Cover
Cover | 3 Months Ended |
Mar. 31, 2022 | |
Cover [Abstract] | |
Document Type | S-1/A |
Amendment Flag | true |
Amendment Description | AMENDMENT NO. 2 |
Entity Registrant Name | Curative Biotechnology Inc |
Entity Central Index Key | 0001400271 |
Entity Primary SIC Number | 2836 |
Entity Tax Identification Number | 26-1412177 |
Entity Incorporation, State or Country Code | FL |
Entity Address, Address Line One | 1825 NW Corporate Blvd |
Entity Address, Address Line Two | Suite 110 |
Entity Address, City or Town | Boca Raton |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 33431 |
City Area Code | (561) |
Local Phone Number | 907-8990 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
CURRENT ASSETS | |||
Cash | $ 310,231 | $ 670,263 | $ 160,607 |
Subscription receivable | 25,000 | ||
Prepaid expenses | 125,128 | 58,642 | 1,900,859 |
Funds receivable on notes payable | 70,000 | ||
Total current assets | 435,359 | 753,905 | 2,131,466 |
FIXED ASSETS | |||
Property and equipment | 6,834 | 6,834 | 81,515 |
Accumulated depreciation | (228) | (114) | (79,177) |
Total Fixed Assets | 6,606 | 6,720 | 2,338 |
OTHER ASSETS | |||
Deferred offering costs | 161,695 | 92,975 | |
Intangible assets, net of amortization | 1,592,948 | 1,558,550 | 140,300 |
Total other assets | 1,754,643 | 1,651,525 | 140,300 |
Total Assets | 2,196,608 | 2,412,150 | 2,274,104 |
CURRENT LIABILITIES | |||
Accounts payable and accrued liabilities | 661,703 | 726,904 | 97,830 |
Convertible note payable | 128,700 | ||
Liability to issue shares | 3,431 | 3,431 | 7,400 |
Short term note payable - third party | 60,692 | 25,415 | |
Third party short term loans, net of discounts | 405,646 | ||
Short term convertible note payable - third party, net of discounts | 95,238 | ||
Total current liabilities | 821,064 | 730,335 | 664,991 |
Total Liabilities | 821,064 | 730,335 | 664,991 |
Commitments and Contingencies | |||
DEFICIENCY IN STOCKHOLDERS’ EQUITY | |||
Preferred stock | 8 | 8 | 29 |
Common stock | 57,165 | 57,065 | 33,300 |
Additional paid-in capital | 11,588,070 | 10,498,221 | 3,544,658 |
Accumulated deficit | (28,335,434) | (26,917,036) | (8,099,627) |
Total deficiency in stockholders’ equity | (16,690,191) | (16,361,742) | (4,521,640) |
Total Liabilities and Deficiency in Stockholders’ Equity | 2,196,608 | 2,412,150 | 2,274,104 |
Series A Preferred Stock [Member] | |||
CURRENT LIABILITIES | |||
Temporary stock, value | 1,564,251 | ||
Series C Preferred Stock [Member] | |||
CURRENT LIABILITIES | |||
Temporary stock, value | $ 18,065,735 | $ 18,043,557 | $ 4,566,502 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 |
Common stock, shares issued | 571,651,636 | 570,651,636 | 333,000,327 |
Common stock, shares outstanding | 571,651,636 | 570,651,636 | 333,000,327 |
Series A Preferred Stock [Member] | |||
Temporary equity, shares issued | 0 | 134,109,750 | |
Temporary equity, shares outstanding | 0 | 134,109,750 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Series C Preferred Stock [Member] | |||
Temporary equity, shares issued | 30,000,000 | 30,000,000 | 30,000,000 |
Temporary equity, shares outstanding | 30,000,000 | 30,000,000 | 30,000,000 |
Series B Preferred Stock [Member] | |||
Preferred stock, shares issued | 81,000 | 81,000 | 293,000 |
Preferred stock, shares outstanding | 81,000 | 81,000 | 293,000 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||||
REVENUES, net | ||||
COST OF REVENUES | ||||
GROSS MARGIN | ||||
OPERATING EXPENSES: | ||||
General and administrative expenses | 63,818 | 63,912 | 4,211,355 | 4,598,302 |
Research and development | 538,761 | 779,275 | ||
Impairment of long-lived assets | 15,000 | 16,958 | 32,136 | |
Depreciation and amortization | 1,989 | 760 | 6,744 | 5,301 |
Salaries | 577,233 | 161,000 | ||
Professional fees | 106,596 | 383,676 | ||
Total operating expenses | 1,288,397 | 624,348 | 5,014,332 | 4,635,739 |
LOSS FROM OPERATIONS | (1,288,397) | (624,348) | (5,014,332) | (4,635,739) |
OTHER EXPENSES | ||||
Interest expense | 107,822 | 168,661 | 176,672 | 34,516 |
Loss on debt extinguishment | 149,350 | |||
Total other expense | 107,822 | 168,661 | 326,022 | 34,516 |
Net loss | $ (1,396,219) | $ (793,009) | (5,340,354) | (4,670,255) |
Series C deemed dividend | (13,477,055) | (4,440) | ||
Net loss to common shareholders | $ (18,817,409) | $ (4,674,695) | ||
Loss per weighted average common share, basic and diluted | $ 0 | $ 0 | $ (0.04) | $ (0.01) |
Number of weighted average common shares outstanding, basic and diluted | 571,496,080 | 367,186,706 | 500,981,957 | 326,678,469 |
Condensed Statement of Deficien
Condensed Statement of Deficiency in Stockholders' Equity - USD ($) | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |||
Beginning balance, value at Dec. 31, 2019 | $ 32,280 | $ 29 | $ 3,304,188 | $ (3,424,932) | $ (88,435) | |||
Balance, shares at Dec. 31, 2019 | 322,800,327 | 34,402,750 | ||||||
Common shares issued for services | $ 170 | 36,630 | 36,800 | |||||
Common shares issued for services, shares | 1,700,000 | |||||||
Common shares issued for intangible assets | $ 850 | 105,150 | 106,000 | |||||
Common shares issued for intangible assets, shares | 8,500,000 | |||||||
Warrants issued in connection with debt | 54,555 | 54,555 | ||||||
Warrants issued for services | 44,135 | 44,135 | ||||||
Preferred stock Series A issued for services | [1] | [1] | [1] | |||||
Preferred stock Series A issued for services, shares | 100,000,000 | |||||||
Preferred stock Series C issued for services | [1] | [1] | [1] | |||||
Preferred stock Series C issued for services, shares | 30,000,000 | |||||||
Deemed dividend | [1] | (4,440) | (4,440) | |||||
Net loss | (4,670,255) | (4,670,255) | ||||||
Ending balance, value at Dec. 31, 2020 | $ 33,300 | $ 29 | 3,544,658 | (8,099,627) | (4,521,640) | |||
Balance, shares at Dec. 31, 2020 | 333,000,327 | 164,402,750 | ||||||
Common shares issued for services | $ 662 | 329,913 | $ 330,575 | |||||
Common shares issued for services, shares | 6,625,000 | 6,500,000 | ||||||
Warrants issued for services | 40,600 | $ 40,600 | ||||||
Series B preferred converted to common | $ 2,707 | $ (20) | (2,686) | |||||
Series B preferred converted to common, shares | 27,066,666 | (203,000) | ||||||
Series A preferred converted to common | $ 13,584 | (173) | ||||||
Series A preferred converted to common, shares | 135,836,702 | (134,109,750) | ||||||
Shares issued for cash | $ 525,000 | |||||||
Shares issued for cash, shares | 10,500,000 | |||||||
Common shares issued for warrant exercise | $ 1,050 | 523,950 | 525,000 | |||||
Warrant exercises for cash, shares | 10,500,000 | |||||||
Common shares issued to settle payable | $ 37 | 11,212 | 11,249 | |||||
Shares issued to settle payables, shares | 375,000 | |||||||
Common shares issued to settle debt | $ 1,094 | 655,156 | 656,250 | |||||
Shares issued to settle liability to issue shares, shares | 10,937,499 | |||||||
Deemed dividend | (11,615,364) | (11,615,364) | ||||||
Net loss | (793,009) | |||||||
Warrants issued with notes payable | 9,533 | 9,533 | ||||||
Ending balance, value at Mar. 31, 2021 | $ 52,434 | $ 3,009 | 5,122,062 | (16,158,418) | (10,980,914) | |||
Balance, shares at Mar. 31, 2021 | 524,341,194 | 30,090,000 | ||||||
Beginning balance, value at Dec. 31, 2020 | $ 33,300 | $ 29 | 3,544,658 | (8,099,627) | (4,521,640) | |||
Balance, shares at Dec. 31, 2020 | 333,000,327 | 164,402,750 | ||||||
Common shares issued for services | $ 872 | 539,264 | 540,136 | |||||
Common shares issued for services, shares | 8,715,000 | |||||||
Common shares issued for intangible assets | $ 1,250 | 1,423,750 | 1,425,000 | |||||
Common shares issued for intangible assets, shares | 12,500,000 | |||||||
Warrants issued in connection with debt | 9,533 | 9,533 | ||||||
Warrants issued for services | 485,487 | 485,487 | ||||||
Series B preferred converted to common | $ 13,584 | [1] | 1,550,667 | 1,564,251 | ||||
Series B preferred converted to common, shares | 135,836,702 | (134,109,750) | ||||||
Series A preferred converted to common | $ 2,826 | $ (21) | (2,805) | 0 | ||||
Series A preferred converted to common, shares | 28,266,666 | (212,000) | ||||||
Shares issued for cash | $ 2,752 | 1,570,248 | 1,573,000 | |||||
Shares issued for cash, shares | 27,520,442 | |||||||
Shares issued to convert debt | $ 1,094 | 655,156 | 656,250 | |||||
Shares issued to convert debt, shares | 10,937,499 | |||||||
Common shares issued for warrant exercise | $ 1,050 | 523,950 | 525,000 | |||||
Warrant exercises for cash, shares | 10,500,000 | |||||||
Common shares issued to settle payable | $ 37 | 11,213 | 11,250 | |||||
Shares issued to settle payables, shares | 375,000 | |||||||
Shares issued to settle debt | $ 200 | 179,800 | 180,000 | |||||
Shares issued to settle debt, shares | 2,000,000 | |||||||
Common shares issued to settle debt | $ 100 | 7,300 | 7,400 | |||||
Shares issued to settle liability to issue shares, shares | 1,000,000 | |||||||
Deemed dividend | [1] | (13,477,055) | (13,477,055) | |||||
Net loss | (5,340,354) | (5,340,354) | ||||||
Ending balance, value at Dec. 31, 2021 | $ 57,065 | $ 8 | 10,498,221 | (26,917,036) | (16,361,742) | |||
Balance, shares at Dec. 31, 2021 | 570,651,636 | 30,081,000 | ||||||
Common shares issued for services | $ 100 | 51,650 | $ 51,750 | |||||
Common shares issued for services, shares | 1,000,000 | 1,000,000 | ||||||
Warrants issued in connection with debt | 869,972 | $ 869,972 | ||||||
Warrants issued for services | 12,976 | 12,976 | ||||||
Deemed dividend | (22,179) | (22,179) | ||||||
Net loss | (1,396,219) | (1,396,219) | ||||||
Options issued for services | 155,250 | 155,250 | ||||||
Ending balance, value at Mar. 31, 2022 | $ 57,165 | $ 8 | $ 11,588,069 | $ (28,335,434) | $ (16,690,191) | |||
Balance, shares at Mar. 31, 2022 | 571,651,636 | 30,081,000 | ||||||
[1]Series A and Series C Preferred Stock amounts reflected in mezzanine equity |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (1,396,219) | $ (793,009) | $ (5,340,354) | $ (4,670,255) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | 1,989 | 760 | 6,744 | 5,301 |
Share based compensation | 219,976 | 371,175 | 2,889,567 | 4,302,978 |
Amortization of warrant discount | 2,545 | 11,495 | ||
Amortization of Original Issue Discount (OID) | 11,905 | 118,613 | 122,129 | 19,121 |
Amortization of debt discounts | 83,334 | 50,048 | ||
Write off of abandoned assets | 15,000 | |||
Loss on debt extinguishment | 149,350 | |||
Impairment of long lived assets | 15,000 | 16,958 | 32,136 | |
Changes in operating assets and liabilities | ||||
(Increase) in stock subscription receivable | (25,000) | |||
Decrease in other receivable | 25,000 | 70,000 | ||
Increase in prepaid expenses | (66,486) | (18,294) | ||
