Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | May 31, 2023 | Jun. 30, 2021 | |
Details | |||
Registrant CIK | 0001379245 | ||
Fiscal Year End | --12-31 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 333-139045 | ||
Entity Registrant Name | ENIGMA-BULWARK, LTD. | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 46-4733512 | ||
Entity Address, Address Line One | 3415 South Sepulveda Blvd., Suite 1100-#1234 | ||
Entity Address, City or Town | Los Angeles | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 90034 | ||
Phone Fax Number Description | Registrant's telephone number | ||
City Area Code | 888 | ||
Local Phone Number | 287-9994 | ||
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 | true | ||
Entity Ex Transition Period | false | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 6,462 | ||
Entity Common Stock, Shares Outstanding | 136,591,547 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 90,480 | $ 102,585 |
Accounts receivable, net of allowance | 145,510 | 194,701 |
Prepaid expenses | 4,800 | 5,384 |
Total current assets | 240,790 | 302,670 |
Non-current assets | ||
Investment in securities | 1,207 | 1,207 |
Property and equipment, net | 0 | 238 |
Intangible assets, net | 27,966 | 29,566 |
Other assets | 1,300 | 5,800 |
Total non-current assets | 30,473 | 36,811 |
TOTAL ASSETS | 271,263 | 339,481 |
Current liabilities | ||
Accounts payable and accrued expenses | 2,467,443 | 2,044,550 |
Notes and loans payable | 169,605 | 169,605 |
Notes payable, related party, net of unamortized discount | 21,000 | 20,204 |
Note payable, convertible | 500,000 | 500,000 |
Notes payable, convertible, related party | 1,520,460 | 1,099,247 |
Related party payables | 446,543 | 286,966 |
Total current liabilities | 5,125,051 | 4,120,572 |
Long-term liabilities | ||
Notes and convertible notes payable | 426,464 | 0 |
Notes payable, related party, convertible, net of unamortized discount | 2,840,636 | 2,856,556 |
Total long-term liabilities | 3,267,100 | 2,856,556 |
Total liabilities | 8,392,151 | 6,977,128 |
Stockholders' deficit | ||
Preferred Stock | 0 | 0 |
Common stock, $0.001 par value, 250,000,000 shares authorized, 108,239,317 issued and outstanding as of December 31, 2020 and 2019 | 108,239 | 108,239 |
Additional paid in capital | 12,698,437 | 12,404,190 |
Subscriptions receivable | (5,000) | (5,000) |
Accumulated deficit | (20,918,412) | (19,140,924) |
Accumulated comprehensive losses | (4,152) | (4,152) |
Total stockholders' deficit | (8,120,888) | (6,637,647) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 271,263 | $ 339,481 |
Consolidated Balance Sheets - P
Consolidated Balance Sheets - Parenthetical - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Consolidated Balance Sheets | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 25,000,000 | 25,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 |
Common Stock, Shares Issued and Outstanding | 108,239,317 | 108,239,317 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Consolidated Statements of Income | ||
Revenue | $ 1,474,955 | $ 580,574 |
Cost of sales | 1,204,899 | 442,161 |
Gross profit | 270,056 | 138,413 |
General and administrative expenses | 1,491,174 | 1,632,481 |
Operating loss | (1,221,118) | (1,494,068) |
Other expenses | ||
Interest expense | (315,577) | (228,428) |
Discount amortization | (240,793) | (394) |
Total other expenses | (556,370) | (228,822) |
Net loss | (1,777,488) | (1,722,890) |
Comprehensive loss | ||
Unrealized loss on securities | 0 | (1,206) |
Net comprehensive loss | 0 | (1,206) |
Net loss and comprehensive loss | $ (1,777,488) | $ (1,724,096) |
Net loss per share - basic and diluted | $ (0.016) | $ (0.020) |
Weighted average common shares outstanding - basic and diluted | 108,239,317 | 86,160,416 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Deficit - USD ($) | Common Stock, Shares | Common Stock, Value | Paid In Capital | Subscriptions Receivable | Accumulated Deficit | AOCI | Total |
Equity Balance at Dec. 31, 2018 | $ 77,382 | $ 11,057,620 | $ (7,000) | $ (17,418,034) | $ (2,946) | $ 6,293,228 | |
EquityBalance,Shares at Dec. 31, 2018 | 77,382,753 | ||||||
Stock Issued During Period, Value, Issued for Services | 20,044 | 486,896 | (1,710) | 505,230 | |||
Stock Issued During Period, Shares, Issued for Services | 20,044,000 | ||||||
Issuance of stock award to officer | 6,000 | 54,000 | 60,000 | ||||
Issuance of stock award to officer, shares | 6,000,000 | ||||||
Adjustment to Additional Paid-in Capital, Convertible Debt Instrument Issued at Substantial Premium | 755,657 | 755,657 | |||||
Stock Issued During Period, Value, Stock Options Exercised | 4,813 | 19,250 | 24,063 | ||||
Exercise of stock options-officers/director | 4,812,564 | ||||||
Amortization of restricted stock award | 3,000 | 3,000 | |||||
Amortization of ESOP Award | 28,017 | 28,017 | |||||
Net loss and comprehensive loss | (1,722,890) | (1,724,096) | |||||
Other Comprehensive Income (Loss), Net of Tax | (1,206) | ||||||
Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Dec. 31, 2019 | $ 108,239,317 | 108,239 | 12,404,190 | (5,000) | (19,140,924) | (4,152) | (6,637,647) |
Stockholders' Equity Note, Subscriptions Receivable | 3,710 | 3,710 | |||||
Adjustment to Additional Paid-in Capital, Convertible Debt Instrument Issued at Substantial Premium | 291,039 | 291,039 | |||||
Amortization of restricted stock award | 3,000 | 3,000 | |||||
Amortization of ESOP Award | 208 | 208 | |||||
Net loss and comprehensive loss | (1,777,488) | (1,777,488) | |||||
Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Dec. 31, 2020 | $ 108,239,317 | $ 108,239 | $ 12,698,437 | $ (5,000) | $ (20,918,412) | $ (4,152) | $ (8,120,888) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flow from operating activities | ||
Net loss and comprehensive loss | $ (1,777,488) | $ (1,724,096) |
Comprehensive loss | 0 | (1,206) |
Net loss | (1,777,488) | (1,722,890) |
Adjustments to reconcile net loss to net cash provided by operating activities | ||
Stock compensation/amortization of deferred compensation | 3,208 | 582,913 |
Accruals converted to related party loans | 1,026,635 | 1,465,261 |
Depreciation and amortization | 1,838 | 2,072 |
Discount amortization | 240,793 | 394 |
Changes in operating assets and liabilities | ||
(Increase) decrease in accounts receivable | 35,191 | (194,701) |
( Increase) decrease in prepaid expenses | 584 | (5,384) |
Decrease in other assets | 4,500 | 0 |
Increase in accounts payable and accrued expenses | 422,894 | 461,608 |
Increase (decrease) in related party payables | 159,577 | (516,795) |
Net cash provided by operating activities | 131,732 | 72,478 |
Allowance for doubtful accounts | 14,000 | 0 |
Cash flow from financing activities | ||
Proceeds from promissory note, related party | 0 | 50,000 |
Repayment of promissory note, related party | 0 | (50,000) |
Repayment of convertible promissory note, related party | (143,837) | (11,000) |
Proceeds from the issuance of common stock | 0 | 41,107 |
Net cash provided (used) by financing activities | (143,837) | 30,107 |
Net increase (decrease) in cash | (12,105) | 102,585 |
Cash - beginning of period | 102,585 | 0 |
Cash - end of period | 90,480 | 102,585 |
NONCASH ACTIVITIES | ||
Fair value of beneficial conversion feature of convertible promissory notes | 291,039 | 755,657 |
Conversion of related party payable to related party convertible note payable | 1,026,635 | 1,465,261 |
Imputed interest on related party promissory note | 0 | 1,190 |
Reduction of related party promissory note for payment of common stock | 0 | 4,000 |
Reduction of related party convertible promissory note for payment of common stock | 0 | 1,500 |
Reduction of related party payable for payment of common stock | 0 | 5,500 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest paid | 20,972 | 15,339 |
Income taxes paid | $ 0 | $ 0 |
Overview and Nature of Business
Overview and Nature of Business | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Overview and Nature of Business | NOTE 1. OVERVIEW AND NATURE OF BUSINESS The Company was incorporated in Nevada on September 30, 2005, and is a headquartered in Los Angeles, California. Formerly PearTrack Security Systems, Inc., the Company’s name was changed to Enigma-Bulwark, Ltd., on October 9, 2019, pursuant to a majority of the Company’s shareholders and unanimous resolution of the board of directors. The Company is a security and risk management company that provides physical security, technology-systems integration, and risk management advisory services. Services offered to assess and mitigate risk include security guards, risk management analysis, and proprietary and third-party technology and software. Target markets include corporations, governments and individuals across the globe. The Company’s revenue is currently derived from advisory and security service fees. In 2019, the Company was presented with an opportunity to start a security and risk management business headquartered in Cape Town, South Africa, and identified key management to operate the business unit. On August 30, 2019, the Company formed Enigma-Bulwark Risk Management, Inc., a Delaware corporation and wholly-owned subsidiary (“EBRM”), to maintain the Company’s security and risk management operations and assets. In addition, EBRM acquired 100% of the shares of Enigma-Bulwark Security, Inc., a Delaware corporation formed by the Company in May 2019 (“EBS”). The Company attracted key senior management talent with backgrounds in structured finance, insurance, management, and M&A. On August 8, 2019, EBS received its license to provide physical security officers from the Florida Department of Agriculture and Consumer Services, and commenced its security protection operations in southern Florida, providing security services to the hospitality industry, as well as large events and VIPs/celebrities. EBS services include security guards, both armed and unarmed, as well as CCTV and video capture technology and security consulting services. As of December 31, 2020, the Company was structured with four wholly-owned subsidiaries: Enigma-Bulwark Risk Management, Inc., a Delaware corporation, and PearTrack Systems Group, Ltd. (“PTSG”), Ecologic Products, Inc.{“EPI”), and Ecologic Car Rentals, Inc. (“ECR”), all Nevada corporations. The Company’s current business activities are diversified into two specific markets: security and risk management, and remote/mobile asset tracking products. The Company intends to provide a unique solution to security issues in the intermodal shipping container marketplace, with its patented container tracking and locking system, EnigmaLok (formerly PearLoxx), the rights of which were licensed to the Company in perpetuity in 2015. Through the subsidiaries, Ecologic Car Rentals, Inc. and Ecologic Products, Inc., the Company continues its pursuits for strategic opportunities for its shareholders, as management believes that the brands have value for companies with environmentally-friendly consumer-related products and services. Going Concern The Company has incurred losses since inception resulting in a current year net loss of $1,777,488, an accumulated deficit of $20,918,412, and a working capital deficit of $4,884,261, and further losses are anticipated. The Company’s ability to continue as a going concern is dependent upon its ability to generate profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due, which may not be available at commercially reasonable terms There can be no assurance that the Company will be able to continue to raise funds, in which case the Company may be unable to meet its obligations and the Company may cease operations. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements reflect all adjustments consisting of normal recurring adjustments, which, in the opinion of management, are necessary for a fair presentation of the results for the periods shown. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue as a going concern. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation This summary of significant accounting policies is presented to assist in understanding the Company’s consolidated financial statements. 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 consolidated financial statements. The Company’s fiscal year end is December 31. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, PearTrack Systems Group, Ltd., Ecologic Products, Inc. and Ecologic Car Rentals, Inc. All significant inter-company accounts and transactions have been eliminated. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management routinely makes judgments and estimates about the effects of matters that are inherently uncertain. Estimates that are critical to the accompanying consolidated financial statements include the estimates related to asset impairments of long-lived assets and investments, classification of expenditures as either an asset or an expense, valuation of deferred tax assets, and the likelihood of loss contingencies. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Estimates and assumptions are revised periodically, and the effects of revisions are reflected in the consolidated financial statements in the period it is determined to be necessary. Actual results could differ from these estimates. Fair Value Hierarchy The Company utilizes the three-level valuation hierarchy for the recognition and disclosure of fair value measurements. The categorization of assets and liabilities within this hierarchy is based upon the lowest level of input that is significant to the measurement of fair value. The three levels of the hierarchy consist of the following: Level 1: Level 2: Level 3: The Company’s investment in securities are classified as Level 1 assets, and were valued using the quoted prices in the active market (Note 3). Fair Value of Financial Instruments As of December 31, 2020 and 2019, respectively, the carrying values of Company’s Level 1 financial instruments including cash and cash equivalents, investments in securities, accounts receivable, accounts payable, and short-term debt approximate fair value. The fair value of Level 3 instruments is calculated as the net present value of expected cash flows based on externally provided or obtained inputs. Certain Level 3 instruments may also be based on sales prices of similar assets. The Company’s fair value calculations take into consideration the credit risk of both the Company and its counterparties as of the date of valuation. Cash and Cash Equivalents The Company considers cash in banks, deposits in transit, and highly-liquid debt instruments purchased with original maturities of three months or less to be cash and cash equivalents. As of December 31, 2020 and 2019, the Company had no cash equivalents. Accounts Receivable Accounts receivable are stated net of an allowance for doubtful accounts. The accounts receivable balance primarily includes amounts from customers of the Company’s security services. Charges to bad debt are based on both historical write-offs and specifically identified receivables. As of December 31, 2020, and 2019, respectively, an allowance for doubtful accounts was established in the amount of $14,000 and $0. Investments in Securities Investments in securities are accounted for using the equity method if the investment provides the Company the ability to exercise significant influence, but not control, over an investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method is appropriate. All other equity investments, which consist of investments for which the Company does not possess the ability to exercise significant influence, are accounted for under the mark to market method. Under the mark to market method of accounting, investments are marked to market, with unrealized gains and losses being excluded from earnings and reflected as a component of other comprehensive income. Property and Equipment Property and equipment is carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repairs and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity or improve the efficiency of the Company’s property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are 5 to 7 years. Intangible Assets Product processes, patents and customer lists are amortized on a straight-line basis over their estimated useful lives between 4 to 20 years. Application development stage costs for significant internally developed software projects are capitalized and amortized on a straight-line basis over the useful life, between 2 to 5 years. Costs to extend and maintain patents and trademarks are charged directly to expense as incurred. Impairment of Long-Lived Assets The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. Due to the Company’s recurring losses and lack of revenue from its intellectual properties, its intellectual properties were evaluated for impairment, and it was determined that expected future cash flows were sufficient for recoverability of the assets at December 31, 2020, and 2019. Convertible Debt The Company recognizes the advantageous value of conversion rights attached to convertible debt. Such rights give the debt holder the ability to convert debt into Common Stock at a price per share that is less than the trading price to the public on the date of the debt. The beneficial value is calculated as the intrinsic value (the market price of the stock at the commitment date in excess of the conversion rate) of the beneficial conversion feature of the debt, and is recorded as a discount to the related debt and an addition to additional paid in capital. The discount is amortized over the remaining outstanding period of related debt using the straight-line method. Revenue Recognition Revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service has been provided, and collectability is reasonably assured. The Company’s revenue is generated from customer contracts for its security services operations. As of December 31, 2020, the Company has not generated revenues from the commercialization of its intellectual properties. Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. These assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to reverse. The Company has net operating loss carryforwards available to reduce future taxable income. Future tax benefits for these net operating loss carryforwards are recognized to the extent that realization of these benefits is considered more likely than not. To the extent that the Company will not realize a future tax benefit, a valuation allowance is established. As of December 31, 2020, the Company has not yet filed its 2013 through 2019 annual corporate income tax returns, which were filed in April 2022. Due to the Company’s recurring losses, no corporate income taxes were due for these periods. Net Income (Loss) Per Common Share Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares and dilutive common stock equivalents outstanding. During the periods when anti-dilutive, Common Stock equivalents, if any, are not considered in the computation. Other Comprehensive Income (Loss) Other comprehensive income includes unrealized gains and losses on securities available for sale, and unrealized gains and losses resulting from foreign exchange differences. During the years ended December 31, 2020 and 2019, other comprehensive losses of $0 and $1,206 have been recognized. As of December 31, 2020 and 2019, respectively, other comprehensive losses of $4,152 and $4,152 have been accumulated. The following represents the accumulated comprehensive income activity: Unrealized Foreign Currency Exchange Unrealized Securities Gains (Losses) Total Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2018 $ 6,703 $ (9,649 ) $ (2,946 ) Gain (loss) -- (1,206 ) (1,206 ) Balance, December 31, 2019 6,703 (10,855 ) (4,152 ) Gain (loss) -- -- -- Balance, December 31, 2020 $ 6,703 $ (10,855 ) $ (4,152 ) Stock Based Compensation The Company records stock-based compensation using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued. Recent Accounting Pronouncements The Company evaluates the pronouncements of various authoritative accounting organizations, primarily the Financial Accounting Standards Board (“FASB”), the U.S. Securities and Exchange Commission (“SEC”), and the Emerging Issues Task Force (“EITF”), to determine the impact of new pronouncements on U.S. GAAP and the impact on the Company. The Company has recently adopted the following new accounting standards: Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases. Under the new guidance, lessees will be required to recognize the following for all leases (with the exception of short-term leases) at the commencement date: (a) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (b) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The ASU is effective for the Company beginning January 1, 2019, with early adoption permitted. In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). ASU 2017-11 addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. ASU 2017-11 also addresses the difficulty of navigating Topic 480, Distinguishing Liabilities from Equity, because of the existence of extensive pending content in the FASB Accounting Standards Codification ® In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 is effective for the Company for annual periods beginning after December 15, 2018, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842), Targeted Improvements. ASU 2018-11 addresses certain issues in implementing ASU 2016-02, Leases, which was issued to increase transparency ad comparability by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing transaction. ASU 2018-11 clarifies 1) comparative reporting requirements for initial adoption; and 2) for lessors only, separating lease and non-lease components in a contract and allocating the consideration in the contract to the separate components. The amendments in this Update related to separating components of a contract affect the amendments in Update 2016-02, which is effective for the Company for annual periods beginning after December 15, 2018, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018-13 modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, based on the concepts in the Concepts Statement, including the consideration of costs and benefits. ASU 2018-13 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other Internal-Use Software (Subtopic 350-40). ASU 2018-15 was issued to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. ASU 2018-15 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. The amendments to Topic 326 and other Topics in ASU 2019-04 clarify or address stakeholders’ specific issues about certain aspects of the amendments in Update 2016-13. The amendments to Topic 815 in ASU 2019-04 include items related to Update 2017- 12 and clarify certain aspects of Topic 815. The amendments to Topic 321 and other Topics in ASU 2019-04 relate to the amendments in Update 2016-01 and clarify certain aspects of the amendments in Update 2016-01. ASU 2019-04 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In November 2019, the FASB issued ASU No. 2019-10, Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842), Effective Dates. ASU 2019-10 was issued to apply changes in how to determine the effective dates for ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (Credit Losses); ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (Hedging); and ASU No. 2016-02, Leases (Topic 842) (Leases). Following ASU-2019-10, ASU 2016-13 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods; and ASU 2017-12 and ASU 2016-01 is effective for the Company for annual periods beginning after December 15, 2018, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. Not Yet Adopted: In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740). ASU 2019-12 was issued to simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for the Company for annual periods beginning after December 15, 2020, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its consolidated financial statements and related disclosures. In January 2020, the FASB issued ASU No. 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. ASU 2020-01 clarifies certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. ASU 2020-01 is effective for the Company for annual periods beginning after December 15, 2020, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its consolidated financial statements and related disclosures. In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 addresses issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity with a focus on amending the guidance on convertible instruments and the guidance on the derivatives scope exception for contracts in an entity’s own equity. ASU 2020-06 is effective for the Company for annual periods beginning after December 15, 2023, and interim periods. Early adoption is permitted. but no earlier than fiscal years beginning after December 15, 2020, including interim periods. The Company is currently evaluating the impact of the application of this accounting standard update on its consolidated financial statements and related disclosures. Recently Issued Accounting Standards Update There were various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries. None of the updates are expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. |
Investment in Securities
Investment in Securities | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Investment in Securities | NOTE 3. INVESTMENT IN SECURITIES As of December 31, 2020 and 2019, the Company held 12,061,854 shares of Amazonas Florestal, Ltd. (OTC:AZFL) Common Stock. The securities are classified as Level 1 investments (Note 2, Fair Value Hierarchy), and are valued using the quoted market prices. During the years ended December 31, 2020 and 2019, respectively, $0 and $1,206 in unrealized losses were recognized and included as part of comprehensive income (loss). As of December 31, 2020 and 2019, respectively, $10,855 and $10,855 in cumulative unrealized losses were recognized, and the securities held a fair value of $1,207 and $1,207. Management’s intent is to distribute the AZFL Shares in the form of a dividend, to the Company’s shareholders of record on March 16, 2012, once AZFL has filed an S1 Registration and registers the AZFL Shares. The date by which the Form S1 was to be filed was extended by mutual agreement to January 31, 2013. AZFL has not, to the Company’s knowledge, caused to register the AZFL shares by filing a Form S1, and is in default of its agreement with the Company. The Company has requested that AZFL complete the registration so the stock distribution can be completed. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Property and Equipment | NOTE 4. PROPERTY AND EQUIPMENT Property and equipment consists of the following: December 31, 2020 December 31, 2019 Office equipment $ 2,362 $ 2,362 Accumulated depreciation (2,362 ) (2,124 ) Property and equipment, net $ -- $ 238 During the years ended December 31, 2020 and 2019, respectively, $238 and $472 in depreciation was expensed. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Intangible Assets | NOTE 5. INTANGIBLE ASSETS Intangible assets consists of the following: December 31, 2020 December 31, 2019 Intellectual property $ 31,500 $ 31,500 Accumulated amortization (3,534 ) (1,934 ) Intellectual property, net 27,966 29,566 During the years ended December 31, 2020 and 2019, respectively, $1,600 and $1,600 in amortization was expensed. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Accounts Payable and Accrued Expenses | NOTE 6. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of: December 31, 2020 December 31, 2019 Accounts payable-vendors $ 789,000 $ 745,469 Accrued payroll and taxes 208,029 151,096 Accrued interest 1,401,745 1,110,480 Payroll taxes payable 5,169 -- Sales tax payable 48,216 36,726 Other liabilities 15,284 779 Total accounts payable and accrued expenses $ 2,467,443 $ 2,044,550 |
Notes and Loans Payable
Notes and Loans Payable | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Notes and Loans Payable | NOTE 7. NOTES AND LOANS PAYABLE Notes and loans payable consists of the following: December 31, 2020 December 31, 2019 Loans payable $ 44,605 $ 44,605 Notes payable, short term 125,000 125,000 Sub-total 169,605 169,605 Notes payable, short-term, convertible 500,000 500,000 Total notes and loans payable, short-term 669,605 669,605 Notes payable, long-term, convertible 426,464 -- Total $ 1,096,069 $ 669,605 Notes payable includes the following convertible promissory notes at December 31, 2020 and 2019: Description Principal Interest Rate (%) Conversion Price Maturity Date Matrix Advisors, Inc. $ 500,000 5 $0.25 12/31/2015 [1] John Macey 426,464 4 $0.25 12/31/2023 Total convertible notes payable $ 926,464 [1] No change in terms of promissory note due to breach. The debt was converted in November 2021. Loans payable consists of monies loaned to the Company by a third-party for the purpose of overhead advances and product development. The loan is unsecured, bears no interest, and is payable upon demand. As of December 31, 2020 and 2019, respectively, $44,605 and $44,605 is outstanding, and no demand has been made. As of December 31, 2020 and 2019, respectively, notes payable consists of unsecured promissory notes issued in the principal sum of $125,000 and $125,000, and unsecured convertible promissory notes issued in the principal sum of $926,464 and $500,000. The notes bear interest at a rate of between 5 to 25 percent per annum, and are due within one (1) year of written demand or by December 31, 2023. The convertible promissory notes are convertible into restricted shares of the Company’s Common Stock at a conversion price of between $0.05 to $0.25 per share. During the years ended December 31, 2020 and 2019, respectively, interest in the amount of $69,247 and $52,000 was expensed; and $62,880 and $0 was reclassified from related party interest. As of December 31, 2020 and 2019, respectively, interest in the amount of $535,193 and $403,066 has been accrued and is included as part of accrued expenses on the accompanying consolidated balance sheets. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Related Party Transactions | NOTE 8. RELATED PARTY TRANSACTIONS Related party transactions consists of the following: December 31, 2020 December 31, 2019 Note payable, short term $ 21,000 $ 21,000 Less: unamortized discount -- (796 ) 21,000 20,204 Notes payable, convertible, short-term 1,705,409 1,234,151 Less: unamortized discounts (184,949 ) (134,903 ) 1,520,460 1,099,248 Notes payable, convertible, long-term 3,462,386 3,477,310 Less: unamortized discounts (621,750 ) (620,754 ) 2,840,636 2,856,556 Total notes payable, net of unamortized discounts 4,382,096 3,976,008 Accrued compensation 303,165 134,566 Reimbursable expenses/cash advances payable 143,378 152,400 Total related party payable 446,543 289,068 Total related party transactions $ 4,828,639 $ 4,262,974 Related party notes payable consists of the following convertible notes payable at December 31, 2020 and 2019: Description Principal Interest Rate Conversion Price Maturity Date Short-term: Huntington Chase Financial Group $ 284,076 7 $0.05 1 year from demand [1] Huntington Chase LLC 520,000 5 $0.05 12/31/2023 William Nesbitt 85,817 5 $0.05 Funding [2] Kasper Group, Ltd. 188,755 7 $0.05 1 year from demand David Rocke 100,000 5 20-day average [3] Funding [2] Michael Gabriele 276,761 5 20-day average [3] Funding [2] Clive Oosthuizen 250,000 5 $0.05 Funding [2] Total short-term 1,705,409 Long-term: Huntington Chase Financial Group 1,123,000 5 $0.05 12/31/2021 E. William Withrow Jr. 893,256 5 $0.05 12/31/2021 Calli R. Bucci 850,170 5 $0.05 12/31/2024 Kyle W. Withrow 360,965 5 $0.05 12/31/2024 Yinuo Jiang 234,995 5 $0.05 12/31/2024 Total long-term 3,462,386 Total convertible notes payable $ 5,167,795 [1] No demand has been made [2] The requisite funding goals for repayment have not been met. [3] Shares issuable upon conversion not to exceed one percent (1%) of the Company’s issued and outstanding shares of Common Stock. Effective conversion price at 12/31/2020 is $0.10-$0.26 per share. All outstanding related party notes payable bear interest at a rate of 5 to 7 percent per annum, are due and payable within between one (1) year of written demand to December 31, 2024, or upon certain equity funding, and are convertible into the Company’s Common Stock at a price of between $0.05 to $0.25 per share, or the 20-day average trading price [3] As of December 31, 2020 and 2019, respectively, affiliates and related parties are due a total of $4,828,639 and $4,262,974, which is comprised of promissory notes to related parties, net of unamortized discounts of $806,699 and $756,453, in the amount of $4,382,096 and $3,976,008, accrued compensation in the amount of $303,165 and $134,566, and reimbursed expenses/cash advances to the Company in the amount of $143,378 and $152,400; for a net increase of $565,665 and $292,008. During the years ended December 31, 2020 and 2019, respectively, promissory notes to related parties increased by $456,334 and $1,559,756, unamortized discounts increased by $50,246 and $756,453, accrued compensation increased (decreased) by $168,599 and ($510,989), and reimbursable expenses/cash advances decreased by $9,022 and $306. The following table summarizes the net changes to related party debt during the years ended December 31, 2019 and 2020: Total Promissory Notes Unamortized Discounts Accrued Compensation Expenses/Cash Advances Balance, 12/31/2018 $ 3,970,966 $ 3,172,705 $ -- $ 645,555 $ 152,706 Increases 367,201 160,995 (756,847 ) 959,772 3,281 Decreases (75,193 ) (66,500 ) 394 (5,500 ) (3,587 ) Conversions -- 1,465,261 -- (1,465,261 ) -- Net change 292,008 1,559,756 (756,453 ) (510,989 ) (306 ) Balance, 12/31/2019 4,262,974 4,732,461 (756,453 ) 134,566 152,400 Increases 1,013,667 -- (291,039 ) 1,304,206 500 Decreases (448,002 ) (570,301 ) 240,793 (108,972 ) (9,522 ) Conversions -- 1,026,635 -- (1,026,635 ) -- Net change 565,665 456,334 (50,246 ) 168,599 (9,022 ) Balance, 12/31/2020 $ 4,828,639 $ 