Cool (WARM) 10-K 15 Apr 22 2021 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2021	Apr. 05, 2022	Jun. 30, 2021
Cover [Abstract]
Entity Registrant Name	COOL TECHNOLOGIES, INC.
Entity Central Index Key	0001399352
Document Type	10-K
Amendment Flag	false
Entity Voluntary Filers	No
Current Fiscal Year End Date	--12-31
Entity Well Known Seasoned Issuer	No
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Dec. 31, 2021
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2021
Entity Common Stock Shares Outstanding		599,100,356
Entity Public Float			$ 43,737,483
Document Annual Report	true
Document Transition Report	false
Entity File Number	000-53443
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	75-3076597
Entity Interactive Data Current	Yes
Entity Ex Transition Period	true
Entity Address Address Line 1	8875 Hidden River Parkway
Entity Address Address Line 2	Suite 300
Entity Address City Or Town	Tampa
Entity Address State Or Province	FL
Entity Address Postal Zip Code	33637
City Area Code	813
Local Phone Number	975-7467
Security 12g Title	Common Stock, $0.001 par value
Auditor Location	Tampa, Florida
Auditor Firm Id	3289
Auditor Name	Accell Audit & Compliance, PA

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash	$ 72,391	$ 33
Inventory	421,003	179,593
Prepaid expenses	344,250
Total current assets	837,644	179,626
Intangibles	261,838	233,942
Equipment, net	37,358	57,211
Total assets	1,136,840	470,779
Current liabilities:
Accounts payable	1,347,551	1,473,513
Accrued Interest Payable	1,105,490	763,641
Accrued liabilities - related party	908,875	1,143,235
Customer deposits - related party	400,000	400,000
Accrued payroll	257,698	106,742
Debt, current portion, net	4,012,639	2,938,836
Derivative liability	175,915	396,143
Total current liabilities	8,208,168	7,222,110
Debt, long-term portion	30,693	37,581
Total liabilities	8,238,861	7,259,691
Stockholders' deficit:
Common stock, $.001 par value; 1,000,000,000 shares authorized; 587,887,192 and 508,674,682 shares issued and outstanding on December 31, 2021, and 2020, respectively.	587,887	508,675
Additional paid-in capital	51,573,534	48,520,062
Common stock issuable	58,670	58,670
Common stock held in escrow	8,441	8,441
Accumulated deficit	(59,276,748)	(55,830,210)
Non-controlling interest	(56,532)	(57,277)
Total stockholders' deficit	(7,102,021)	(6,788,912)
Total liabilities and stockholders' deficit	1,136,840	470,779
Series B Preferred Stock [Member]
Stockholders' deficit:
Preferred stock, value	$ 2,727	$ 2,727

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Common stock, shares par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	587,887,192	508,674,682
Common stock, shares outstanding	587,887,192	508,674,682
Series A Preferred Stock [Member]
Preferred stock, shares par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	410	410
Preferred stock, shares issued	3	3
Preferred stock, shares outstanding	3	3
Series B Preferred Stock [Member]
Preferred stock, shares par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,636,360	3,636,360
Preferred stock, shares issued	2,727,270	2,727,270
Preferred stock, shares outstanding	2,727,270	2,727,270

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating expenses
Payroll and related expenses	$ 345,573	$ 357,884
Consulting	467,241	316,068
Professional fees	254,793	224,453
Research and development	19,853	19,069
General and administrative	87,064	68,309
Total operating expenses	1,174,524	985,783
Operating loss	(1,174,524)	(985,783)
Other income and (expense)
Interest expense, net	(1,675,726)	(1,472,104)
Change in fair value of derivative liability	(648,506)	(341,553)
Gain on settlement of debt	52,963	75,757
Net loss	(3,445,793)	(2,723,683)
Net loss attributable to non-controlling interest	745	913
Net loss attributable to Cool Technologies, Inc.	$ (3,445,048)	$ (2,722,770)
Net loss per common share:
Basic and diluted	$ (0.01)	$ (0.01)
Weighted average common shares outstanding:
Weighted average common shares outstanding: Basic and diluted	569,551,009	401,652,835

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Deficit - USD ($)	Total	Preferred Stock	Common Stock	Additional Paid-in Capital	Common Stock Issuable	Common Stock Held In Escrow	Accumulated Deficit	Noncontrolling Interest
Balance, shares at Dec. 31, 2019		2,727,273	267,450,017
Balance, amount at Dec. 31, 2019	$ (6,561,500)	$ 2,727	$ 267,450	$ 46,265,016	$ 58,670	$ 8,441	$ (53,107,440)	$ (56,364)
Debt converted, shares			232,724,665
Debt converted, amount	2,282,752		$ 232,725	2,050,027
Sale of Common Shares, shares			7,500,000
Sale of Common Shares, amount	91,400		$ 7,500	83,900
Stock issued with debt, shares			1,000,000
Stock issued with debt, amount	18,000		$ 1,000	17,000
Warrants issued for services	91,465			91,465
Warrants issued with debt	126,540			12,654
Net loss	(2,723,683)						(2,723,683)
Noncontrolling interest							913	(913)
Balance, shares at Dec. 31, 2020		2,727,273	508,674,682
Balance, amount at Dec. 31, 2020	(6,788,912)	$ 2,727	$ 508,675	48,520,062	58,670	8,441	(55,830,210)	(57,277)
Debt converted, shares			64,471,917
Debt converted, amount	2,533,845		$ 64,472	2,469,373
Sale of Common Shares, shares			2,500,000
Sale of Common Shares, amount	25,000		$ 2,500	22,500
Stock issued with debt, shares			10,000,000
Stock issued with debt, amount	497,000		$ 10,000	487,000
Warrants issued for services	4,756			4,756
Warrants issued with debt	70,133			70,133
Net loss	(3,445,793)						(3,445,793)
Noncontrolling interest							(745)	745
Stock issued for services, shares			45,471
Stock issued for services, amount	1,950		$ 45	1,905
Warrants exercised, shares			2,195,122
Warrants exercised, amount			$ 2,195	(2,195)
Balance, shares at Dec. 31, 2021		2,727,273	587,887,192
Balance, amount at Dec. 31, 2021	$ (7,102,021)	$ 2,727	$ 587,887	$ 51,573,534	$ 58,670	$ 8,441	$ (59,276,748)	$ (56,532)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating Activities:
Net loss	$ (3,445,793)	$ (2,723,683)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock issued for services	1,950
Warrants issued for services	4,756	91,465
(Gain) Loss on extinguishment of debt		(75,757)
Non-cash interest expense	534,766
Change in fair value of derivative liability	648,506	341,553
Amortization of debt discount	786,210	1,205,709
Forgiveness of PPP loan	(52,963)
Depreciation expense	19,853	19,069
Changes in operating assets and liabilities:
Inventory	(75,737)	(29,849)
Prepaid expenses	(184,923)	5,000
Accounts payable	(125,962)	(20,993)
Accrued Interest Payable	325,995	398,933
Accrued liabilities - related party	(234,360)	229,827
Accrued payroll	150,956	44,693
Net cash used in operating activities	(1,646,746)	(514,573)
Investing Activities:
Expenditure for Intangible assets	(27,896)	(20,750)
Net cash used in investing activities	(27,896)	(20,750)
Financing Activities:
Proceeds from sale of common stock	25,000	109,400
Proceeds from debt	1,722,000	475,100
Payments on debt		(64,450)
Net cash provided by financing activities	1,747,000	520,050
Net change in cash	72,358	(15,273)
Cash, beginning of period	33	15,306
Cash, end of period	72,391	33
Cash paid for:
Interest	13,550	16,376
Non-cash transactions:
Derivative liability due to issuance of debt	646,352	626,994
Liability converted to note payable		30,000
Debt and interest settled for common stock	2,533,845	2,282,752
Stock and warrants issued with debt	$ 567,133	$ 12,654