Increase in accounts payable and accrued expenses | (65,201) | (55,148) | 592,320 | 109,131 |
Net cash used in operating activities | (1,185,702) | (222,561) | (1,604,035) | (190,093) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Purchase of fixed assets | (6,834) | |||
Purchase of intangible assets | (36,274) | (8,500) | (14,500) | (34,300) |
Net cash used in investing activities | (36,274) | (8,500) | (21,334) | (34,300) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Cash received for issuance of common stock | 1,573,000 | |||
Cash received on warrant exercise | 525,000 | 525,000 | ||
Cash received from third party convertible note payable, net | 869,972 | 70,000 | ||
Cash paid for deferred offering costs | (68,720) | (92,975) | ||
Advances from related party | 48,083 | |||
Payments on related party advances | (48,083) | |||
Payments on related party notes payable | (50,000) | |||
Cash received from related party notes payable | 20,000 | |||
Cash received from third party notes payable | 86,702 | 110,000 | 110,000 | 365,000 |
Repayments of third party note payable | (26,010) | |||
Net cash provided by financing activities | 861,944 | 635,000 | 2,135,025 | 385,000 |
Net (decrease) increase in cash | (360,032) | 403,939 | 509,656 | 160,607 |
CASH, beginning of period | 670,263 | 160,607 | 160,607 | |
CASH, end of period | 310,231 | 564,546 | 670,263 | 160,607 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||
Interest paid in cash | 12,533 | 10,000 | ||
Income taxes paid in cash | ||||
Non-Cash Financing Activities: | ||||
Common shares issued for intangible assets | 1,425,000 | 106,000 | ||
Common shares issued upon conversion of debt | 656,250 | |||
Common shares issued upon conversion of preferred stock | 1,564,251 | |||
Warrants issued as debt discount | 9,533 | 54,555 | ||
Series C preferred stock deemed dividend | $ 22,179 | $ 11,615,364 | 13,477,055 | 4,440 |
Common shares issued to settle liabilities | $ 198,650 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
NATURE OF OPERATIONS | NOTE 1 - NATURE OF OPERATIONS Curative Biotechnology Inc. (f/k/a Connectyx Technologies Holdings Group, Inc.), (CUBT), is a Florida corporation, formed as a Nevada corporation on June 29, 1995, reincorporated in Florida on October 30, 2007, with a name change November 30, 2020, which conducts business from its headquarters in Boca Raton, Florida. Curative Biotechnology, Inc. is a development stage biomedical company that seeks to develop, in-license, sub-license and bring to market products in both the Pharmaceutical and Medical Device space. The Company focuses on products that are targeted at FDA-defined “Orphan Diseases” with patient populations under 200,000 in the United States. The company leverages management’s experience and business relationships with Life Science research institutions as well as Life Science industry members to acquire Life Science candidates that fit within the company’s business model. The company has established a scientific advisory board with a successful track record of bringing pharmaceuticals to market. | NOTE 1 - NATURE OF OPERATIONS Curative Biotechnology Inc. (f/k/a Connectyx Technologies Holdings Group, Inc.), (CUBT), is a Florida corporation, formed as a Nevada corporation on June 29, 1995, reincorporated in Florida on October 30, 2007, with a name change November 30, 2020, which conducts business from its headquarters in Boca Raton, Florida. Curative Biotechnology, Inc. is a development stage biomedical company that seeks to develop, in-license, sub-license and bring to market products in both the Pharmaceutical and Medical Device space. The Company focuses on products that are targeted at FDA-defined “Orphan Diseases” with patient populations under 200,000 in the United States. The company leverages management’s experience and business relationships with Life Science research institutions as well as Life Science industry members to acquire Life Science candidates that fit within the company’s business model. The company has established a scientific advisory board with a successful track record of bringing pharmaceuticals to market. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation The accompanying condensed interim financial statements have been prepared without audit in accordance with Generally Accepted Accounting Principles (“GAAP”) in the United States of America (“U.S.”) as promulgated by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). In our opinion, the accompanying unaudited interim financial statements contain all adjustments (which are of a normal recurring nature) necessary for a fair presentation. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. Certain comparative period items have been reclassified to conform with the current period presentation. ( b) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. (c) Cash and equivalents For purposes of the statement of cash flows, the Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents at March 31, 2022 and December 31, 2021. (d) Prepaid expenses From time to time, the Company may prepay expenses either through the transfer of cash, assets or the issuance of securities. Prepaid expenses are amortized over the period of benefit. (e) Property and equipment All property and equipment are recorded at cost and depreciated over their estimated useful lives, using the straight-line method. Upon sale or retirement, the cost and related accumulated depreciation are eliminated from their respective accounts, and the resulting gain or loss is included in the results of operations. Repairs and maintenance charges, which do not increase the useful lives of the assets, are charged to operations as incurred. (f) Intangible Assets The useful life of intangible assets is assessed as either finite or indefinite. Following the initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses, if any. Intangible assets with finite useful lives are carried at cost less accumulated amortization. Amortization is calculated using the straight-line method over the estimated useful lives. Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. If impairment indicators are present, these assets are subject to an impairment review. Any loss resulting from impairment of intangible assets is expensed in the period the impairment is identified. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued (g) Impairment of Long-Lived Assets A long-lived asset is tested for impairment whenever events or changes in circumstances indicate that its carrying value amount may not be recoverable. An impairment loss is recognized when the carrying amount of the asset exceeds the sum of the undiscounted cash flows resulting from its use and eventual disposition. The impairment loss is measured as the amount by which the carrying amount of the long-lived assets exceeds its fair value. (h) Financial Instruments and Fair Value Measurements ASC 825-10 “Financial Instruments”, allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs. If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding instruments. ASC 825 also requires disclosures of the fair value of financial instruments. The carrying value of the Company’s current financial instruments, which include cash and cash equivalents, accounts payable and accrued liabilities approximates their fair values because of the short-term maturities of these instruments. FASB ASC 820 “Fair Value Measurement” clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. (i) Related Party Transactions All transactions with related parties are in the normal course of operations and are measured at the exchange amount. (j) Revenue Recognition The Company adopted Accounting Standards Codification, (“ASC”), 606, “Revenue from Contracts with Customer” on January 1, 2018. This revenue recognition standard has a five-step process: a) Determine whether a contract exists; b) Identify the performance obligations; c) Determine the transaction price; d) Allocate the transaction price; e) Recognize revenue when (or as) performance obligations are satisfied. The Company’s financial statements are prepared under the accrual method of accounting. Revenues will be recognized when pervasive evidence of an arrangement exists, services have been rendered (product delivered), the sales price is fixed or determinable, and collectability is reasonably assured. This occurs only when the product(s) is ordered and subsequently delivered. (k) Stock based compensation Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718 which requires recognition in the consolidated financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award. The ASC also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC 505-50, for share-based payments to non-employees, compensation expense is determined at the “measurement date.” The expense is recognized over the service period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company initially records compensation expense based on the fair value of the award at the measurement date. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued (l) Income Taxes Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes on temporary differences between the amount of taxable income and pretax financial income, and between the tax bases of assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are included in the consolidated financial statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled as prescribed in FASB ASC 740. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. Tax positions initially need to be recognized in the financial statements when it is more-likely-than-not the positions will be sustained upon examination by the tax authorities. (m) Net loss per share Basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that shared in the earnings of the Company. Diluted loss per share is computed by dividing the loss available to stockholders by the weighted average number of shares outstanding for the period and dilutive potential shares outstanding unless consideration of such dilutive potential shares would result in anti-dilution. There were no dilutive common stock equivalents for the periods ended March 31, 2022, and 2021 . (n) Recent Accounting Pronouncements The Company has considered recent accounting pronouncements during the preparation of these financial statements. | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES a) Basis of Presentation b) Use of Estimates (c) Cash and equivalents (d) Prepaid expenses (e) Property and equipment (f) Intangible Assets Intangible assets with finite useful lives are carried at cost less accumulated amortization. Amortization is calculated using the straight line method over the estimated useful lives. Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. If impairment indicators are present, these assets are subject to an impairment review. Any loss resulting from impairment of intangible assets is expensed in the period the impairment is identified. (g) Impairment of Long-Lived Assets Curative Biotechnology, Inc Notes to Financial Statements NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued (h) Financial Instruments and Fair Value Measurements ASC 825-10 “Financial Instruments”, allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs. If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding instruments. ASC 825 also requires disclosures of the fair value of financial instruments. The carrying value of the Company’s current financial instruments, which include cash and cash equivalents, accounts payable and accrued liabilities approximates their fair values because of the short-term maturities of these instruments. FASB ASC 820 “Fair Value Measurement” clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. (i) Related Party Transactions (j) Revenue Recognition (k) Stock based compensation Curative Biotechnology, Inc Notes to Financial Statements NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued (l) Income Taxes (m) Net income (loss) per share no . (n) Recent Accounting Pronouncements |