5,188,795 $ (806,699 ) $ 303,165 $ 143,378 During the years ended December 31, 2020 and 2019, respectively, promissory notes to related parties, net of unamortized discounts, increased by $406,088 and $803,303 as a result of an increase in accrued compensation owed to related parties in the amount of $1,026,635 and $1,465,261 converted to convertible promissory notes; $0 and $50,000 in cash loans to the Company; $426,464 and $0 reclassified to non-related party promissory notes; $0 and $110,995 converted from non-related party accrued compensation; $143,837 and $66,500 in cash repayments; and an increase in unamortized discount in the amount of $50,246 and $756,453. During the years ended December 31, 2020 and 2019, respectively, $1,304,206 and $959,772 in related party compensation was accrued; $1,026,635 and $1,465,261 was converted into convertible promissory notes; $55,000 and $0 was reclassified to non-related party accrued compensation; and $53,972 and $5,500 in cash payments were made; for a net increase (decrease) in accrued compensation in the amount of $168,599 and ($510,989). During the years ended December 31, 2020 and 2019, respectively, reimbursable expenses/cash advances owed to related parties decreased by $9,022 and $306 as a result of an increase in cash loans to the Company and expenses paid by related parties on behalf of the Company in the amount of $500 and $3,281; and repayments to related parties in the amount of $4,500 and $3,587; and $5,022 and $0 reclassified to non-related party accrued expenses. During the years ended December 31, 2020 and 2019, respectively, $242,932 and $175,428 in interest on related party loans was expensed; $62,880 and $0 was reclassified to non-related party accrued interest; and $20,913 and $15,339 was paid to the note holder. As of December 31, 2020 and 2019, respectively, $866,553 and $707,414 in interest on related party loans was accrued, and is included as part of accrued expenses on the accompanying consolidated balance sheets. Promissory Notes On December 31, 2010, the Company issued a convertible promissory note to Huntington Chase Financial Group, an entity controlled by Mr. Edward W. Withrow III, a related party, in the modified principal sum of $260,000. The note bears interest at a rate of seven percent (7%) per annum, is due within one (1) year of written demand, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. During the years ended December 31, 2020 and 2019, respectively, $14,722 and $18,200 in interest was expensed, and $118,837 and $11,000 in principal and $15,271 and $15,339 in interest payments were made. As of December 31, 2020 and 2019, respectively, $130,163 and $249,000 in principal remains; and $81,350 and $81,899 in interest has been accrued. No demand for repayment has been made. On December 31, 2011, the Company issued a senior convertible promissory note to Mr. William B. Nesbitt, a related party, for unpaid compensation in the modified principal sum of $86,317. The note bears interest at a rate of five percent (5%) per annum, is payable when the Company reaches certain funding goals, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. During the years ended December 31, 2020 and 2019, respectively, $4,303 and $4,312 in interest was expensed, and $0 and $500 in principal repayments were made. As of December 31, 2020 and 2019, respectively, $85,817 and $85,817 in principal remains; and $37,262 and $32,959 in interest has been accrued. The requisite funding goals for repayment have not been met. On December 31, 2013, the Company, through its wholly-owned subsidiary, Ecologic Products, Inc., issued a convertible promissory note to Huntington Chase Financial Group, an entity controlled by Mr. Edward W. Withrow III, a related party, for cash loans made to the Company in the aggregate principal sum of $153,913. The note bears interest at a rate of seven percent (7%) per annum, is due within one (1) year of written demand, and is convertible into the Company’s Common Stock at a conversion price of $0.07 per share. During the years ended December 31, 2020 and 2019, respectively, $10,803 and $10,773 in interest was expensed. As of December 31, 2020 and 2019, respectively, $102,844 and $92,041 in interest has been accrued. No demand for repayment has been made. On December 31, 2014, the Company issued a convertible promissory note in the modified principal sum of $894,256 for unpaid compensation owed to Mr. E.William Withrow Jr. The note bears interest at a rate of five percent (5%) per annum, is due December 31, 2021, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. During the years ended December 31, 2020 and 2019, respectively, $44,786 and $44,706 in interest was expensed, and $0 and $1,000 in principal repayments were made. As of December 31, 2020 and 2019, respectively, $893,256 and $893,256 in principal remains; and $195,061 and $150,275 in interest was accrued. On December 31, 2014, the Company issued a convertible promissory note in the modified principal sum of $1,123,000 for unpaid compensation owed to Huntington Chase Financial Group, an entity controlled by Mr. Edward W. Withrow III, a related party. The note bears interest at a rate of five percent (5%) per annum, is due December 31, 2021, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. During the years ended December 31, 2020 and 2019, respectively, $56,304 and $56,149 in interest, was expensed. As of December 31, 2020 and 2019, respectively, $245,137 and $188,833 in interest was accrued. On December 31, 2018, the Company issued a convertible promissory note in the modified principal sum of $520,000 for unpaid compensation owed to Huntington Chase LLC, an entity controlled by Mr. Edward W. Withrow III, a related party. The note bears interest at a rate of five percent (5%) per annum, is due December 31, 2023, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. A portion of the principal in the amount of $180,000, if converted at the applicable conversion price of $0.05, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $120,000, to be expensed over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $49,428 and $0 discount amortization, and $18,567 and $6,529 interest, was expensed. As of December 31, 2020 and 2019, respectively, $70,572 and $36,000 in unamortized discount remained, and $25,096 and $6,529 in interest, was accrued. On July 10, 2019, the Company, through its wholly-owned subsidiary, Enigma-Bulwark Security, Inc., issued a promissory note in the principal amount of $50,000 for cash loans made by Mr. David Rocke and Mr. Michael Gabriele, related parties. The note bears interest at a rate of twelve percent (12%) per annum. During the year ended December 31, 2019, the principal portion of $50,000 was repaid, and $5,642 in interest was expensed. On September 1, 2019, the Company, through its wholly-owned subsidiary, Enigma-Bulwark Risk Management, Inc., issued a promissory note in the principal amount of $25,000 for unpaid compensation owed to Mr. Clive Oosthuizen. The non-interest-bearing note is due December 31, 2020, and was recorded at its present value on the date of issuance, using an imputed interest rate of 5%. The difference between the face value and its present value was recorded as a discount of $1,190, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $796 and $394 in discount amortization was expensed, and $0 and $4,000 in principal repayments were made. As of December 31, 2020 and 2019, respectively, $21,000 and $21,000 in principal and $0 and $796 unamortized discount remained. On December 31, 2019, the Company, through its wholly-owned subsidiary, Enigma-Bulwark Risk Management, Inc., issued a convertible promissory note in the modified principal sum of $250,000 for unpaid compensation owed to Mr. Clive Oosthuizen. The note bears interest at a rate of five percent (5%) per annum, is payable when the Company reaches certain funding goals, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. A portion of the principal in the amount of $150,000, if converted at the applicable conversion price of $0.05, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $99,000, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $26,562 and $0 discount amortization, and $6,436 and $0 interest, was expensed. As of December 31, 2020 and 2019, respectively, $72,438 and $36,000 in unamortized discount remained, and $6,436 and $0 interest was accrued. The requisite funding goals for repayment have not been met. On December 31, 2019, the Company issued a convertible promissory note in the principal amount of $100,000 for unpaid compensation owed to Mr. David Rocke. The note bears interest at a rate of five percent (5%) per annum, is payable when the Company reaches certain funding goals, and is convertible into the Company’s Common Stock at a conversion price equal to the 20-day average trading price on the date of conversion, not to exceed 1% of the Company’s issued and outstanding stock. The note, if converted at the applicable conversion price of $0.062 at December 31, 2019, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $29,032, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $9,672 and $0 discount amortization, and $5,014 and $0 interest, was expensed. As of December 31, 2020 and 2019, respectively, $19,360 and $29,032 in unamortized discount remained, and $5,014 and $0 interest was accrued. The requisite funding goals for repayment have not been met. On December 31, 2019, the Company, through its wholly-owned subsidiary, Enigma-Bulwark Risk Management, Inc., issued a convertible promissory note in the modified principal sum of $276,761 for unpaid compensation owed to Mr. Michael Gabriele. The note bears interest at a rate of five percent (5%) per annum, is payable when the Company reaches certain funding goals, and is convertible into the Company’s Common Stock at a conversion price equal to the 20-day average trading price on the date of conversion, not to exceed 1% of the Company’s issued and outstanding stock. A portion of the principal in the amount of $116,666, if converted at the applicable conversion price of $0.062 at December 31, 2019, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $33,871, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $11,292 and $0 discount amortization, and $9,111 and $0 interest, was expensed. As of December 31, 2020 and 2019, respectively, $22,579 and $33,871 in unamortized discount remained, and $9,111 and $0 interest was accrued. The requisite funding goals for repayment have not been met. On December 31, 2019, the Company issued a convertible promissory note in the modified principal sum of $360,965 for unpaid compensation owed to Mr. Kyle W. Withrow. The note bears interest at a rate of five percent (5%) per annum, is due December 31, 2024, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. A portion of the principal in the amount of $280,195, if converted at the applicable conversion price of $0.05, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $176,194, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $31,341 and $0 discount amortization, and $13,047 and $0 interest, was expensed. As of December 31, 2020 and 2019, respectively, $144,853 and $119,655 in unamortized discount remained, and $13,047 and $0 interest was accrued. On December 31, 2019, the Company issued a convertible promissory note in the modified principal sum of $850,170 for unpaid compensation owed to MJ Management Services, Inc., for the services of Ms. Calli R. Bucci. The note bears interest at a rate of five percent (5%) per annum, is due December 31, 2024, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. A portion of the principal in the amount of $775,170, if converted at the applicable conversion price of $0.05, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $472,602, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $90,915 and $0 discount amortization, and $37,935 and $0 interest was expensed. As of December 31, 2020 and 2019, respectively, $381,687 and $420,102 in unamortized discount remained, and $37,935 and $0 interest was accrued. On December 31, 2019, the Company issued a convertible promissory note in the modified principal sum of $234,995 for unpaid compensation owed to Ms. Yinuo Jiang. The note bears interest at a rate of five percent (5%) per annum, is due December, 31, 2024, and is convertible into the Company’s Common Stock at a conversion price of $0.05 per share. A portion of the principal in the amount of $184,995, if converted at the applicable conversion price of $0.05, would result in a beneficial conversion feature. As a result, the difference between the conversion price and the market price was recorded as a discount on the note in the amount of $115,997, to be amortized over the term of the note. During the years ended December 31, 2020 and 2019, respectively, $20,787 and $0 discount amortization, and $8,655 and $0 interest was expensed. As of December 31, 2020 and 2019, respectively, $95,210 and $80,997 in unamortized discount remained, and $8,655 and $0 interest was accrued. Agreements On October 1, 2018, the Company entered into an Employment Agreement with Mr. Kyle W. Withrow to serve as the Company’s Chief Executive Officer. The agreement is for an initial term of three (3) years, and provides a base compensation of $150,000 per year, as well as customary bonuses and employee benefits. In addition, the agreement includes a grant to purchase 1,000,000 shares of the Company’s restricted Common Stock, valued at $10,000, for $0.001 per share. On November 1, 2018, the Company entered into a Consulting Agreement with Huntington Chase LLC for the services of Mr. Edward W. Withrow III, a related party. The agreement replaces any other written agreement with the Company or its subsidiaries, is for an initial term of three (3) years, and provides a base compensation of $240,000 per year. On November 1, 2018, the Company entered into a consulting agreement with MJ Management Services, Inc., for the services of Ms. Calli R. Bucci to serve as Chief Financial Officer. The agreement replaces any other written agreement with the Company or its subsidiaries, is for an initial term of three (3) years, and provides a base compensation of $150,000 per year, to be deferred until the Company reaches certain funding goals. In addition, the agreement includes a grant of 500,000 options to purchase shares of the Company’s Common Stock at an exercise price of $0.10 per share. The options are exercisable for a period of five (5) years, vest quarterly over a period of twenty-four (24) months, and were valued at $0 using the Black-Scholes method. The assumptions used in valuing the options were: expected term 4.75 years, expected volatility 35.59%, risk free interest rate 2.96%, and dividend yield 0%. On May 1, 2019, the Company entered into a Consulting Agreement with Mr. David Rocke. The agreement is for an initial term of three (3) years, and provides a base compensation of $150,000 per year, to be deferred until the Company reaches certain funding goals, as well as 12.5% of Enigma-Bulwark Security, Inc. adjusted gross earnings, as defined within the agreement. In addition, the agreement includes a grant of 6,875,093 options to purchase shares of the Company’s Common Stock, valued at $39,875 using the Black-Scholes method, at an exercise price of $0.005 per share. The options are exercisable for a period of five (5) years, of which 50% vest when certain performance goals are met, and the remainder vest when certain funding goals are met. The assumptions used in valuing the options were: expected term 4.00 years, expected volatility 38.58%, risk free interest rate 2.15%, and dividend yield 0%. On May 1, 2019, the Company, through its wholly-owned subsidiary, Enigma-Bulwark Risk Management, Inc., entered into a Consulting Agreement with Mr. Michael Gabriele, to serve as its President, and the President of its subsidiary, Enigma-Bulwark Security, Inc. The agreement is for an initial term of three (3) years, and provides a base compensation of $175,000 per year, to be deferred until the Company reaches certain funding goals, as well as 12.5% of Enigma-Bulwark Security, Inc. adjusted gross earnings, as defined within the agreement. In addition, the agreement includes a grant of 2,750,040 options to purchase shares of the Company’s Common Stock, valued at $15,950 using the Black-Scholes method, at an exercise price of $0.005 per share. The options are exercisable for a period of five (5) years, of which 50% vest when certain performance goals are met, and the remainder vest when certain funding goals are met. The assumptions used in valuing the options were: expected term 4.00 years, expected volatility 38.58%, risk free interest rate 2.15%, and dividend yield 0%. On August 29, 2019, the Company entered into a Non-Compete, Non-Dilution and Registration Rights Agreement (“NC Agreement”) with Mr. David Rocke. The agreement is for an initial term of five (5) years, and provides as compensation a grant to purchase 6,667,000 