Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 28, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 000-53727 | ||
Entity Registrant Name | WEED, Inc. | ||
Entity Central Index Key | 0001393772 | ||
Entity Tax Identification Number | 83-0452269 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 4920 N. Post Trail | ||
Entity Address, City or Town | Tucson | ||
Entity Address, State or Province | AZ | ||
Entity Address, Postal Zip Code | 85750 | ||
City Area Code | (520) | ||
Local Phone Number | 818-8582 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 17,328,929 | ||
Entity Common Stock, Shares Outstanding | 120,832,685 | ||
Auditor Name | M&K CPAS, PLLC | ||
Auditor Location | Houston, TX | ||
Auditor Firm ID | 2738 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
CURRENT ASSETS: | ||
Cash | $ 19,654 | $ 12,629 |
Accounts Receivable | 822 | 822 |
Prepaid expenses | 21,442 | 29,683 |
Deposits | 212,000 | |
TOTAL CURRENT ASSETS | 41,918 | 255,134 |
Land | 383,027 | 124,708 |
Building | 1,977,973 | 1,759,292 |
Computers & Equipment | 79,915 | 73,681 |
Leasehold improvements | 5,000 | 5,000 |
Property and equipment, gross | 2,445,915 | 1,962,681 |
Less: Accumulated depreciation | (569,184) | (441,918) |
Property and equipment, net | 1,876,731 | 1,520,763 |
Trademark | 50,000 | 50,000 |
Less: Accumulated amortization | (9,424) | (6,900) |
Trademark, net | 40,576 | 43,100 |
TOTAL ASSETS | 1,959,225 | 1,818,997 |
CURRENT LIABILITIES | ||
Accounts payable | 245,857 | 241,977 |
Accrued expense | 16,500 | 18,500 |
Accrued officer compensation | 365,750 | 272,250 |
Accrued interest | 50,887 | 30,437 |
Notes payable, related parties | 596,401 | 258,200 |
Notes payable - in default | 65,607 | 115,191 |
Due to officer | 723 | 723 |
TOTAL CURRENT LIABILITIES | 1,341,725 | 937,278 |
TOTAL LIABILITIES | 1,341,725 | 937,278 |
STOCKHOLDERS EQUITY (DEFICIT) | ||
Common stock, $0.001 par value, 200,000,000 authorized, 119,222,685 and 113,372,685 issued and outstanding, respectively | 119,223 | 113,373 |
Additional paid-in capital | 82,976,493 | 80,403,267 |
Subscription payable | 356,250 | 356,250 |
Accumulated deficit | (82,832,901) | (79,991,051) |
Accumulated other comprehensive loss: | ||
Foreign currency translation | (1,565) | (120) |
TOTAL STOCKHOLDERS EQUITY (DEFICIT) | 617,500 | 881,719 |
TOTAL LIABILITIES & STOCKERHOLDERS EQUITY (DEFICIT) | $ 1,959,225 | $ 1,818,997 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 119,222,685 | 113,372,685 |
Common Stock, Shares, Outstanding | 119,222,685 | 113,372,685 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||
REVENUE | ||
OPERATING EXPENSES | ||
General and administrative expenses | 797,683 | 313,917 |
Professional fees | 1,873,904 | 3,616,760 |
Depreciation & amortization | 129,789 | 145,797 |
Total operating expenses | 2,801,376 | 4,076,474 |
NET OPERATING LOSS | (2,801,376) | (4,076,474) |
OTHER INCOME (EXPENSE) | ||
Interest expense | (39,244) | (40,828) |
Gain on extinguishment of debt | 5,277 | |
Gain on sale of fixed asset | 46,948 | |
Other expense | (1,230) | |
TOTAL OTHER INCOME (EXPENSE) | (40,474) | 11,397 |
NET LOSS BEFORE INCOME TAX | (2,841,850) | (4,065,077) |
Income tax expense | ||
NET LOSS | (2,841,850) | (4,065,077) |
OTHER COMPREHENSIVE LOSS | 1,445 | 489 |
COMPREHENSIVE LOSS | $ (2,840,405) | $ (4,064,588) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES | ||
Outstanding - basic and fully diluted | 116,733,164 | 112,215,827 |
Net loss per share - basic and fully diluted | $ (0.02) | $ (0.04) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Subscription Payable [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance, value at Dec. 31, 2019 | $ 109,263 | $ 76,660,712 | $ 356,250 | $ (75,925,974) | $ (609) | $ 1,199,642 |
Beginning Balance, Shares at Dec. 31, 2019 | 109,262,685 | |||||
Common stock sold for cash | $ 1,350 | 293,650 | 295,000 | |||
Common stock sold for cash, Shares | 1,350,000 | |||||
Common stock issued for services | $ 2,710 | 1,404,490 | 1,407,200 | |||
Common stock issued for services, Shares | 2,710,000 | |||||
Vesting of employee stock options | 2,015,911 | 2,015,911 | ||||
Shares issued for settlement of debt | $ 50 | 9,950 | 10,000 | |||
Shares issued for settlement of debt, Shares | 50,000 | |||||
Imputed Interest on RP Loans | 18,554 | 18,554 | ||||
Net loss | (4,065,077) | (4,065,077) | ||||
Other comprehensive income, net | 489 | 489 | ||||
Ending Balance, Shares at Dec. 31, 2020 | 113,372,685 | |||||
Ending balance, value at Dec. 31, 2020 | $ 113,373 | 80,403,267 | 356,250 | (79,991,051) | (120) | 881,719 |
Common stock sold for cash | $ 2,200 | 557,800 | 560,000 | |||
Common stock sold for cash, Shares | 2,200,000 | |||||
Common stock issued for services | $ 3,650 | 1,999,200 | 2,002,850 | |||
Common stock issued for services, Shares | 3,650,000 | |||||
Vesting of employee stock options | 2,002,850 | |||||
Imputed Interest on RP Loans | 16,226 | 16,226 | ||||
Net loss | (2,841,850) | (2,841,850) | ||||
Other comprehensive income, net | (1,445) | (1,445) | ||||
Ending Balance, Shares at Dec. 31, 2021 | 119,222,685 | |||||
Ending balance, value at Dec. 31, 2021 | $ 119,223 | $ 82,976,493 | $ 356,250 | $ (82,832,901) | $ (1,565) | $ 617,500 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (2,841,850) | $ (4,065,077) |
Adjustments to reconcile net loss used in operating activities: | ||
Depreciation and amortization | 129,789 | 145,797 |
Gain on sale of fixed asset | (46,948) | |
Gain on settlement of debt | (5,277) | |
Estimated fair value of stock based compensation | 2,002,850 | 2,015,911 |
Estimated fair value of shares issued for services | 1,407,200 | |
Decrease (increase) in assets | ||
Prepaid expenses and deposits | 8,242 | (118,704) |
Increase (decrease) in liabilities | ||
Accounts payable | 3,880 | 45,073 |
Accrued expenses | 111,949 | 172,484 |
NET CASH USED IN OPERATING ACTIVITIES | (568,914) | (430,987) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of property and equipment | (271,233) | |
Procceds from sale of fixed asset | 163,590 | |
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES | (271,233) | 163,590 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from notes payable - related party | 338,201 | 64,100 |
Proceeds from the sale of common stock | 560,000 | 295,000 |
Proceeds on notes payable | 387 | 10,201 |
Repayments on notes payable - related party | (30,000) | |
Repayments on notes payable | (49,971) | (62,273) |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 848,617 | 277,028 |
NET CHANGE IN CASH | 8,470 | 9,631 |
EFFECT OF EXCHANGE RATE ON CASH | (1,445) | 489 |
CASH, BEGINNING OF PERIOD | 12,629 | 2,509 |
CASH, END OF PERIOD | 19,654 | 12,629 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Income taxes | ||
Interest paid | ||
Non-cash investing and financing activities: | ||
Shares issued in relief of debt | 10,000 | |
Shares issued from subscription payable | ||
Deposits used for purchase of property and equipment | $ 212,000 |
Nature of Business and Signific
Nature of Business and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Nature of Business and Significant Accounting Policies | Note 1 – Nature of Business and Significant Accounting Policies Nature of Business WEED, Inc. (the Company), (formerly United Mines, Inc.) was incorporated under the laws of the State of Arizona on August 20, 1999 (Inception Date) as Plae, Inc. to engage in the exploration of gold and silver mining properties. On November 26, 2014, the Company was renamed from United Mines, Inc. to WEED, Inc. and was repurposed to pursue a business involving the purchase of land, and building Commercial Grade Cultivation Centers to consult, assist, manage & lease to Licensed Dispensary owners and organic grow operators on a contract basis, with a concentration on the legal and medical marijuana sector. The Companys plan is to become a True Seed-to-Sale company providing infrastructure, financial solutions and real estate options in this new emerging market. The Company, under United Mines, was formerly in the process of acquiring mineral properties or claims located in the State of Arizona, USA. The name was previously changed on February 18, 2005 to King Mines, Inc. and then subsequently changed to United Mines, Inc. on March 30, 2005. The Company trades on the OTC Pink Sheets under the stock symbol: BUDZ. On April 20, 2017, the Company acquired Sangre AT, LLC, a Wyoming company doing business as Sangre AgroTech. (Sangre). Sangre is a plant genomic research and breeding company comprised of top-echelon scientists with extensive expertise in genomic sequencing, genetics-based breeding, plant tissue culture, and plant biochemistry, utilizing the most advanced sequencing and analytical technologies and proprietary bioinformatics data systems available. No work is being conducted now until further funds are available. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein. The Company has a calendar year end for reporting purposes. Basis of Presentation: The accompanying condensed consolidated balance sheet at December 31, 2021, has been derived from audited consolidated financial statements and the unaudited condensed consolidated financial statements as of December 31, 2021 and 2020 ( the financial statements), have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and with the instructions to Form 10-K and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and related footnotes included in our Registration Statement on Form S-1 for the year ended December 31, 2020 (the 2020 Annual Report), filed with the Securities and Exchange Commission (the SEC). It is managements opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for a fair financial statements presentation. The condensed consolidated financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the condensed consolidated financial statements not misleading as required by Regulation S-X, Rule 10-01. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the following entities, all of which are under common control and ownership: Schedule of Entities under Common Control and Ownership State of Abbreviated Name of Entity Incorporation Relationship (1) Reference WEED, Inc. Nevada Parent WEED Sangre AT, LLC (2) Wyoming Subsidiary Sangre (1) Sangre is a wholly-owned subsidiary of WEED, Inc. (2) Sangre AT, LLC is doing business as Sangre AgroTech. The consolidated financial statements herein contain the operations of the wholly-owned subsidiary listed above. All significant inter-company transactions have been eliminated in the preparation of these financial statements. The parent company, WEED and subsidiary, Sangre will be collectively referred to herein as the Company, or WEED. The Companys headquarters are located in Tucson, Arizona and its operations are primarily within the United States, with minimal operations in Australia. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Fair Value of Financial Instruments Under FASB ASC 820-10-05, the Financial Accounting Standards Board establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Companys financial statements as reflected herein. The carrying amounts of cash, prepaid expenses and accrued expenses reported on the balance sheet are estimated by management to approximate fair value primarily due to the short term nature of the instruments. Impairment of Long-Lived Assets Long-lived assets held and used by the Company are reviewed for possible impairment whenever events or circumstances indicate the carrying amount of an asset may not be recoverable or is impaired. Recoverability is assessed using undiscounted cash flows based upon historical results and current projections of earnings before interest and taxes. Impairment is measured using discounted cash flows of future operating results based upon a rate that corresponds to the cost of capital. Impairments are recognized in operating results to the extent that carrying value exceeds discounted cash flows of future operations. Basic and Diluted Loss Per Share The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an as if converted basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the periods presented, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share. Stock-Based Compensation Under FASB ASC 718-10-30-2, all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement based on their fair values. Pro forma disclosure is no longer an alternative. Revenue Recognition The Company is using the revenue recognition standard ASU 2014-09, Revenue from Contracts with Customers (Topic 606), and using the cumulative effect (modified retrospective) approach. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings at the date of initial application. No cumulative-effect adjustment in retained earnings was recorded as the Companys has no historical revenue. The impact of the adoption of the new standard was not material to the Companys condensed consolidated financial statements. The Company did not earn revenue during the periods ended December 31, 2021 and 2020. When the Company earns revenue, it will be recognized in accordance with FASB ASC 606 – Revenue from Contracts with Customers. The primary change under the new guidance is the requirement to report the allowance for uncollectible accounts as a reduction in net revenue as opposed to bad debt expense, a component of operating expenses. The adoption of this guidance did not have an impact on our condensed consolidated financial statements, other than additional financial statement disclosures. The guidance requires increased disclosures, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company operates as one reportable segment. Sales on fixed price contracts are recorded when services are earned, the earnings process is complete or substantially complete, and the revenue is measurable and collectability is reasonably assured. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue from sales in which payment has been received, but the earnings process has not occurred. Sales have not yet commenced. Advertising and Promotion All costs associated with advertising and promoting products are expensed as incurred. These expenses were $ 1,500 0 Foreign Currency Transactions Expenses are translated at the exchange rates in effect at the date of the transaction. Foreign currency denominated payables are translated at the rates of exchange at the balance sheet date. The resulting transaction gains and losses are recorded in the statement of income in the period incurred. Assets and liabilities of those operations are translated at exchange rates in effect at the balance sheet date. Income and expenses are translated using the exchange rates on the transaction date for the reporting period. Translation adjustments, if any, are reported as a separate component of accumulated other comprehensive income. Transaction gain (loss) on foreign currency exchange rate was ($1,445) and $489 for the years ended December 31, 2021 and 2020. For all significant foreign operations, the functional currency is the local currency. Translation of amounts from the Australia currency of the Company into US$1 has been made at the following exchange rates: Schedule of Foreign Currency Translation December 31, 2021 December 31, 2020 Current AUD: US$1 exchange rate 1.39 1.30 Average AUD: US$1 exchange rate 1.33 1.44 Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU 2018-15 Accounting for Implementation Costs Related to Cloud Computing or Hosting Arrangements. This standard provides authoritative guidance intended to address a customers accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. This guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance also requires presentation of the capitalized implementation costs in the statement of financial position and in the statement of cash flows in the same line item that a prepayment for the fees of the associated hosting arrangement would be presented, and the expense related to the capitalized implementation costs to be presented in the same line item in the statement of operations as the fees associated with the hosting element (service) of the arrangement. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted. The Company has adopted this standard beginning January 1, 2020. The adoption of this standard has not had a significant impact on the Companys results of operations, financial condition, cash flows, and financial statement disclosures. |
Going Concern
Going Concern | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 2 – Going Concern As shown in the accompanying financial statements, the Company has no revenues, incurred net losses from operations resulting in an accumulated deficit of $ 82,832,901 1,299,807 The financial statements do not include any adjustments that might result from the outcome of any uncertainty as to the Companys ability to continue as a going concern. The financial statements also do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Related Party