LIQUIDITY AND GOING CONCERN CON
LIQUIDITY AND GOING CONCERN CONSIDERATIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
LIQUIDITY AND GOING CONCERN CONSIDERATIONS | NOTE 3 - LIQUIDITY AND GOING CONCERN CONSIDERATIONS The accompanying interim condensed financial statements have been prepared assuming that the Company will continue as a going concern. The Company’s financial position and operating results raise substantial doubt about the Company’s ability to continue as a going concern, as reflected by the net loss of approximately $ 1.4 million, accumulated deficit of approximately $ 28.3 million through March 31, 2022, and a deficiency in working capital of approximately $ 0.4 million at March 31, 2022. The ability of the Company to continue as a going concern is dependent upon commencing operations, developing sales and obtaining additional capital and financing. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company is currently seeking additional capital to allow it to grow its operations | NOTE 3 - LIQUIDITY AND GOING CONCERN CONSIDERATIONS The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company’s financial position and operating results raise substantial doubt about the Company’s ability to continue as a going concern, as reflected by the net loss of approximately $ 5.3 26.9 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
INTANGIBLE ASSETS | NOTE 4 - INTANGIBLE ASSETS During the 4 th (a) MABT Covid-19 license 12,500,000 shares of common stock valued at $ 1,425,000 to acquire this license. During the 4 th (b) Website 22,500 one-half in cash and one-half in common stock of the Company. The Company is amortizing this cost over 3 . This website was placed into service in March 2021. Amortization expense for the three months ended March 31, 2022, was $ 1,875 ( c) Patent rights option 1,800 Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 4 - INTANGIBLE ASSETS, continued ( c) Patent rights option The Company had until September 30, 2021, to advise IEM in writing that it wishes to exercise this Option Right and pay IEM $ 50,000 in exchange for an exclusive world-wide, royalty free perpetual license. In September 2021, the Company exercised the option to extend the deadline for notification in the contract with IEM, from September 30, 2020, to March 31, 2022, in exchange for the payment of $ 1,000 . 1,000 for an additional six-month extension. The Company is evaluating the Patent rights, potential products and markets under this Patent. (d) IMT504 Patent license 6.5 million to fund the development. There is not a time limit on raising these funds unless the Company utilizes a public offering process, such as Regulation A. The total cost for this license is 20 million shares of the Company’s common stock, issuable in three tranches - (1) 7 million shares upon execution of the license (which have been issued, valued at $ 91,000 ), (2) 6.5 million shares upon the submission of an Investigational New Drug (IND) to the FDA and (3) 6.5 million shares upon the successful completion of the first rabies clinical trial of this IND. This license calls for royalties of 50% of the net profit, after reimbursement for development costs, of successfully marketed products utilizing IMT504. A principal goal of this license is to obtain a Priority Review Voucher (PRV) issued by the US FDA, and subsequently sell the PRV to a major pharmaceutical company. The Company and MABT will split the proceeds from the sale of such PRV equally. (e) National Institute of Health (NIH) Patent license #1 This license calls for the payment of a non-creditable non-refundable license issue royalty of $ 10,000 , paid ½ at issuance and ½ on the one-year anniversary. (f) National Institute of Health (NIH) Patent license #2 This license requires two separate royalty streams of payments. First is a royalty equal to the unreimbursed patent expenses paid by NIH, with an initial amount of $ 8,500 due within 30 days of execution of the license. At the first anniversary of the license NIH will supply a statement of additional unreimbursed patent expenses paid by NIH during the year, of which the Company is required to pay 50%, with the remaining balance due on the third anniversary. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 4 - INTANGIBLE ASSETS, continued (f) National Institute of Health (NIH) Patent license #2 Second is an ongoing royalty schedule: an initial royalty of $ 5,000 upon execution of the license, and annually thereafter as the minimum royalty amount. The license can be extended on the third anniversary to the remaining life of the licensed patent by the payment of a one-time non-refundable non-creditable royalty of $ 45,000 | NOTE 4 - INTANGIBLE ASSETS During the 4 th (a) MABT Covid-19 license 12,500,000 1,425,000 During the 4 th (b) Website 22,500 , one-half in cash and one-half in common stock of the Company. The Company is amortizing 3 years. This website was placed into service in March 2021. Amortization expense for the year ended December 31, 2021 was $ 6,250 . In March 2020, the Company contracted with a third party to develop and produce a new website for the Company for a contract price of $ 15,000 1,500,000 Curative Biotechnology, Inc Notes to Financial Statements NOTE 4 - INTANGIBLE ASSETS, continued ( c) Patent rights option 1,800 The Company had until September 30, 2021, to advise IEM in writing that it wishes to exercise this Option Right and pay IEM $ 50,000 1,000 (d) IMT504 Patent license 6.5 The total cost for this license is 20 1 7 91,000 2 6.5 3 6.5 (e) National Institute of Health (NIH) Patent license #1 This license calls for the payment of a non-creditable non-refundable license issue royalty of $ 10,000 (f) National Institute of Health (NIH) Patent license #2 This license requires two separate royalty streams of payments: First is a royalty equal to the unreimbursed patent expenses paid by NIH, with an initial amount of $ 8,500 Curative Biotechnology, Inc Notes to Financial Statements NOTE 4 - INTANGIBLE ASSETS, continued (f) National Institute of Health (NIH) Patent license #2 Second is an ongoing royalty schedule: an initial royalty of $ 5,000 45,000 The patent rights and patent licenses are under development, therefore amortization of the costs has not commenced, as these patent rights and licenses have not been placed in service. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Related Party Transactions [Abstract] | ||
RELATED PARTY TRANSACTIONS | NOTE 5 - RELATED PARTY TRANSACTIONS From time to time the Company may enter into non-arm’s length transactions with related parties, however the Company exercises its best efforts to ensure that such transactions are valued on a basis comparable to a true arm’s length transaction. During the second quarter of 2021, the remaining two notes from officers of the Company, totaling $ 40,000 of principal and $ 10,000 of OID, were repaid in cash. | NOTE 5 - RELATED PARTY TRANSACTIONS From time to time the Company may enter into non-arm’s length arm’s length During 2020, one officer advanced $ 48,083 During the second quarter of 2021, the remaining two notes from officers of the Company, totaling $ 40,000 10,000 |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Notes Payable | ||
NOTES PAYABLE | NOTE 6 - NOTES PAYABLE During the quarter ended March 31, 2022, the Company entered into a financing for the purchase of a Directors and Officers (D&O) Liability Insurance policy. This financing carries a 5.65 % interest rate and is payable monthly for 10 months. At March 31, 2022, the outstanding balance on this note was $ 60,692 . During the second quarter of 2021, the then remaining two notes, totaling $ 40,000 of principal and $ 10,000 of OID, were repaid in cash. During the first quarter of 2021, 13 of the 15 note holders converted their note receivable into shares of common stock at the rate of $ 0.06 per share, for a total of 10,937,499 shares of common stock for a total of $ 656,250 convertible debt. During the first quarter of 2021, the Company entered into 2 notes payable for a total amount of cash received of $ 110,000 . The notes are identical and carry a maturity of six months from inception and a 25 % original issue discount (OID). The maturity was extendable at the Company’s option for up to three months with a 3% per month extension fee. The notes also carried 10 warrants for each $ 1 loaned. These notes were collateralized by Preferred C shares representing 2.64 % of the issued and outstanding common stock shares. Two officers holding Preferred C shares have pledged the Preferred C shares as this collateral. | NOTE 6 - NOTES PAYABLE During the first quarter 2021, 13 of the 15 total notes were converted into 10,937,499 In January 2021, the amounts receivable for notes payable were received. During the first quarter of 2021, the Company entered into two (2) notes payable with a face amount of $ 137,500 25 110,000 six months 25 The maturity is extendable at the Company’s option for up to three months with a 3% per month extension fee 1,100,000 9,533 9.24 During 2020, the Company issued thirteen (13) notes payable with a face amount of $ 568,750 , including 25 % OID, for a total amount of cash received of $ 455,000 . The notes are identical and carry a six-month maturity. The maturity is extendable at the Company’s option for up to three months with a 3% per month extension fee . In connection with the notes, the Company issued warrants to purchase 4,550,000 shares of common stock of the Company, which were recorded as a discount in the amount of $ 54,555 , which is being amortized over the term of the notes. These notes are collateralized by Preferred C shares representing 9.24 % of the issued and outstanding common stock shares. Two officers holding Preferred C shares have pledged the Preferred C shares as this collateral. During the first quarter of 2021, 13 of the 15 note holders converted their notes into shares of common stock at the rate of $ 0.06 per share, for a total of 10,937,499 shares of common stock for a total of $ 656,250 convertible debt. Curative Biotechnology, Inc Notes to Financial Statements |