shares of the Company’s restricted Common Stock, valued at $66,670, for $0.001 per share, plus the issuance of shares of the Company’s restricted Common Stock equal to seven percent (7%) of any issuance of Common Stock through May 15, 2019, originating from any financial instrument issued by the Company or its subsidiaries, in exchange for certain restrictions placed upon Mr. Rocke’s business activities. On August 29, 2019, the Company entered into a Non-Compete, Non-Dilution and Registration Rights Agreement (“NC Agreement”) with Mr. Michael Gabriele. The agreement is for an initial term of five (5) years, and provides as compensation a grant to purchase 6,667,000 shares of the Company’s restricted Common Stock, valued at $66,670, for $0.001 per share, plus the issuance of shares of the Company’s restricted Common Stock equal to seven percent (7%) of any issuance of Common Stock through May 15, 2019, originating from any financial instrument issued by the Company or its subsidiaries, in exchange for certain restrictions placed upon Mr. Gabriele’s business activities. On September 1, 2019, the Company, through its wholly-owned subsidiary, Enigma-Bulwark Risk Management, Inc., entered into a Consulting Agreement with Mr. Clive Oosthuizen to serve as its Chief Executive Officer. The agreement is for an initial term of three (3) years, and provides a base compensation of $180,000 year one, $210,000 year two, and $240,000 year three, to be deferred until the Company reaches certain funding goals. In addition, the agreement includes a $25,000 signing bonus, and a grant of 1,250,000 options to purchase shares of the Company’s Common Stock, valued at $625 using the Black-Scholes method, at an exercise price of $0.05 per share. The options are exercisable for a period of five (5) years, and vest periodically over a period of thirty-six (36) months. The assumptions used in valuing the options were: expected term 5.75 years, expected volatility 41.3%, risk free interest rate 1.84%, and dividend yield 0%. On October 1, 2019, the Company entered into a Consulting Agreement with Ms. Yinuo Jiang to serve as the Company’s Corporate Secretary effective October 8, 2019, among other duties. The agreement is for an initial term of three (3) years, and provides a base compensation of $100,000 per year, to be deferred until the Company reaches certain funding goals. In addition, the agreement includes a grant to purchase 1,000,000 shares of the Company’s restricted Common Stock, valued at $10,000, for $0.001 per share. On October 10, 2019, the Company entered into a Non-Compete, Non-Dilution and Registration Rights Agreement (“NC Agreement”) with Mr. Clive Oosthuizen. The agreement is for an initial term of five (5) years, and provides as compensation a grant to purchase 4,000,000 shares of the Company’s restricted Common Stock, valued at $360,000, for $0.001 per share, plus the issuance of shares of the Company’s restricted Common Stock equal to four and one-half percent (4.5%) of any issuance of Common Stock originating from any financial instrument issued by the Company or its subsidiaries during the term, in exchange for certain restrictions placed upon Mr. Oosthuizen’s business activities.. Stock Issuances On August 29, 2019, in connection with the Rocke and Gabriele NC Agreement, the Company issued 13,334,000 shares of its restricted Common Stock at $0.001 per share for cash in the amount of $13,334, plus 210,000 shares under the non-dilution provision at $0.001 per share for cash in the amount of $210. On September 20, 2019, in connection with the exercise of certain stock options, the Company issued 4,010,470 shares of its restricted Common Stock to related parties at an exercise price of $0.005, for cash in the amount of $20,052. Of these shares, 2,864,620 shares were issued to Mr. David Rocke, and 1,145,850 shares were issued to Mr. Michael Gabriele. On , in connection with the Consulting Agreement with Ms. Yinuo Jiang, the Company issued 1,000,000 shares of its restricted Common Stock at $0.001 per share, for cash in the amount of $1,000. On , pursuant to a resolution of the board of directors, the Company issued an aggregate of 6,000,000 shares of its restricted Common Stock, valued at $60,000, to its officers and directors at $0.001 per share, for cash in the amount of $6,000. Of these shares, 1,500,000 shares were issued to Mr. Kyle W. Withrow, 1,000,000 shares each were issued to Mr. E. William Withrow, Jr., Ms. Calli Bucci, and Mr. John Ogden, and 500,000 shares each were issued to Mr. William B. Nesbitt, Dr. Martin Blake and Mr. Philip Woolas. On October 10, 2019, in connection with the Oosthuizen NC Agreement, the Company issued 4,000,000 shares of its restricted Common Stock at $0.001 per share for cash in the amount of $4,000. On December 20, 2019, in connection with the exercise of certain stock options, the Company issued 802,094 shares of its restricted Common Stock to related parties at an exercise price of $0.005 for cash in the amount of $4,010. Of these shares, 572,924 shares were issued to Mr. David Rocke and 229,170 shares were issued to Mr. Michael Gabriele. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Commitments and Contingencies | NOTE 9. COMMITMENTS AND CONTINGENCIES On June 30, 2014, the Company entered into two (2) License Agreements (“License Agreements”) for the non-exclusive license to the Company in perpetuity of certain patented technology (the “Licensed Product”) in the private sector corporate and enterprise markets, and the public sector government markets. In accordance with the License Agreements, an initial licensing fee of $450,000, or $225,000 per agreement, was made upon execution. In addition, royalty payments equal to 12% of gross revenues generated from the sale, lease or licensing of the Licensed Product are payable to the licensor. As of December 31, 2020, the Company has not commenced sales of the Licensed Product. |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Capital Stock | NOTE 10. CAPITAL STOCK The total number of authorized shares of Common Stock that may be issued by the Company is 250,000,000 shares with a par value of $0.001; and the total number of authorized preferred stock is 25,000,000 shares with a par value of $0.001. During the years ended December 31, 2020 and 2019, respectively, 0 and 18,544,000 shares of restricted Common Stock were issued in connection with certain related party consulting agreements, valued at $0 and $505,440, for cash in the amount of $0 and $18,544. As a result, $0 and $486,896 was recorded to additional paid in capital. During the years ended December 31, 2020 and 2019, respectively, 0 and 6,000,000 shares of restricted Common Stock were issued in connection with stock awards to related parties, valued at $0 and $60,000, for cash in the amount of $0 and $6,000. As a result, $0 and $54,000 was recorded to additional paid in capital. During the years ended December 31, 2020 and 2019, respectively, 0 and 4,812,564 shares of restricted Common Stock were issued in connection with the exercise of related party stock options, for cash in the amount of $0 and $24,063. As a result, $0 and $19,250 was recorded to additional paid in capital. During the years ended December 31, 2020 and 2019, respectively, 0and 1,500,000 shares of restricted Common Stock were issued in connection with an intellectual property acquisition pending cancelation. During the years ended December 31, 2020 and 2019, respectively, $3,000 and $3,000 in deferred stock compensation was expensed. As of December 31, 2020 and 2019, respectively, $2,250 and $5,250 in deferred stock compensation remained, to be expensed over the next nine (9) months. During the years ended December 31, 2020 and 2019, respectively, a total of 0 and 30,856,564 shares of restricted Common Stock were issued. As of December 31, 2020 and 2019, the Company had 108,239,317 shares of Common Stock issued and outstanding. |
Stock Options and Awards
Stock Options and Awards | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Stock Options and Awards | NOTE 11. STOCK OPTIONS AND AWARDS Stock Options As of December 31, 2020 and 2019, the Company had 6,665,069 stock options issued and outstanding. During the years ended December 31, 2020 and 2019, respectively, 0 and 10,875,133 stock options were granted, valued at $0 and $56,450, using the Black-Scholes method. The assumptions used in valuing the options were: expected term between 4.00 to 5.75 years; expected volatility between 38.58% to 41.30%; risk free interest rate between 1.84% to 2.15%; and dividend yield 0%. Outstanding and Exercisable Options Remaining Exercise Price Number of Contractual Life times Number Weighted Average Exercise Price Shares (in years) of Shares Exercise Price $0.005 4,812,569 3.60 $ 24,063 $0.16 $0.05 1,250,000 3.65 62,500 $0.04 $0.10 500,000 3.05 50,000 $0.63 $3.20 102,500 0.30 328,000 $3.20 6,665,069 $ 464,563 $1.20 Options Activity Number Weighted Average of Shares Exercise Price Outstanding at December 31, 2018 602,500 $2.34 Granted 10,875,133 $0.20 Exercised (4,812,564 ) ($0.16) Expired / Cancelled -- -- Outstanding at December 31, 2019 6,665,069 $1.20 Granted -- -- Exercised -- -- Expired / Cancelled -- -- Outstanding at December 31, 2020 6,665,069 $1.20 During the years ended December 31, 2020 and 2019, respectively, 0 and 10,875,133 stock options were granted, for which $0 and $56,450 in deferred stock option compensation was recorded, and $208 and $28,017 was expensed. There remained $28,225 and $28,433 deferred stock option compensation at December 31, 2020 and 2019, respectively, to be expensed over the next eighteen (18) months. Restricted Stock Awards During the years ended December 31, 2020 and 2019, no restricted stock awards were granted; and 333,333 and 333,334 vested, for which $3,000 and $3,000 in deferred stock compensation was expensed. As of December 31, 2020 and 2019, respectively, there remained 250,000 and 583,333 shares to be vested, and $2,250 and $5,250 deferred stock compensation to be expensed over the next nine (9) months. Restricted Stock Awards Activity Number Deferred of Shares Compensation Outstanding at December 31, 2018 916,667 $ 8,250 Granted -- -- Vested (333,334 ) (3,000 ) Forfeited/Canceled -- -- Outstanding at December 31, 2019 583,333 5,250 Granted -- -- Vested (333,333 ) (3,000 ) Forfeited/Canceled -- -- Outstanding at December 31, 2020 250,000 $ 2,250 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Income Taxes | NOTE 12. INCOME TAXES A reconciliation of the expected statutory federal and state taxes and the total income tax expense (benefit) at December 31, 2020 and 2019, was as follows: December 31, 2020 December 31, 2019 Loss and comprehensive loss before taxes $ 1,777,488 ) $ (1,724,096 ) Comprehensive loss -- (1,206 ) Loss before taxes (1,777,488 ) (1,722,890 ) Statutory rate (Fed & State(s)) 30% 30% Computed expected tax payable (recovery) (501,900 ) (482,700 ) Tax effect of non-deductible expenses: Stock compensation/amortization of stock options 200 8.400 Discount amortization 71,900 100 Total tax effect of non-deductible expenses 72,100 8,500 Change in valuation allowance 429,800 474,200 Income tax expense $ -- $ -- Reported income taxes: Federal $ -- $ -- State -- -- Total $ -- $ -- The significant components of deferred income tax assets and liabilities at December 31, 2020 and 2019, are as December 31, 2020 December 31, 2019 Net operating loss carried forward $ 3,343,300 $ 3,053,000 Officers’ accrued compensation 1,090,800 997,000 Accrued related party interest 182,400 140,600 Bad debt allowance 3,900 -- Valuation allowance (4,620,400 ) (4,190,600 ) Net deferred income tax asset $ -- $ -- The remaining net operating losses available to use toward future taxable income are as follows: Tax Year Net Operating Loss Expires 2010 $ 1,586,900 2030 2011 2,403,700 2031 2012 746,200 2032 2013 767,900 2033 2014 2,096,500 2034 2015 1,543,900 2035 2016 349,300 2036 2017 443,400 2037 2018 222,300 No expiration 2019 836,700 No expiration 2020 1,037,500 No expiration Total $ 12,034,300 As of December 31, 2020, the Company had approximately $12,034,300 of federal net operating losses. The Company is open to examinations for the tax year 2013 through the current tax year. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Segment Reporting | NOTE 13. SEGMENT REPORTING The Company currently operates with two (2) business segments: Security Services and Corporate/Intellectual Property. The following table is a reconciliation of the Company’s business segments to the consolidated financial statements: Security Services [1] Corporate/ Intellectual Property Consolidated Totals December 31, 2020 Revenue $ 1,474,955 $ -- $ 1,474,955 Gross profit 270,056 -- 270,056 Operating income (loss) 95,512 (1,316,630 ) (1,221,118 ) Depreciation and amortization -- 1,838 1,838 Interest expense 3,398 312,179 315,577 Discount amortization -- 240,793 240,793 Unrealized losses -- -- -- Total assets 239,680 31,583 271,263 December 31, 2019 Revenue $ 580,574 $ -- $ 580,574 Gross profit 138,413 -- 138,413 Operating loss 73,513 (1,567,582 ) (1,494,069 ) Depreciation and amortization -- 2,072 2,072 Interest expense 5,642 222,785 228,427 Discount amortization -- 394 394 Unrealized losses -- (1,206 ) (1,206 ) Total assets 295,939 43,542 339,481 [1] Security Services Segment commenced August 2019. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Notes | |
Subsequent Events | NOTE 14. SUBSEQUENT EVENTS The Company has evaluated the events and transactions for recognition or disclosure subsequent to December 31, 2020, and has determined that there have been no events that would require disclosure, with the exception of the following: During the period January 1, 2021, to December 31, 2022, the Company increased its loans from related parties by $1,176,229, from a total of $4,828,839 at December 31, 2020, to $6,004,868 at December 31, 2022. The increase represents (a) an increase in promissory notes in the amount of $1,107,075, as a result of (i) $1,477,949 converted from accrued compensation, (ii) an increase in discounts resulting from beneficial conversion features of $4,608, (iii) a decrease in unamortized discount of $500,429, (iv) $521,557 converted to Common Stock, and (v) payments to related parties in the amount of $345,138; (b) an increase in accrued compensation of $175,558 as a result of (i) $1,655,507 in accrued compensation, of which $1,477,949 was converted into promissory notes, and (ii) payments to related parties in the amount of $2,000; and (c) a decrease in reimbursable expenses and cash advances to the Company of $106,404. All outstanding related party notes payable bear interest at the rate of 5 to 7 percent per annum, are due and payable between one (1) year of written demand and December 31, 2024, or upon certain equity funding, and are convertible into the Company’s Common Stock at a price of between $0.05 to $0.25 per share, or the 20-day average trading price. On August 31, 2021, in connection with the conversion of related party debt in the amount of $1,238,251, the Company issued an aggregate of 23,066,991 shares of its restricted Common Stock to six (6) related parties, including three (3) officers, of which $941,096 was at a conversion price of $0.05 per share, and $297,155 was at a conversion price of $0.07 per share. On November 5, 2021, in connection with the conversion of debt in the amount of $696,301, the Company issued 2,785,205 shares of its restricted Common Stock at a conversion price of $0.25 per share. On January 1, 2022, in connection with a consulting agreement, the Company issued 2,500,000 shares of restricted common stock at $0.001 per share for cash in the amount of $2,500. Legal Proceedings: On March 10, 2022, Mr. Michael Gabriele and Mr. David Rocke filed a lawsuit against the Company, as well as Enigma-Bulwark Risk Management, Inc., its wholly owned subsidiary (“EBRM”), Edward W. Withrow III, beneficial shareholder and consultant, Kyle W. Withrow, former Chief Executive Officer and President, and Calli Bucci, Chief Financial Officer and board member, in the United States District Court, Central District of California, for an amount exceeding $75,000. The Company is vigorously defending against this action, and has filed counterclaims that include possible fraud in the inducement and breach of contract committed by Mr. Michael Gabriele, former President of EBRM, and Mr. David Rocke, former consultant and board member. In March 2023, the lawsuit was committed to binding arbitration. Management Changes: On January 12, 2021, Mr. John L. Ogden resigned as a Board member. This resignation did not involve any disagreement with the Company. Mr. Kyle W. Withrow, the Company’s President and Chief Executive Officer, succeeded him as a director until the next annual meeting of the shareholders and/or until he, or his successor is duly appointed. On April 6, 2021, Mr. E. William Withrow Jr. resigned as Executive Chairman of the Board. His resignation did not involve any disagreement with the Company. Mr. Clive Oosthuizen, a Board member, and the President of the Company’s subsidiary, Enigma-Bulwark Risk Management, Inc., succeeded him. On April 6, 2021, Mr. Kyle W. Withrow resigned as the Company President and Chief Executive Officer, and as a Board member. His resignation did not involve any disagreement with the Company. Mr. Oosthuizen succeeded him as President and Chief Executive Officer until the next annual meeting of the shareholders and/or until he, or his successor, is duly appointed. The vacant Board member seat resulting from Mr. Withrow’s resignation will remain open until a new member is elected at the next annual meeting of the shareholders, or is duly appointed by the Board. On April 12, 2021, Mr. David Rocke resigned as a Board member, and consultant. His resignation was preceded by the Company’s inquiry into Mr. Rocke’s performance in connection with his Consulting Agreement dated May 1, 2019. The vacant Board member seat resulting from Mr. Rocke’s resignation will remain open until a new member is elected at the next annual meeting of the shareholders, or is duly appointed by the Board. On April 12, 2021, Mr. Michael Gabriele resigned as President of Enigma-Bulwark Risk Management, Inc. and its subsidiaries. His resignation did not involve any disagreement with the Company. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Policies | |