Description of Business and Sum

Description of Business and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2021
Description of Business and Summary of Significant Accounting Policies
Note 1 - Description of Business and Summary of Significant Accounting Policies	Note 1 – Description of Business and Summary of Significant Accounting Policies Description of Business Cool Technologies, Inc. and subsidiary, (“the Company” or “Cool Technologies” or “CoolTech”) was incorporated in the State of Nevada in July 2002. In April 2014, CoolTech formed Ultimate Power Truck, LLC (“Ultimate Power Truck” or “UPT”), of which the Company owns 95% and a shareholder of Cool Technologies owns 5%. Cool Technologies was formerly known as Bibb Corporation, as Z3 Enterprises, and as HPEV, Inc. On August 20, 2015, the Company changed its name to Cool Technologies, Inc. The Company’s technologies can be divided into two distinct but complementary categories: a) mobile power generation and b) heat dispersion technology. The Company has developed and is commercializing a mobile power generation system that enables work trucks retrofitted with the system to generate electric power. The Company intends to sell the mobile power generator system to government, commercial and fleet vehicle owners. It may license its system as well. CoolTech has also developed and intends to commercialize patented heat dispersion technologies by licensing them to electric motor, pump and vehicle component manufacturers. In preparation, CoolTech has applied for trademarks for one of its technologies and its acronym. Cool Technologies currently owns one trademark: TEHPC (Totally Enclosed Heat Pipe Cooled). The Company believes that its proprietary technologies, including the patent portfolio and trade secrets, can help increase the efficiency and positively effect manufacturing cost structure in several large industries beginning with motors/generators and fleet vehicles. The markets for products utilizing the technologies include consumer, industrial, agricultural and military markets, both in the U.S. and worldwide. As of December 31, 2021, we have seven US patents, two Canadian patents, one Mexican patent, one allowed Brazilian patent and one pending US patent application covering integrated electrical power generation methods and systems. The Company intends to commercialize its patents by licensing its thermal technologies and applications to electric motor, pump and vehicle component manufacturers and by licensing or selling a mobile electric power system to commercial vehicle and fleet owners. If and when, the company is awarded the integrated electrical power generation methods and systems patent, it may choose to exercise or defend its rights against violators or infringers of its patent and seek damages or licenses. Basis of Presentation, Use of Estimates and Principles of Consolidation The accompanying consolidated financial statements include the accounts of Cool Technologies, Inc. and Ultimate Power Truck, LLC. Intercompany accounts and transactions have been eliminated upon consolidation. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The preparation of the consolidated financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Although these estimates are based on management’s knowledge of current events and actions the Company may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Furthermore, when testing assets for impairment in future periods, if management uses different assumptions or if different conditions occur, impairment charges may result. Noncontrolling interest represents the 5% third-party interest in UPT. There are no restrictions on the transfer of funds or net assets from UPT to Cool Technologies. Going Concern and Management’s Plan The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. CoolTech has incurred net losses of $59,276,748 since inception. As of December 31, 2021, its debts include $1,610,750 in convertible notes and $2,314,500 in notes payable. The cash available totals $72,391. CoolTech has not fully commenced operations, raising substantial doubt about its ability to continue as a going concern. Management believes that the Company’s ability to continue as a going concern is dependent on its ability to generate revenue, achieve profitable operations and repay obligations when they come due. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty. As of the filing date of this Annual Report on Form 10-K, management is negotiating additional non-dilutive funding arrangements to support completion of the initial phases of the Company’s business plan: to license its thermal technologies and applications, including submersible dry-pit applications and to license and sell mobile generation retrofit kits. There can be no assurance, however, that the Company will be successful in accomplishing these objectives. Consequently, it may have to curtail or cease operations if funding is not received by the end of the second quarter. Summary of Significant Accounting Policies Cash and cash equivalents Cash and cash equivalents include cash on hand, deposits with banks, and investments that are highly liquid and have maturities of three months or less at the date of purchase. Inventory Inventory, consisting of mobile generation kit materials and parts, is stated at the lower of cost (first in, first out method) or net realizable value. Intangible assets The Company’s intangible assets consist of patents on its technology, recorded at cost. Cost is based on third party expenditures for patent applications. CoolTech will begin amortizing the intangibles over their estimated remaining useful life when it begins revenue-producing activities. Cool Technologies will determine the useful lives of its intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors that will be considered when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, the long-term strategy for using the asset, any laws or other local regulations that could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Equipment Equipment consists of vehicles the Company uses for testing and demonstrating its technology to potential customers. Depreciation is recorded using the straight-line method over five years, the estimated useful life. Impairment of long-lived assets When facts and circumstances indicate that the carrying value of long-lived assets may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of revenues and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those CoolTech uses in its internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, it recognizes an impairment loss. The impairment loss recognized, if any, is the amount by which the carrying amount of the asset (or asset group) exceeds the fair value. Cool Technologies may use a variety of methods to determine the fair value of these assets, including discounted cash flow models, which are consistent with the assumption’s management believes hypothetical marketplace participants would use. The Company has not recorded any impairment expense on its long-lived assets as of December 31, 2021. Debt – original issue discount When the Company issues notes payable with a face value higher than the proceeds it receives, CoolTech records the difference as a debt discount and amortizes it through interest expense over the life of the underlying note payable. Derivative financial instruments When the Company issues debt that contains a conversion feature, it first evaluates whether the conversion feature meets the requirements to be treated as a derivative: a) one or more underlying, typically the price of the Company’s stock; b) one or more notional amounts or payment provisions or both, generally the number of shares upon conversion; c) no initial net investment, which typically excludes the amount borrowed; and d) net settlement provisions, which in the case of convertible debt generally means the stock received upon conversion can be readily sold for cash. There are certain scope exceptions from derivative treatment, but these typically exclude conversion features that provide for a variable number of shares. When Cool Technologies issues warrants to purchase its common stock, the Company must evaluate whether they meet the requirements to be treated as a derivative. Generally, warrants would be treated as a derivative if the provisions of the warrant agreement create uncertainty as to a) the number of shares to be issued upon exercise; or b) whether shares may be issued upon exercise. If the conversion feature within convertible debt or warrants meets the requirements to be treated as a derivative, CoolTech estimates the fair value of the derivative liability using the Black-Scholes Option Pricing Model upon the date of issuance. If the fair value of the derivative liability is higher than the face value of the convertible debt, the excess is immediately recognized as interest expense. Otherwise, the fair value of the derivative liability is recorded as a liability with an offsetting amount recorded as a debt discount, which offsets the carrying amount of the debt. The derivative liability is revalued at the end of each reporting period and any change in fair value is recorded as a change in fair value in the consolidated statements of operations. The debt discount is amortized through interest expense over the life of the debt. Derivative instrument liabilities and the host debt agreement are classified on the consolidated balance sheets as current or non-current based on whether settlement of the derivative instrument could be required within twelve months of the balance sheet date. The accounting treatment of derivative financial instruments requires that the Company record the embedded conversion option and warrants at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. As a result of entering into warrant agreements, for which such instruments contained a variable conversion feature with no floor, the Company has adopted a sequencing policy in accordance with Accounting Standards Codification or ASC 815-40-35-12 “ Derivatives and Hedging Revenue The Company recognizes revenue in accordance with the Financial Accounting Standards Board (“FASB”) ASC Topic 606, “ Revenue from Contracts with Customers Research and development costs Internal costs related to research and development efforts on existing or potential products are expensed as incurred. External costs incurred for intangible assets, such as attorney fees for patents, are capitalized. Share-based payments All the Company’s share-based awards are classified as equity. CoolTech does not have any liability classified share-based awards. Each warrant or stock option is exercisable for one share of common stock. Nonemployees – Employees Modification of share-based payment awards Sale of common stock with warrants Cashless exercise Income taxes Cool Technologies recognizes deferred income tax assets and liabilities for the expected future tax consequences of temporary differences between the income tax and financial reporting carrying amount of the Company’s assets and liabilities. The Company monitors its deferred tax assets and evaluates the need for a valuation allowance based on the estimate of the amount of such deferred tax assets that it believes does not meet the more-likely-than-not recognition criteria. CoolTech also evaluates whether it has any uncertain tax positions and would record a reserve if management believes it is more-likely-than-not their position would not prevail with the applicable tax authorities. The Company’s assessment of tax positions as of December 31, 2021, and 2020, determined that there were no material uncertain tax positions. UPT is a limited liability company (“LLC”), which is treated as a partnership for income tax purposes, where all tax obligations flow through to the owners of the LLC during the period in which income taxes were incurred. Fair value of financial instruments Cool Technologies financial instruments include cash and cash equivalents, accounts payable, accrued liabilities, and debt. The carrying value of these financial instruments is considered to be representative of their fair value due to the short maturity of these instruments. The carrying amount of the debt approximates fair value, because the interest rates on these instruments approximate the interest rate on debt with similar terms available to the Company. CoolTech’s derivative liabilities were adjusted to fair market value at the end of each reporting period, using Level 3 inputs. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the measurement of the fair value of the assets or liabilities. Recently Issued Accounting Pronouncements FASB or ASU 2016-02 “Leases (Topic 842)”-

Equipment

Equipment	12 Months Ended
	Dec. 31, 2021
Equipment
Note 2 - Equipment	Note 2 – Equipment Equipment consists of the following: December 31, 2021 2020 Test vehicles $ 147,893 $ 147,893 Other 5,000 5,000 152,893 152,893 Less: accumulated depreciation (115,535 ) (95,682 ) $ 37,358 $ 57,211 Depreciation expense for the years ended December 31, 2021, and 2020, was $19,853 and $19,069, respectively.

Customer deposits - Related par

Customer deposits - Related party	12 Months Ended
	Dec. 31, 2021
Customer deposits - Related party
Note 3 - Customer deposits - Related party	Note 3 – Customer deposits – Related party Customer deposits represent advance payments of $400,000 received on orders that have not yet been fulfilled, with companies controlled by the individual who is the 5% owner of UPT and is a shareholder of Cool Technologies.