CONVERTIBLE NOTE PAYABLE
CONVERTIBLE NOTE PAYABLE | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
CONVERTIBLE NOTE PAYABLE | NOTE 7 - CONVERTIBLE SENIOR SECURED NOTE PAYABLE In March 2022, the Company issued a 12-month Senior Secured Note with a face amount of $ 1,142,857 , with a stated 12.5 % original issue discount (OID). The Note carries a 12.5 % interest rate with interest-only payable monthly from April through August 2022. The Company received $ 869,972 in cash, net of the OID of $ 142,857 and legal and other fees in the amount of $ 130,028 . Beginning in September 2022, the Company is required to make monthly redemptions at the rate of 110 % of one seventh of the original principal amount, ($ 179,592 ), plus interest. It also carries a mandatory prepayment at 125 % of the original principal amount, or $ 1,428,571 , less any redemptions made, upon the completion of a Qualified Offering, as defined. The Note is convertible into common stock of the Company upon an event of default, as defined. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 7 - CONVERTIBLE SENIOR SECURED NOTE PAYABLE, continued The lender received five-year warrants to purchase 22,857,143 shares of common stock of the Company, with an exercise price of $ 0.0001 per share. These warrants were recorded as debt discount in the amount of $ 0.9 million which is being amortized over the term of the Note. The warrants can be exercised on a cashless basis if a registration statement for the common shares underlying the warrants is not declared effective by September 2022. The Note is secured by all the tangible and intangible assets of the Company. | NOTE 7 - CONVERTIBLE NOTE PAYABLE In April 2013, the Company entered into a convertible note in the principal amount of $ 97,500 4 90 0.001 128,700 100,000 2,000,000 |
LIABILITY TO ISSUE COMMON STOCK
LIABILITY TO ISSUE COMMON STOCK | 12 Months Ended |
Dec. 31, 2021 | |
Liability To Issue Common Stock | |
LIABILITY TO ISSUE COMMON STOCK | NOTE 8 - LIABILITY TO ISSUE COMMON STOCK In March 2020, the Company entered into an agreement to issue 1,000,000 7,400 |
DEFICIENCY IN STOCKHOLDERS EQUI
DEFICIENCY IN STOCKHOLDERS EQUITY | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
DEFICIENCY IN STOCKHOLDERS EQUITY | NOTE 8 – DEFICIENCY IN STOCKHOLDERS EQUITY At March 31, 2022 and December 31, 2021, the Company has 1,100,000,000 shares of par value $ 0.0001 common stock authorized and 571,651,636 and 570,651,636 issued and outstanding, respectively. At March 31, 2022 and December 31, 2021, the Company has 200,000,000 shares of $ 0.0001 par value preferred stock authorized. The Series A and Series C preferred stock has been accounted for in accordance with FASB Accounting Standards Codification (ASC) 480, as mezzanine equity due to Series A having a redemption provision by the holder and Series C being convertible into a variable number of common shares. SCHEDULE OF STOCKHOLDERS EQUITY No. Shares Par No. Shares Par No. Shares Par No. Shares Par Series A Series B Series C Total No. Shares Par No. Shares Par No. Shares Par No. Shares Par January 1, 2021 134,109,750 $ 13,411 293,000 $ 29 30,000,000 $ 3,000 164,402,750 $ 16,440 Conversion to (134,109,750 ) (13,411 ) (212,000 ) (21 ) - - (134,321,750 ) (13,432 ) December 31, 2021 - - 81,000 8 30,000,000 3,000 30,081,000 3,008 Beginning balance, value - - 81,000 8 30,000,000 3,000 30,081,000 3,008 no transactions - - - - - - - - March 31, 2022 - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 Ending balance, value - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 The preferred shares have the following respective rights and privileges: Series A Preferred carry 10 votes for each share of common stock that each Series A shares are convertible into at the record date; is convertible into common stock aggregating 35 % of the total issued and outstanding common shares at conversion date post conversion; are redeemable for the greater of 45 % of the total market value of the common share or the calculation of the book value of the Company made by an independent audit firm or $ 5,000,000 . During the first quarter of 2021, all of the Series A was converted into 135,836,702 shares of common stock. Series B Preferred are convertible in common shares of common stock at a conversion price of $ 0.0075 per share; are redeemable at a price of 125 % of the purchase price paid for the shares; carry one vote for each common share that the Series B is convertible into at the record date; are senior to all other securities in the event of a liquidation. During the first quarter of 2021, 203,000 shares of the Series B was converted into 27,066,666 shares of common stock. Series C Preferred are convertible into at the record date; is convertible into common stock aggregating 30 % of the total issued and outstanding common shares at conversion date post conversion; carry one vote for each common share that the Series C is convertible into at the record date. Curative Biotechnology, Inc. Notes to Condensed Financial Statements (Unaudited) NOTE 8 – DEFICIENCY IN STOCKHOLDERS EQUITY, continued Quarter ended March 31, 2022: The Company issued 1,000,000 shares of common stock to one employee for past services valued at $ 51,750 . Quarter ended December 31, 2021: The Company issued 13,159,331 shares of common stock and 25,915,437 warrants for the purchase of common stock in exchange for $ 523,000 in cash and $ 25,000 in deposit in transit. The Company issued 200,000 shares of common stock, valued at $ 21,960 for services. The Company issued 12,500,000 shares of common stock, valued at $ 1,425,000 for the license to MABT’s COVID-19 vaccine. Quarter ended September 30, 2021: The Company issued 4,361,111 shares of common stock and 4,236,111 warrants for the purchase of common stock in exchange for $ 425,000 in cash. The Company issued 250,000 shares of common stock, valued at $ 22,500 , to an individual for services to be rendered as a member of the Company’s Advisory Board. These shares vest 60,000 immediately, 60,000 in December 2021, 60,000 in April 2022 and 70,000 in August 2022. The Company issued 300,000 shares of common stock, valued at $ 36,720 , to an individual for services rendered as a member of the Company’s Board of Directors. The Company issued 250,000 shares of common stock, valued at $ 28,475 , to an individual for services to be rendered as a member of the Company’s Advisory Board. These shares vested immediately. The Company issued 2,000,000 shares of common stock, valued at $ 180,000 , to settle the lawsuit brought to enforce the convertible note. 9,000 shares of the Series B preferred stock was converted into 1,200,000 shares of common stock. Quarter ended June 30, 2021: The Company issued 10,000,000 shares of common stock and 5,000,000 warrants for the purchase of common stock in exchange for $ 600,000 in cash. The warrants mature in May 2026 , and carry an exercise price of $ 0.11 per share. The Company issued 1,000,000 shares of common stock to settle the liability to issue shares. Quarter ended March 31, 2021: The Company issued 125,000 shares of common stock in exchange for services valued at $ 5,575 , or $ 0.0446 per share. The Company issued 375,000 shares of common stock to settle a payable in the amount of $ 11,250 . All of the Series A preferred stock was converted into 135,836,702 shares of common stock. 203,000 shares of the Series B preferred stock was converted into 27,066,666 shares of common stock. 13 of the 15 note holders converted their note receivable into shares of common stock at the rate of $ 0.06 per share, for a total of 10,937,499 shares of common stock for a total of $ 656,250 convertible debt. The Company issued 10,500,000 shares of common stock upon receipt of $ 525,000 in cash for the exercise of 10,500,000 warrants. The Company issued 6,500,000 shares of common stock for the exercise of 6,500,000 warrants in exchange for services valued at $ 325,000 . | NOTE 9 – DEFICIENCY IN STOCKHOLDERS EQUITY At December 31, 2021 and 2020, the Company has 1,100,000,000 0.0001 570,651,636 333,000,327 200,000,000 0.0001 The Company accounts for the Series A and Series C preferred stock in accordance with FASB Accounting Standards Codification (ASC) 480, as mezzanine equity due to Series A having a redemption provision and Series C being convertible into a variable number of common shares. SCHEDULE OF STOCKHOLDERS EQUITY No. Shares Par No. Shares Par No. Shares Par No. Shares Par Series A Series B Series C Total No. Shares Par No. Shares Par No. Shares Par No. Shares Par January 1, 2020 34,109,750 $ 3,411 293,000 $ 29 - $ - 34,402,750 $ 3,440 Issuance of shares for services 100,000,000 10,000 - - 30,000,000 3,000 130,000,000 13,000 December 31, 2020 134,109,750 13,411 293,000 29 30,000,000 3,000 164,402,750 16,440 Beginning Balance 134,109,750 13,411 293,000 29 30,000,000 3,000 164,402,750 16,440 Conversion to common shares (134,109,750 ) (13,411 ) (212,000 ) (21 ) - - (134,321,750 ) (13,432 ) December 31, 2021 - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 Ending Balance - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 The preferred shares have the following respective rights and privileges: Series A Preferred carry 10 votes for each share of common stock that each Series A shares are convertible into at the record date 35 45 5,000,000 Series B Preferred are convertible in common shares of common stock at a conversion price of $ 0.0075 125 Series C Preferred are convertible into common stock aggregating 30 Curative Biotechnology, Inc Notes to Financial Statements NOTE 9 – DEFICIENCY IN STOCKHOLDERS EQUITY, continued During the fourth quarter 2021, the Company issued 13,159,331 25,915,437 523,000 25,000 200,000 21,960 12,500,000 1,425,000 During the third quarter 2021, the Company issued 4,361,111 4,236,111 425,000 250,000 22,500 60,000 60,000 60,000 70,000 300,000 36,720 250,000 28,475 2,000,000 180,000 9,000 1,200,000 During the second quarter 2021, the Company issued 10,000,000 5,000,000 600,000 May 2026 0.11 1,000,000 During the second quarter 2021, the Company issued 250,000 60,000 60,000 60,000 70,000 840,000 210,000 210,000 210,000 210,000 840,000 During the first quarter 2021, the Company issued 125,000 5,575 0.0446 375,000 11,250 135,836,702 203,000 27,066,666 0.06 10,937,499 656,250 10,500,000 10,500,000 6,500,000 6,500,000 325,000 During the 4 th 1,700,000 36,800 0.0216 th 8,500,000 106,000 0.0125 During the 4 th 100,000,000 1,560,840 0.0156 th 30,000,000 4,562,062 0.152 50% of the Series C shares vested upon issuance and the other 50% vest in May 2021. The Company recorded 50% of the compensation expense upon issuance and 50% as a prepaid expense which will be amortized over the remaining of the six month service period. During the 2nd quarter 2020, the Company issued 1,250,000 23,300 0.01864 Curative Biotechnology, Inc Notes to Financial Statements NOTE 9 – DEFICIENCY IN STOCKHOLDERS EQUITY, continued During the 1st quarter 2020, the Company issued 1,500,000 15,000 0.01 A deemed dividend for the Series C preferred stock is calculated and recorded as shares of common stock are issued. This is calculated as the increase in common shares that the Series C would receive upon conversion, as a result of the change in the number of common shares issued and outstanding during the period multiplied by the closing price of the common stock at the end of the period. The deemed dividend was 13,477,055 4,440 |