Basis of Presentation | Basis of Presentation This summary of significant accounting policies is presented to assist in understanding the Company’s consolidated financial statements. 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 consolidated financial statements. The Company’s fiscal year end is December 31. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, PearTrack Systems Group, Ltd., Ecologic Products, Inc. and Ecologic Car Rentals, Inc. All significant inter-company accounts and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management routinely makes judgments and estimates about the effects of matters that are inherently uncertain. Estimates that are critical to the accompanying consolidated financial statements include the estimates related to asset impairments of long-lived assets and investments, classification of expenditures as either an asset or an expense, valuation of deferred tax assets, and the likelihood of loss contingencies. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Estimates and assumptions are revised periodically, and the effects of revisions are reflected in the consolidated financial statements in the period it is determined to be necessary. Actual results could differ from these estimates. |
Fair Value Hierarchy | Fair Value Hierarchy The Company utilizes the three-level valuation hierarchy for the recognition and disclosure of fair value measurements. The categorization of assets and liabilities within this hierarchy is based upon the lowest level of input that is significant to the measurement of fair value. The three levels of the hierarchy consist of the following: Level 1: Level 2: Level 3: The Company’s investment in securities are classified as Level 1 assets, and were valued using the quoted prices in the active market (Note 3). |
Fair Value of Financial Instruments | Fair Value of Financial Instruments As of December 31, 2020 and 2019, respectively, the carrying values of Company’s Level 1 financial instruments including cash and cash equivalents, investments in securities, accounts receivable, accounts payable, and short-term debt approximate fair value. The fair value of Level 3 instruments is calculated as the net present value of expected cash flows based on externally provided or obtained inputs. Certain Level 3 instruments may also be based on sales prices of similar assets. The Company’s fair value calculations take into consideration the credit risk of both the Company and its counterparties as of the date of valuation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers cash in banks, deposits in transit, and highly-liquid debt instruments purchased with original maturities of three months or less to be cash and cash equivalents. As of December 31, 2020 and 2019, the Company had no cash equivalents. |
Accounts Receivable | Accounts Receivable Accounts receivable are stated net of an allowance for doubtful accounts. The accounts receivable balance primarily includes amounts from customers of the Company’s security services. Charges to bad debt are based on both historical write-offs and specifically identified receivables. As of December 31, 2020, and 2019, respectively, an allowance for doubtful accounts was established in the amount of $14,000 and $0. |
Investments in Securities | Investments in Securities Investments in securities are accounted for using the equity method if the investment provides the Company the ability to exercise significant influence, but not control, over an investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method is appropriate. All other equity investments, which consist of investments for which the Company does not possess the ability to exercise significant influence, are accounted for under the mark to market method. Under the mark to market method of accounting, investments are marked to market, with unrealized gains and losses being excluded from earnings and reflected as a component of other comprehensive income. |
Property and Equipment | Property and Equipment Property and equipment is carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repairs and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity or improve the efficiency of the Company’s property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are 5 to 7 years. |
Intangible Assets | Intangible Assets Product processes, patents and customer lists are amortized on a straight-line basis over their estimated useful lives between 4 to 20 years. Application development stage costs for significant internally developed software projects are capitalized and amortized on a straight-line basis over the useful life, between 2 to 5 years. Costs to extend and maintain patents and trademarks are charged directly to expense as incurred. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. Due to the Company’s recurring losses and lack of revenue from its intellectual properties, its intellectual properties were evaluated for impairment, and it was determined that expected future cash flows were sufficient for recoverability of the assets at December 31, 2020, and 2019. |
Convertible Debt | Convertible Debt The Company recognizes the advantageous value of conversion rights attached to convertible debt. Such rights give the debt holder the ability to convert debt into Common Stock at a price per share that is less than the trading price to the public on the date of the debt. The beneficial value is calculated as the intrinsic value (the market price of the stock at the commitment date in excess of the conversion rate) of the beneficial conversion feature of the debt, and is recorded as a discount to the related debt and an addition to additional paid in capital. The discount is amortized over the remaining outstanding period of related debt using the straight-line method. |
Revenue Recognition | Revenue Recognition Revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service has been provided, and collectability is reasonably assured. The Company’s revenue is generated from customer contracts for its security services operations. As of December 31, 2020, the Company has not generated revenues from the commercialization of its intellectual properties. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. These assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to reverse. The Company has net operating loss carryforwards available to reduce future taxable income. Future tax benefits for these net operating loss carryforwards are recognized to the extent that realization of these benefits is considered more likely than not. To the extent that the Company will not realize a future tax benefit, a valuation allowance is established. As of December 31, 2020, the Company has not yet filed its 2013 through 2019 annual corporate income tax returns, which were filed in April 2022. Due to the Company’s recurring losses, no corporate income taxes were due for these periods. |
Net Income (Loss) Per Common Share | Net Income (Loss) Per Common Share Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares and dilutive common stock equivalents outstanding. During the periods when anti-dilutive, Common Stock equivalents, if any, are not considered in the computation. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other comprehensive income includes unrealized gains and losses on securities available for sale, and unrealized gains and losses resulting from foreign exchange differences. During the years ended December 31, 2020 and 2019, other comprehensive losses of $0 and $1,206 have been recognized. As of December 31, 2020 and 2019, respectively, other comprehensive losses of $4,152 and $4,152 have been accumulated. The following represents the accumulated comprehensive income activity: Unrealized Foreign Currency Exchange Unrealized Securities Gains (Losses) Total Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2018 $ 6,703 $ (9,649 ) $ (2,946 ) Gain (loss) -- (1,206 ) (1,206 ) Balance, December 31, 2019 6,703 (10,855 ) (4,152 ) Gain (loss) -- -- -- Balance, December 31, 2020 $ 6,703 $ (10,855 ) $ (4,152 ) |
Stock Based Compensation | Stock Based Compensation The Company records stock-based compensation using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company evaluates the pronouncements of various authoritative accounting organizations, primarily the Financial Accounting Standards Board (“FASB”), the U.S. Securities and Exchange Commission (“SEC”), and the Emerging Issues Task Force (“EITF”), to determine the impact of new pronouncements on U.S. GAAP and the impact on the Company. The Company has recently adopted the following new accounting standards: Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases. Under the new guidance, lessees will be required to recognize the following for all leases (with the exception of short-term leases) at the commencement date: (a) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (b) a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The ASU is effective for the Company beginning January 1, 2019, with early adoption permitted. In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). ASU 2017-11 addresses the complexity of accounting for certain financial instruments with down round features. Down round features are features of certain equity-linked instruments (or embedded features) that result in the strike price being reduced on the basis of the pricing of future equity offerings. ASU 2017-11 also addresses the difficulty of navigating Topic 480, Distinguishing Liabilities from Equity, because of the existence of extensive pending content in the FASB Accounting Standards Codification ® In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 is effective for the Company for annual periods beginning after December 15, 2018, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842), Targeted Improvements. ASU 2018-11 addresses certain issues in implementing ASU 2016-02, Leases, which was issued to increase transparency ad comparability by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing transaction. ASU 2018-11 clarifies 1) comparative reporting requirements for initial adoption; and 2) for lessors only, separating lease and non-lease components in a contract and allocating the consideration in the contract to the separate components. The amendments in this Update related to separating components of a contract affect the amendments in Update 2016-02, which is effective for the Company for annual periods beginning after December 15, 2018, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018-13 modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, based on the concepts in the Concepts Statement, including the consideration of costs and benefits. ASU 2018-13 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other Internal-Use Software (Subtopic 350-40). ASU 2018-15 was issued to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. ASU 2018-15 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. The amendments to Topic 326 and other Topics in ASU 2019-04 clarify or address stakeholders’ specific issues about certain aspects of the amendments in Update 2016-13. The amendments to Topic 815 in ASU 2019-04 include items related to Update 2017- 12 and clarify certain aspects of Topic 815. The amendments to Topic 321 and other Topics in ASU 2019-04 relate to the amendments in Update 2016-01 and clarify certain aspects of the amendments in Update 2016-01. ASU 2019-04 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. In November 2019, the FASB issued ASU No. 2019-10, Financial Instruments-Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842), Effective Dates. ASU 2019-10 was issued to apply changes in how to determine the effective dates for ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (Credit Losses); ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (Hedging); and ASU No. 2016-02, Leases (Topic 842) (Leases). Following ASU-2019-10, ASU 2016-13 is effective for the Company for annual periods beginning after December 15, 2019, and interim periods; and ASU 2017-12 and ASU 2016-01 is effective for the Company for annual periods beginning after December 15, 2018, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its financial statements and related disclosures. Not Yet Adopted: In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740). ASU 2019-12 was issued to simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. ASU 2019-12 is effective for the Company for annual periods beginning after December 15, 2020, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its consolidated financial statements and related disclosures. In January 2020, the FASB issued ASU No. 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. ASU 2020-01 clarifies certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. ASU 2020-01 is effective for the Company for annual periods beginning after December 15, 2020, and interim periods. Early adoption is permitted. The Company is currently evaluating the impact of the application of this accounting standard update on its consolidated financial statements and related disclosures. In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 addresses issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity with a focus on amending the guidance on convertible instruments and the guidance on the derivatives scope exception for contracts in an entity’s own equity. ASU 2020-06 is effective for the Company for annual periods beginning after December 15, 2023, and interim periods. Early adoption is permitted. but no earlier than fiscal years beginning after December 15, 2020, including interim periods. The Company is currently evaluating the impact of the application of this accounting standard update on its consolidated financial statements and related disclosures. Recently Issued Accounting Standards Update There were various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries. None of the updates are expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows. |
Significant Accounting Polici_3
Significant Accounting Policies: Other Comprehensive Income (Loss): Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Comprehensive Income (Loss) | Unrealized Foreign Currency Exchange Unrealized Securities Gains (Losses) Total Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2018 $ 6,703 $ (9,649 ) $ (2,946 ) Gain (loss) -- (1,206 ) (1,206 ) Balance, December 31, 2019 6,703 (10,855 ) (4,152 ) Gain (loss) -- -- -- Balance, December 31, 2020 $ 6,703 $ (10,855 ) $ (4,152 ) |
Property and Equipment_ Schedul
Property and Equipment: Schedule of Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Property and Equipment | December 31, 2020 December 31, 2019 Office equipment $ 2,362 $ 2,362 Accumulated depreciation (2,362 ) (2,124 ) Property and equipment, net $ -- $ 238 |
Intangible Assets_ Schedule of
Intangible Assets: Schedule of Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Intangible Assets | December 31, 2020 December 31, 2019 Intellectual property $ 31,500 $ 31,500 Accumulated amortization (3,534 ) (1,934 ) Intellectual property, net 27,966 29,566 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses: Schedule of Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Accounts Payable and Accrued Expenses | December 31, 2020 December 31, 2019 Accounts payable-vendors $ 789,000 $ 745,469 Accrued payroll and taxes 208,029 151,096 Accrued interest 1,401,745 1,110,480 Payroll taxes payable 5,169 -- Sales tax payable 48,216 36,726 Other liabilities 15,284 779 Total accounts payable and accrued expenses $ 2,467,443 $ 2,044,550 |
Notes and Loans Payable_ Schedu