Related Party | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party | Note 3 – Related Party Notes Payable From time to time, the Company has received short term loans from officers and directors as disclosed in Note 8 below. The Company has a total of $ 596,401 258,200 22,000 37,500 4,600 30,000 30,500 8,000 7,000 18,000 300,000 Services Nicole M. Breen receives $1,500 a week in cash compensation for her services rendered to the Company. Glenn E. Martin receives $8,000 a month in cash compensation for his services rendered to the Company. Deposits Glenn E. Martin made the deposit of $50,000 on the Thorne Ranch property under his name. There is an agreement between Glenn E, Martin and the Company that if the property closes, Glenn E. Martin will transfer the title and all rights to the Company. The deposit was returned in June 2021. Accrued Compensation A total of $ 365,750 272,250 Stock Options Issued for Services – related party On February 1, 2018, in connection with executive employment agreements, the Company granted non-qualified options to purchase an aggregate of 6,000,000 shares of the Companys common stock at the exercise price of $10.55 per share. The options shall become exercisable at the rate of 1/3 upon the six-month anniversary, 1/3 upon the one-year anniversary and 1/3 upon the second anniversary of the grant. The options were valued at $45,987,970 using the Black-Scholes option pricing model. The Company recognized expense of approximately, $2,015,911 relating to these options for the year ended December 31, 2020. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 4 – Fair Value of Financial Instruments Under FASB ASC 820-10-5, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required for items measured at fair value. The Company has certain financial instruments that must be measured under the new fair value standard. The Companys financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows: Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balance sheets as of December 31, 2021 and 2020, respectively: Schedule of Assets and Liabilities measured at Fair value, Recurring Fair Value Measurements at December 31, 2020 Level 1 Level 2 Level 3 Assets Cash $ 12,629 $ - $ - Total assets $ 12,629 $ - $ - Liabilities Notes payable, related parties $ 258,200 Notes payable $ - $ 115,191 $ - Total liabilities $ - $ 373,391 $ - Total $ 12,629 $ 373,391 $ - Fair Value Measurements at December 31, 2021 Level 1 Level 2 Level 3 Assets Cash $ 19,654 $ - $ - Total assets $ 19,654 $ - $ - Liabilities Notes payable, related parties $ 596,401 Notes payable $ - $ 65,607 $ - Total liabilities $ - $ 662,008 $ - Total $ 19,654 $ 662,008 $ - The fair values of our related party debts are deemed to approximate book value and are considered Level 2 inputs as defined by ASC Topic 820-10-35. There were no transfers of financial assets or liabilities between Level 1, Level 2 and Level 3 inputs for the year ended December 31, 2021 and 2020, respectively. |
Investment in Land and Property
Investment in Land and Property | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Investment in Land and Property | Note 5 – Investment in Land and Property On June 25, 2019, the Company received $60,000 from Lex Seabre in exchange for 120,000 shares of common stock of the Company. The $60,000 was paid as a deposit for the Sugar Hill golf course property auction. On June 28, 2019, the Company received a loan of $12,000 from Nicole Breen. The $12,000 was paid as a deposit for the Sugar Hill golf course property auction. On September 25, 2019, the Company received $20,000 from Lex Seabre in exchange for 100,000 shares of common stock of the Company. The $20,000 was paid as a deposit for the additional 60-day extension for the Sugar Hill golf course property purchase. As of December 31, 2020, a total of $212,000 has been paid as a deposit for the Sugar Hill golf course property purchase. As of September 31, 2021, a total of $252,000 has been paid as a deposit for the Sugar Hill golf course property purchase. The Company entered into Memorandum of Sale agreement for the Sugar Hill property with M&T Bank and the Referee to make payment of $10,000 per month commencing on February 1, 2020 and continuing on the 1 st On November 11, 2021, the Company paid $245,000 to purchase the Sugar Hill golf course property. The total purchase price was $477,000. The property located on 169 Valley Vista was sold for $ 175,000 11,410 46,948 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 6 – Property and Equipment Property and equipment consist of the following at December 31, 2021 and December 31, 2020, respectively: Schedule of Property and Equipment December 31, December 31, 2021 2020 Property improvements $ 5,000 $ 5,000 Automobiles 0 0 Office equipment 8,667 4,933 Furniture & Fixtures 5,479 2,979 Lab equipment 65,769 65,769 Construction in progress 0 0 Land 383,027 124,708 Property (1) 1,977,973 1,759,292 Property and equipment, gross 2,445,915 1,962,681 Less accumulated depreciation (569,184 ) (441,918 ) Property and equipment, net $ 1,876,731 $ 1,520,763 (1) In 2018, the Company purchased two properties in La Veta, Colorado. The property located on 169 Valley Vista was purchased for $140,000, and the property located on 1390 Mountain Valley Road was purchased for $1,200,000 (see Note 8). The property located on 169 Valley Vista was sold for $175,000 on September 25, 2020 and $46,948 was recorded as gain on the sale. Depreciation expense totaled $ 127,265 145,797 Construction in progress in the amount of $499,695 was fully impaired due to the Company may not receive funds to complete the research facility center project. There was no work performed in 2021 and 2020. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 7 – Intangible Assets In accordance with FASB ASC 350, Intangibles-Goodwill and Other, the Company evaluates the recoverability of identifiable intangible assets whenever events or changes in circumstances indicate that an intangible assets carrying amount may not be recoverable. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds its fair value. The US and Europe trademarks were acquired for $40,000 and $50,000, respectively, for the year ended December 31, 2018. Trademarks are initially measured based on their fair value and amortized by 10 25 Amortization expense totaled $ 2,524 2,817 |
Notes Payable, Related Parties
Notes Payable, Related Parties | 12 Months Ended |
Dec. 31, 2021 | |
Notes Payable Related Parties | |
Notes Payable, Related Parties | Note 8 – Notes Payable, Related Parties Notes payable, related parties consist of the following at December 31, 2021 and December 31, 2020, respectively: Schedule of Notes Payable, Related Party December 31, 2021 December 31, 2020 On April 12, 2010, the Company received an unsecured, non-interest-bearing loan in the amount of $2,000, due on demand from Robert Leitzman. Interest is being imputed at the Companys estimated borrowing rate, or 10% per annum. The largest aggregate amount outstanding was $2,000 during the periods ended December 31, 2019 and December 31, 2018. Mr. Leitzman owns less than 1% of the Companys common stock, however, the Mr. Leitzman is deemed to be a related party given the non-interest-bearing nature of the loan and the materiality of the debt at the time of origination. 2,000 2,000 Over various dates in 2011 and 2012, the Company received unsecured loans in the aggregate amount of $10,000, due on demand, bearing interest at 10%, from Sandra Orman. The largest aggregate amount outstanding was $10,000 during the periods ended December 31, 2019 and December 31, 2018. Mrs. Orman owns less than 1% of the Companys common stock, however, Mrs. Orman is deemed to be a related party given the nature of the loan and the materiality of the debt at the time of origination. 10,000 10,000 Over various dates from April 2019 to December 2021, the company received a net amount of $352,700 of advances, bearing interest at 5%, from Nicole Breen. On October 28, 2019, the companys vehicles valued at $93,000 were used as a repayment. 309,700 246,200 On November 2, 2021, the company received an unsecured loan in the amount of $300,000, bearing interest at 5%, from Glenn Martin. 