Debt

Debt	12 Months Ended
	Dec. 31, 2021
Debt
Note 4 - Debt	Note 4 – Debt Debt consists of the following: December 31, 2021 2020 Notes payable $ 1,236,000 $ 2,639,500 Notes payable in default 1,078,500 - Convertible notes payable 1,610,750 319,000 PPP Loan - 52,612 Vehicle financing 44,927 55,918 Note payable – related party 42,462 49,887 Note payable – UPT minority owner 100,000 110,000 4,112,639 3,226,917 Debt discount (69,307 ) (250,500 ) 4,043,332 2,976,417 Less: current portion 4,012,639 2,938,836 Long-term portion $ 30,693 $ 37,581 Notes Payable From September 5 – 7, 2018, the Company entered into Promissory Note Agreements with two accredited investors. CoolTech received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and it issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On September 11, 2018, the Company entered into Promissory Note Agreements with an accredited investor. CoolTech received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum on or before the one-year anniversary. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and it issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 16, 2020, the investor signed an amendment to the agreement extending the maturity date until April 30, 2020. As of the filing date, the Company has not received a notice of default. As per the terms of the note, interest will continue to accrue at 15% per annum until paid in full. On September 11, 2018, the Company entered into Promissory Note Agreements with an accredited investor. CoolTech received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum on or before the one-year anniversary. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and it issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 16, 2020, the investor signed an amendment to the agreement extending the maturity date until April 30, 2020. As of the filing date, the Company has not received a notice of default. As per the terms of the note, interest will continue to accrue at 15% per annum until paid in full. From September 7 - 17, 2018, the Company entered into Promissory Note Agreements with three accredited investors. CoolTech received $125,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and CoolTech issued cashless warrants to purchase 1,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On September 25, 2018, the Company entered into Promissory Note Agreements with an accredited investor. CoolTech received $125,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum on or before the one-year anniversary. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and CoolTech issued cashless warrants to purchase 1,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 16, 2020, the investor signed an amendment to the agreement extending the maturity date until April 30, 2020. As of the filing date, the Company has not received a notice of default. As per the terms of the note, interest will continue to accrue at 15% per annum until paid in full. On October 2, 2018, the Company entered into a Promissory Note Agreement with an accredited investor. It received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and Cool Technologies issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On October 26, 2018, the Company entered into a Promissory Note Agreement with an accredited investor. It received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum on or before the one-year anniversary. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and Cool Technologies issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On October 26, 2019, the Company and the investor signed an amendment to the agreement extending the maturity date for seven months. On November 20, 2020, they signed another amendment to the agreement in which they agreed that in the event there are any amounts outstanding under the Note on January 1, 2021, the investor shall be able to convert, any amounts outstanding under the Note into shares of common stock, at a conversion price of seventy one percent of the lowest Volume Weighted Average Price (VWAP) over the previous ten trading days prior to the delivery of a conversion notice. The investor subsequently converted all amounts outstanding in a series of three conversions on January 20 and 22, and February 3, 2021. On December 19, 2018, the Company entered into a Promissory Note Agreement with an accredited investor. It received $50,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and Cool Technologies issued cashless warrants to purchase 400,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 13, 2019, the Company and a vendor agreed to convert an overdue $25,000 account payable into a Promissory Note Agreement. CoolTech promised to pay the principal amount together with simple interest of 15% per annum. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property as collateral and CoolTech issued cashless warrants to purchase 200,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 18, 2019, the Company entered into a Promissory Note Agreement with an accredited investor. It received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum on or before the one-year anniversary. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property and CoolTech issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 19, 2020, the Company defaulted on the note payable. As of the filing date, the Company has not received a notice of default for the note. As per the terms of the note, interest will continue to accrue at 15% per annum until paid in full. On March 19, 2019, the Company entered into a Promissory Note Agreement with an accredited investor. It received $250,000 in financing and promised to pay the principal amount together with simple interest of 15% per annum on or before the one-year anniversary. Furthermore, the Company committed to pay the principal amount and accrued interest within 30 days of the receipt of funds from debt or surety bond financing. In exchange, the Company granted a security interest in all of the Company’s intellectual property and CoolTech issued cashless warrants to purchase 2,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. On March 19, 2020, the investor signed an amendment to the agreement extending the maturity date for four months. As of the filing date, the Company has not received a notice of default for the note. As per the terms of the note, interest will continue to accrue at 15% per annum until paid in full. On January 31, 2020, the Company entered into a Promissory Note Agreement with an accredited investor. It received $36,000 in financing and promised to pay the principal amount together with simple interest of 3% per annum. Furthermore, the Company issued cashless warrants to purchase 4,000,000 shares of common stock at an exercise price of $0.005. The warrants expire after five years. On May 4, 2020, the Company received loan proceeds of $52,612 (the “PPP Loan”) under the Paycheck Protection Program (“PPP” under the Coronavirus Aid, Relief and Economic Security Act). The PPP Loan is evidenced by a promissory note (the “Note”), between the Company and Small Business Administration (the “Lender”). The Note has a two-year term, bears interest at the rate of 1.00% per annum, and may be prepaid at any time without payment of any premium. No collateral or guarantees were provided in connection with the PPP Notes. No payments of principal or interest are due during the six-month period beginning on the date of the Note (the “Deferral Period”). The principal and accrued interest under the Note was forgivable after eight weeks if the Company used the PPP Loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and otherwise complied with PPP requirements. In order to obtain forgiveness of the PPP Loan, the Company submitted a request and provided documentation regarding its compliance with applicable requirements. The Company must repay any unforgiven principal amount of the Note, with interest, on a monthly basis following the Deferral Period. The Company used the proceeds of the PPP Loan for eligible purposes and pursued forgiveness, although the Company could have taken action that could cause some or all of the PPP Loan to become ineligible for forgiveness. The Note contained customary events of default relating to, among other things, payment defaults and breaches of representations, warranties or covenants. The occurrence of an event of default could have resulted in the repayment of all amounts outstanding, collection of all amounts owing from the Company, or filing suit and obtaining judgment against the Company. On August 21, 2021, the Company received a letter from Bank of America stating that the SBA (Small Business Administration) had forgiven the PPP Loan and the forgiven amount had been remitted to Bank of America. On June 29, 2020, the Company entered into a Promissory Note Agreement with an accredited investor. It received $85,000 in financing and promised to pay the principal amount together with interest of $10,000 by July 29, 2020. As additional compensation, the investor received cashless warrants to purchase 1,000,000 shares of common stock at an exercise price of $0.05. The warrants expire after five years. In the event of a default, the investor may, upon written notice to the Company, declare all unpaid principal and interest immediately due and payable. As of the filing date, the Company has not received a notice of default. On July 3, 2020, the Company entered into a Promissory Note Agreement with an accredited investor. It received $85,000 after an original issue discount of $8,500 in lieu of interest. The total amount of $93,500 was due on August 3, 2020. In the event of default, the outstanding balance will accrue interest of either 18% or the maximum rate permitted by law until the default is remedied. As of the filing date, the Company has not received a notice of default. Convertible notes payable September Convertible Note October Convertible Note October Convertible Note November Convertible Note January Convertible Note February Convertible Note February Convertible Note March Convertible Note March Convertible Note March Convertible Note August Convertible Note – September Convertible Note November Convertible Note December Convertible Note Test Vehicle Financing In October 2014, the Company entered into financing agreements for the purchase of test vehicles, bearing interest at 5.99% payable monthly over five years, collateralized by the vehicles. In July 2018, CoolTech traded-in one test vehicle and purchased another bearing an interest rate of 9.92% payable monthly over 6 years. In June 2019, the Company traded in one test vehicle and purchased another with financing of approximately $44,500, bearing an interest rate of 9.92% payable monthly over a 5-year period. Warrants Issued with Debt When the Company issues notes payable, it may also be required to issue warrants. Number of Warrants Weighted-average Exercise Price Weighted-average Remaining Life (Years) Aggregate Intrinsic Value Outstanding December 31, 2019 18,467,717 $ 0.05 3.7 $ 941,144 Granted 5,000,000 0.01 4.4 36,800 Forfeited or expired - - - - Exercised - - - - Outstanding, December 31, 2020 23,467,717 0.04 3.1 36,800 Exercisable, December 31, 2020 23,467,717 0.04 3.1 36,800 Granted 2,000,000 0.10 - - Forfeited or expired (67,717 ) 0.02 - - Exercised - - - - Outstanding, December 31, 2021 25,400,000 0.05 2.3 170,400 Exercisable, December 31, 2021 25,400,000 $ 0.05 2.3 $ 170,400 Transactions with Related Parties The note payable - related party, in the amount of $42,462, is held by two of the Company’s officers and relates to unreimbursed expenses. The note payable - UPT minority owner, in the amount of $100,000, is held by the 5% minority owner of UPT. The terms of the note have not been finalized. Future contractual maturities of debt are as follows: Year ending December 31, 2022 $ 4,085,682 2023 17,971 2024 8,986 $ 4,112,639

Derivative Liability

Derivative Liability	12 Months Ended
	Dec. 31, 2021
Derivative Liability
Note 5 - Derivative Liability	Note 5 – Derivative Liability Under the terms of the August 2021, September 2021, and November 2021 Convertible Notes, the Company identified derivative instruments arising from embedded conversion features. The following summarizes the Black-Scholes assumptions used to estimate the fair value of the derivative liability at the dates of issuance and the revaluation dates: Year ended December 31, 2021 2020 Volatility 112%-136% 177%-257% Risk-free interest rate .19%-.39% .09%-.10% Expected life (years) 0.6 – 0.9 0.29 – 0.88 Dividend yield -- -- Changes in the derivative liability were as follows: Level 1 Level 2 Level 3 Convertible debt and other derivative liabilities on December 31, 2019 $ -- $ -- $ 712,921 Conversions of convertible debt -- -- (904,070 ) Issuance of convertible debt and other derivatives -- -- 552,232 Extinguishment of convertible debt (306,493 ) Change in fair value -- -- 341,553 Convertible debt and other derivative liabilities on December 31, 2020 -- -- 396,143 Conversions of convertible debt -- -- (1,515,086 ) Issuance of convertible debt and other derivatives -- -- 646,352 Change in fair value -- -- 648,506 Convertible debt and other derivative liabilities on December 31, 2021 $ -- $ -- $ 175,915

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies
Note 6 - Commitments and Contingencies	Note 6 – Commitments and Contingencies Securities and Exchange Commission Settlement On September 20, 2018, the Securities and Exchange Commission (SEC) approved an offer to settle the enforcement proceedings against the Company pursuant to Section 21C of the Securities Exchange Act of 1934. These proceedings arose out of the violation of the Regulation S-X requirement that interim financial statements filed as part of a Form 10-Q be reviewed by an independent public accounting firm prior to filing. On three occasions, specifically, May 20, 2013, August 19, 2013, and August 22, 2016, Cool Technologies filed Form 10-Qs that contained financial statements that were not reviewed by an independent public accounting firm. In two cases, the Company properly disclosed that the 10Q’s were “unaudited and unreviewed” as set forth by the guidance in the Division of Corporation Finance Financial Reporting Manual Section 4410.3 and in each case, the Company subsequently filed a restated and amended Form 10-Q/A that complied with the Interim Review Requirement. In no instance were the filings ever subjected to audit challenge. Pursuant to the enforcement proceeding instituted by the SEC, the Company settled for a fine of $75,000 and agreed to cease and desist from any future violations of Sections 13(a) of the Exchange Act and Rule 13a-13 thereunder, and Rule 8-03 of Regulation S-X. As of December 31, 2021, and 2020, $50,000 is still due, which is included within accounts payable on the consolidated balance sheets. From time to time, Cool Technologies may be a party to other legal proceedings. Management currently believes that the ultimate resolution of these matters, and after consideration of amounts accrued, will not have a material adverse effect on consolidated results of operations, financial position, or cash flow.