Notes and Loans Payable: Schedule of Notes and Loans Payable (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Notes and Loans Payable | December 31, 2020 December 31, 2019 Loans payable $ 44,605 $ 44,605 Notes payable, short term 125,000 125,000 Sub-total 169,605 169,605 Notes payable, short-term, convertible 500,000 500,000 Total notes and loans payable, short-term 669,605 669,605 Notes payable, long-term, convertible 426,464 -- Total $ 1,096,069 $ 669,605 |
Notes and Loans Payable_ Sche_2
Notes and Loans Payable: Schedule of Convertible Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Convertible Debt | Description Principal Interest Rate (%) Conversion Price Maturity Date Matrix Advisors, Inc. $ 500,000 5 $0.25 12/31/2015 [1] John Macey 426,464 4 $0.25 12/31/2023 Total convertible notes payable $ 926,464 [1] No change in terms of promissory note due to breach. The debt was converted in November 2021. |
Related Party Transactions_ Sch
Related Party Transactions: Schedule of Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Related Party Transactions | December 31, 2020 December 31, 2019 Note payable, short term $ 21,000 $ 21,000 Less: unamortized discount -- (796 ) 21,000 20,204 Notes payable, convertible, short-term 1,705,409 1,234,151 Less: unamortized discounts (184,949 ) (134,903 ) 1,520,460 1,099,248 Notes payable, convertible, long-term 3,462,386 3,477,310 Less: unamortized discounts (621,750 ) (620,754 ) 2,840,636 2,856,556 Total notes payable, net of unamortized discounts 4,382,096 3,976,008 Accrued compensation 303,165 134,566 Reimbursable expenses/cash advances payable 143,378 152,400 Total related party payable 446,543 289,068 Total related party transactions $ 4,828,639 $ 4,262,974 |
Related Party Transactions_ S_2
Related Party Transactions: Schedule of Convertible Notes Payable-Related Party (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Convertible Notes Payable-Related Party | Description Principal Interest Rate Conversion Price Maturity Date Short-term: Huntington Chase Financial Group $ 284,076 7 $0.05 1 year from demand [1] Huntington Chase LLC 520,000 5 $0.05 12/31/2023 William Nesbitt 85,817 5 $0.05 Funding [2] Kasper Group, Ltd. 188,755 7 $0.05 1 year from demand David Rocke 100,000 5 20-day average [3] Funding [2] Michael Gabriele 276,761 5 20-day average [3] Funding [2] Clive Oosthuizen 250,000 5 $0.05 Funding [2] Total short-term 1,705,409 Long-term: Huntington Chase Financial Group 1,123,000 5 $0.05 12/31/2021 E. William Withrow Jr. 893,256 5 $0.05 12/31/2021 Calli R. Bucci 850,170 5 $0.05 12/31/2024 Kyle W. Withrow 360,965 5 $0.05 12/31/2024 Yinuo Jiang 234,995 5 $0.05 12/31/2024 Total long-term 3,462,386 Total convertible notes payable $ 5,167,795 [1] No demand has been made [2] The requisite funding goals for repayment have not been met. [3] Shares issuable upon conversion not to exceed one percent (1%) of the Company’s issued and outstanding shares of Common Stock. Effective conversion price at 12/31/2020 is $0.10-$0.26 per share. |
Related Party Transactions_ S_3
Related Party Transactions: Schedule of Related Party Activity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Related Party Activity | Total Promissory Notes Unamortized Discounts Accrued Compensation Expenses/Cash Advances Balance, 12/31/2018 $ 3,970,966 $ 3,172,705 $ -- $ 645,555 $ 152,706 Increases 367,201 160,995 (756,847 ) 959,772 3,281 Decreases (75,193 ) (66,500 ) 394 (5,500 ) (3,587 ) Conversions -- 1,465,261 -- (1,465,261 ) -- Net change 292,008 1,559,756 (756,453 ) (510,989 ) (306 ) Balance, 12/31/2019 4,262,974 4,732,461 (756,453 ) 134,566 152,400 Increases 1,013,667 -- (291,039 ) 1,304,206 500 Decreases (448,002 ) (570,301 ) 240,793 (108,972 ) (9,522 ) Conversions -- 1,026,635 -- (1,026,635 ) -- Net change 565,665 456,334 (50,246 ) 168,599 (9,022 ) Balance, 12/31/2020 $ 4,828,639 $ 5,188,795 $ (806,699 ) $ 303,165 $ 143,378 |
Stock Options and Awards_ Outst
Stock Options and Awards: Outstanding and Exercisable Options (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Outstanding and Exercisable Options | Outstanding and Exercisable Options Remaining Exercise Price Number of Contractual Life times Number Weighted Average Exercise Price Shares (in years) of Shares Exercise Price $0.005 4,812,569 3.60 $ 24,063 $0.16 $0.05 1,250,000 3.65 62,500 $0.04 $0.10 500,000 3.05 50,000 $0.63 $3.20 102,500 0.30 328,000 $3.20 6,665,069 $ 464,563 $1.20 |
Stock Options and Awards_ Sched
Stock Options and Awards: Schedule of Stock Options Activity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Stock Options Activity | Options Activity Number Weighted Average of Shares Exercise Price Outstanding at December 31, 2018 602,500 $2.34 Granted 10,875,133 $0.20 Exercised (4,812,564 ) ($0.16) Expired / Cancelled -- -- Outstanding at December 31, 2019 6,665,069 $1.20 Granted -- -- Exercised -- -- Expired / Cancelled -- -- Outstanding at December 31, 2020 6,665,069 $1.20 |
Stock Options and Awards_ Sch_2
Stock Options and Awards: Schedule of Restricted Stock Awards Activity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Restricted Stock Awards Activity | Restricted Stock Awards Activity Number Deferred of Shares Compensation Outstanding at December 31, 2018 916,667 $ 8,250 Granted -- -- Vested (333,334 ) (3,000 ) Forfeited/Canceled -- -- Outstanding at December 31, 2019 583,333 5,250 Granted -- -- Vested (333,333 ) (3,000 ) Forfeited/Canceled -- -- Outstanding at December 31, 2020 250,000 $ 2,250 |
Income Taxes_ Schedule of Effec
Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Effective Income Tax Rate Reconciliation | December 31, 2020 December 31, 2019 Loss and comprehensive loss before taxes $ 1,777,488 ) $ (1,724,096 ) Comprehensive loss -- (1,206 ) Loss before taxes (1,777,488 ) (1,722,890 ) Statutory rate (Fed & State(s)) 30% 30% Computed expected tax payable (recovery) (501,900 ) (482,700 ) Tax effect of non-deductible expenses: Stock compensation/amortization of stock options 200 8.400 Discount amortization 71,900 100 Total tax effect of non-deductible expenses 72,100 8,500 Change in valuation allowance 429,800 474,200 Income tax expense $ -- $ -- Reported income taxes: Federal $ -- $ -- State -- -- Total $ -- $ -- |
Income Taxes_ Components of Def
Income Taxes: Components of Deferred Tax Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Components of Deferred Tax Assets and Liabilities | December 31, 2020 December 31, 2019 Net operating loss carried forward $ 3,343,300 $ 3,053,000 Officers’ accrued compensation 1,090,800 997,000 Accrued related party interest 182,400 140,600 Bad debt allowance 3,900 -- Valuation allowance (4,620,400 ) (4,190,600 ) Net deferred income tax asset $ -- $ -- |
Income Taxes_ Summary of Operat
Income Taxes: Summary of Operating Loss Carryforwards (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Summary of Operating Loss Carryforwards | Tax Year Net Operating Loss Expires 2010 $ 1,586,900 2030 2011 2,403,700 2031 2012 746,200 2032 2013 767,900 2033 2014 2,096,500 2034 2015 1,543,900 2035 2016 349,300 2036 2017 443,400 2037 2018 222,300 No expiration 2019 836,700 No expiration 2020 1,037,500 No expiration Total $ 12,034,300 |
Segment Reporting_ Schedule of
Segment Reporting: Schedule of Segment Reporting Information, by Segment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Tables/Schedules | |
Schedule of Segment Reporting Information, by Segment | Security Services [1] Corporate/ Intellectual Property Consolidated Totals December 31, 2020 Revenue $ 1,474,955 $ -- $ 1,474,955 Gross profit 270,056 -- 270,056 Operating income (loss) 95,512 (1,316,630 ) (1,221,118 ) Depreciation and amortization -- 1,838 1,838 Interest expense 3,398 312,179 315,577 Discount amortization -- 240,793 240,793 Unrealized losses -- -- -- Total assets 239,680 31,583 271,263 December 31, 2019 Revenue $ 580,574 $ -- $ 580,574 Gross profit 138,413 -- 138,413 Operating loss 73,513 (1,567,582 ) (1,494,069 ) Depreciation and amortization -- 2,072 2,072 Interest expense 5,642 222,785 228,427 Discount amortization -- 394 394 Unrealized losses -- (1,206 ) (1,206 ) Total assets 295,939 43,542 339,481 [1] Security Services Segment commenced August 2019. |
Overview and Nature of Busine_2
Overview and Nature of Business: Going Concern (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Net loss and comprehensive loss | $ 1,777,488 | $ 1,724,096 |
Accumulated Deficit | 20,918,412 | |
Working Capital Deficit | $ 4,884,261 |
Significant Accounting Polici_4
Significant Accounting Policies: Accounts Receivable: Allowance for Doubtful Accounts (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Accounts Receivable | $ 14,000 | $ 0 |
Significant Accounting Polici_5
Significant Accounting Policies: Property and Equipment (Details) | Dec. 31, 2020 |
Minimum | |
Useful Life (Yrs) | 5 years |
Maximum | |
Useful Life (Yrs) | 7 years |
Significant Accounting Polici_6
Significant Accounting Policies: Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Minimum | |
Useful Life (Yrs) | 4 years |
Useful Life (Yrs) | 2 years |
Maximum | |
Useful Life (Yrs) | 20 years |
Useful Life (Yrs) | 5 years |
Significant Accounting Polici_7
Significant Accounting Policies: Other Comprehensive Income (Loss) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Comprehensive Income (Loss) | $ 0 | $ 1,206 |
Comprehensive Income (Loss) | $ 4,152 | $ 4,152 |
Significant Accounting Polici_8
Significant Accounting Policies: Other Comprehensive Income (Loss): Comprehensive Income (Loss) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Unrealized Foreign Currency Exchange | ||
Balance | $ 6,703 | $ 6,703 |
Gain (loss) | 0 | 0 |
Balance | 6,703 | 6,703 |
Unrealized Securities Gains (Losses) | ||
Balance | (10,855) | (9,649) |
Gain (loss) | 0 | (1,206) |
Balance | (10,855) | (10,855) |
Balance | (4,152) | (2,946) |
Gain (loss) | 0 | (1,206) |
Balance | $ (4,152) | $ (4,152) |
Investment in Securities (Detai
Investment in Securities (Details) - OTC: AZFL Common Stock - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Securities, Shares Held | 12,061,854 | |
Securities, Unrealized Gain (Loss) | $ 0 | $ 1,206 |
Securities, Unrealized Gain (Loss), Cumulative | 10,855 | 10,855 |
Securities, Fair Value | $ 1,207 | $ 1,207 |
Property and Equipment_ Sched_2
Property and Equipment: Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Office Equipment | $ 2,362 | $ 2,362 |
Accumulated Depreciation | (2,362) | (2,124) |
Property and Equipment, Net | $ 0 | $ 238 |
Property and Equipment_ Depreci
Property and Equipment: Depreciation Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Depreciation Expense | $ 238 | $ 472 |
Intangible Assets_ Schedule o_2
Intangible Assets: Schedule of Intangible Assets (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Intellectual Property, Unencumbered | $ 31,500 | $ 31,500 |
Accumulated Amortization | (3,534) | (1,934) |
Intellectual Property, Unemcumbered, Net | $ 27,966 | $ 29,566 |
Intangible Assets_ Amortization
Intangible Assets: Amortization Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Amortization of Intangible Assets | $ 1,600 | $ 1,600 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses: Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Accounts Payable-Vendors | $ 789,000 | $ 745,469 |
Accrued Payroll and Taxes | 208,029 | 151,096 |
Accrued Interest | 1,401,745 | 1,110,480 |
Payroll taxes payable | 5,169 | 0 |
Sales tax payable | 48,216 | 36,726 |
Other liabilities | 15,284 | 779 |
Total Accounts Payable and Accrued Expenses | $ 2,467,443 | $ 2,044,550 |
Notes and Loans Payable_ Sche_3
Notes and Loans Payable: Schedule of Notes and Loans Payable (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Loans Payable | $ 44,605 | $ 44,605 |
Notes Payable-Short Term | 125,000 | 125,000 |
Sub-total | 169,605 | 169,605 |
Notes Payable-Short Term-Convertible | 500,000 | 500,000 |
Total Notes and Loans Payable-Short Term | 669,605 | 669,605 |
Notes payable, long-term, convertible | 426,464 | 0 |
Total Notes and Loans Payable | $ 1,096,069 | $ 669,605 |
Notes and Loans Payable_ Sche_4
Notes and Loans Payable: Schedule of Convertible Debt (Details) | 12 Months Ended |
Dec. 31, 2020 USD ($) $ / shares | |
John Macey | |
Principal | $ 426,464 |
Interest Rate (%) | 4% |
Conversion Rate | $ / shares | $ 0.25 |
Maturity Date | 12/31/2023 |
Convertible Note, 5% | |
Principal | $ 500,000 |
Interest Rate (%) | 5% |
Conversion Rate | $ / shares | $ 0.25 |
Maturity Date | 12/31/2015 |
Convertible Note, Total | |
Principal | $ 926,464 |
Notes and Loans Payable (Detail
Notes and Loans Payable (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Loans Payable | $ 44,605 | $ 44,605 |
Notes Payable, Unsecured | 125,000 | 125,000 |
Notes Payable, Unsecured, Convertible | $ 926,464 | $ 500,000 |
Minimum | ||
Notes Payable, Unsecured, Convertible, Conversion Price | $ 0.05 | |
Maximum | ||
Notes Payable, Unsecured, Convertible, Conversion Price | $ 0.25 |
Notes and Loans Payable_ Intere
Notes and Loans Payable: Interest Rates (Details) | Dec. 31, 2020 |
Minimum | |
Notes Payable, Interest Rates (%) | 5% |
Maximum | |
Notes Payable, Interest Rates (%) | 25% |
Notes and Loans Payable_ Accrue
Notes and Loans Payable: Accrued Interest (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Interest Expense | $ 69,247 | $ 52,000 |
Accrued Interest, From Related Pty | 62,880 | 0 |
Accrued Interest | $ 535,193 | $ 403,066 |
Related Party Transactions_ S_4
Related Party Transactions: Schedule of Related Party Transactions (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Note payable, short term | $ 21,000 | $ 21,000 |
Less: unamortized discount | 0 | (796) |
Note payable, short-term, net | 21,000 | 20,204 |
Notes payable, convertible, short-term | 1,705,409 | 1,234,151 |
Less: unamortized discounts | (184,949) | (134,903) |
Notes payable, convertible, short-term, net | 1,520,460 | 1,099,248 |
Notes payable, convertible, long-term | 3,462,386 | 3,477,310 |
Less: unamortized discounts | (621,750) | (620,754) |
Notes payable, convertible, long-term, net | 2,840,636 | 2,856,556 |
Total notes payable, net of unamortized discounts | 4,382,096 | 3,976,008 |
Accrued Compensation | 303,165 | 134,566 |
Reimbursable expenses/cash advances payable | 143,378 | 152,400 |
Total Related Party Payable | 446,543 | 289,068 |
Total related party transactions | $ 4,828,639 | $ 4,262,974 |
Related Party Transactions_ S_5
Related Party Transactions: Schedule of Convertible Notes Payable-Related Party (Details) | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Huntington Chase Financial Group | |
Convertible Notes Payable, Principal | $ 284,076 |
Convertible Notes Payable, Interest Rate | 7% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 1 year from demand |
Huntington Chase LLC | |
Convertible Notes Payable, Principal | $ 520,000 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 12/31/2023 |
William Nesbitt | |
Convertible Notes Payable, Principal | $ 85,817 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | Funding |
Kasper Group, Ltd | |
Convertible Notes Payable, Principal | $ 188,755 |
Convertible Notes Payable, Interest Rate | 7% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 1 year from demand |
David Rocke | |
Convertible Notes Payable, Principal | $ 100,000 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | 20-day average |
Convertible Notes Payable, Maturity | Funding |
Michael Gabriele | |
Convertible Notes Payable, Principal | $ 276,761 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | 20-day average |
Convertible Notes Payable, Maturity | Funding |
Clive Oosthuizen | |
Convertible Notes Payable, Principal | $ 250,000 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | Funding |
Short-Term, Total | |
Convertible Notes Payable, Principal | $ 1,705,409 |
Huntington Chase Financial Group | |
Convertible Notes Payable, Principal | $ 1,123,000 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 12/31/2021 |
E. William Withrow Jr | |
Convertible Notes Payable, Principal | $ 893,256 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 12/31/2021 |
Calli R. Bucci | |
Convertible Notes Payable, Principal | $ 850,170 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 12/31/2024 |
Kyle W. Withrow | |
Convertible Notes Payable, Principal | $ 360,965 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 12/31/2024 |
Tax Year 2018 | |
Convertible Notes Payable, Principal | $ 234,995 |
Convertible Notes Payable, Interest Rate | 5% |
Convertible Notes Payable, Conversion Price | $0.05 |
Convertible Notes Payable, Maturity | 12/31/2024 |
Long-Term, Total | |
Convertible Notes Payable, Principal | $ 3,462,386 |
Related Party Transactions_ Int
Related Party Transactions: Interest Rates (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Minimum | |
Notes Payable, Interest Rate (%) | 5% |
Maximum | |
Notes Payable, Interest Rate (%) | 7% |
Related Party Transactions_ Con
Related Party Transactions: Conversion Price (Details) | Dec. 31, 2020 $ / shares |
Minimum | |
Convertible Notes Payable, Conversion Price | $ 0.05 |
Maximum | |
Convertible Notes Payable, Conversion Price | $ 0.25 |