WARRANTS
WARRANTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Warrants | ||
WARRANTS | NOTE 9 - WARRANTS Quarter ended March 31, 2022: The lender of the Convertible Senior Secured Note received five-year warrants to purchase 22,857,143 shares of common stock of the Company, with an exercise price of $ 0.0001 per share. These warrants were recorded as debt discount in the amount of $ 1.0 million which will be amortized over the term of the Note. The warrants can be exercised on a cash-less basis if a registration statement for the common shares underlying the warrants is not declared effective by September 2022 . Quarter ended December 31, 2021: The Company issued 403,225 warrants for the purchase of common stock of the Company in conjunction with the sale of 403,225 shares of common stock for cash. These warrants expire in December 2024 and have an exercise price of $ 0.11 per share. The Company issued 25,512,212 warrants for the purchase of common stock of the Company in conjunction with the sale of 12,756,106 shares of common stock for cash and subscription receivable. These warrants expire in December 2024 and have an exercise price of $ 0.09 and $ 0.15 per share. Curative Biotechnology, Inc. Notes to Condensed Financial Statements (Unaudited) NOTE 9 - WARRANTS, continued Quarter ended September 30, 2021: The Company issued 4,236,111 warrants for the purchase of common stock of the Company in conjunction with the sale of 4,361,111 shares of common stock for cash. These warrants expire in July and August 2026 and have an exercise price of $ 0.15 and $ 0.14 per share. The Company issued 1,000,000 warrants for the purchase of common stock of the Company in exchange for services as a member of the Board of Directors. These warrants expire in July 2024 and have an exercise price of $ 0.124 per share and have a cash-less exercise provision. These warrants were recorded at a total value of $ 34,382 . Quarter ended June 30, 2021: The Company issued 5,000,000 warrants for the purchase of common stock of the Company in conjunction with the sale of 10,000,000 shares of common stock for cash. These warrants expire in May 2026 and have an exercise price of $ 0.11 per share. The Company issued 5,000,000 warrants for the purchase of common stock of the Company in exchange for services as a member of the Board of Directors. These warrants expire in June 2024 and have an exercise price of $ 0.20 per share. The warrants were recorded at a total value of $ 87,249 . The Company issued 3,000,000 warrants for the purchase of common stock of the Company in exchange for legal services. These warrants expire in May 2026 and have an exercise price of $ 0.10 per share. The warrants were recorded at a total value of $ 155,717 . The Company issued 1,000,000 warrants for the purchase of common stock of the Company in exchange for services. These warrants expire in May 2026 and have an exercise price of $ 0.10 per share. The warrants were recorded at a total value of $ 51,906 and vest 250,000 shares on May 20, 2021, and September 20, 2021, January 20, 2022, and May 20, 2022. Quarter ended March 31, 2021: The Company issued 10,500,000 shares of common stock upon receipt of $ 525,000 in cash for the exercise of 10,500,000 warrants. The Company issued 6,500,000 shares of common stock in exchange for services valued at $ 325,000 for the exercise of 6,500,000 warrants. The Company issued 1,100,000 warrants for the purchase of common stock of the Company in conjunction with the short term debt at the rate of 10 warrants for each $1 loaned. These warrants carry an expiration of thirty-six months from issuance; an exercise price of $ 0.05 per share and are exercisable immediately. The warrants were recorded at a total value of $ 9,533 . The Company issued 5,000,000 warrants for services. These warrants carry an expiration of 60 months from issuance and an exercise price of $ 0.05 per share. The warrants were recorded at a total value of $ 40,600 . The method utilized to value the 2021 warrants was the Black-Scholes model with the following assumption ranges: Expected life - three or five years ; stock price between $ 0.04 and $ 0.10; volatility between 60.51 and 31.56 ; exercise price between $ 0.05 and $ 0.2 and bond equivalent yield rate between 0.09 % and 0.83 %. | NOTE 10 - WARRANTS During the fourth quarter 2021, the Company issued 403,225 403,225 December 2024 0.11 25,512,212 12,756,106 December 2024 0.09 0.15 During the third quarter 2021, the Company issued 4,236,111 4,361,111 July and August 2026 0.15 0.14 1,000,000 July 2024 0.124 34,382 During the second quarter 2021, the Company issued 5,000,000 10,000,000 May 2026 0.11 5,000,000 0.20 87,249 3,000,000 0.10 155,717 During the second quarter 2021, the Company issued 1,000,000 0.10 51,906 250,000 During the first quarter 2021, the Company issued 10,500,000 525,000 10,500,000 6,500,000 325,000 6,500,000 In the first quarter 2021, the Company issued 1,100,000 warrants for the purchase of common stock of the Company in conjunction with the short-term thirty-six 0.05 per share and are exercisable immediately. The warrants were recorded at a total value of $ 9,533 . In the first quarter 2021, the Company issued 5,000,000 0.05 40,600 The method utilized to value the warrants was the Black-Scholes model with the following assumption ranges: Expected life - three or five years 0.04 0.10 60.51 31.56 0.05 0.2 0.09 0.83 Curative Biotechnology, Inc Notes to Financial Statements NOTE 10 - WARRANTS, continued During the 4 th 4,550,000 warrants for the purchase of common stock of the Company in conjunction with the issuance of short-term . These warrants carry an expiration of thirty-six 0.05 per share and are exercisable immediately. These warrants were valued at $ 54,555 , and are being amortized to the maturity of the related debt. During the 4 th 6,750,000 0.05 44,135 The method utilized to value the warrants was the Black-Scholes model with the following assumption ranges: Expected life three years 0.03 109.96 30.22 0.05 0.08 0.11 |
OPTIONS
OPTIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
OPTIONS | NOTE 10 - OPTIONS Quarter ended March 31, 2022: The Company issued 7,456,500 options to purchase shares of common stock equally to three employees for past services, valued at $ 155,250 . These options have an exercise price of $ 0.05175 and a five life. Quarter ended September 30, 2021: The Company issued options in conjunction with an agreement for Board of Advisor services and the evaluation of certain potential intangible asset acquisitions. These options call for an undivided 1 % of the fully diluted issued and outstanding shares upon exercise. These options amounted to 8,081,037 shares at issuance date. These option s contain a single recalculation upon the completion of a reverse split of the existing common stock and the Company raising a minimum of $ 5 million in an offering. These options carry an exercise price of $ 0.11 per share and expire in September 2031. These options were valued at $ 436,908 and vest 50 % upon issuance and 50 % in September 2022. The method utilized to value the 2021 options was the Black-Scholes model with the following assumption ranges: Expected life - ten years ; stock price $ 0.114; volatility 35.13 ; exercise price $ 0.11 and bond equivalent yield rate 1.47 %. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) | NOTE 11 - OPTIONS In the third quarter of 2021, the Company issued options in conjunction with an agreement for Board of Advisor services and the evaluation of certain potential intangible asset acquisitions. These options call for an undivided 1 8,081,037 5 0.11 436,908 50 50% The method utilized to value the options was the Black-Scholes model with the following assumption ranges: Expected life - ten years 0.114 35.13 0.11 1.47 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | ||
FINANCIAL INSTRUMENTS | NOTE 11 - FINANCIAL INSTRUMENTS (a) Liquidity Risk (b) Interest Rate Risk | NOTE 12 - FINANCIAL INSTRUMENTS (a) Liquidity Risk (b) Interest Rate Risk |
GENERAL AND ADMINISTRATIVE EXPE
GENERAL AND ADMINISTRATIVE EXPENSES | 12 Months Ended |
Dec. 31, 2021 | |
General And Administrative Expenses | |
GENERAL AND ADMINISTRATIVE EXPENSES | NOTE 13 - GENERAL AND ADMINISTRATIVE EXPENSES SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSE 2021 2020 Year ended December 31, 2021 2020 Salaries $ 1,016,881 $ 143,065 Share based compensation 2,889,567 4,302,978 Professional fees 225,384 117,860 Other 79,523 34,399 Total general and administrative expenses $ 4,211,355 $ 4,598,302 Curative Biotechnology, Inc Notes to Financial Statements |
IMPAIRMENT OF LONG-LIVED ASSETS
IMPAIRMENT OF LONG-LIVED ASSETS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