Equity

Equity	12 Months Ended
	Dec. 31, 2021
Equity
Note 7 - Equity	Note 7 – Equity Preferred Stock Cool Technologies has 15,000,000 preferred shares authorized and 3 Series A and 2,727,270 Series B preferred shares issued and outstanding as of December 31, 2021. On August 12, 2016, the Company entered into a Securities Purchase Agreement with four accredited investors pursuant to which it sold 3,636,360 shares of the Company’s Series B Convertible Preferred Stock. Each share of the preferred stock is convertible into one share of the Company’s common stock. The conversion price of the preferred stock is equal to the $0.055. In addition to the preferred stock, the Securities Purchase Agreement included warrants to purchase 3,636,360 shares of the Company’s common stock at an exercise price of $0.07 per share. The warrants cannot be exercised on a cashless basis. The aggregate purchase price of the preferred stock and warrants was $200,000, of which $150,000 was paid in cash and $50,000 was paid in services. In connection with the sale of the Preferred Stock, on October 20, 2016, the Company filed with the Secretary of the State of Nevada, an amended Certificate of Designations of the Rights, Preferences, Privileges and Restrictions, which have not been set forth in the Certificate of Designation of the Series B Convertible Preferred Stock nor the first Amendment to Certificate of Designation filed on August 12, 2016. The preferred stock has the same rights as if each share of Series B Convertible Preferred Stock were converted into one share of common stock. For so long as the Series B Convertible Preferred Stock is issued and outstanding, the holders of such Series B Convertible Preferred Stock vote together as a single class with the holders of the common stock and the holders of any other class or series of shares entitled to vote with the common stock, with the holders of Series B Stock being entitled to 66 2/3% of the total votes on all such matters. In the event of the death of a holder of the Class B Preferred Stock, or a liquidation, winding up or bankruptcy of a holder which is an entity, all voting rights of the Class B Preferred Stock shall cease. The holder of any shares of Class B Preferred Stock have the right to convert their shares into common stock at any time, in a conversion ratio of one share of common stock for each share of Class B Preferred. If the Company’s common stock trades or is quoted at a price per share in excess of $2.25 for any twenty consecutive day trading period, the Class B Preferred Stock will automatically be convertible into the common stock of the Company in a conversion ratio of one share of common stock for each share of Class B Preferred. The holders of Class B Preferred Stock are not entitled to receive any distributions in the event of any liquidation, dissolution or winding up of the Company. The warrants cannot be exercised on a cashless basis. On May 8, 2017, Inverom Corporation converted its 909,090 Series B preferred shares into 909,090 shares of common stock. This represented all of the shares of Series B stock held by Inverom Corporation. Preferred stock issuable on the consolidated balance sheets represents preferred stock to be issued for either cash received, or services performed. As of December 31, 2021, and 2020, the number of shares of preferred stock to be issued was 0 and the number of shares of Series B preferred stock was 2,727,270. KHIC, Inc., a related party holds the remaining 3 shares of Series A Preferred Stock. Each share of Series A Preferred Stock (“Preferred Stock”) is convertible into 50,000 shares of common stock. Each share of preferred stock has voting rights as if they were converted into 50,000 shares of common stock. The holders of each share of preferred stock then outstanding shall be entitled to be paid out of the Available Funds and Assets (as defined in the “Certificate of Designation”), and prior and in preference to any payment or distribution (or any setting a part of any payment or distribution) of any Available Funds and Assets on any shares of common stock, an amount per preferred share equal to the Preferred Stock Liquidation Price ($2,500 per share). Common stock On September 13, 2019, stockholders holding shares that entitled them to exercise at least a majority of the voting power, voted in favor of increasing the number of authorized shares of common stock, from 350,000,000 shares to 500,000,000 shares. On February 13, 2020, stockholders holding shares that entitled them to exercise at least a majority of the voting power, voted in favor of increasing the number of authorized shares of common stock, from 500,000,000 shares to 1,000,000,000 shares. Common stock issuable on the consolidated balance sheets represents common stock to be issued for either cash received, or services performed. As of December 31, 2021, and 2020, the number of shares of common stock to be issued was the same: 494,697 shares. Common stock warrants issued with the sale of CoolTech’s common stock When the Company sells shares of its common stock the buyer also typically receives fully vested common stock warrants with a maximum contractual term of 3-5 years. A summary of common stock warrants issued with the sale of common stock as of December 31, 2021, and 2020, and changes during the years then ended is presented below: Number of Warrants Weighted-average Exercise Price Weighted-average Remaining Life (Years) Aggregate Intrinsic Value Outstanding, December 31, 2019 45,514,168 $ 0.12 1.1 $ -- Granted 3,750,000 0.02 Forfeited or expired (16,132,629 ) 0.17 Outstanding, December 31, 2020 33,131,539 0.08 1.0 -- Exercisable, December 31, 2020 33,131,539 0.08 1.0 -- Granted -- -- Exercised -- -- Forfeited or expired (15,517,254 ) 0.11 Outstanding, December 31, 2021 17,614,285 0.06 0.5 113,250 Exercisable, December 31, 2021 17,614,285 $ 0.06 0.5 $ 113,250

Share-based payments

Share-based payments	12 Months Ended
	Dec. 31, 2021
Share-based payments
Note 8 - Share-based payments	Note 8 – Share-based payments Amounts recognized as expense in the consolidated statements of operations related to share-based payments are as follows: Year ended December 31, 2021 2020 Nonemployee common stock $ 1,950 $ -- Nonemployee warrants – fully vested upon issuance -- -- Total share-based expense charged against income $ 1,950 $ -- Impact on net loss per common share: Basic and diluted $ (0.00 ) $ (0.00 ) Nonemployee common stock Other None were issued during the years ended December 31, 2021 and 2020. Nonemployee common stock warrants -- Fully-vested upon issuance Cool Technologies may issue fully vested common stock warrants with a maximum contractual term of 5 years to non-employees in return for services or to satisfy liabilities, such as accrued interest. The following summarizes the activity for common stock warrants that were fully vested upon issuance: Number of Warrants Weighted-average Exercise Price Weighted-average Remaining Life (Years) Aggregate Intrinsic Value Outstanding, December 31, 2019 9,735,836 $ 0.36 1.3 $ 2,000 Granted 5,500,000 0.02 Forfeited or expired (3,319,333 ) 0.12 Outstanding, December 31, 2020 11,916,503 0.05 1.9 $ 10,500 Exercisable, December 31, 2020 11,916,503 0.05 1.9 $ 10,500 Granted 100,000 0.08 Exercised -- -- Forfeited or expired (1,316,503 ) 0.30 Outstanding, December 31, 2021 10,700,000 0.02 1.7 $ 259,580 Exercisable, December 31, 2021 10,700,000 $ 0.02 1.7 $ 259,580 The following summarizes the Black-Scholes assumptions used to estimate the fair value of fully vested common stock warrants: Year ended December 31, 2021 2020 Volatility 123%- 198 % 174%-183 % Risk-free interest rate 0.39%- 1.57 % 0.17%-0.36 % Expected life (years) 0.16 -0.82 .09 – 1.0 Dividend yield -- -- No fully vested common stock warrants were exercised in 2021 and 2020. Nonemployee common stock warrants -- Service and performance conditions No common stock warrants that have service and performance conditions were issued and outstanding as of December 31, 2020 and 2021. Employee stock options – Fully-vested upon grant Cool Technologies granted stock options to certain members of management in 2014 that were fully vested at the date of grant. There were no grants in 2021 or 2020. The following is a summary of fully vested stock option activity: Number of Shares Weighted-average Exercise Price per Share Weighted-average Remaining Contractual Term Aggregate Intrinsic Value Outstanding, December 31, 2019 4,000,000 $ 2.00 -- $ -- Outstanding, December 31, 2020 4,000,000 2.00 -- -- Exercisable, December 31, 2020 4,000,000 2.00 -- -- Outstanding, December 31, 2021 4,000,000 2.00 -- -- Exercisable, December 31, 2021 4,000,000 $ 2.00 -- $ --

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2021
Income Taxes
Note 9 - Income Taxes	Note 9 – Income Taxes The components of the Company’s deferred tax asset are as follows: December 31, 2021 2020 Net operating loss carryforwards $ 8,333,564 $ 7,881,536 Equity-based instruments 6,489,465 6,490,670 Accrued liabilities 126,902 177,609 Deferred Revenue 96,311 96,311 Pass-through losses 99,693 104,685 Valuation allowance (15,145,935 ) (14,750,811 ) Deferred tax asset $ - $ - Effective January 1, 2018, the Federal corporate income tax rate has been decreased from 34% to 21%. The NOLs that have been generated December 31, 2017 and prior are going to be 100% allowable against future income and will expire in 20 years. NOLs generated January 1, 2018, and forward will be subject to the 80% limitation and they will never expire. A reconciliation of income taxes computed at the statutory rate to the income tax amount recorded is as follows: Year ended December 31, 2021 2020 Income tax benefit at statutory rate $ (723,617 ) $ (571,973 ) State income tax, net of Federal benefit (149,720 ) (118,344 ) Convertible debt 478,452 89,296 Other adjustments (239 ) 230 Meals and entertainment - - Increase in valuation allowance 395,124 600,791 Income tax benefit $ - $ - Cool Technologies had no gross unrecognized tax benefits that, if recognized, would favorably affect the effective income tax rate in future periods. It has not accrued any interest or penalties associated with income taxes. The Company files income tax returns in the United States federal jurisdiction. With few exceptions, it is no longer subject to U.S. federal, state or non-U.S. income tax examination by tax authorities on tax returns filed before January 31, 2012. No tax returns are currently under examination by any tax authorities.

Net Loss per Share

Net Loss per Share	12 Months Ended
	Dec. 31, 2021
Net Loss per Share
Note 10 - Net Loss per Share	Note 10 – Net Loss per Share Basic net loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the reporting period. Diluted net loss per share is computed similarly to basic loss per share, except that it includes the potential dilution that could occur if dilutive securities are exercised. The following table presents a reconciliation of the denominators used in the computation of net loss per share – basic and diluted: Year ended December 31, 2021 2020 Net loss available for stockholders $ (3,445,048 ) $ (2,722,770 ) Weighted average outstanding shares of common stock 569,551,009 401,652,835 Dilutive effect of stock options and warrants - - Common stock and equivalents 569,551,009 401,652,835 Net loss per share – Basic and diluted $ (0.01 ) $ (0.01 ) Outstanding stock options and common stock warrants are considered anti-dilutive because the Company is in a net loss position. The following summarizes equity instruments that may, in the future, have a dilutive effect on earnings per share: December 31, 2021 2020 Stock options 4,000,000 4,000,000 Common stock warrants 53,964,285 68,765,759 Convertible notes 54,786,619 42,760,597 Convertible preferred stock 2,877,270 2,877,270 Total 115,628,174 118,403,626 Total exercisable on December 31 60,841,555 75,643,029