Related Party Transactions (Det
Related Party Transactions (Details) | 12 Months Ended | |||
Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | Dec. 31, 2020 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) | |
Unamortized Discounts | ||||
Due to Related Parties, Beginning of Period | $ 756,453 | |||
Increase (Decrease) During Period, Net | $ 50,246 | $ 756,453 | ||
Due to Related Parties, End of Period | 806,699 | |||
Loans Payable | ||||
Due to Related Parties, Beginning of Period | 3,976,008 | |||
Increase (Decrease) During Period, Net | 1,559,756 | 456,334 | ||
Due to Related Parties, End of Period | 4,382,096 | |||
Accrued Compensation | ||||
Due to Related Parties, Beginning of Period | 134,566 | |||
Increase (Decrease), Accrued Compensation | 1,304,206 | $ 959,772 | ||
Increase (Decrease), Accrued Compensation, Converted to Note Payable | (1,026,635) | (1,465,261) | ||
Increase (Decrease), Payments to Related Parties | 53,972 | 5,500 | ||
Increase (Decrease) During Period, Net | (510,989) | 168,599 | (510,989) | |
Due to Related Parties, End of Period | 303,165 | |||
Reimb Exp/Cash Advances | ||||
Due to Related Parties, Beginning of Period | 152,400 | |||
Increase (Decrease), Payments to Related Parties | (4,500) | (3,587) | ||
Increase (Decrease), Cash Advances | 500 | 3,281 | ||
Increase (Decrease) During Period, Net | 306 | 9,022 | $ 306 | |
Due to Related Parties, End of Period | $ 143,378 | |||
Kasper Group, Ltd | ||||
Employment Agreement, Date | Oct. 01, 2018 | |||
Employment Agreement, Term (Yrs) | 3 | |||
Employment Agreement, Compensation (Yr) | $ 150,000 | |||
Employment Agreement, Stock Award, Shares | shares | 1,000,000 | |||
Employment Agreement, Stock Award, Shares, Value | $ 10,000 | |||
Employment Agreement, Stock Award, Per Share | $ / shares | $ 0.001 | |||
Huntington Chase LLC | ||||
Employment Agreement, Date | Nov. 01, 2018 | |||
Consulting Agreement, Term (Yrs) | 3 | |||
Consulting Agreement, Compensation (Yr) | $ 240,000 | |||
MJ Management Services Inc | ||||
Consulting Agreement, Date | Nov. 01, 2018 | |||
Employment Agreement, Term (Yrs) | 3 | |||
Consulting Agreement, Compensation (Annual) | $ 150,000 | |||
Consulting Agreement, Stock Options, Shares | shares | 500,000 | |||
Consulting Agreement, Stock Options, Exercise Price | $ / shares | $ 0.10 | |||
Consulting Agreement, Stock Options, Life (Yrs) | 5 | |||
Consulting Agreement, Stock Options, Vest Period (Mos) | 24 | |||
Consulting Agreement, Stock Options, Value, Black-Scholes | $ 0 | |||
Consulting Agreement, Stock Options, Value, Black-Scholes, Exp Term | 4.75 | |||
Consulting Agreement, Stock Options, Value, Black-Scholes, Volatility | 35.59% | |||
Consulting Agreement, Stock Options, Value, Black-Scholes, Risk Free Int Rate | 2.96% | |||
Consulting Agreement, Stock Options, Value, Black-Scholes, Dividend Yield | 0% | |||
David Rocke | ||||
Consulting Agreement, Term (Yrs) | 3 | |||
Consulting Agreement, Compensation (Yr) | $ 150,000 | |||
Consulting Agreement, Date | May 01, 2019 | |||
Consulting Agreement, Stock Options, Shares | shares | 6,875,093 | |||
Consulting Agreement, Stock Options, Exercise Price | $ / shares | $ 0.005 | |||
Consulting Agreement, Stock Options, Life (Yrs) | 5 | |||
Consulting Agreement, Profit Particpation, % | 12.5 | |||
Consulting Agreement, Stock Options, Value | $ 39,875 | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Exp Term | 4 | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Volatility | 38.58% | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Risk Free Int Rate | 2.15% | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Dividend Yield | 0% | |||
Non-Compete Agreement, Date | Aug. 29, 2019 | |||
Non-Compete Agreement, Term (Yrs) | 5 | |||
Non-Compete Agreement, Stock Grant, Shares | shares | 6,667,000 | |||
Non-Compete Agreement, Stock Grant, Shares, Value | $ 66,670 | |||
Non-Compete Agreement, Stock Grant, Shares, Per Share | $ / shares | $ 0.001 | |||
Non-Compete Agreement, Non-Dilution, Percent | 7% | |||
Non-Compete Agreement, Non-Dilution, End Date | May 15, 2019 | |||
Stock Issuance, Shares | shares | 572,924 | |||
Michael Gabriele | ||||
Consulting Agreement, Term (Yrs) | 3 | |||
Consulting Agreement, Compensation (Yr) | $ 175,000 | |||
Consulting Agreement, Stock Options, Shares | shares | 2,750,040 | |||
Consulting Agreement, Stock Options, Exercise Price | $ / shares | $ 0.005 | |||
Consulting Agreement, Stock Options, Life (Yrs) | 5 | |||
Consulting Agreement, Profit Particpation, % | 12.5 | |||
Consulting Agreement, Stock Options, Value | $ 15,950 | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Exp Term | 4 | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Volatility | 38.58% | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Risk Free Int Rate | 2.15% | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Dividend Yield | 0% | |||
Non-Compete Agreement, Date | Aug. 29, 2019 | |||
Non-Compete Agreement, Term (Yrs) | 5 | |||
Non-Compete Agreement, Stock Grant, Shares | shares | 6,667,000 | |||
Non-Compete Agreement, Stock Grant, Shares, Value | $ 66,670 | |||
Non-Compete Agreement, Stock Grant, Shares, Per Share | $ / shares | $ 0.001 | |||
Non-Compete Agreement, Non-Dilution, Percent | 7% | |||
Non-Compete Agreement, Non-Dilution, End Date | May 15, 2019 | |||
Stock Issuance, Shares | shares | 229,170 | |||
Clive Oosthuizen | ||||
Consulting Agreement, Term (Yrs) | 3 | |||
Consulting Agreement, Date | Sep. 01, 2019 | |||
Consulting Agreement, Stock Options, Shares | shares | 1,250,000 | |||
Consulting Agreement, Stock Options, Exercise Price | $ / shares | $ 0.05 | |||
Consulting Agreement, Stock Options, Life (Yrs) | 5 | |||
Consulting Agreement, Stock Options, Vest Period (Mos) | 36 | |||
Consulting Agreement, Stock Options, Value | $ 625 | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Exp Term | 5.75 | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Volatility | 41.30% | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Risk Free Int Rate | 1.84% | |||
Consulting Agreement, Stock Options, Value, Black Sholes, Dividend Yield | 0% | |||
Non-Compete Agreement, Date | Oct. 10, 2019 | |||
Non-Compete Agreement, Term (Yrs) | 5 | |||
Non-Compete Agreement, Stock Grant, Shares | shares | 4,000,000 | |||
Non-Compete Agreement, Stock Grant, Shares, Value | $ 360,000 | |||
Non-Compete Agreement, Stock Grant, Shares, Per Share | $ / shares | $ 0.001 | |||
Non-Compete Agreement, Non-Dilution, Percent | 4.50% | |||
Consulting Agreement, Compensation (Yr 1) | $ 180,000 | |||
Consulting Agreement, Compensation (Yr 2) | 210,000 | |||
Consulting Agreement, Compensation (Yr 3) | 240,000 | |||
Consulting Agreement, Signing Bonus | $ 25,000 | |||
Stock Issuance, Date | Oct. 10, 2019 | |||
Stock Issuance, Shares | shares | 4,000,000 | |||
Stock Issuance, Per Share | $ / shares | $ 0.001 | |||
Stock Issuance, Proceeds | $ 4,000 | |||
Tax Year 2018 | ||||
Consulting Agreement, Term (Yrs) | 3 | |||
Consulting Agreement, Compensation (Yr) | $ 100,000 | |||
Consulting Agreement, Date | Oct. 01, 2019 | |||
Consulting Agreement, Stock Award, Shares | shares | 1,000,000 | |||
Consulting Agreement, Stock Award, Value | $ 10,000 | |||
Consulting Agreement, Stock Award, Per Share | $ / shares | $ 0.001 | |||
Stock Issuance, Date | Oct. 01, 2019 | |||
Stock Issuance, Shares | shares | 1,000,000 | |||
Stock Issuance, Per Share | $ / shares | $ 0.001 | |||
Stock Issuance, Proceeds | $ 1,000 | |||
David Rocke/Michael Gabriele | ||||
Stock Issuance, Date | Aug. 29, 2019 | |||
Stock Issuance, Shares | shares | 13,334,000 | |||
Stock Issuance, Per Share | $ / shares | $ 0.001 | |||
Stock Issuance, Proceeds | $ 13,334 | |||
Stock Issuance, Non-Dilution Provision, Shares | shares | 210,000 | |||
Stock Issuance, Non-Dilution Provision, Per Share | $ / shares | $ 0.001 | |||
Stock Issuance, Non-Dilution Provision, Proceeds | $ 210 | |||
Rocke/Gabriele Stock Options | ||||
Stock Issuance, Date | Sep. 20, 2019 | |||
Stock Issuance, Per Share | $ / shares | $ 0.005 | |||
Stock Issuance, Proceeds | $ 20,052 | |||
Stock Issuance, Options Exercised | shares | 4,010,470 | |||
Stock Issuance, Shares, Rocke | shares | 2,864,620 | |||
Stock Issuance, Shares, Gabriele | shares | 1,145,850 | |||
Officers & Directors | ||||
Stock Issuance, Date | Oct. 06, 2019 | |||
Stock Issuance, Shares | shares | 6,000,000 | |||
Stock Issuance, Per Share | $ / shares | $ 0.001 | |||
Stock Issuance, Proceeds | $ 6,000 | |||
Stock Issuance, Value | $ 60,000 | |||
Kyle W. Withrow | ||||
Stock Issuance, Shares | shares | 1,500,000 | |||
E. William Withrow Jr | ||||
Stock Issuance, Shares | shares | 1,000,000 | |||
Calli Bucci | ||||
Stock Issuance, Shares | shares | 1,000,000 | |||
John Ogden | ||||
Stock Issuance, Shares | shares | 1,000,000 | |||
William Nesbitt | ||||
Stock Issuance, Shares | shares | 500,000 | |||
Martin Blake | ||||
Stock Issuance, Shares | shares | 500,000 | |||
Philip Woolas | ||||
Stock Issuance, Shares | shares | 500,000 | |||
Increase (Decrease) During Period, Net | 292,008 | $ 565,665 | ||
Due to Related Parties, End of Period | $ 4,262,974 | $ 4,828,639 | ||
Stock Issuance, Date | Dec. 20, 2019 | |||
Stock Issuance, Shares | shares | 802,094 | |||
Stock Issuance, Per Share | $ / shares | $ 0.005 | |||
Stock Issuance, Proceeds | $ 4,010 |
Related Party Transactions_ S_6
Related Party Transactions: Schedule of Related Party Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Promissory Notes | ||
Due To Related Party, Balance | $ 3,172,705 | |
Due to Related Party, Increases | $ 0 | 160,995 |
Due to Related Party, Decreases | (570,301) | (66,500) |
Due to Related Party, Conversions | 1,026,635 | 1,465,261 |
Due to Related Party, Net Change | 456,334 | 1,559,756 |
Due To Related Party, Balance | 5,188,795 | 4,732,461 |
Unamortized Discounts | ||
Due To Related Party, Balance | 0 | |
Due to Related Party, Increases | (291,039) | (756,847) |
Due to Related Party, Decreases | 240,793 | 394 |
Due to Related Party, Conversions | 0 | 0 |
Due to Related Party, Net Change | (50,246) | (756,453) |
Due To Related Party, Balance | (806,699) | (756,453) |
Accrued Compensation | ||
Due To Related Party, Balance | 645,555 | |
Due to Related Party, Increases | 1,304,206 | 959,772 |
Due to Related Party, Decreases | (108,972) | (5,500) |
Due to Related Party, Conversions | (1,026,635) | (1,465,261) |
Due to Related Party, Net Change | 168,599 | (510,989) |
Due To Related Party, Balance | 303,165 | 134,566 |
Expenses/Cash Advances | ||
Due To Related Party, Balance | 152,706 | |
Due to Related Party, Increases | 500 | 3,281 |
Due to Related Party, Decreases | (9,522) | (3,587) |
Due to Related Party, Conversions | 0 | 0 |
Due to Related Party, Net Change | (9,022) | (306) |
Due To Related Party, Balance | 143,378 | 152,400 |
Due To Related Party, Balance | 3,970,966 | |
Due to Related Party, Increases | 1,013,667 | 367,201 |
Due to Related Party, Decreases | (448,002) | (75,193) |
Due to Related Party, Conversions | 0 | 0 |
Due to Related Party, Net Change | 565,665 | 292,008 |
Due To Related Party, Balance | $ 4,828,639 | $ 4,262,974 |
Related Party Transactions_ Pro
Related Party Transactions: Promissory Notes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Increase (Decrease) During Period, Net | $ 292,008 | $ 565,665 | |
Huntington Chase Financial Group | |||
Convertible Promissory Note, Date | Dec. 31, 2010 | ||
Convertible Promissory Note, Principal, Original | $ 260,000 | ||
Convertible Promissory Note, Interest Rate (%) | 7% | ||
Convertible Promissory Note, Term (Yrs) | 1 | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Accrued Interest, Current Period | $ 14,722 | $ 18,200 | |
Convertible Promissory Note, Payments, Principal | 118,837 | 11,000 | |
Convertible Promissory Note, Payments, Interest | 15,271 | 15,339 | |
Convertible Promissory Note, Principal, Balance | 130,163 | 249,000 | |
Convertible Promissory Note, Accrued Interest, Total | $ 81,350 | 81,899 | |
William Nesbitt | |||
Convertible Promissory Note, Date | Dec. 31, 2011 | ||
Convertible Promissory Note, Principal, Original | $ 86,317 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Accrued Interest, Current Period | $ 4,303 | 4,312 | |
Convertible Promissory Note, Payments, Principal | 0 | 500 | |
Convertible Promissory Note, Principal, Balance | 85,817 | 85,817 | |
Convertible Promissory Note, Accrued Interest, Total | $ 37,262 | 32,959 | |
Huntington Chase Ltd | |||
Convertible Promissory Note, Date | Dec. 31, 2013 | ||
Convertible Promissory Note, Interest Rate (%) | 7% | ||
Convertible Promissory Note, Term (Yrs) | 1 | ||
Convertible Promissory Note, Conversion Price | $ 0.07 | ||
Convertible Promissory Note, Accrued Interest, Current Period | $ 10,803 | 10,773 | |
Convertible Promissory Note, Accrued Interest, Total | 102,844 | 92,041 | |
Convertible Promissory Note, Principal, Modified | $ 153,913 | ||
E. William Withrow Jr | |||
Convertible Promissory Note, Date | Dec. 31, 2014 | ||
Convertible Promissory Note, Principal, Original | $ 894,256 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Accrued Interest, Current Period | $ 44,786 | 44,706 | |
Convertible Promissory Note, Payments, Principal | 0 | 1,000 | |
Convertible Promissory Note, Principal, Balance | 893,256 | 893,256 | |
Convertible Promissory Note, Accrued Interest, Total | $ 195,061 | 150,275 | |
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.05 | ||
Huntington Chase Financial Group | |||
Convertible Promissory Note, Date | Dec. 31, 2014 | ||
Convertible Promissory Note, Principal, Original | $ 1,123,000 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Accrued Interest, Current Period | $ 56,304 | 56,149 | |
Convertible Promissory Note, Accrued Interest, Total | $ 245,137 | 188,833 | |
Huntington Chase LLC | |||
Convertible Promissory Note, Date | Dec. 31, 2018 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Accrued Interest, Current Period | $ 18,567 | 6,529 | |
Convertible Promissory Note, Principal, Modified | $ 520,000 | ||
Convertible Promissory Note, Maturity Date | Dec. 31, 2023 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Prnicipal Portion | $ 180,000 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Beneficial Conversion Feature | $ 120,000 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 49,428 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | 36,000 | 70,572 | 36,000 |
Convertible Promissory Note, Accrued Interest, Balance | $ 25,096 | 6,529 | |
David Rocke/Michael Gabriele | |||
Promissory Note, Date | Jul. 10, 2019 | ||
Promissory Note, Principal | $ 50,000 | ||
Promissory Note, Interest Rate (%) | 12% | ||
Promissory Note, Principal, Payments | 50,000 | ||
Promissory Note, Accrued Interest, Current Period | 5,642 | ||
Clive Oosthuizen | |||
Convertible Promissory Note, Date | Dec. 31, 2019 | ||
Convertible Promissory Note, Principal, Original | $ 250,000 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Prnicipal Portion | $ 150,000 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Beneficial Conversion Feature | $ 99,000 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 26,562 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | 36,000 | 72,438 | 36,000 |
Convertible Promissory Note, Accrued Interest, Balance | $ 6,436 | 0 | |
Promissory Note, Date | Sep. 01, 2019 | ||
Promissory Note, Principal | $ 25,000 | ||
Promissory Note, Interest Rate (%) | 5% | ||
Promissory Note, Principal, Payments | $ 0 | 4,000 | |
Promissory Note, Accrued Interest, Current Period | $ 6,436 | 0 | |
Promissory Note, Maturity Date | Dec. 31, 2020 | ||
Promissory Note, Discount | $ 1,190 | ||
Promissory Note, Discount Amortization | 796 | 394 | |
Promissory Note, Principal, Balance | 21,000 | 21,000 | |
Promissory Note, Discount, Unamortized Balance | $ 0 | 796 | |
David Rocke | |||
Convertible Promissory Note, Date | Dec. 31, 2019 | ||
Convertible Promissory Note, Principal, Original | $ 100,000 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.062 | ||
Convertible Promissory Note, Beneficial Conversion Feature | $ 29,032 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 9,672 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | 29,032 | 19,360 | 29,032 |
Promissory Note, Accrued Interest, Current Period | 5,014 | 0 | |
Promissory Note, Accrued Interest, Balance | $ 5,014 | 0 | |
Michael Gabriele | |||
Convertible Promissory Note, Date | Dec. 31, 2019 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Principal, Modified | $ 276,761 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Prnicipal Portion | $ 116,666 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.062 | ||
Convertible Promissory Note, Beneficial Conversion Feature | $ 33,871 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 11,292 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | 33,871 | 22,579 | 33,871 |
Promissory Note, Accrued Interest, Current Period | 9,111 | 0 | |
Promissory Note, Accrued Interest, Balance | $ 9,111 | 0 | |
Kyle W. Withrow | |||