IMPAIRMENT OF LONG-LIVED ASSETS | NOTE 12 - IMPAIRMENT OF LONG-LIVED ASSETS In the fourth quarter 2021 the Company determined that its fixed assets were obsolete and wrote off the un-depreciated balance of $ 1,958 . In March 2021, when the Company’s new website was placed in service, the remaining unamortized cost of the Company’s legacy website was written off, for a total charge of $ 15,000 . | NOTE 14 - IMPAIRMENT OF LONG-LIVED In the fourth quarter the Company determined that its fixed assets were obsolete and wrote off the undepreciated balance of $ 1,958 In March 2021, when the Company’s new website was placed in service, the remaining unamortized cost of the Company’s old website was written off, for a total of $ 15,000 During the 4 th 34,516 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 15 - INCOME TAXES The Company recognizes deferred tax assets and liabilities for the tax effects of differences between the financial statements and tax basis of assets and liabilities. A valuation allowance is established to reduce the deferred tax assets if it is more likely than not that a deferred tax asset will not be realized. The components of income tax provision (benefit) related to continuing operations are as follows at December 31: SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE 2021 2020 Current $ - $ - Deferred $ - $ - Total tax provisions $ - $ - The following is a reconciliation of the effective income tax rate with the statutory income tax rate at December 31: SCHEDULE OF EFFECTIVE RECONCILIATION INCOME TAX RATE 2021 2020 U.S. Federal statutory income tax rate (21 )% (21 )% State income tax, net of federal benefit (4.5 )% (4.5 )% Valuation allowance 25.5 % 25.5 % Total 0.0 % 0.0 % The net deferred tax assets and liabilities included in the financial statements consist of the following amounts at December 31: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES 2021 2020 Deferred tax assets: Net operating loss carry forwards $ 1,337,957 $ 831,988 Stock based compensation 1,600,548 958,197 Other - (10,061 ) Total 2,938,505 1,780,124 Deferred tax liabilities: - - Less: valuation allowance (2,938,505 ) (1,780,124 ) Net deferred tax assets $ - $ - Curative Biotechnology, Inc Notes to Financial Statements NOTE 15 - INCOME TAXES, continued The change in valuation allowance was ($ 1,158,381 1,021,331 100 The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which temporary differences become deductible. In accordance with the provisions of ASC 740: Income Taxes, we record a liability for uncertain tax positions when it is probable that a loss has been incurred and the amount can be reasonably estimated. At December 31, 2021 and 2020, we have no liabilities for uncertain tax positions. We continually evaluate expiring statutes of limitations, audits, proposed settlements, changes in tax law and new authoritative rulings. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
COMMITMENTS AND CONTINGENCIES | NOTE 13 - COMMITMENTS AND CONTINGENCIES (a) Other | NOTE 16 - COMMITMENTS AND CONTINGENCIES (a) Other |
CONCENTRATIONS OF CREDIT RISK
CONCENTRATIONS OF CREDIT RISK | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Risks and Uncertainties [Abstract] | ||
CONCENTRATIONS OF CREDIT RISK | NOTE 14 - CONCENTRATIONS OF CREDIT RISK (a) Cash 60,231 and $ 416,178 cash balance in excess of FDIC insured limits at March 31, 2022 and December 31, 2021, respectively. | NOTE 17 - CONCENTRATIONS OF CREDIT RISK (a) Cash 416,178 no |
COVID-19 PANDEMIC AND VARIANTS
COVID-19 PANDEMIC AND VARIANTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Unusual or Infrequent Items, or Both [Abstract] | ||
COVID-19 PANDEMIC AND VARIANTS | NOTE 15 - COVID-19 PANDEMIC AND VARIANTS The full extent to which the COVID-19 pandemic may directly or indirectly impact our business, results of operations and financial condition, will depend on future developments that are uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. We have made estimates of the impact of COVID-19 within our financial statements, and although there is currently no major impact, there may be changes to those estimates in future periods. | NOTE 18 - COVID-19 PANDEMIC AND VARIANTS The full extent to which the COVID-19 pandemic may directly or indirectly impact our business, results of operations and financial condition, will depend on future developments that are uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. We have made estimates of the impact of COVID-19 within our financial statements, and although there is currently no major impact, there may be changes to those estimates in future periods. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Subsequent Events [Abstract] | ||
SUBSEQUENT EVENTS | NOTE 16 – SUBSEQUENT EVENTS (a) Short-term debt. 12% 200,000 12.5% | NOTE 19 - SUBSEQUENT EVENTS (a) Intangible Assets (NIH). This formulation. (b) Senior Secured Note 1,142,857 , with a stated 12.5 % original issue discount (OID). The Note carries a 12.5% 2022 The Company received $ 874,286 in cash, net of the OID of $ 142,857 and legal and other fees in the amount of $ 125,714 . The Note was issued to Puritan Partners, LLC, an institutional investor. Beginning in September 2022, the Company is required to make monthly redemptions at the rate of 110 179,592 125% 1,428,571 The Note is convertible into common stock of the Company upon an event of default, as defined. The lender received five-year 22,857,143 shares of common stock of the Company, with an exercise price of $ 0.0001 per share. These warrants were recorded as debt discount in the amount of $ 1.0 million which will be amortized over the term of the Note. The warrants can be exercised on a cash-less basis if a registration statement for the common shares underlying the warrants is not declared effective by September 2022. The Note is secured by all the tangible and intangible assets of the Company. (c) Deficiency in Stockholders Equity 1,000,000 51,750, as In January 2022, the $ 25,000 (d) Options 7,465,500 five 0.05175 155,250 |
CONVERTIBLE SENIOR SECURED NOTE
CONVERTIBLE SENIOR SECURED NOTE PAYABLE | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
CONVERTIBLE SENIOR SECURED NOTE PAYABLE | NOTE 7 - CONVERTIBLE SENIOR SECURED NOTE PAYABLE In March 2022, the Company issued a 12-month Senior Secured Note with a face amount of $ 1,142,857 , with a stated 12.5 % original issue discount (OID). The Note carries a 12.5 % interest rate with interest-only payable monthly from April through August 2022. The Company received $ 869,972 in cash, net of the OID of $ 142,857 and legal and other fees in the amount of $ 130,028 . Beginning in September 2022, the Company is required to make monthly redemptions at the rate of 110 % of one seventh of the original principal amount, ($ 179,592 ), plus interest. It also carries a mandatory prepayment at 125 % of the original principal amount, or $ 1,428,571 , less any redemptions made, upon the completion of a Qualified Offering, as defined. The Note is convertible into common stock of the Company upon an event of default, as defined. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 7 - CONVERTIBLE SENIOR SECURED NOTE PAYABLE, continued The lender received five-year warrants to purchase 22,857,143 shares of common stock of the Company, with an exercise price of $ 0.0001 per share. These warrants were recorded as debt discount in the amount of $ 0.9 million which is being amortized over the term of the Note. The warrants can be exercised on a cashless basis if a registration statement for the common shares underlying the warrants is not declared effective by September 2022. The Note is secured by all the tangible and intangible assets of the Company. | NOTE 7 - CONVERTIBLE NOTE PAYABLE In April 2013, the Company entered into a convertible note in the principal amount of $ 97,500 4 90 0.001 128,700 100,000 2,000,000 |
EQUITY INCENTIVE PLAN
EQUITY INCENTIVE PLAN | 3 Months Ended |
Mar. 31, 2022 | |
Equity Incentive Plan | |
EQUITY INCENTIVE PLAN | NOTE 11 - EQUITY INCENTIVE PLAN On August 26, 2021, the Company adopted a equity incentive plan providing for the issuance of shares of common stock, options or SARs with a rolling maximum number equal to 10% of the issued and outstanding Common Shares set at the beginning of each fiscal year. The Company may grant incentives to its directors, officers, employees and service providers. The options are exercisable for a maximum of up to ten years from the date of grant and may be subject to vesting provisions as set by the Plan Administrator. During the quarter ended March 31, 2022, a total of 1,000,000 shares of common stock and 7,456,500 options at a weighted-average exercise price of $ 0.0518 per share were granted to employees exercisable for a period of five years with immediate vesting. The weighted-average fair value attributable to options granted in 2022 was $ 0.0208. The fair value of the stock options recognized in the period has been estimated using the Black-Scholes option pricing model. Assumptions used in the pricing model for the quarter ended March 31, 2022, are as provided below. SCHEDULE OF FAIR VALUE OF STOCK OPTION ASSUMPTIONS Risk-free interest rate 1.55 % Exercise price $ 0.0518 Expected life 5 years Expected volatility 44.12 % Expected dividends - The Company recognized a equity incentive expense of $ 207,000 for the quarter ended March 31, 2022. As of March 31, 2022, there were 7,456,500 fully vested options outstanding with a weighted average exercise price of $ 0.0518 per share. There were no non-vested options outstanding. A summary of the Company’s stock option plan and changes during the quarter ended March 31, 2022, is as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of options Weighted average exercise price Balance - beginning of the year - $ - Granted 7,456,500 0.0518 Exercised - - Cancelled - - Balance - end of period 7,456,500 $ 0.0518 The aggregate intrinsic value of vested share options (the market value less the exercise price) at March 31, 2022 was zero . Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | (a) Basis of Presentation The accompanying condensed interim financial statements have been prepared without audit in accordance with Generally Accepted Accounting Principles (“GAAP”) in the United States of America (“U.S.”) as promulgated by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). In our opinion, the accompanying unaudited interim financial statements contain all adjustments (which are of a normal recurring nature) necessary for a fair presentation. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. Certain comparative period items have been reclassified to conform with the current period presentation. | a) Basis of Presentation |
Use of Estimates | ( b) Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | b) Use of Estimates |
Cash and equivalents | (c) Cash and equivalents For purposes of the statement of cash flows, the Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents at March 31, 2022 and December 31, 2021. | (c) Cash and equivalents |