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2021
Subsequent Events
Note 11 - Subsequent Events	Note 11 – Subsequent Events The Company has evaluated all the events or transactions that have occurred since December 31, 2021, and determined that the following should be disclosed: February Convertible Note On February 24, 2022, the Company issued 2,500,000 shares of common stock to Power Up Lending Group, Ltd upon conversion of $50,000 on principal of $135,000. On February 25, 2022, the Company issued 1,750,000 shares of common stock to Power Up Lending Group, Ltd upon conversion of $35,000 on principal of $135,000. On February 28, 2022, the Company issued 980,392 shares of common stock to Power Up Lending Group, Ltd upon conversion of $20,000 on principal of $135,000. March Convertible Note On March 4, 2022, the Company issued 1,208,791 shares of common stock to Power Up Lending Group, Ltd upon conversion of $22,000 on principal of $135,000. On March 7, 2022, the Company issued 790,361 shares of common stock to Power Up Lending Group, Ltd. upon final conversion of $13,120 on principal of $135,000. On March 22, 2022, the Company issued 2,447,552 shares of common stock to Power Up Lending Group, Ltd upon conversion of $35,000 on principal of $111,000. March Convertible Note On March 29, 2022, the Company issued 2,447,552 shares of common stock to Power Up Lending Group, Ltd upon conversion of $35,000 on principal of $111,000. On March 11, 2020, Cool Technologies, Inc. and 3&1 Capital Partners, LLC, signed a non-binding Memorandum of Terms for Debt Financing pursuant to which the Company is due to receive gross proceeds of at least $12.5 million minus administration and origination fees as well as other expenses. The debt financing will be structured as a promissory note with a security interest. The first priority security interest will encompass all intellectual property (“IP”) owned by the Company on the closing date and all intellectual property acquired by or issued to the Company during the term of the 36-month note. Also included as collateral are all equipment and contracts related to the IP. Pursuant to the Memorandum, the Company agreed to a cash prepayment equal to 18 months of interest that will fund an Interest Escrow Account from the proceeds or 12 months of the prepayment interest which shall be considered earned and nonrefundable. Monthly interest payments based on a term loan rate of 5.85% per annum will be debited from the prepayment Interest Escrow Amount on the first day of the month for 18 months. One month later, the Company shall commence making 17 equal payments of principal and accrued and unpaid interest on the first day of the month. A final payment of all unpaid principal and accrued and unpaid interest shall be due on the Maturity Date. For the first eighteen months of the loan, the Company agreed to apply at least 25% of the profits from all sales, purchase orders, or any other revenue-generating transactions to the outstanding principal and interest, and then 50%, thereafter, until its obligations have been satisfied. Since the signing of the Memorandum, definitive documents have been drawn up and financing instruments have been created and packaged. Central to the provision of the funds is the successful underwriting of the financial instruments. Within the past 2 weeks, buyers have signed subscription agreements. In addition, Cool Technologies and 3&1 Capital Partners have polished and perfected the final funding documents. As the signing of subscription agreements are definitive actions that the Company will receive some, if not all, of the funds promised, Cool Technologies has included this subsequent event. Once the final documents have been signed and receipt of funds has commenced, the Company will file a formal notification on Form 8-K or by reference in Form 10-Q.

Description of Business and S_2

Description of Business and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2021
Description of Business and Summary of Significant Accounting Policies
Cash and cash equivalents	Cash and cash equivalents include cash on hand, deposits with banks, and investments that are highly liquid and have maturities of three months or less at the date of purchase.
Inventory	Inventory, consisting of mobile generation kit materials and parts, is stated at the lower of cost (first in, first out method) or net realizable value.
Intangible assets	The Company’s intangible assets consist of patents on its technology, recorded at cost. Cost is based on third party expenditures for patent applications. CoolTech will begin amortizing the intangibles over their estimated remaining useful life when it begins revenue-producing activities. Cool Technologies will determine the useful lives of its intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors that will be considered when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, the long-term strategy for using the asset, any laws or other local regulations that could impact the useful life of the asset, and other economic factors, including competition and specific market conditions.
Equipment	Equipment consists of vehicles the Company uses for testing and demonstrating its technology to potential customers. Depreciation is recorded using the straight-line method over five years, the estimated useful life.
Impairment of long-lived assets	When facts and circumstances indicate that the carrying value of long-lived assets may not be recoverable, management assesses the recoverability of the carrying value by preparing estimates of revenues and the resulting gross profit and cash flows. These estimated future cash flows are consistent with those CoolTech uses in its internal planning. If the sum of the expected future cash flows (undiscounted and without interest charges) is less than the carrying amount, it recognizes an impairment loss. The impairment loss recognized, if any, is the amount by which the carrying amount of the asset (or asset group) exceeds the fair value. Cool Technologies may use a variety of methods to determine the fair value of these assets, including discounted cash flow models, which are consistent with the assumption’s management believes hypothetical marketplace participants would use. The Company has not recorded any impairment expense on its long-lived assets as of December 31, 2021.
Debt-original issue discount	When the Company issues notes payable with a face value higher than the proceeds it receives, CoolTech records the difference as a debt discount and amortizes it through interest expense over the life of the underlying note payable.
Derivative financial instruments	When the Company issues debt that contains a conversion feature, it first evaluates whether the conversion feature meets the requirements to be treated as a derivative: a) one or more underlying, typically the price of the Company’s stock; b) one or more notional amounts or payment provisions or both, generally the number of shares upon conversion; c) no initial net investment, which typically excludes the amount borrowed; and d) net settlement provisions, which in the case of convertible debt generally means the stock received upon conversion can be readily sold for cash. There are certain scope exceptions from derivative treatment, but these typically exclude conversion features that provide for a variable number of shares. When Cool Technologies issues warrants to purchase its common stock, the Company must evaluate whether they meet the requirements to be treated as a derivative. Generally, warrants would be treated as a derivative if the provisions of the warrant agreement create uncertainty as to a) the number of shares to be issued upon exercise; or b) whether shares may be issued upon exercise. If the conversion feature within convertible debt or warrants meets the requirements to be treated as a derivative, CoolTech estimates the fair value of the derivative liability using the Black-Scholes Option Pricing Model upon the date of issuance. If the fair value of the derivative liability is higher than the face value of the convertible debt, the excess is immediately recognized as interest expense. Otherwise, the fair value of the derivative liability is recorded as a liability with an offsetting amount recorded as a debt discount, which offsets the carrying amount of the debt. The derivative liability is revalued at the end of each reporting period and any change in fair value is recorded as a change in fair value in the consolidated statements of operations. The debt discount is amortized through interest expense over the life of the debt. Derivative instrument liabilities and the host debt agreement are classified on the consolidated balance sheets as current or non-current based on whether settlement of the derivative instrument could be required within twelve months of the balance sheet date. The accounting treatment of derivative financial instruments requires that the Company record the embedded conversion option and warrants at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. As a result of entering into warrant agreements, for which such instruments contained a variable conversion feature with no floor, the Company has adopted a sequencing policy in accordance with Accounting Standards Codification or ASC 815-40-35-12 “ Derivatives and Hedging
Revenue	The Company recognizes revenue in accordance with the Financial Accounting Standards Board (“FASB”) ASC Topic 606, “ Revenue from Contracts with Customers
Research and development costs	Internal costs related to research and development efforts on existing or potential products are expensed as incurred. External costs incurred for intangible assets, such as attorney fees for patents, are capitalized.
Share-based payments	All the Company’s share-based awards are classified as equity. CoolTech does not have any liability classified share-based awards. Each warrant or stock option is exercisable for one share of common stock. Nonemployees – Employees Modification of share-based payment awards Sale of common stock with warrants Cashless exercise
Income taxes	Cool Technologies recognizes deferred income tax assets and liabilities for the expected future tax consequences of temporary differences between the income tax and financial reporting carrying amount of the Company’s assets and liabilities. The Company monitors its deferred tax assets and evaluates the need for a valuation allowance based on the estimate of the amount of such deferred tax assets that it believes does not meet the more-likely-than-not recognition criteria. CoolTech also evaluates whether it has any uncertain tax positions and would record a reserve if management believes it is more-likely-than-not their position would not prevail with the applicable tax authorities. The Company’s assessment of tax positions as of December 31, 2021, and 2020, determined that there were no material uncertain tax positions. UPT is a limited liability company (“LLC”), which is treated as a partnership for income tax purposes, where all tax obligations flow through to the owners of the LLC during the period in which income taxes were incurred.
Fair value of financial instruments	Cool Technologies financial instruments include cash and cash equivalents, accounts payable, accrued liabilities, and debt. The carrying value of these financial instruments is considered to be representative of their fair value due to the short maturity of these instruments. The carrying amount of the debt approximates fair value, because the interest rates on these instruments approximate the interest rate on debt with similar terms available to the Company. CoolTech’s derivative liabilities were adjusted to fair market value at the end of each reporting period, using Level 3 inputs. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the measurement of the fair value of the assets or liabilities.
Recently Issued Accounting Pronouncements	FASB or ASU 2016-02 “Leases (Topic 842)”-

Equipment (Tables)

Equipment (Tables)	12 Months Ended
	Dec. 31, 2021
Equipment (Tables)
Schedule of equipment	December 31, 2021 2020 Test vehicles $ 147,893 $ 147,893 Other 5,000 5,000 152,893 152,893 Less: accumulated depreciation (115,535 ) (95,682 ) $ 37,358 $ 57,211

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2021
Debt
Summary of Debt	December 31, 2021 2020 Notes payable $ 1,236,000 $ 2,639,500 Notes payable in default 1,078,500 - Convertible notes payable 1,610,750 319,000 PPP Loan - 52,612 Vehicle financing 44,927 55,918 Note payable – related party 42,462 49,887 Note payable – UPT minority owner 100,000 110,000 4,112,639 3,226,917 Debt discount (69,307 ) (250,500 ) 4,043,332 2,976,417 Less: current portion 4,012,639 2,938,836 Long-term portion $ 30,693 $ 37,581
Notes payable warrants issued	Number of Warrants Weighted-average Exercise Price Weighted-average Remaining Life (Years) Aggregate Intrinsic Value Outstanding December 31, 2019 18,467,717 $ 0.05 3.7 $ 941,144 Granted 5,000,000 0.01 4.4 36,800 Forfeited or expired - - - - Exercised - - - - Outstanding, December 31, 2020 23,467,717 0.04 3.1 36,800 Exercisable, December 31, 2020 23,467,717 0.04 3.1 36,800 Granted 2,000,000 0.10 - - Forfeited or expired (67,717 ) 0.02 - - Exercised - - - - Outstanding, December 31, 2021 25,400,000 0.05 2.3 170,400 Exercisable, December 31, 2021 25,400,000 $ 0.05 2.3 $ 170,400
Future contractual maturities of debt	Year ending December 31, 2022 $ 4,085,682 2023 17,971 2024 8,986 $ 4,112,639

Derivative Liability (Tables)