300,000 - Notes payable, related parties, Gross 621,700 258,200 Less: Loan fee, net of amortization 25,299 - Notes payable, related parties $ 596,401 $ 258,200 The Company recorded interest expense in the amount of $ 19,095 20,231 16,226 18,554 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable | Note 9 – Notes Payable Note payable consist of the following at December 31, 2021 and December 31, 2020, respectively: Schedule of Notes Payable December 31, 2021 December 31, 2020 On August 5, 2019, the Company entered into a promissory note, whereby the Company promises to pay Snell & Wilmer L.L.P the principal amount of $250,000, bearing interest at 2.5% per annum. The note is to be paid in consecutive monthly installments in the amount of $25,000, including accrued interest commencing on August 30, 2019, until the final balloon payment is paid on January 30, 2020. The note is in default. The promissory note is secured by the Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing with respect to the real property owned by Sangre located on 1390 Mountain Valley Road, La Veta, Colorado 81055. As of December 2021, $195,831 has been paid to Snell & Wilmer. $ 54,169 104,139 On various dates, the Company received advances from consultant, Patrick Brodnik, bearing 5% interest. $ 11,438 11,052 $ 65,607 $ 115,191 The Company recognized interest expense of $ 2,385 19,697 During the year ended December 31, 2020, the Company issued 50,000 10,000 15,277 5,277 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 10 – Commitments and Contingencies On January 19, 2018, the Company was sued in the United States District Court for the District of Arizona ( William Martin v. WEED, Inc.) Travis Nelson v. Sangre AgroTech, LLC, et al. (Huerfeno County Colorado District Court, Case No. 2018CV30003, filed on February 5, 2018). Mr. Travis Nelson, formerly a member of the subsidiary Sangre AgroTech, LLC, filed this action alleging wrongful discharge in retaliation for whistleblower activity purportedly related to insider trading, fraud and unlawful interstate transportation of plant genetics. After a motion to dismiss was granted in part, Mr. Nelson filed a second amended complaint asserting revised claims for breach of fiduciary duty, wrongful discharge, and violation of the Colorado organized crime control act. Mr. Nelson has alleged lost wages in the amount of $600,000, unspecified losses related to whistleblower allegations, plus costs and attorneys fees. In his initial disclosures, Mr. Nelson alleges damages of $10,000,000. On January 31, 2019, Mr. Nelson submitted an offer of judgement in the amount of $100,000. That offer was rejected by the Corporation. Court-ordered mediation was conducted on April 24, 2019, but the matter was not resolved. By order dated February 4, 2020, the court scheduled trial for October 5, 2020. The Corporation denies liability as to all claims. Inasmuch as an unfavorable outcome is neither probable nor remote within the meaning of the ABA Statement of Policy referred to in the last paragraph of this letter, we decline to express an opinion concerning the likely outcome of this matter or the liability of the Corporation, if any, associated therewith. Legal Proceedings The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity. |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Stockholders’ Equity | ‘ Note 11 – Stockholders Equity Preferred Stock On December 5, 2014, the Company amended the Articles of Incorporation, pursuant to which 20,000,000 0.001 Common Stock On December 5, 2014, the Company amended the Articles of Incorporation, and increased the authorized shares to 200,000,000 0.001 2021 Common Stock Activity Common Stock Sales (2021) During the year ended December 31, 2021, the Company issued 2,200,000 560,000 Common Stock Issued for Services (2021) During the year ended December 31, 2021, the Company agreed to issue an aggregate of 3,650,000 2,002,850 Common Stock Cancellations No common stocks were cancelled during the year ended December 31, 2021. 2020 Common Stock Activity Common Stock Sales (2020) During the year ended December 31, 2020, the Company issued 1,350,000 295,000 Common Stock Issued for Services (2020) During the year ended December 31, 2020, the Company agreed to issue an aggregate of 2,710,000 1,407,200 Common Stock Issued for Debt Settlement (2020) During the year ended December 31, 2020, the Company issued 50,000 10,000 15,277 5,277 Common Stock Cancellations No common stocks were cancelled during the year ended December 31, 2020. |
Common Stock Warrants and Optio
Common Stock Warrants and Options | 12 Months Ended |
Dec. 31, 2021 | |
Common Stock Warrants And Options | |
Common Stock Warrants and Options | Note 12 – Common Stock Warrants and Options Common Stock Warrants Granted (2021) No common stock warrants were granted during the year ended December 31, 2021 and December 31, 2020. Warrants Exercised (2021) No warrants were exercised during the year ended December 31, 2021. 2020 Common Stock Warrant Activity Common Stock Warrants Granted (2020) No common stock warrants were granted during the year ended December 31, 2020 and December 31, 2019. Common Stock Warrants Expired (2020) A total of 200,000 Warrants Exercised (2020) No warrants were exercised during the year ended December 31, 2020. Common Stock Options (2019) On February 1, 2018, in connection with executive employment agreements, the Company granted non-qualified options to purchase an aggregate of 6,000,000 shares of the Companys common stock at the exercise price of $10.55 per share. The options shall become exercisable at the rate of 1/3 upon the six-month anniversary, 1/3 upon the one-year anniversary and 1/3 upon the second anniversary of the grant. The options expire ten years from the date of grant. The options were valued at $45,753,000 using the Black-Scholes option pricing model. The Company recognized expense of approximately $ 22,770,662 2,015,911 The assumptions used in the Black-Scholes model are as follows: Schedule of Fair Value assumptions using Black-Scholes Model For the period ended Risk-free interest rate 1.75% Expected dividend yield 0% Expected lives 10 Years Expected volatility 200% A summary of the Companys stock option activity and related information is as follows: Schedule of Stock Option Activity For the Year Ended December 31, Number of Average Shares Price Outstanding at the beginning of period $ 6,000,000 $ 10.55 Granted - - Exercised/Expired/Cancelled - - Outstanding at the end of period 6,000,000 $ 10.55 Exercisable at the end of period 6,000,000 $ 10.55 For the Year Ended December 31, Number of Average Shares Price Outstanding at the beginning of period $ 6,000,000 $ 10.55 Granted - - Exercised/Expired/Cancelled - - Outstanding at the end of period 6,000,000 $ 10.55 Exercisable at the end of period 6,600,000 $ 10.55 |
Income Tax
Income Tax | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Tax | Note 13 – Income Tax The Company accounts for income taxes under FASB ASC 740-10, which requires use of the liability method. FASB ASC 740-10-25 provided that deferred tax assets and liabilities, are recorded based on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as temporary differences. For the years ended December 31, 2021 and 2020, the Company incurred a net operating loss and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At December 31, 2021 and December 31, 2020, the Company had approximately $ 2,841,850 4,065,077 The components of the Companys deferred tax asset are as follows: Schedule of Deferred Tax Assets December 31, 2021 Deferred tax assets: Net operating loss carry forward as of 12/31/2020 35,394,870 Estimate Tax Loss 2021 2,841,850 Add back shares for services (1,999,200 ) NOL Carry Forward Cumulative as of 12/31/2021 36,237,520 Statutory Tax Rate 21% Deferred Tax Asset 7,609,879 Valuation (7,609,879 ) Net Deferred Tax Asset 0 Based on the available objective evidence, including the Companys history of losses, management believes it is more likely than not that the net deferred tax assets will not be fully realizable. Accordingly, the Company provided for a full valuation allowance against its net deferred tax assets at December 31, 2021 and 2020, respectively. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14 – Subsequent Events 1. The Company issued a total of 650,000 30,000 50,000 50,000 120,000 200,000 200,000 2. The Company issued another 120,000 3. The Company issued 840,000 th 50,000 50,000 120,000 120,000 500,000 We have evaluated subsequent events through the filing date of this Form 10-K and determined that few subsequent events have occurred that would require recognition in the consolidated financial statements or disclosures in the notes thereto. |
Nature of Business and Signif_2