Prepaid expenses | (d) Prepaid expenses From time to time, the Company may prepay expenses either through the transfer of cash, assets or the issuance of securities. Prepaid expenses are amortized over the period of benefit. | (d) Prepaid expenses |
Property and equipment | (e) Property and equipment All property and equipment are recorded at cost and depreciated over their estimated useful lives, using the straight-line method. Upon sale or retirement, the cost and related accumulated depreciation are eliminated from their respective accounts, and the resulting gain or loss is included in the results of operations. Repairs and maintenance charges, which do not increase the useful lives of the assets, are charged to operations as incurred. | (e) Property and equipment |
Intangible Assets | (f) Intangible Assets The useful life of intangible assets is assessed as either finite or indefinite. Following the initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses, if any. Intangible assets with finite useful lives are carried at cost less accumulated amortization. Amortization is calculated using the straight-line method over the estimated useful lives. Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. If impairment indicators are present, these assets are subject to an impairment review. Any loss resulting from impairment of intangible assets is expensed in the period the impairment is identified. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued | (f) Intangible Assets Intangible assets with finite useful lives are carried at cost less accumulated amortization. Amortization is calculated using the straight line method over the estimated useful lives. Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. If impairment indicators are present, these assets are subject to an impairment review. Any loss resulting from impairment of intangible assets is expensed in the period the impairment is identified. |
Impairment of Long-Lived Assets | (g) Impairment of Long-Lived Assets A long-lived asset is tested for impairment whenever events or changes in circumstances indicate that its carrying value amount may not be recoverable. An impairment loss is recognized when the carrying amount of the asset exceeds the sum of the undiscounted cash flows resulting from its use and eventual disposition. The impairment loss is measured as the amount by which the carrying amount of the long-lived assets exceeds its fair value. | (g) Impairment of Long-Lived Assets |
Financial Instruments and Fair Value Measurements | (h) Financial Instruments and Fair Value Measurements ASC 825-10 “Financial Instruments”, allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs. If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding instruments. ASC 825 also requires disclosures of the fair value of financial instruments. The carrying value of the Company’s current financial instruments, which include cash and cash equivalents, accounts payable and accrued liabilities approximates their fair values because of the short-term maturities of these instruments. FASB ASC 820 “Fair Value Measurement” clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. | (h) Financial Instruments and Fair Value Measurements ASC 825-10 “Financial Instruments”, allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs. If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding instruments. ASC 825 also requires disclosures of the fair value of financial instruments. The carrying value of the Company’s current financial instruments, which include cash and cash equivalents, accounts payable and accrued liabilities approximates their fair values because of the short-term maturities of these instruments. FASB ASC 820 “Fair Value Measurement” clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. |
Related Party Transactions | (i) Related Party Transactions All transactions with related parties are in the normal course of operations and are measured at the exchange amount. | (i) Related Party Transactions |
Revenue Recognition | (j) Revenue Recognition The Company adopted Accounting Standards Codification, (“ASC”), 606, “Revenue from Contracts with Customer” on January 1, 2018. This revenue recognition standard has a five-step process: a) Determine whether a contract exists; b) Identify the performance obligations; c) Determine the transaction price; d) Allocate the transaction price; e) Recognize revenue when (or as) performance obligations are satisfied. The Company’s financial statements are prepared under the accrual method of accounting. Revenues will be recognized when pervasive evidence of an arrangement exists, services have been rendered (product delivered), the sales price is fixed or determinable, and collectability is reasonably assured. This occurs only when the product(s) is ordered and subsequently delivered. | (j) Revenue Recognition |
Stock based compensation | (k) Stock based compensation Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718 which requires recognition in the consolidated financial statements of the cost of employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award. The ASC also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. Pursuant to ASC 505-50, for share-based payments to non-employees, compensation expense is determined at the “measurement date.” The expense is recognized over the service period of the award. Until the measurement date is reached, the total amount of compensation expense remains uncertain. The Company initially records compensation expense based on the fair value of the award at the measurement date. Curative Biotechnology, Inc Notes to Condensed Financial Statements (Unaudited) NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES, continued | (k) Stock based compensation |
Income Taxes | (l) Income Taxes Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes on temporary differences between the amount of taxable income and pretax financial income, and between the tax bases of assets and liabilities and their reported amounts in the financial statements. Deferred tax assets and liabilities are included in the consolidated financial statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled as prescribed in FASB ASC 740. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. Tax positions initially need to be recognized in the financial statements when it is more-likely-than-not the positions will be sustained upon examination by the tax authorities. | (l) Income Taxes |
Net loss per share | (m) Net loss per share Basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that shared in the earnings of the Company. Diluted loss per share is computed by dividing the loss available to stockholders by the weighted average number of shares outstanding for the period and dilutive potential shares outstanding unless consideration of such dilutive potential shares would result in anti-dilution. There were no dilutive common stock equivalents for the periods ended March 31, 2022, and 2021 . | (m) Net income (loss) per share no . |
Recent Accounting Pronouncements | (n) Recent Accounting Pronouncements The Company has considered recent accounting pronouncements during the preparation of these financial statements. | (n) Recent Accounting Pronouncements |
DEFICIENCY IN STOCKHOLDERS EQ_2
DEFICIENCY IN STOCKHOLDERS EQUITY (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
SCHEDULE OF STOCKHOLDERS EQUITY | The Series A and Series C preferred stock has been accounted for in accordance with FASB Accounting Standards Codification (ASC) 480, as mezzanine equity due to Series A having a redemption provision by the holder and Series C being convertible into a variable number of common shares. SCHEDULE OF STOCKHOLDERS EQUITY No. Shares Par No. Shares Par No. Shares Par No. Shares Par Series A Series B Series C Total No. Shares Par No. Shares Par No. Shares Par No. Shares Par January 1, 2021 134,109,750 $ 13,411 293,000 $ 29 30,000,000 $ 3,000 164,402,750 $ 16,440 Conversion to (134,109,750 ) (13,411 ) (212,000 ) (21 ) - - (134,321,750 ) (13,432 ) December 31, 2021 - - 81,000 8 30,000,000 3,000 30,081,000 3,008 Beginning balance, value - - 81,000 8 30,000,000 3,000 30,081,000 3,008 no transactions - - - - - - - - March 31, 2022 - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 Ending balance, value - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 | SCHEDULE OF STOCKHOLDERS EQUITY No. Shares Par No. Shares Par No. Shares Par No. Shares Par Series A Series B Series C Total No. Shares Par No. Shares Par No. Shares Par No. Shares Par January 1, 2020 34,109,750 $ 3,411 293,000 $ 29 - $ - 34,402,750 $ 3,440 Issuance of shares for services 100,000,000 10,000 - - 30,000,000 3,000 130,000,000 13,000 December 31, 2020 134,109,750 13,411 293,000 29 30,000,000 3,000 164,402,750 16,440 Beginning Balance 134,109,750 13,411 293,000 29 30,000,000 3,000 164,402,750 16,440 Conversion to common shares (134,109,750 ) (13,411 ) (212,000 ) (21 ) - - (134,321,750 ) (13,432 ) December 31, 2021 - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 Ending Balance - $ - 81,000 $ 8 30,000,000 $ 3,000 30,081,000 $ 3,008 |
GENERAL AND ADMINISTRATIVE EX_2
GENERAL AND ADMINISTRATIVE EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
General And Administrative Expenses | |
SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSE | SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSE 2021 2020 Year ended December 31, 2021 2020 Salaries $ 1,016,881 $ 143,065 Share based compensation 2,889,567 4,302,978 Professional fees 225,384 117,860 Other 79,523 34,399 Total general and administrative expenses $ 4,211,355 $ 4,598,302 Curative Biotechnology, Inc Notes to Financial Statements |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE | The components of income tax provision (benefit) related to continuing operations are as follows at December 31: SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE 2021 2020 Current $ - $ - Deferred $ - $ - Total tax provisions $ - $ - |
SCHEDULE OF EFFECTIVE RECONCILIATION INCOME TAX RATE | The following is a reconciliation of the effective income tax rate with the statutory income tax rate at December 31: SCHEDULE OF EFFECTIVE RECONCILIATION INCOME TAX RATE 2021 2020 U.S. Federal statutory income tax rate (21 )% (21 )% State income tax, net of federal benefit (4.5 )% (4.5 )% Valuation allowance 25.5 % 25.5 % Total 0.0 % 0.0 % |
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES | The net deferred tax assets and liabilities included in the financial statements consist of the following amounts at December 31: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES 2021 2020 Deferred tax assets: Net operating loss carry forwards $ 1,337,957 $ 831,988 Stock based compensation 1,600,548 958,197 Other - (10,061 ) Total 2,938,505 1,780,124 Deferred tax liabilities: - - Less: valuation allowance (2,938,505 ) (1,780,124 ) Net deferred tax assets $ - $ - |