Derivative Liability (Tables)	12 Months Ended
	Dec. 31, 2021
Derivative Liability (Tables)
Schedule of derivative liabilities at fair value	Year ended December 31, 2021 2020 Volatility 112%-136% 177%-257% Risk-free interest rate .19%-.39% .09%-.10% Expected life (years) 0.6 – 0.9 0.29 – 0.88 Dividend yield -- --
Changes in derivative liability	Level 1 Level 2 Level 3 Convertible debt and other derivative liabilities on December 31, 2019 $ -- $ -- $ 712,921 Conversions of convertible debt -- -- (904,070 ) Issuance of convertible debt and other derivatives -- -- 552,232 Extinguishment of convertible debt (306,493 ) Change in fair value -- -- 341,553 Convertible debt and other derivative liabilities on December 31, 2020 -- -- 396,143 Conversions of convertible debt -- -- (1,515,086 ) Issuance of convertible debt and other derivatives -- -- 646,352 Change in fair value -- -- 648,506 Convertible debt and other derivative liabilities on December 31, 2021 $ -- $ -- $ 175,915

Equity (Tables)

Equity (Tables)	12 Months Ended
	Dec. 31, 2021
Equity
Summary of common stock warrants issued	Number of Warrants Weighted-average Exercise Price Weighted-average Remaining Life (Years) Aggregate Intrinsic Value Outstanding, December 31, 2019 45,514,168 $ 0.12 1.1 $ -- Granted 3,750,000 0.02 Forfeited or expired (16,132,629 ) 0.17 Outstanding, December 31, 2020 33,131,539 0.08 1.0 -- Exercisable, December 31, 2020 33,131,539 0.08 1.0 -- Granted -- -- Exercised -- -- Forfeited or expired (15,517,254 ) 0.11 Outstanding, December 31, 2021 17,614,285 0.06 0.5 113,250 Exercisable, December 31, 2021 17,614,285 $ 0.06 0.5 $ 113,250

Share-based payments (Tables)

Share-based payments (Tables)	12 Months Ended
	Dec. 31, 2021
Share-based payments
Summary of financial statements related to equity-based payments	Year ended December 31, 2021 2020 Nonemployee common stock $ 1,950 $ -- Nonemployee warrants – fully vested upon issuance -- -- Total share-based expense charged against income $ 1,950 $ -- Impact on net loss per common share: Basic and diluted $ (0.00 ) $ (0.00 )
Summary of Nonemployee common stock warrants -Fully-vested upon issuance	Number of Warrants Weighted-average Exercise Price Weighted-average Remaining Life (Years) Aggregate Intrinsic Value Outstanding, December 31, 2019 9,735,836 $ 0.36 1.3 $ 2,000 Granted 5,500,000 0.02 Forfeited or expired (3,319,333 ) 0.12 Outstanding, December 31, 2020 11,916,503 0.05 1.9 $ 10,500 Exercisable, December 31, 2020 11,916,503 0.05 1.9 $ 10,500 Granted 100,000 0.08 Exercised -- -- Forfeited or expired (1,316,503 ) 0.30 Outstanding, December 31, 2021 10,700,000 0.02 1.7 $ 259,580 Exercisable, December 31, 2021 10,700,000 $ 0.02 1.7 $ 259,580
Summary of Black-Scholes assumptions of fully vested shares	Year ended December 31, 2021 2020 Volatility 123%- 198 % 174%-183 % Risk-free interest rate 0.39%- 1.57 % 0.17%-0.36 % Expected life (years) 0.16 -0.82 .09 – 1.0 Dividend yield -- --
Summary of employee stock options - Fully-vested upon grant	Number of Shares Weighted-average Exercise Price per Share Weighted-average Remaining Contractual Term Aggregate Intrinsic Value Outstanding, December 31, 2019 4,000,000 $ 2.00 -- $ -- Outstanding, December 31, 2020 4,000,000 2.00 -- -- Exercisable, December 31, 2020 4,000,000 2.00 -- -- Outstanding, December 31, 2021 4,000,000 2.00 -- -- Exercisable, December 31, 2021 4,000,000 $ 2.00 -- $ --

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2021
Income Taxes
Deferred tax asset	December 31, 2021 2020 Net operating loss carryforwards $ 8,333,564 $ 7,881,536 Equity-based instruments 6,489,465 6,490,670 Accrued liabilities 126,902 177,609 Deferred Revenue 96,311 96,311 Pass-through losses 99,693 104,685 Valuation allowance (15,145,935 ) (14,750,811 ) Deferred tax asset $ - $ -
Reconciliation of income taxes	Year ended December 31, 2021 2020 Income tax benefit at statutory rate $ (723,617 ) $ (571,973 ) State income tax, net of Federal benefit (149,720 ) (118,344 ) Convertible debt 478,452 89,296 Other adjustments (239 ) 230 Meals and entertainment - - Increase in valuation allowance 395,124 600,791 Income tax benefit $ - $ -

Net Loss per Share (Tables)

Net Loss per Share (Tables)	12 Months Ended
	Dec. 31, 2021
Net Loss per Share
Schedule of earnings per share, basic and diluted	Year ended December 31, 2021 2020 Net loss available for stockholders $ (3,445,048 ) $ (2,722,770 ) Weighted average outstanding shares of common stock 569,551,009 401,652,835 Dilutive effect of stock options and warrants - - Common stock and equivalents 569,551,009 401,652,835 Net loss per share – Basic and diluted $ (0.01 ) $ (0.01 )
Stock options and warrants outstanding	December 31, 2021 2020 Stock options 4,000,000 4,000,000 Common stock warrants 53,964,285 68,765,759 Convertible notes 54,786,619 42,760,597 Convertible preferred stock 2,877,270 2,877,270 Total 115,628,174 118,403,626 Total exercisable on December 31 60,841,555 75,643,029

Description of Business and S_3

Description of Business and Summary of Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Apr. 30, 2014
Estimated useful life	5 years
Convertible notes payable	$ 1,610,750	$ 319,000
Notes payable	2,314,500
Cash	72,391	33	$ 15,306
Accumulated deficit	$ (59,276,748)	$ (55,830,210)
Noncontrolling interest	5.00%
Equity method investment ownership percentage	0.05%
UPT Minority Owner [Member]
Equity method investment ownership percentage				95.00%
Minority interest percentage	5.00%			5.00%

Equipment (Details)

Equipment (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment, Gross	$ 152,893	$ 152,893
Less: accumulated depreciation	(115,535)	(95,682)
Property, Plant and Equipment, Net	37,358	57,211
Test Vehicles [Member]
Property, Plant and Equipment, Gross	147,893	147,893
Other [Member]
Property, Plant and Equipment, Gross	$ 5,000	$ 5,000

Equipment (Details Narrative)

Equipment (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Equipment
Depreciation expense	$ 19,853	$ 19,069

Customer deposits Related party

Customer deposits Related party (Details Narrative) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Customer deposits - Related party
Customer deposits - related party	$ 400,000	$ 400,000
Ownership percentage	0.05%

Debt (Details)

Debt (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Debt
Notes payable in default	$ 1,078,500	$ 0
Notes payable	1,236,000	2,639,500
Convertible notes payable	1,610,750	319,000
PPP Loan	0	52,612
Vehicle financing	44,927	55,918
Note payable - related party	42,462	49,887
Note payable - UPT minority owner	100,000	110,000
Total	4,112,639	3,226,917
Debt discount	(69,307)	(250,500)
Total	4,043,332	2,976,417
Less: current portion	(4,012,639)	(2,938,836)
Long-term portion	$ 30,693	$ 37,581

Debt (Details 1)

Debt (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Shares Forfeited or expired	(15,517,254)	(16,132,629)
Granted		$ 0.02
Forfeited or expired	$ 0.11	$ 0.17
Warrant [Member]
Shares Outstanding, Beginning	23,467,717	18,467,717
Shares Granted	2,000,000	5,000,000
Shares Forfeited or expired	(67,717)
Shares Exercised	0
Shares Outstanding, Ending	25,400,000	23,467,717
Shares Exercisable, Ending	25,400,000	23,467,717
Per share Outstanding, Beginning	$ 0.04	$ 0.05
Granted	0.10	0.01
Forfeited or expired	0.02
Exercised	0
Per share Outstanding, Ending	0.05	0.04
Per share Exercisable, Ending	$ 0.05	$ 0.04
Weighted-average Remaining Life, Beginning	3 years 1 month 6 days	3 years 8 months 12 days
Weighted-average Remaining Life, granted		4 years 4 months 24 days
Weighted-average Remaining Life, Ending	2 years 3 months 18 days	3 years 1 month 6 days
Weighted-average Remaining Life, exercisable	2 years 3 months 18 days	3 years 1 month 6 days
Intrinsic Value Outstanding, Beginning	$ 36,800	$ 941,144
Intrinsic Value, Granted	36,800
Intrinsic Value Outstanding, Ending	170,400	36,800
Intrinsic Value Exercisable, Ending	$ 170,400	$ 36,800

Debt (Details 2)

Debt (Details 2)	Dec. 31, 2021USD ($)
Debt
2022	$ 4,085,682
2023	17,971
2024	8,986
Total	$ 4,112,639

Debt (Details Narrative)

Debt (Details Narrative) - USD ($)

Aug. 11, 2021

Mar. 12, 2021

Feb. 25, 2021

Feb. 04, 2021

Oct. 08, 2020

Mar. 13, 2019

Oct. 02, 2018

Sep. 11, 2018

Mar. 21, 2022

Dec. 20, 2021

Nov. 22, 2021

Sep. 21, 2021

Sep. 17, 2021

Aug. 16, 2021

Mar. 24, 2021

Mar. 17, 2021

Jan. 18, 2021

Nov. 18, 2020

Oct. 30, 2020

Sep. 15, 2020

Jun. 29, 2020

May 04, 2020

Jan. 31, 2020

Mar. 19, 2019

Mar. 18, 2019

Dec. 19, 2018

Oct. 26, 2018

Sep. 25, 2018

Dec. 31, 2021

Dec. 31, 2020

Oct. 12, 2021

May 25, 2021

May 24, 2021

May 03, 2021

Apr. 27, 2021

Apr. 23, 2021

Jul. 03, 2020

Sep. 17, 2018

Sep. 07, 2018

Apr. 30, 2014

Related party advances

$ 42,462

$ 49,887

Original issue discount

$ 3,500

Legal fees

467,241

316,068

Interest payable

$ 1,105,490

$ 763,641

Proceeds from issuance of convertible debt

$ 55,000

Common stock shares issued

587,887,192

508,674,682

LGH Investments, LLC [Member]

Convertible debt

$ 51,500

Common stock shares issued

5,150,000

Paycheck Protection Program [Member]

Interest rate

1.00%

Proceeds from Loans

$ 52,612

Term of loan

2 years

Four Accredited Investors [Member]

Original issue discount

$ 25,000

March Convertible Note Three [Member]

Remaining balance

$ 297,000

Convertible debt

$ 750,000

$ 891,000

Maturity date

Dec. 24, 2021

Proceeds from issuance of convertible debt

$ 825,000

Debt in default, description

If the note is repaid by the maturity date, the investor will forfeit the block of 2,500,000 shares of restricted common stock and the shares will be returned to the Company’s treasury. In the event of default, the outstanding balance will increase by 25% and a daily penalty of $1,000 will accrue until the default is remedied.