Nature of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business WEED, Inc. (the Company), (formerly United Mines, Inc.) was incorporated under the laws of the State of Arizona on August 20, 1999 (Inception Date) as Plae, Inc. to engage in the exploration of gold and silver mining properties. On November 26, 2014, the Company was renamed from United Mines, Inc. to WEED, Inc. and was repurposed to pursue a business involving the purchase of land, and building Commercial Grade Cultivation Centers to consult, assist, manage & lease to Licensed Dispensary owners and organic grow operators on a contract basis, with a concentration on the legal and medical marijuana sector. The Companys plan is to become a True Seed-to-Sale company providing infrastructure, financial solutions and real estate options in this new emerging market. The Company, under United Mines, was formerly in the process of acquiring mineral properties or claims located in the State of Arizona, USA. The name was previously changed on February 18, 2005 to King Mines, Inc. and then subsequently changed to United Mines, Inc. on March 30, 2005. The Company trades on the OTC Pink Sheets under the stock symbol: BUDZ. On April 20, 2017, the Company acquired Sangre AT, LLC, a Wyoming company doing business as Sangre AgroTech. (Sangre). Sangre is a plant genomic research and breeding company comprised of top-echelon scientists with extensive expertise in genomic sequencing, genetics-based breeding, plant tissue culture, and plant biochemistry, utilizing the most advanced sequencing and analytical technologies and proprietary bioinformatics data systems available. No work is being conducted now until further funds are available. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein. The Company has a calendar year end for reporting purposes. |
Basis of Presentation: | Basis of Presentation: The accompanying condensed consolidated balance sheet at December 31, 2021, has been derived from audited consolidated financial statements and the unaudited condensed consolidated financial statements as of December 31, 2021 and 2020 ( the financial statements), have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and with the instructions to Form 10-K and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and related footnotes included in our Registration Statement on Form S-1 for the year ended December 31, 2020 (the 2020 Annual Report), filed with the Securities and Exchange Commission (the SEC). It is managements opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for a fair financial statements presentation. The condensed consolidated financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the condensed consolidated financial statements not misleading as required by Regulation S-X, Rule 10-01. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the following entities, all of which are under common control and ownership: Schedule of Entities under Common Control and Ownership State of Abbreviated Name of Entity Incorporation Relationship (1) Reference WEED, Inc. Nevada Parent WEED Sangre AT, LLC (2) Wyoming Subsidiary Sangre (1) Sangre is a wholly-owned subsidiary of WEED, Inc. (2) Sangre AT, LLC is doing business as Sangre AgroTech. The consolidated financial statements herein contain the operations of the wholly-owned subsidiary listed above. All significant inter-company transactions have been eliminated in the preparation of these financial statements. The parent company, WEED and subsidiary, Sangre will be collectively referred to herein as the Company, or WEED. The Companys headquarters are located in Tucson, Arizona and its operations are primarily within the United States, with minimal operations in Australia. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Under FASB ASC 820-10-05, the Financial Accounting Standards Board establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Companys financial statements as reflected herein. The carrying amounts of cash, prepaid expenses and accrued expenses reported on the balance sheet are estimated by management to approximate fair value primarily due to the short term nature of the instruments. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets held and used by the Company are reviewed for possible impairment whenever events or circumstances indicate the carrying amount of an asset may not be recoverable or is impaired. Recoverability is assessed using undiscounted cash flows based upon historical results and current projections of earnings before interest and taxes. Impairment is measured using discounted cash flows of future operating results based upon a rate that corresponds to the cost of capital. Impairments are recognized in operating results to the extent that carrying value exceeds discounted cash flows of future operations. |
Basic and Diluted Loss Per Share | Basic and Diluted Loss Per Share The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an as if converted basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the periods presented, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share. |
Stock-Based Compensation | Stock-Based Compensation Under FASB ASC 718-10-30-2, all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement based on their fair values. Pro forma disclosure is no longer an alternative. |
Revenue Recognition | Revenue Recognition The Company is using the revenue recognition standard ASU 2014-09, Revenue from Contracts with Customers (Topic 606), and using the cumulative effect (modified retrospective) approach. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings at the date of initial application. No cumulative-effect adjustment in retained earnings was recorded as the Companys has no historical revenue. The impact of the adoption of the new standard was not material to the Companys condensed consolidated financial statements. The Company did not earn revenue during the periods ended December 31, 2021 and 2020. When the Company earns revenue, it will be recognized in accordance with FASB ASC 606 – Revenue from Contracts with Customers. The primary change under the new guidance is the requirement to report the allowance for uncollectible accounts as a reduction in net revenue as opposed to bad debt expense, a component of operating expenses. The adoption of this guidance did not have an impact on our condensed consolidated financial statements, other than additional financial statement disclosures. The guidance requires increased disclosures, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company operates as one reportable segment. Sales on fixed price contracts are recorded when services are earned, the earnings process is complete or substantially complete, and the revenue is measurable and collectability is reasonably assured. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue from sales in which payment has been received, but the earnings process has not occurred. Sales have not yet commenced. |
Advertising and Promotion | Advertising and Promotion All costs associated with advertising and promoting products are expensed as incurred. These expenses were $ 1,500 0 |
Foreign Currency Transactions | Foreign Currency Transactions Expenses are translated at the exchange rates in effect at the date of the transaction. Foreign currency denominated payables are translated at the rates of exchange at the balance sheet date. The resulting transaction gains and losses are recorded in the statement of income in the period incurred. Assets and liabilities of those operations are translated at exchange rates in effect at the balance sheet date. Income and expenses are translated using the exchange rates on the transaction date for the reporting period. Translation adjustments, if any, are reported as a separate component of accumulated other comprehensive income. Transaction gain (loss) on foreign currency exchange rate was ($1,445) and $489 for the years ended December 31, 2021 and 2020. For all significant foreign operations, the functional currency is the local currency. Translation of amounts from the Australia currency of the Company into US$1 has been made at the following exchange rates: Schedule of Foreign Currency Translation December 31, 2021 December 31, 2020 Current AUD: US$1 exchange rate 1.39 1.30 Average AUD: US$1 exchange rate 1.33 1.44 |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU 2018-15 Accounting for Implementation Costs Related to Cloud Computing or Hosting Arrangements. This standard provides authoritative guidance intended to address a customers accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. This guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance also requires presentation of the capitalized implementation costs in the statement of financial position and in the statement of cash flows in the same line item that a prepayment for the fees of the associated hosting arrangement would be presented, and the expense related to the capitalized implementation costs to be presented in the same line item in the statement of operations as the fees associated with the hosting element (service) of the arrangement. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted. The Company has adopted this standard beginning January 1, 2020. The adoption of this standard has not had a significant impact on the Companys results of operations, financial condition, cash flows, and financial statement disclosures. |
