTIONS OUTSTANDING (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2022 | Mar. 24, 2022 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Stock Options Outstanding | 455,000,000 | |
Stock Options Exercisable | 393,656,487 | 2,450,000 |
Exercisable Prices One [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.0223 | |
Stock Options Outstanding | 5,000,000 | |
Stock Options Exercisable | 908,676 | |
Weighted Average Remaining Contractual Life (years) | 2 years 5 months 15 days | |
Exercisable Prices Two [Member] | ||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Exercisable Price | $ 0.021 | |
Stock Options Outstanding | 450,000,000 | |
Stock Options Exercisable | 392,747,811 | |
Weighted Average Remaining Contractual Life (years) | 6 years 6 months 14 days |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Number of Warrants, Outstanding as of the beginning of the periods | shares | 223,958,334 |
Weighted average exercise price, Outstanding as of the beginning of the periods | $ / shares | $ 0.0488 |
Number of Warrants, Issued | shares | |
Weighted average exercise price, Issued | $ / shares | |
Number of Warrants, Purchased | shares | 5,000,000 |
Weighted average exercise price, Purchased | $ / shares | $ 0.0255 |
Number of Warrants, Expired | shares | |
Weighted average exercise price, Expired | $ / shares | |
Number of Warrants, Outstanding as of the end of the periods | shares | 228,958,334 |
Weighted average exercise price, Outstanding as of the end of the periods | $ / shares | $ 0.0483 |
Number of Warrants, Exercisable as of the end of the periods | shares | 228,958,334 |
Weighted average exercise price, Exercisable as of the end of the periods | $ / shares | $ 0.0483 |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING (Details) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Class of Warrant or Right [Line Items] | ||
Stock Warrants Outstanding | 228,958,334 | 223,958,334 |
Stock Warrants Exercisable | 228,958,334 | |
Warrant One [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercisable Price | $ 0.0255 | |
Stock Warrants Outstanding | 5,000,000 | |
Stock Warrants Exercisable | 5,000,000 | |
Weighted Average Remaining Contractua Life (years) | 4 years 5 months 15 days | |
Warrant Two [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercisable Price | $ 0.04 | |
Stock Warrants Outstanding | 125,000,000 | |
Stock Warrants Exercisable | 125,000,000 | |
Weighted Average Remaining Contractua Life (years) | 3 years 6 months 7 days | |
Warrant Three [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercisable Price | $ 0.05 | |
Stock Warrants Outstanding | 9,375,000 | |
Stock Warrants Exercisable | 9,375,000 | |
Weighted Average Remaining Contractua Life (years) | 3 years 6 months 3 days | |
Warrant Four [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercisable Price | $ 0.06 | |
Stock Warrants Outstanding | 83,333,334 | |
Stock Warrants Exercisable | 83,333,334 | |
Weighted Average Remaining Contractua Life (years) | 3 years 9 months 25 days | |
Warrant Five [Member] | ||
Class of Warrant or Right [Line Items] | ||
Exercisable Price | $ 0.075 | |
Stock Warrants Outstanding | 6,250,000 | |
Stock Warrants Exercisable | 6,250,000 | |
Weighted Average Remaining Contractua Life (years) | 3 years 9 months 25 days |
STOCK OPTIONS AND WARRANTS (Det
STOCK OPTIONS AND WARRANTS (Details Narrative) - USD ($) | 9 Months Ended | |||
Mar. 15, 2022 | Mar. 01, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Number of options, granted | 5,000,000 | 5,000,000 | ||
Stock-based compensation expense | $ 7,846,290 | $ 20,126,314 | ||
Options outstanding, intrinsic value | $ 0 | |||
Warrants to purchase common stock | 5,000,000 | 5,000,000 | ||
Purchase price of warrants | $ 1,000 | $ 1,000 | ||
Warrant compensation fair value | $ 115,102 | |||
Options Held [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 7,731,188 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 9 Months Ended | |
Mar. 15, 2022 | Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Monthly rent payment | $ 550 | |
Stock option granted shares | 5,000,000 | 5,000,000 |
Vested shares | 138,889 | |
Cash compensation | $ 5,000 |
SUBSEQUENT EVENT (Details Narra
SUBSEQUENT EVENT (Details Narrative) | Oct. 30, 2022 USD ($) |
Sponsored Research Agreement [Member] | UCLA [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Amount of increased research funding | $ 2,797,368 |