Commitment shares description

It issued two sets of commitment shares: a block of 500,000 and a block of 2,500,000 shares of restricted common stock as well as warrants to purchase 1,000,000 shares of common stock at an exercise price of $0.10 per share

Terms of conversion feature

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a fixed price of $0.055 per share

Interest rate

8.00%

March Convertible Note One [Member]

Convertible debt

$ 65,000

Maturity date

Mar. 12, 2022

Legal fees

$ 3,000

Proceeds from issuance of convertible debt

$ 71,700

Debt in default, description

In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied.

Terms of conversion feature

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date.

Original issue discount

$ 3,700

Convertible Note Agreement [Member] | Restricted Common Stock [Member]

Convertible note conversion description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date

Original issue discount

$ 5,000

Maturity date

Nov. 25, 2021

May 30, 2021

Proceeds from issuance of convertible debt

$ 45,000

Debt in default, description

In the event of default, the outstanding balance will increase by 25% and a daily penalty of $100 will accrue until the default is remedied

Common stock shares issued

2,000,000

2,000,000

1,500,000

March Convertible Note Two [Member]

Maturity date

Dec. 24, 2021

Common shares issued

1,639,344

Conversion of shares, value

$ 24,420

$ 50,000

Debt in default, description

If the note is repaid by the maturity date, the investor will forfeit the block of 2,500,000 shares of restricted common stock and the shares will be returned to the Company’s treasury. In the event of default, the outstanding balance will increase by 25% and a daily penalty of $1,000 will accrue until the default is remedied.

Commitment shares description

It issued two sets of commitment shares: a block of 500,000 and a block of 2,500,000 shares of restricted common stock as well as warrants to purchase 1,000,000 shares of common stock at an exercise price of $0.10 per share

Terms of conversion feature

After 60 days, if the note has not been paid in full, the investor will have the right to purchase up to 6 million additional warrant shares. After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a fixed price of $0.055 per share

Interest rate

8.00%

June Convertible Note [Member]

Interest rate

9.92%

Interest payable

5 years

Financing cost

$ 44,500

UPT Minority Owner [Member]

Note payable - related party

$ 100,000

Minority interest percentage

5.00%

5.00%

February Convertible Note [Member]

Remaining balance

$ 169,950

Convertible debt

$ 165,000

$ 77,000

Original issue discount

15,000

$ 4,000

Maturity date

Feb. 4, 2022

Debt conversion converted amount

$ 150,000

$ 70,000

Legal fees

$ 3,000

Common shares issued

765,217

1,108,647

Conversion of shares, value

$ 29,920

$ 50,000

Default terms, description

In the event of default, the outstanding balance will increase by 25% and a daily penalty of $100 will accrue until the default is remedied.

In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied.

Interest payable

$ 4,950

Conversion price, description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a fixed price of $0.025 per share.

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date.

August Convertible Note [Member]

Remaining balance

135,000

Convertible debt

$ 125,000

Convertible note conversion description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date.

Legal fees

$ 3,000

Proceeds from issuance of convertible debt

$ 135,000

Debt in default, description

In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied

Original issue discount

$ 7,000

November Convertible Note [Member]

Remaining balance

66,750

Convertible debt

$ 67,200

$ 75,000

Convertible note conversion description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date.

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date

Original issue discount

$ 3,750

$ 7,000

Debt conversion converted amount

$ 130,000

Legal fees

3,000

Proceeds from issuance of convertible debt

$ 66,750

Debt in default, description

In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied

In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied

Common stock shares issued

1,723,077

1,798,561

Principal amount

$ 137,000

September Convertible Note [Member]

Remaining balance

111,000

Convertible debt

$ 102,000

Convertible note conversion description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date.

Legal fees

$ 3,000

Proceeds from issuance of convertible debt

$ 111,000

Debt in default, description

In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied

Original issue discount

$ 6,000

December Convertible Note [Member]

Remaining balance

$ 33,000

Convertible debt

$ 33,000

Convertible note conversion description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a fixed price of $0.02 per share.

Interest payable

$ 990

Proceeds from issuance of convertible debt

$ 30,000

Debt in default, description

In the event of default, the outstanding balance will increase by 25% and a daily penalty of $100 will accrue until the default is remedied.

Original issue discount

$ 3,000

October Convertible Note [Member]

Convertible debt

$ 66,000

$ 33,828

$ 35,000

Convertible note conversion description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date. In the event of default, the outstanding balance will increase by 25% and the interest rate will increase to 18% until the default is remedied

Original issue discount

$ 6,000

Legal fees

$ 2,000

Interest rate

5.99%

Common stock shares issued

1,000,000

880,675

911,197

Interest payable

5 years

January Convertible Note [Member]

Convertible debt

$ 132,000

$ 135,960

Original issue discount

$ 12,000

Maturity date

Oct. 18, 2021

Debt conversion converted amount

$ 120,000

Default terms, description

In the event of default, the outstanding balance will increase by 25% and a daily penalty of $100 will accrue until the default is remedied

Conversion price, description

After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a fixed price of $0.02 per share.

Common stock shares issued

6,798,000

July Convertible Note [Member]

Interest rate

9.92%

Interest payable

6 years

Promissory Note Agreement [Member]

Remaining balance

$ 67,980

Convertible debt

$ 67,980

$ 85,000

Convertible note conversion description

The total amount of $67,980 will be due on April 15, 2021. After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date. In the event of default, the outstanding balance will increase by 25% and a daily penalty of $100 will accrue until the default is remedied

Original issue discount

$ 6,000

Maturity date

Apr. 15, 2021

Debt conversion converted amount

$ 60,000

Debt conversion converted instrument, shares issued

3,468,367

1,000,000

Principal amount

$ 10,000

Common stock shares issuable upon exercise of warrants or rights

1,000,000

Exercise price

$ 0.05

Warrant expiration period

5 years

Promissory Note Agreement [Member] | Accredited Investor [Member]

Convertible debt

$ 67,980

$ 85,000

Principal amount

$ 250,000

$ 36,000

$ 250,000

$ 250,000

$ 50,000

$ 93,500

Warrant expiration period

5 years

5 years

5 years

5 years

5 years

Interest rate

15.00%

3.00%

15.00%

15.00%

15.00%

18.00%

Debt issue discount

$ 8,500

Exercise price

$ 0.05

$ 0.005

$ 0.05

$ 0.05

$ 0.05

Warrant to purchase shares of common stock

2,000,000

4,000,000

2,000,000

2,000,000

400,000

Promissory Note Agreement [Member] | Four Accredited Investors [Member]

Principal amount

$ 250,000

$ 125,000

Warrant expiration period

5 years

5 years

Interest rate

15.00%

15.00%

Exercise price

$ 0.05

$ 0.05

Warrant to purchase shares of common stock

2,000,000

1,000,000

Accrued interest rate percentage

15.00%

15.00%

Promissory Note Agreement [Member] | Two Accredited Investors [Member]

Principal amount

$ 250,000

$ 250,000

Warrant expiration period

5 years

Interest rate

15.00%

15.00%

Exercise price

$ 0.05

$ 0.05

Warrant to purchase shares of common stock

2,000,000

2,000,000

Promissory Note Agreement [Member] | Three Accredited Investors [Member]

Principal amount

$ 125,000

Warrant expiration period

5 years

Interest rate

15.00%

Exercise price

$ 0.05

Warrant to purchase shares of common stock

1,000,000

Promissory Note Agreement [Member] | Vendor [Member]

Principal amount

$ 25,000

Warrant expiration period

5 years

Interest rate

15.00%

Exercise price

$ 0.05

Warrant to purchase shares of common stock

200,000

Derivative Liability (Details)

Derivative Liability (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Minimum [Member]
Volatility	123.00%	174.00%
Risk-free interest rate	0.39%	0.17%
Expected life (years)	1 month 28 days	1 month 2 days
Maximum [Member]
Volatility	198.00%	183.00%
Risk-free interest rate	1.57%	0.36%
Expected life (years)	9 months 25 days	1 year
Derivative liability [Member] | Minimum [Member]
Volatility	112.00%	177.00%
Risk-free interest rate	0.19%	0.09%
Expected life (years)	7 months 6 days	3 months 14 days
Derivative liability [Member] | Maximum [Member]
Volatility	136.00%	257.00%
Risk-free interest rate	0.39%	0.10%
Expected life (years)	10 months 24 days	10 months 17 days

Derivative Liability (Details 1

Derivative Liability (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Level 1 [Member]
Convertible debt and other derivative liabilities, Beginning balance	$ 0	$ 0
Extinguishment of convertible debt	0	0
Change in fair value	0	0
Conversions of convertible debt	0	0
Issuance of convertible debt and other derivatives	0	0
Convertible debt and other derivative liabilities, Ending balance	0	0
Level 2 [Member]
Convertible debt and other derivative liabilities, Beginning balance	0	0
Extinguishment of convertible debt	0	0
Change in fair value	0	0
Conversions of convertible debt	0	0
Issuance of convertible debt and other derivatives	0	0
Convertible debt and other derivative liabilities, Ending balance	0	0
Level 3 [Member]
Convertible debt and other derivative liabilities, Beginning balance	396,143	712,921
Extinguishment of convertible debt	0	(306,493)
Change in fair value	648,506	341,553
Conversions of convertible debt	1,515,086	904,070
Issuance of convertible debt and other derivatives	646,352	552,232
Convertible debt and other derivative liabilities, Ending balance	$ 175,915	$ 396,143