Nature of Business and Signif_3
Nature of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Entities under Common Control and Ownership | The accompanying consolidated financial statements include the accounts of the following entities, all of which are under common control and ownership: Schedule of Entities under Common Control and Ownership |
Nature of Business and Significant Accounting Policies | State of Abbreviated Name of Entity Incorporation Relationship (1) Reference WEED, Inc. Nevada Parent WEED Sangre AT, LLC (2) Wyoming Subsidiary Sangre |
Schedule of Foreign Currency Translation | Translation of amounts from the Australia currency of the Company into US$1 has been made at the following exchange rates: Schedule of Foreign Currency Translation |
Nature of Business and Significant Accounting Policies (Details 2) | December 31, 2021 December 31, 2020 Current AUD: US$1 exchange rate 1.39 1.30 Average AUD: US$1 exchange rate 1.33 1.44 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities measured at Fair value, Recurring | The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balance sheets as of December 31, 2021 and 2020, respectively: Schedule of Assets and Liabilities measured at Fair value, Recurring Fair Value Measurements at December 31, 2020 Level 1 Level 2 Level 3 Assets Cash $ 12,629 $ - $ - Total assets $ 12,629 $ - $ - Liabilities Notes payable, related parties $ 258,200 Notes payable $ - $ 115,191 $ - Total liabilities $ - $ 373,391 $ - Total $ 12,629 $ 373,391 $ - Fair Value Measurements at December 31, 2021 Level 1 Level 2 Level 3 Assets Cash $ 19,654 $ - $ - Total assets $ 19,654 $ - $ - Liabilities Notes payable, related parties $ 596,401 Notes payable $ - $ 65,607 $ - Total liabilities $ - $ 662,008 $ - Total $ 19,654 $ 662,008 $ - |
[custom:DisclosureFairValueOfFinancialInstrumentsDetailsAbstract] | Level 1 Level 2 Level 3 Assets Cash $ 12,629 $ - $ - Total assets $ 12,629 $ - $ - Liabilities Notes payable, related parties $ 258,200 Notes payable $ - $ 115,191 $ - Total liabilities $ - $ 373,391 $ - Total $ 12,629 $ 373,391 $ - Fair Value Measurements at December 31, 2021 Level 1 Level 2 Level 3 Assets Cash $ 19,654 $ - $ - Total assets $ 19,654 $ - $ - Liabilities Notes payable, related parties $ 596,401 Notes payable $ - $ 65,607 $ - Total liabilities $ - $ 662,008 $ - Total $ 19,654 $ 662,008 $ - |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consist of the following at December 31, 2021 and December 31, 2020, respectively: Schedule of Property and Equipment |
Property and Equipment | December 31, December 31, 2021 2020 Property improvements $ 5,000 $ 5,000 Automobiles 0 0 Office equipment 8,667 4,933 Furniture & Fixtures 5,479 2,979 Lab equipment 65,769 65,769 Construction in progress 0 0 Land 383,027 124,708 Property (1) 1,977,973 1,759,292 Property and equipment, gross 2,445,915 1,962,681 Less accumulated depreciation (569,184 ) (441,918 ) Property and equipment, net $ 1,876,731 $ 1,520,763 |
Notes Payable, Related Parties
Notes Payable, Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Notes Payable Related Parties | |
Schedule of Notes Payable, Related Party | Notes payable, related parties consist of the following at December 31, 2021 and December 31, 2020, respectively: Schedule of Notes Payable, Related Party December 31, 2021 December 31, 2020 On April 12, 2010, the Company received an unsecured, non-interest-bearing loan in the amount of $2,000, due on demand from Robert Leitzman. Interest is being imputed at the Companys estimated borrowing rate, or 10% per annum. The largest aggregate amount outstanding was $2,000 during the periods ended December 31, 2019 and December 31, 2018. Mr. Leitzman owns less than 1% of the Companys common stock, however, the Mr. Leitzman is deemed to be a related party given the non-interest-bearing nature of the loan and the materiality of the debt at the time of origination. 2,000 2,000 Over various dates in 2011 and 2012, the Company received unsecured loans in the aggregate amount of $10,000, due on demand, bearing interest at 10%, from Sandra Orman. The largest aggregate amount outstanding was $10,000 during the periods ended December 31, 2019 and December 31, 2018. Mrs. Orman owns less than 1% of the Companys common stock, however, Mrs. Orman is deemed to be a related party given the nature of the loan and the materiality of the debt at the time of origination. 10,000 10,000 Over various dates from April 2019 to December 2021, the company received a net amount of $352,700 of advances, bearing interest at 5%, from Nicole Breen. On October 28, 2019, the companys vehicles valued at $93,000 were used as a repayment. 309,700 246,200 On November 2, 2021, the company received an unsecured loan in the amount of $300,000, bearing interest at 5%, from Glenn Martin. 300,000 - Notes payable, related parties, Gross 621,700 258,200 Less: Loan fee, net of amortization 25,299 - Notes payable, related parties $ 596,401 $ 258,200 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable | Note payable consist of the following at December 31, 2021 and December 31, 2020, respectively: Schedule of Notes Payable |
Notes Payable | December 31, 2021 December 31, 2020 On August 5, 2019, the Company entered into a promissory note, whereby the Company promises to pay Snell & Wilmer L.L.P the principal amount of $250,000, bearing interest at 2.5% per annum. The note is to be paid in consecutive monthly installments in the amount of $25,000, including accrued interest commencing on August 30, 2019, until the final balloon payment is paid on January 30, 2020. The note is in default. The promissory note is secured by the Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing with respect to the real property owned by Sangre located on 1390 Mountain Valley Road, La Veta, Colorado 81055. As of December 2021, $195,831 has been paid to Snell & Wilmer. $ 54,169 104,139 On various dates, the Company received advances from consultant, Patrick Brodnik, bearing 5% interest. $ 11,438 11,052 $ 65,607 $ 115,191 |
Common Stock Warrants and Opt_2
Common Stock Warrants and Options (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Common Stock Warrants And Options | |
Schedule of Fair Value assumptions using Black-Scholes Model | The assumptions used in the Black-Scholes model are as follows: Schedule of Fair Value assumptions using Black-Scholes Model |
Common Stock Warrants and Options | For the period ended Risk-free interest rate 1.75% Expected dividend yield 0% Expected lives 10 Years Expected volatility 200% |
Schedule of Stock Option Activity | A summary of the Companys stock option activity and related information is as follows: Schedule of Stock Option Activity For the Year Ended December 31, Number of Average Shares Price Outstanding at the beginning of period $ 6,000,000 $ 10.55 Granted - - Exercised/Expired/Cancelled - - Outstanding at the end of period 6,000,000 $ 10.55 Exercisable at the end of period 6,000,000 $ 10.55 For the Year Ended December 31, Number of Average Shares Price Outstanding at the beginning of period $ 6,000,000 $ 10.55 Granted - - Exercised/Expired/Cancelled - - Outstanding at the end of period 6,000,000 $ 10.55 Exercisable at the end of period 6,600,000 $ 10.55 |
[custom:DisclosureCommonStockWarrantsAndOptionsDetails2Abstract] | For the Year Ended December 31, Number of Average Shares Price Outstanding at the beginning of period $ 6,000,000 $ 10.55 Granted - - Exercised/Expired/Cancelled - - Outstanding at the end of period 6,000,000 $ 10.55 Exercisable at the end of period 6,000,000 $ 10.55 For the Year Ended December 31, Number of Average Shares Price Outstanding at the beginning of period $ 6,000,000 $ 10.55 Granted - - Exercised/Expired/Cancelled - - Outstanding at the end of period 6,000,000 $ 10.55 Exercisable at the end of period 6,600,000 $ 10.55 |
Income Tax (Tables)
Income Tax (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets | The components of the Companys deferred tax asset are as follows: Schedule of Deferred Tax Assets |
Income Tax | December 31, 2021 Deferred tax assets: Net operating loss carry forward as of 12/31/2020 35,394,870 Estimate Tax Loss 2021 2,841,850 Add back shares for services (1,999,200 ) NOL Carry Forward Cumulative as of 12/31/2021 36,237,520 Statutory Tax Rate 21% Deferred Tax Asset 7,609,879 Valuation (7,609,879 ) Net Deferred Tax Asset 0 |