Convertible Promissory Note, Date | Dec. 31, 2019 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Principal, Modified | $ 360,965 | ||
Convertible Promissory Note, Maturity Date | Dec. 31, 2024 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Prnicipal Portion | $ 280,195 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Beneficial Conversion Feature | $ 176,194 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 31,341 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | 119,655 | 144,853 | 119,655 |
Promissory Note, Accrued Interest, Current Period | 13,047 | 0 | |
Promissory Note, Accrued Interest, Balance | $ 13,047 | 0 | |
MJ Management Services Inc | |||
Convertible Promissory Note, Date | Dec. 31, 2019 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Principal, Modified | $ 850,170 | ||
Convertible Promissory Note, Maturity Date | Dec. 31, 2024 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Prnicipal Portion | $ 775,170 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Beneficial Conversion Feature | $ 472,602 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 90,915 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | 420,102 | 381,687 | 420,102 |
Promissory Note, Accrued Interest, Current Period | 37,935 | 0 | |
Promissory Note, Accrued Interest, Balance | $ 37,935 | 0 | |
Tax Year 2018 | |||
Convertible Promissory Note, Date | Dec. 31, 2019 | ||
Convertible Promissory Note, Interest Rate (%) | 5% | ||
Convertible Promissory Note, Conversion Price | $ 0.05 | ||
Convertible Promissory Note, Principal, Modified | $ 234,995 | ||
Convertible Promissory Note, Maturity Date | Dec. 31, 2024 | ||
Convertible Promissory Note, Beneficial Conversion Feature, Prnicipal Portion | $ 184,995 | ||
Convertible Promissory Note, Beneficial Conversion Feature | 115,997 | ||
Convertible Promissory Note, Discount Amortization, Current Period | 20,787 | 0 | |
Convertible Promissory Note, Discount, Unamortized Balance | $ 80,997 | 95,210 | 80,997 |
Promissory Note, Accrued Interest, Current Period | 8,655 | 0 | |
Promissory Note, Accrued Interest, Balance | 8,655 | 0 | |
Promissory Notes | |||
Increase (Decrease) During Period, Net | 406,088 | 803,303 | |
Increase (Decrease), Notes Payable | 1,026,635 | 1,465,261 | |
Increase (Decrease), Cash Advances | 0 | 50,000 | |
Increase (Decrease), From Non-Related Pty Accrued Comp | 0 | 110,995 | |
Increase (Decrease), Payments to Related Parties | 143,837 | 66,500 | |
Increase (Decrease), Unamortized Discounts | $ 50,246 | $ 756,453 |
Related Party Transactions_ Acc
Related Party Transactions: Accrued Compensation (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Increase (Decrease) During Period, Net | $ 292,008 | $ 565,665 | |
Accrued Compensation | |||
Increase (Decrease), Accrued Compensation | 1,304,206 | $ 959,772 | |
Increase (Decrease), Accrued Compensation, Converted to Note Payable | (1,026,635) | (1,465,261) | |
Increase (Decrease), To Non-Related Pty Accrued Comp | 55,000 | 0 | |
Increase (Decrease), Payments to Related Parties | 53,972 | 5,500 | |
Increase (Decrease) During Period, Net | $ (510,989) | $ 168,599 | $ (510,989) |
Related Party Transactions_ Rei
Related Party Transactions: Reimb Expenses & Cash Advances (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Increase (Decrease) During Period, Net | $ 292,008 | $ 565,665 | |
Reimb Exp/Cash Advances | |||
Increase (Decrease) During Period, Net | $ 306 | 9,022 | $ 306 |
Increase (Decrease), Cash Advances | 500 | 3,281 | |
Increase (Decrease), Payments to Related Parties | (4,500) | (3,587) | |
Increase (Decrease), To Non-Related Pty Accrued Expenses | $ (5,022) | $ 0 |
Related Party Transactions_ A_2
Related Party Transactions: Accrued Interest (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Accrued Interest, Related Party, Current Period | $ 242,932 | $ 175,428 |
Accrued Interest, To Related Pty | 62,880 | 0 |
Accrued Interest, Related Party, Current Period, Payments | 20,913 | 15,339 |
Accrued Interest, Related Party | $ 866,553 | $ 707,414 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - License Agreement | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
License Agreement, Date | Jun. 30, 2014 |
License Agreement, License Fee | $ 450,000 |
License Agreement, Royalty, Percent | 12% |
Capital Stock (Details)
Capital Stock (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 25,000,000 | 25,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Issued, Current Period | 0 | 30,856,564 |
Common Stock, Shares, Outstanding | 108,239,317 | 108,239,317 |
Capital Stock_ Activity (Detail
Capital Stock: Activity (Details) | 12 Months Ended | |
Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
Common Stock, Shares | ||
Stock Issued-Services-Related Party | $ 0 | $ 18,544,000 |
Stock Issued-Related Party Stock Awards | 0 | 6,000,000 |
Stock Issued-Related Party Stock Options | 0 | 4,812,564 |
Stock Issued-Intellectual Property Acquisition Cancellation | 0 | 1,500,000 |
Common Stock, Value | ||
Stock Issued-Services-Related Party | $ 0 | $ 505,440 |
Stock Issued-Related Party Stock Awards | 0 | 60,000 |
Proceeds | ||
Stock Issued-Services-Related Party | $ 0 | |
Stock Issued-Related Party Stock Awards | 0 | 6,000 |
Stock Issued-Related Party Stock Options | 0 | 24,063 |
Paid In Capital | ||
Stock Issued-Services-Related Party | $ 0 | $ 486,896 |
Stock Issued-Related Party Stock Awards | 0 | 54,000 |
Stock Issued-Related Party Stock Options | 0 | 19,250 |
Capital Stock_ Deferred Compens
Capital Stock: Deferred Compensation (Details) | 12 Months Ended | |
Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
Details | ||
Deferred Compensation, Current Period Amortization | $ 3,000 | $ 3,000 |
Deferred Compensation, Remaining | $ 2,250 | $ 5,250 |
Defered Compensation, Remaining Amortization Period (Mos) | 9 |
Stock Options and Awards (Detai
Stock Options and Awards (Details) - shares | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Stock Options, Outstanding | 6,665,069 | 6,665,069 |
Stock Options and Awards_ Activ
Stock Options and Awards: Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Options, Grants, Shares | 0 | 10,875,133 |
Stock Options, Grants, Value | $ 0 | $ 56,450 |
Stock Options, Value, Black Sholes, Dividend Yield | 0% | |
Minimum | ||
Stock Options, Value, Black Sholes, Exp Term | 4 years | |
Stock Options, Value, Black Sholes, Volatility | 38.58% | |
Stock Options, Value, Black Sholes, Risk Free Int Rate | 1.84% | |
Maximum | ||
Stock Options, Value, Black Sholes, Exp Term | 5 years 9 months | |
Stock Options, Value, Black Sholes, Volatility | 41.30% | |
Stock Options, Value, Black Sholes, Risk Free Int Rate | 2.15% |
Stock Options and Awards_ Out_2
Stock Options and Awards: Outstanding and Exercisable Options (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Options, Number of Outstanding Options | 0 | 10,875,133 |
Stock Options, Exercise Price x Shares | $ 0 | $ 56,450 |
$0.005 | ||
Stock Options, Number of Outstanding Options | 4,812,569 | |
Stock Options, Remaining Contractual Term | 3 years 7 months 6 days | |
Stock Options, Exercise Price x Shares | $ 24,063 | |
Stock Options, Weighted Average Exercise Price | $ 0.16 | |
$0.05 | ||
Stock Options, Number of Outstanding Options | 1,250,000 | |
Stock Options, Remaining Contractual Term | 3 years 7 months 24 days | |
Stock Options, Exercise Price x Shares | $ 62,500 | |
Stock Options, Weighted Average Exercise Price | $ 0.04 | |
$0.10 | ||
Stock Options, Number of Outstanding Options | 500,000 | |
Stock Options, Remaining Contractual Term | 3 years 18 days | |
Stock Options, Exercise Price x Shares | $ 50,000 | |
Stock Options, Weighted Average Exercise Price | $ 0.63 | |
$3.20 | ||
Stock Options, Number of Outstanding Options | 102,500 | |
Stock Options, Remaining Contractual Term | 3 months 18 days | |
Stock Options, Exercise Price x Shares | $ 328,000 | |
Stock Options, Weighted Average Exercise Price | $ 3.20 |
Stock Options and Awards_ Sch_3
Stock Options and Awards: Schedule of Stock Options Activity (Details) - shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Options, Outstanding | 6,665,069 | |
Stock Options, Outstanding | 6,665,069 | 6,665,069 |
Stock Options | ||
Stock Options, Outstanding | 6,665,069 | 602,500 |
Stock Options, Granted | 0 | 10,875,133 |
Stock Options, Exercised | 0 | (4,812,564) |
Stock Options, Expired/Canceled | 0 | 0 |
Stock Options, Outstanding | 6,665,069 | 6,665,069 |
Weighted Average Exercise Price | ||
Stock Options, Outstanding | 1.20 | 2.34 |
Stock Options, Granted | 0 | 0.20 |
Stock Options, Exercised | 0 | (0.16) |
Stock Options, Expired/Canceled | 0 | 0 |
Stock Options, Outstanding | 1.20 | 1.20 |
Stock Options and Awards_ Defer
Stock Options and Awards: Deferred Compensation, Stock Options (Details) | 12 Months Ended | |
Dec. 31, 2020 USD ($) shares | Dec. 31, 2019 USD ($) shares | |
Details | ||
Stock Options, Grants, Shares | shares | 0 | 10,875,133 |
Stock Options, Grants, Deferred Compensation, Value | $ 0 | $ 56,450 |
Stock Options, Grants, Deferred Compensation, Current Period Expense | 208 | 28,017 |
Stock Options, Grants, Deferred Compensation, Future Expense | $ 28,225 | $ 28,433 |
Stock Options, Grants, Deferred Compensation, Amortization Period (Mos) | 18 |
Stock Options and Awards_ Restr
Stock Options and Awards: Restricted Stock Awards (Details) | 12 Months Ended | |
Dec. 31, 2020 USD ($) shares | Dec. 31, 2019 USD ($) shares | |
Details | ||
Restricted Stock Award, Vested, Shares | shares | 333,333 | |
Restricted Stock Award, Vested, Value | $ | $ 3,000 | $ 3,000 |
Restricted Stock Award, Unvested, Shares | shares | 250,000 | 583,333 |
Restricted Stock Award, Unvested, Deferred Compensation | $ | $ 2,250 | $ 5,250 |
Restricted Stock Award, Remaining Amortization Period (Mos) | 9 |
Stock Options and Awards_ Sch_4
Stock Options and Awards: Schedule of Restricted Stock Awards Activity (Details) - shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Restricted Stock Award | ||
Restricted Stock Awards, Outstanding | 583,333 | 916,667 |
Restricted Stock Awards, Granted | 0 | 0 |
Restricted Stock Awards, Vested | (333,333) | (333,334) |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | 0 |
Restricted Stock Awards, Outstanding | 250,000 | 583,333 |
Deferred Compensation | ||
Restricted Stock Awards, Outstanding | 5,250 | 8,250 |
Restricted Stock Awards, Granted | 0 | 0 |
Restricted Stock Awards, Vested | (3,000) | (3,000) |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | 0 |
Restricted Stock Awards, Outstanding | 2,250 | 5,250 |
Income Taxes_ Schedule of Eff_2
Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Details | ||
Income (Loss) and Comprehensive Income (Loss) Before Taxes | $ 1,777,488 | $ (1,724,096) |
Comprehensive loss | 0 | (1,206) |
Loss before taxes | $ (1,777,488) | $ (1,722,890) |
Statutory Rate (Fed & State(s)) | 30% | 30% |
Computed Expected Tax Payable (Recovery) | $ (501,900) | $ (482,700) |
Tax effect of non-deductible expenses | ||
Stock compensation/amortization of stock options | 200 | 8.400 |
Discount amortization | 71,900 | 100 |
Total tax effect of non-deductible expenses | 72,100 | 8,500 |
Change in Valuation Allowance | (429,800) | (474,200) |
Income tax expense | 0 | 0 |
Reported Income Taxes | ||
Federal | 0 | 0 |
State | 0 | 0 |
Total | $ 0 | $ 0 |
Income Taxes_ Components of D_2
Income Taxes: Components of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Details | ||
Deferred Tax Asset, Net Operating Losses | $ 3,343,300 | $ 3,053,000 |
Deferred Tax Asset, Officers Accrued Compensation | 1,090,800 | 997,000 |
Deferred Tax Asset, Related Party Interest | 182,400 | 140,600 |
Bad debt allowance | 3,900 | 0 |
Deferred Tax Asset, Valuation Allowance | (4,620,400) | (4,190,600) |
Deferred Tax Assets, Net of Valuation Allowance | $ 0 | $ 0 |
Income Taxes_ Summary of Oper_2
Income Taxes: Summary of Operating Loss Carryforwards (Details) | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Tax Year 2010 | |
Net Operating Loss | $ 1,586,900 |
Expires | 2030 |
Tax Year 2011 | |
Net Operating Loss | $ 2,403,700 |
Expires | 2031 |
Tax Year 2012 | |
Net Operating Loss | $ 746,200 |
Expires | 2032 |
Tax Year 2013 | |
Net Operating Loss | $ 767,900 |
Expires | 2033 |
Tax Year 2014 | |
Net Operating Loss | $ 2,096,500 |
Expires | 2034 |
Tax Year 2015 | |
Net Operating Loss | $ 1,543,900 |
Expires | 2035 |
Tax Year 2016 | |
Net Operating Loss | $ 349,300 |
Expires | 2036 |
Tax Year 2017 | |
Net Operating Loss | $ 443,400 |
Expires | 2037 |
Tax Year 2018 | |
Net Operating Loss | $ 222,300 |
Expires | No expiration |
Tax Year 2019 | |
Net Operating Loss | $ 836,700 |
Expires | No expiration |
Tax Year 2020 | |
Net Operating Loss | $ 1,037,500 |
Expires | No expiration |
Net Operating Loss | $ 12,034,300 |
Income Taxes (Details)
Income Taxes (Details) | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Net Operating Loss | $ 12,034,300 |
Years Open to Examination, Beginning Year | 2013 |
Domestic Tax Authority | |
Net Operating Loss | $ 12,034,300 |
Segment Reporting (Details)
Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Details | |
Number of Reportable Segments | 2 |
Segment Reporting_ Schedule o_2
Segment Reporting: Schedule of Segment Reporting Information, by Segment (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue | $ 1,474,955 | $ 580,574 |
Operating income (loss) | (1,221,118) | (1,494,068) |
Depreciation and amortization | 1,838 | 2,072 |
Interest expense | 315,577 | 228,428 |
Total assets | 271,263 | 339,481 |
Security Services | ||
Revenue | 1,474,955 | 580,574 |
Gross profit | 270,056 | 138,413 |
Operating income (loss) | 95,512 | 73,513 |
Depreciation and amortization | 0 | 0 |
Interest expense | 3,398 | 5,642 |
Discount amortization | 0 | 0 |
Unrealized losses | 0 | 0 |
Total assets | 239,680 | 295,939 |
Corporate / Intellectual Property | ||
Revenue | 0 | 0 |
Gross profit | 0 | 0 |
Operating income (loss) | (1,316,630) | (1,567,582) |
Depreciation and amortization | 1,838 | 2,072 |
Interest expense | 312,179 | 222,785 |
Discount amortization | 240,793 | 394 |
Unrealized losses | 0 | (1,206) |
Total assets | 31,583 | 43,542 |
Consolidated | ||
Revenue | 1,474,955 | 580,574 |
Gross profit | 270,056 | 138,413 |
Operating income (loss) | (1,221,118) | (1,494,069) |
Depreciation and amortization | 1,838 | 2,072 |
Interest expense | 315,577 | 228,427 |
Discount amortization | 240,793 | 394 |
Unrealized losses | 0 | (1,206) |
Total assets | $ 271,263 | $ 339,481 |
Subsequent Events (Details)
Subsequent Events (Details) | 12 Months Ended |
Dec. 31, 2020 USD ($) $ / shares shares | |
Stock Issuance, Shares | shares | 802,094 |
Stock Issuance, Per Share | $ / shares | $ 0.005 |
Stock Issuance, Proceeds | $ 4,010 |
Related Party Transactions | |
Related Party Loans, Beginning, Date | Jan. 01, 2021 |
Related Party Loans, Increase | $ 1,176,229 |
Related Party Loans, Total, Beginning | 4,828,839 |
Related Party Loans, Total, Ending | $ 6,004,868 |
Related Party Loans, Ending, Date | Dec. 31, 2022 |
Related Party Loans, Increase, Promissory Notes, Total | $ 1,107,075 |
Related Party Loans, Increase, Promissory Notes, From Accrued Compensation | 1,477,949 |
Related Party Loans, Increase, Promissory Notes, BCF Discounts | 4,608 |
Related Party Loans, Decrease, Promissory Notes, Unamortized Discounts | 500,429 |
Related Party Loans, Decrease, Promissory Notes, Conversion to Stock | 521,557 |
Related Party Loans, Decrease, Promissory Notes, Payments to Related Parties | 345,138 |
Related Party Loans, Increase, Accrued Compensation, Total | 175,558 |
Related Party Loans, Increase, Accrued Compensation | 1,655,507 |
Related Party Loans, Decrease, Accrued Compensation, To Promissory Notes | 1,477,949 |
Related Party Loans, Decrease, Accrued Compensation, Payments To Related Parties | 2,000 |
Related Party Loans, Increase, Reimb Exps and Cash Advances | $ 106,404 |
Related Party Transactions | Minimum | |
Related Party Loans, Interest Rates (%) | 5% |
Related Party Loans, Convertible Notes Payable, Conversion Price | $ / shares | $ 0.05 |
Related Party Transactions | Maximum | |
Related Party Loans, Interest Rates (%) | 7% |
Related Party Loans, Convertible Notes Payable, Conversion Price | $ / shares | $ 0.25 |
Stock Issuance | |
Subsequent Event, Date | Aug. 31, 2021 |
Stock Issuance, Conversion of Debt, Total | $ 1,238,251 |
Stock Issuance, Shares | shares | 23,066,991 |
Stock Issuance, Conversion of Debt, Amount | $ 941,096 |
Stock Issuance, Conversion of Debt, Conversion Price | $ / shares | $ 0.05 |
Stock Issuance, Conversion of Debt, Amount | $ 297,155 |
Stock Issuance, Conversion of Debt, Conversion Price | $ / shares | $ 0.07 |
Stock Issuance | |
Subsequent Event, Date | Nov. 05, 2021 |
Stock Issuance, Shares | shares | 2,785,205 |
Stock Issuance, Conversion of Debt, Amount | $ 696,301 |
Stock Issuance, Conversion of Debt, Conversion Price | $ / shares | $ 0.25 |
Stock Issuance | |
Subsequent Event, Date | Jan. 01, 2022 |
Stock Issuance, Shares | shares | 2,500,000 |
Stock Issuance, Per Share | $ / shares | $ 0.001 |
Stock Issuance, Proceeds | $ 2,500 |