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Commitments and Contingencies
Accounts Payable, net	$ 50,000	$ 50,000
Settlement amount	$ 75,000	$ 75,000

Equity (Details)

Equity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Number of Warrants
Outstanding, Beginning	33,131,539	45,514,168
Granted	0	3,750,000
Forfeited or expired	15,517,254	16,132,629
Outstanding, Ending	17,614,285	33,131,539
Exercisable, Ending	17,614,285	33,131,539
Weighted Average Exercise Price
Outstanding, Beginning	$ 0.08	$ 0.12
Granted		0.02
Forfeited or expired	0.11	0.17
Outstanding, Ending	0.06	0.08
Exercisable, Ending	$ 0.06	$ 0.08
Weighted-average Remaining Life (Years)
Outstanding, Beginning	1 year	1 year 1 month 6 days
Outstanding, Ending	6 months	1 year
Exercisable, Ending	6 months	1 year
Aggregate Intrinsic Value
Outstanding, Ending	$ 113,250	$ 0
Exercisable, Ending	$ 113,250	$ 0

Equity (Details Narrative)

Equity (Details Narrative) - USD ($)	Feb. 13, 2020	Sep. 13, 2019	Dec. 31, 2021	Dec. 31, 2020	May 08, 2017	Aug. 12, 2016
Description of change in authorized share capital	from 500,000,000 shares to 1,000,000,000 shares	from 350,000,000 shares to 500,000,000 shares
Common stock shares issuable			494,697	494,697
Class of shares entitled to vote description			Series B Stock being entitled to 66 2/3% of the total votes on all such matters
Series B Preferred Stock [Member]
Preferred stock convertible shares					909,090
Common stock shares issuable upon conversion					909,090
Preferred stock shares issued			2,727,270
Price per share			$ 2.25
Preferred stock shares outstanding			2,727,270	2,727,270
CoolTech [Member]
Preferred stock shares authorized			15,000,000
Description of contractual term of warrant			Company sells shares of its common stock the buyer also typically receives fully vested common stock warrants with a maximum contractual term of 3-5 years
Series A Preferred Stock [Member]
Preferred stock convertible shares			50,000
Common stock shares issuable upon conversion			50,000
Preferred Stock Liquidation Price			$ 2,500
Preferred stock shares authorized			410	410
Preferred stock shares issued			3	3
Preferred stock shares outstanding			3	3
Preferred Stock [Member]
Preferred stock shares issued			0	0
Securities Purchase Agreement [Member] | Warrant [Member] | Preferred Stock [Member]
Purchase of warrants			3,636,360
Warrant exercise price			$ 0.07
Purchase price			$ 200,000
Purchase price paid in cash			150,000
Purchase price paid in services			$ 50,000
Securities Purchase Agreement [Member] | Series B Preferred Stock [Member] | Accredited Investors [Member]
Preferred stock shares issued						3,636,360
Conversion price per Share						$ 0.055

Sharebased payments (Details)

Sharebased payments (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based payments
Nonemployee common stock	$ 1,950
Total share-based expense charged against income	$ 1,950
Impact on net loss per common share: Basic and diluted	$ 0	$ 0

Sharebased payments (Details 1)

Sharebased payments (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Forfeited or expired	15,517,254	16,132,629
Nonemployee common stock warrants [Member]
Shares Outstanding, Beginning	11,916,503	9,735,836
Granted	100,000	5,500,000
Forfeited or expired	1,316,503	3,319,333
Shares Outstanding, Ending	10,700,000	11,916,503
Shares Exercisable, Ending	10,700,000	11,916,503
Per share Outstanding, Beginning	$ 0.05	$ 0.36
Weighted Average Exercise Price granted	0.08	0.02
Weighted Average Exercise Price forfeited or expired	0.30	0.12
Per share Outstanding, Ending	0.02	0.05
Per share Exercisable, Ending	$ 0.02	$ 0.05
Weighted average remaining life Beginning	1 year 10 months 24 days	1 year 3 months 18 days
Weighted-average Remaining Life, ending	1 year 8 months 12 days	1 year 10 months 24 days
Weighted-average Remaining Life, Exercisable, ending	1 year 8 months 12 days	1 year 10 months 24 days
Aggregate intrinsic value outstanding, Beginning	$ 10,500	$ 2,000
Aggregate intrinsic value outstanding, Ending	259,580	10,500
Aggregate intrinsic value exercisable	$ 259,580	$ 10,500

Sharebased payments (Details 2)

Sharebased payments (Details 2)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Dividend yield	0.00%	0.00%
Minimum [Member]
Volatility	123.00%	174.00%
Risk-free interest rate	0.39%	0.17%
Expected life (years)	1 month 28 days	1 month 2 days
Maximum [Member]
Volatility	198.00%	183.00%
Risk-free interest rate	1.57%	0.36%
Expected life (years)	9 months 25 days	1 year

Sharebased payments (Details 3)

Sharebased payments (Details 3) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based payments
Number of shares outstanding, beginning balance	4,000,000	4,000,000
Number of shares outstanding, ending balance	4,000,000	4,000,000
Number of shares, Exercisable	4,000,000	4,000,000
Weighted-average exercise price per share, beginning balance	$ 2	$ 2
Weighted-average exercise price per share, ending balance	2	2
Weighted-average exercise price per share, Exercisable	$ 2	$ 2

Sharebased payments (Details Na

Sharebased payments (Details Narrative)	12 Months Ended
	Dec. 31, 2021
Nonemployee common stock warrants -- Fully-vested upon issuance [Member]
Common stock warrants maximum contractual term	5 years

Income Taxes (Details)

Income Taxes (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Income Taxes
Net operating loss carryforwards	$ 8,333,564	$ 7,881,536
Equity-based instruments	6,489,465	6,490,670
Accrued liabilities	126,902	177,609
Deferred Revenue	96,311	96,311
Pass-through losses	99,693	104,685
Valuation allowance	(15,145,935)	(14,750,811)
Deferred tax asset	$ 0	$ 0

Income Taxes (Details 1)

Income Taxes (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Taxes
Income tax benefit at statutory rate	$ (723,617)	$ (571,973)
State income tax, net of Federal benefit	(149,720)	(118,344)
Convertible debt	478,452	89,296
Other adjustments	(239)	230
Meals and entertainment	0	0
Increase in valuation allowance	395,124	600,791
Income tax benefit	$ 0	$ 0

Income Taxes (Details Narrative

Income Taxes (Details Narrative)	1 Months Ended	12 Months Ended
	Jan. 31, 2018	Dec. 31, 2021
Income Taxes
Federal corporate income tax rate	34.00%	21.00%
Net operating loss valuation allowance description		The NOLs that have been generated December 31, 2017 and prior are going to be 100% allowable against future income and will expire in 20 years. NOLs generated January 1, 2018, and forward will be subject to the 80% limitation and they will never expire.

Net Loss per Share (Details)

Net Loss per Share (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Net Loss per Share
Net loss available for stockholders	$ (3,445,048)	$ (2,722,770)
Weighted average outstanding shares of common stock	569,551,009	401,652,835
Dilutive effect of stock options and warrants	0	0
Common stock and equivalents	569,551,009	401,652,835
Net loss per share - Basic and diluted	$ (0.01)	$ (0.01)

Net Loss per Share (Details 1)

Net Loss per Share (Details 1) - shares	Dec. 31, 2021	Dec. 31, 2020
Outstanding stock options and common stock warrants	115,628,174	118,403,626
Outstanding stock options and common stock warrants exercisable	60,841,555	75,643,029
Convertible notes [Member]
Outstanding stock options and common stock warrants	54,786,619	42,760,597
Convertible preferred stock [Member]
Outstanding stock options and common stock warrants	2,877,270	2,877,270
Common stock warrants [Member]
Outstanding stock options and common stock warrants	53,964,285	68,765,759
Employee Stock Option [Member]
Outstanding stock options and common stock warrants	4,000,000	4,000,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Mar. 04, 2022	Feb. 08, 2022	Feb. 01, 2022	Mar. 11, 2020	Mar. 22, 2022	Mar. 21, 2022	Dec. 31, 2021	Dec. 31, 2020	Mar. 29, 2022	Mar. 07, 2022	Feb. 28, 2022	Feb. 25, 2022	Feb. 24, 2022	Feb. 25, 2021	Feb. 04, 2021
Proceeds from debt				$ 12,500,000			$ 1,722,000	$ 475,100
Term loan rate per annum				5.85%
Description of debt				For the first eighteen months of the loan, the Company agreed to apply at least 25% of the profits from all sales, purchase orders, or any other revenue-generating transactions to the outstanding principal and interest, and then 50%, thereafter, until its obligations have been satisfied.
Common stock shares issued							587,887,192	508,674,682
Reimbursement amount to cover the investor's legal fees						$ 3,000
Original issue discount						3,500
Total amount						61,500
Proceeds from convertible notes						$ 55,000
February Convertible Note [Member]
Original issue discount														$ 15,000	$ 4,000
Subsequent Event [Member] | March Convertible Note [Member]
Reimbursement amount to cover the investor's legal fees	$ 3,000
Original issue discount	3,500
Total amount	61,500
Proceeds from convertible notes	$ 55,000
Conversion description	After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date. In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied.				After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date. In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied.
Subsequent Event [Member] | February Convertible Note [Member]
Reimbursement amount to cover the investor's legal fees			$ 3,000
Original issue discount			3,000
Total amount			56,000
Proceeds from convertible notes			$ 50,000
Conversion description		After 180 days, at the holder’s option, a portion or all of the unpaid principal and interest may be converted into shares of common stock at a 29% discount to the lowest VWAP during the 10 trading days preceding the conversion date. In the event of default, the outstanding balance will increase by 50% and the interest rate will increase to 22% until the default is remedied
Power Up Lending Group, Ltd [Member] | Subsequent Event [Member]
Common stock shares conversion amount	$ 22,000				$ 35,000				$ 35,000	$ 13,120	$ 20,000	$ 35,000	$ 50,000
Principal amount	$ 135,000				$ 111,000				$ 111,000	$ 135,000	$ 135,000	$ 135,000	$ 135,000
Common stock shares issued	1,208,791				2,447,552				2,447,552	790,361	980,392	1,750,000	2,500,000