Nature of Business and Signif_4
Nature of Business and Significant Accounting Policies (Details) | 12 Months Ended | |
Dec. 31, 2021 | [2] | |
Parent Entity Legal Name | Sangre AT, LLC | [1] |
Weed Inc. [Member] | ||
Parent Entity Legal Name | WEED, Inc. | |
[1] | Sangre AT, LLC is doing business as Sangre AgroTech. | |
[2] | Sangre is a wholly-owned subsidiary of WEED, Inc. |
Nature of Business and Signif_5
Nature of Business and Significant Accounting Policies (Details 2) | Dec. 31, 2021 | Dec. 31, 2020 |
Current AUD: US$1 Exchange Rate [Member] | ||
Intercompany Foreign Currency Balance [Line Items] | ||
Average AUD: US$1 exchange rate | 1.39 | 1.30 |
Average AUD: US$1 Exchange Rate [Member] | ||
Intercompany Foreign Currency Balance [Line Items] | ||
Average AUD: US$1 exchange rate | 1.33 | 1.44 |
Nature of Business and Signif_6
Nature of Business and Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Advertising Expense | $ 1,500 | $ 0 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Retained Earnings (Accumulated Deficit) | $ 82,832,901 | $ 79,991,051 |
Working Capital Deficit | $ 1,299,807 |
Related Party (Details Narrativ
Related Party (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 5 Months Ended | 12 Months Ended | |||||
Mar. 31, 2020 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||||||||
Notes Payable, Related Parties, Current | $ 596,401 | $ 258,200 | $ 596,401 | $ 258,200 | |||||
Proceeds from Related Party Debt | 338,201 | 64,100 | |||||||
Repayments of Related Party Debt | 30,000 | ||||||||
Accrued Bonuses, Current | 365,750 | 272,250 | $ 365,750 | $ 272,250 | |||||
Nicole Breen [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from Related Party Debt | $ 22,000 | 18,000 | $ 7,000 | $ 8,000 | $ 30,500 | $ 37,500 | 4,600 | ||
Repayments of Related Party Debt | $ 30,000 | ||||||||
Glenn Martin [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from Related Party Debt | $ 300,000 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets | |||
Cash | $ 19,654 | $ 12,629 | $ 2,509 |
Total assets | 1,959,225 | 1,818,997 | |
Liabilities | |||
Notes payable, related parties | 596,401 | 258,200 | |
Notes payable | 65,607 | 115,191 | |
Total liabilities | 1,341,725 | 937,278 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Assets | |||
Cash | 19,654 | 12,629 | |
Total assets | 19,654 | 12,629 | |
Liabilities | |||
Notes payable | |||
Total liabilities | |||
Total | 19,654 | 12,629 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Assets | |||
Cash | |||
Total assets | |||
Liabilities | |||
Notes payable, related parties | 596,401 | 258,200 | |
Notes payable | 65,607 | 115,191 | |
Total liabilities | 662,008 | 373,391 | |
Total | 662,008 | 373,391 | |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Assets | |||
Cash | |||
Total assets | |||
Liabilities | |||
Notes payable | |||
Total liabilities | |||
Total |
Investment in Land and Proper_2
Investment in Land and Property (Details Narrative) - USD ($) | Sep. 25, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | |||
Proceeds from Sale of Property, Plant, and Equipment | $ 163,590 | ||
169 Vallley Vista [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Proceeds from Sale of Property, Plant, and Equipment | $ 175,000 | ||
Selling Expense | 11,410 | ||
Gain (Loss) on Sale of Properties | $ 46,948 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,445,915 | $ 1,962,681 |
Less accumulated depreciation | (569,184) | (441,918) |
Property and equipment, net | 1,876,731 | 1,520,763 |
Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,000 | 5,000 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 0 | 0 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,667 | 4,933 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,479 | 2,979 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 0 | 0 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 383,027 | $ 124,708 |
Property and Equipment (Detai_2
Property and Equipment (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 127,265 | $ 145,797 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Amortization of Intangible Assets | $ 2,524 | $ 2,817 |
Trademarks [Member] | Minimum [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Trademarks [Member] | Maximum [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 25 years |
Schedule of Notes Payable, Rela
Schedule of Notes Payable, Related Party (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Short-term Debt [Line Items] | ||
Notes payable, related parties, Gross | $ 621,700 | $ 258,200 |
Less: Loan fee, net of amortization | 25,299 | |
Notes payable, related parties | 596,401 | 258,200 |
Notes Payable - Robert Leitzman | ||
Short-term Debt [Line Items] | ||
Notes payable, related parties, Gross | 2,000 | 2,000 |
Notes Payable - Sandra Oman | ||
Short-term Debt [Line Items] | ||
Notes payable, related parties, Gross | 10,000 | 10,000 |
Notes Payable - Nicole Breen | ||
Short-term Debt [Line Items] | ||
Notes payable, related parties, Gross | 309,700 | $ 246,200 |
Notes Payable - Snell & Wilmer L.L.P | ||
Short-term Debt [Line Items] | ||
Notes payable, related parties, Gross | $ 300,000 |
Notes Payable, Related Partie_2
Notes Payable, Related Parties (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Notes Payable Related Parties | ||
Interest Expense, Related Party | $ 19,095 | $ 20,231 |
[custom:ImputedInterestExpenseRelatedParty] | $ 16,226 | $ 18,554 |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Short-term Debt [Line Items] | ||
Notes Payable, Current | $ 65,607 | $ 115,191 |
Notes Payable - Snell & Wilmer L.L.P | ||
Short-term Debt [Line Items] | ||
Notes Payable, Current | 54,169 | 104,139 |
Notes Payable - Patrick Brodnik | ||
Short-term Debt [Line Items] | ||
Notes Payable, Current | $ 11,438 | $ 11,052 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Interest Expense, Other Long-term Debt | $ 2,385 | $ 19,697 |
Stock Issued During Period, Value, Other | 10,000 | |
Gain (Loss) on Extinguishment of Debt | 5,277 | |
Pearl Cohen Zedek Latzer [Member] | ||
Stock Issued During Period, Value, Other | 10,000 | |
Notes Payable | 15,277 | |
Gain (Loss) on Extinguishment of Debt | $ 5,277 | |
Common Stock [Member] | ||
Stock Issued During Period, Shares, Other | 50,000 | |
Stock Issued During Period, Value, Other | $ 50 | |
Common Stock [Member] | Pearl Cohen Zedek Latzer [Member] | ||
Stock Issued During Period, Shares, Other | 50,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | Feb. 05, 2018 | Jan. 19, 2018 |
William Martin V S Weed Inc [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency, Allegations | On January 19, 2018, the Company was sued in the United States District Court for the District of Arizona ( William Martin v. WEED, Inc.), Case No. 4:18-cv-00027-RM) by the listed Plaintiff. The Company was served with the Verified Complaint on January 26, 2018. The Complaint alleges claims for breach of contract-specific performance, breach of contract-damages, breach of the covenant of good faith and fair dealing, conversion, and injunctive relief. In addition to the Verified Complaint, the Company was served with an application to show cause for a temporary restraining order. The Verified Complaint alleges the Company entered into a contract with the Plaintiff on October 1, 2014 for the Plaintiff to perform certain consulting services for the Company in exchange for 500,000 shares of its common stock up front and an additional 700,000 shares of common stock to be issued on May 31, 2015. The Plaintiff alleges he completed the requested services under the agreement and received the initial 500,000 shares of common stock, but not the additional 700,000 shares. The request for injunctive relief asks the Court to Order the Company to issue the Plaintiff 700,000 shares of its common stock, and possibly include them in its Registration Statement on Form S-1, or, in the alternative, issue the shares and have them held by the Court pending resolution of the litigation, or, alternatively, sell the shares and deposit the sale proceeds in an account that the Court will control. The hearing on the Temporary Restraining Order occurred on January 29, 2018. On January 30, 2018, the Court issued its ruling denying the application for a Temporary Restraining Order. Currently, there is no further hearing scheduled in this matter. On February 13, 2018, the Company filed an Answer to the Verified Complaint and Counterclaim. On February 15, 2018, the Company filed a Motion to Dismiss the Verified Complaint. On February 23, 2018, the Company filed a Motion to Amend Counterclaim to add W. Martins wife, Joanna Martin as a counterdefendant. On March 9, 2018, William Martin filed a Motion to Dismiss the Counterclaim. On March 12, 2018, William Martin filed a Motion to Amend the Verified Complaint to, among other things, add claims against Glenn Martin and Nicole and Ryan Breen. On March 27, 2018, the Court granted both William Martin and WEED, Inc.s Motions to Amend. On March 27, 2018, the Company filed an Amended Counterclaim adding Joanna Martin. On April 2, 2018, the Company filed a Motion to Amend our Counterclaim to add a breach of contract claim. On April 10, 2018, the Company filed an Answer to First Amended Verified Complaint. On April 23, 2018, Glenn Martin and Nicole and Ryan Breen filed their Answer to the First Amended Complaint. On May 31, 2018, the Court issued an Order: (a) granting the Companys Motion to Dismiss thereby dismissing the Plaintiffs claims for breach of the covenant of good faith and fair dealing and the claim for conversion, (b) denying William Martins Motion to Dismiss the counterclaim as to the claims for fraudulent concealment and fraudulent misrepresentation, but granting the Motion to Dismiss only as to the claim for fraudulent nondisclosure, and (c) granting the Companys Motion to Amend its Counterclaim to add a breach of contract claim. On June 1, 2018, William Martin and his wife filed their Answer to the First Amended Counterclaim. On June 1, 2018, William Martin and his wife filed their Answer to the Second Amended Counterclaim. In addition to the above pleadings and motions, the parties have exchanged disclosure statements and served and responded to written discovery. The Company denies the Plaintiffs allegations in the Verified Complaint in their entirety and plan to vigorously defend against this lawsuit. Due to the loss not being probable, no accrual has been recorded for the 700,000 shares of common stock the Plaintiff alleges he is owed under his agreement with the Company. | |
Travis Nelson V S Sangre Agro Tech L L C [Member] | ||
Loss Contingencies [Line Items] | ||
Loss Contingency, Allegations | Travis Nelson v. Sangre AgroTech, LLC, et al. (Huerfeno County Colorado District Court, Case No. 2018CV30003, filed on February 5, 2018). Mr. Travis Nelson, formerly a member of the subsidiary Sangre AgroTech, LLC, filed this action alleging wrongful discharge in retaliation for whistleblower activity purportedly related to insider trading, fraud and unlawful interstate transportation of plant genetics. After a motion to dismiss was granted in part, Mr. Nelson filed a second amended complaint asserting revised claims for breach of fiduciary duty, wrongful discharge, and violation of the Colorado organized crime control act. Mr. Nelson has alleged lost wages in the amount of $600,000, unspecified losses related to whistleblower allegations, plus costs and attorneys fees. In his initial disclosures, Mr. Nelson alleges damages of $10,000,000. On January 31, 2019, Mr. Nelson submitted an offer of judgement in the amount of $100,000. That offer was rejected by the Corporation. Court-ordered mediation was conducted on April 24, 2019, but the matter was not resolved. By order dated February 4, 2020, the court scheduled trial for October 5, 2020. The Corporation denies liability as to all claims. Inasmuch as an unfavorable outcome is neither probable nor remote within the meaning of the ABA Statement of Policy referred to in the last paragraph of this letter, we decline to express an opinion concerning the likely outcome of this matter or the liability of the Corporation, if any, associated therewith. |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 05, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Preferred Stock, Shares Authorized | 20,000,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | ||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | 200,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 |
Stock Issued During Period, Value, New Issues | $ 560,000 | $ 295,000 | |
Stock Issued During Period, Value, Issued for Services | 2,002,850 | 1,407,200 | |
Stock Issued During Period, Value, Other | 10,000 | ||
Gain (Loss) on Extinguishment of Debt | 5,277 | ||
Pearl Cohen Zedek Latzer [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock Issued During Period, Value, Other | 10,000 | ||
Notes Payable | 15,277 | ||
Gain (Loss) on Extinguishment of Debt | $ 5,277 | ||
Common Stock [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock Issued During Period, Shares, New Issues | 2,200,000 | 1,350,000 | |
Stock Issued During Period, Value, New Issues | $ 2,200 | $ 1,350 | |
Stock Issued During Period, Shares, Issued for Services | 3,650,000 | 2,710,000 | |
Stock Issued During Period, Value, Issued for Services | $ 3,650 | $ 2,710 | |
Stock Issued During Period, Shares, Other | 50,000 | ||
Stock Issued During Period, Value, Other | $ 50 | ||
Common Stock [Member] | Pearl Cohen Zedek Latzer [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Stock Issued During Period, Shares, Other | 50,000 |
Common Stock Warrants and Opt_3
Common Stock Warrants and Options (Details) - Equity Option [Member] | 12 Months Ended |
Dec. 31, 2021 | |
Offsetting Assets [Line Items] | |
Risk-free interest rate | 1.75% |
Expected dividend yield | 0.00% |
Expected lives | 10 years |
Expected volatility | 200.00% |
Common Stock Warrants and Opt_4
Common Stock Warrants and Options (Details 2) - Equity Option [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Offsetting Assets [Line Items] | ||
Outstanding at the beginning of period | 6,000,000 | 6,000,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance | $ 10.55 | $ 10.55 |
Granted | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | ||
Exercised/Expired/Cancelled | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | ||
Outstanding at the end of period | 6,000,000 | 6,000,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance | $ 10.55 | $ 10.55 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 6,600,000 | 6,000,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 10.55 | $ 10.55 |
Common Stock Warrants and Opt_5
Common Stock Warrants and Options (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Offsetting Assets [Line Items] | |||
Share-based Payment Arrangement, Noncash Expense | $ 2,002,850 | $ 2,015,911 | $ 22,770,662 |
Warrant [Member] | |||
Offsetting Assets [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 200,000 |
Income Tax (Details)
Income Tax (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred tax assets: | ||
Net operating loss carry forward as of 12/31/2020 | $ 35,394,870 | |
Estimate Tax Loss 2021 | 2,841,850 | $ 4,065,077 |
Add back shares for services | (1,999,200) | |
NOL Carry Forward Cumulative as of 12/31/2021 | $ 36,237,520 | $ 35,394,870 |
Statutory Tax Rate | 21.00% | |
Deferred Tax Asset | $ 7,609,879 | |
Valuation | (7,609,879) | |
Net Deferred Tax Asset | $ 0 |
Income Tax (Details Narrative)
Income Tax (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | $ 2,841,850 | $ 4,065,077 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - shares | Mar. 07, 2022 | Feb. 11, 2022 | Jan. 20, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 119,222,685 | 113,372,685 | |||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 840,000 | 650,000 | |||
Subsequent Event [Member] | George Wood [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 30,000 | ||||
Subsequent Event [Member] | Wendy Seabre [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 50,000 | ||||
Subsequent Event [Member] | Lex Seabre [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 50,000 | ||||
Subsequent Event [Member] | Rachel Samantha Guarino [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 120,000 | ||||
Subsequent Event [Member] | Elliott Kwestel [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 200,000 | ||||
Subsequent Event [Member] | Patrick Brodnik [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 200,000 | ||||
Subsequent Event [Member] | Thomas Perry [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 120,000 | ||||
Subsequent Event [Member] | Paul Sorensen [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 120,000 | ||||
Subsequent Event [Member] | Ward Steven Lowing [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 120,000 | ||||
Subsequent Event [Member] | Roger Seabre [Member] | |||||
Subsequent Event [Line Items] | |||||
Common Stock, Shares, Issued | 500,000 |