EQUITY INCENTIVE PLAN (Tables)
EQUITY INCENTIVE PLAN (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity Incentive Plan | |
SCHEDULE OF FAIR VALUE OF STOCK OPTION ASSUMPTIONS | Assumptions used in the pricing model for the quarter ended March 31, 2022, are as provided below. SCHEDULE OF FAIR VALUE OF STOCK OPTION ASSUMPTIONS Risk-free interest rate 1.55 % Exercise price $ 0.0518 Expected life 5 years Expected volatility 44.12 % Expected dividends - |
SCHEDULE OF STOCK OPTION ACTIVITY | A summary of the Company’s stock option plan and changes during the quarter ended March 31, 2022, is as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of options Weighted average exercise price Balance - beginning of the year - $ - Granted 7,456,500 0.0518 Exercised - - Cancelled - - Balance - end of period 7,456,500 $ 0.0518 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | |||
Dilutive shares of common stock equivalents | 0 | 0 | 0 |
LIQUIDITY AND GOING CONCERN C_2
LIQUIDITY AND GOING CONCERN CONSIDERATIONS (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Net loss | $ 1,396,219 | $ 793,009 | $ 5,340,354 | $ 4,670,255 |
Accumulated deficit | 28,335,434 | $ 26,917,036 | $ 8,099,627 | |
Working capital | $ 400,000 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Apr. 30, 2022 | Sep. 30, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Oct. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license | $ 1,425,000 | $ 106,000 | |||||||||||
Common stock issued for services, value | $ 51,750 | $ 21,960 | $ 330,575 | $ 23,300 | $ 15,000 | 540,136 | 36,800 | ||||||
Common stock issued for services, shares | 1,000,000 | 200,000 | 6,500,000 | 1,250,000 | 1,500,000 | ||||||||
Payment for royalty free perpetual license | $ 36,274 | $ 8,500 | 14,500 | $ 34,300 | |||||||||
Website [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued for services, value | $ 22,500 | $ 15,000 | |||||||||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 3 years | ||||||||||||
Amortization of Intangible Assets | $ 1,875 | $ 6,250 | |||||||||||
Common stock issued for services, shares | 1,500,000 | ||||||||||||
Patents [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
License transaction description | The total cost for this license is 20 million shares of the Company’s common stock, issuable in three tranches - 1- 7 million shares upon execution of the license (which have been issued, valued at $91,000), 2- 6.5 million shares upon the submission of an Investigational New Drug (IND) to the FDA and 3- 6.5 million shares upon the successful completion of the first rabies clinical trial of this IND. This license calls for royalties of 50% of the net profit, after reimbursement for development costs, of successfully marketed products utilizing IMT504. | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 20,000,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 7,000,000 | ||||||||||||
Common stock issued to acquire license | $ 91,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche One [Member] | Minimum [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 1,000,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche One [Member] | Maximum [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 7,000,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 6,500,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | Minimum [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 2,000,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | Maximum [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 6,500,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 6,500,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | Minimum [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 3,000,000 | ||||||||||||
Patents [Member] | Investigational New Drug [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | Maximum [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 6,500,000 | ||||||||||||
National Institute of Health Patent License One [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Payment of non-refundable license issue royalty | $ 10,000 | ||||||||||||
National Institute of Health Patent License Two [Member] | Royalty [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Patent expense initial amount payable | $ 8,500 | ||||||||||||
National Institute of Health Patent License Two [Member] | Royalty One [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Option extension description | The license can be extended on the third anniversary to the remaining life of the licensed patent by the payment of a one-time non-refundable non-creditable royalty of $45,000. There are three benchmark royalties - $75,000 upon the initiation of the first Phase 2 Clinical Study; $300,000 upon the completion of Phase 3 Clinical Study and $600,000 upon the FDA approval of the first Licensed Product. Upon first commercial sale there is a royalty of $100,000 each for the United States, Canada, European Union and Asian region. Last is a 3.5% of net sales royalty. | ||||||||||||
Payment of non-refundable license issue royalty | $ 45,000 | ||||||||||||
Patent expense initial amount payable | $ 5,000 | ||||||||||||
Mid-Atlantic BioTheraputics, Inc [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Common stock issued to acquire license, shares | 12,500,000 | ||||||||||||
Common stock issued to acquire license | $ 1,425,000 | ||||||||||||
Mid-Atlantic BioTheraputics, Inc [Member] | Patents [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Proceeds for patent license development | 6,500,000 | ||||||||||||
IEM, Inc [Member] | Patents [Member] | |||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||
Cost of option | $ 1,800 | ||||||||||||
Option extension description | The Company had until September 30, 2021, to advise IEM in writing that it wishes to exercise this Option Right and pay IEM $50,000 in exchange for an exclusive world-wide, royalty free perpetual license. In September 2021, the Company exercised the option to extend the deadline for notification in the contract with IEM, from September 30, 2020 to March 31, 2022, in exchange for the payment of $1,000 | ||||||||||||
Payment for royalty free perpetual license | $ 50,000 | ||||||||||||
Payment for extension | $ 1,000 | $ 1,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||
Advances from related party | $ 48,083 | ||
Repayments of Related Party Debt | $ 48,083 | ||
Officer [Member] | Two Notes [Member] | |||
Related Party Transaction [Line Items] | |||
Payment of principal amount | $ 40,000 | ||
Original issue discount | 10,000 | ||
Repayments of Related Party Debt | $ 40,000 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | Jun. 30, 2021 | |
Short-Term Debt [Line Items] | ||||||
Cash received | $ 869,972 | $ 70,000 | ||||
Purchase of common stock warrants | 25,915,437 | 4,236,111 | 5,000,000 | |||
Share Price | $ 0.114 | |||||
Directors and Officers [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.65% | |||||
Notes Payable | $ 60,692 | |||||
Series C Preferred Stock [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Issued and outstanding common stock shares, percentage | 2.64% | |||||
13 Notes [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt notes converted into shares of common stock | 10,937,499 | |||||
Two Notes Payable [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt face amount | $ 137,500 | $ 568,750 | ||||
Original issue discount, percentage | 25% | |||||
Cash received | $ 110,000 | |||||
Maturity term | 6 months | |||||
Maturity extension description | The maturity is extendable at the Company’s option for up to three months with a 3% per month extension fee | |||||
Purchase of common stock warrants | 1,100,000 | 4,550,000 | ||||
Debt discount amount | $ 9,533 | |||||
Two Notes Payable [Member] | Series C Preferred Stock [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Issued and outstanding common stock shares, percentage | 9.24% | |||||
Warrant loaned | $ 1 | |||||
13 Notes Payable [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt notes converted into shares of common stock | 10,937,499 | |||||
Original issue discount, percentage | 25% | |||||
Cash received | $ 455,000 | |||||
Maturity extension description | The maturity is extendable at the Company’s option for up to three months with a 3% per month extension fee | |||||
Debt discount amount | $ 54,555 | |||||
Share Price | $ 0.06 | |||||
Debt Conversion, Converted Instrument, Amount | $ 656,250 | |||||
13 Notes Payable [Member] | Series C Preferred Stock [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Issued and outstanding common stock shares, percentage | 9.24% | |||||
Two Notes [Member] | Officer [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt face amount | $ 40,000 | |||||
Debt discount amount | $ 10,000 |
CONVERTIBLE NOTE PAYABLE (Detai
CONVERTIBLE NOTE PAYABLE (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Apr. 30, 2013 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Short-Term Debt [Line Items] | |||||||
Issuance of common stock, shares | 13,159,331 | 4,361,111 | 10,000,000 | 8,500,000 | |||
Convertible Notes Payable [Member] | |||||||
Short-Term Debt [Line Items] | |||||||
Debt instrument face amount | $ 97,500 | ||||||
Debt instrument interest rate | 4% | ||||||
Debt conversion price percentage | 90% | ||||||
Debt instrument conversion price per share | $ 0.001 | ||||||
Accrued interest | $ 128,700 | ||||||
Debt payment amount | $ 100,000 | ||||||
Issuance of common stock, shares | 2,000,000 |
LIABILITY TO ISSUE COMMON STO_2
LIABILITY TO ISSUE COMMON STOCK (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2020 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Issuance of common stock for services, shares | 1,000,000 | 200,000 | 6,500,000 | 1,250,000 | 1,500,000 | |||
Issuance of common stock for services, value | $ 51,750 | $ 21,960 | $ 330,575 | $ 23,300 | $ 15,000 | $ 540,136 | $ 36,800 | |
Common Stock [Member] | ||||||||
Issuance of common stock for services, shares | 1,000,000 | 1,000,000 | 200,000 | 6,625,000 | 8,715,000 | 1,700,000 | ||
Issuance of common stock for services, value | $ 7,400 | $ 100 | $ 21,960 | $ 662 | $ 872 | $ 170 |
SCHEDULE OF STOCKHOLDERS EQUITY
SCHEDULE OF STOCKHOLDERS EQUITY (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance, value | $ (16,361,742) | $ (4,521,640) | $ (88,435) | $ (4,521,640) | $ (88,435) | ||||
Common shares issued for services | $ 51,750 | $ 21,960 | $ 330,575 | $ 23,300 | $ 15,000 | 540,136 | 36,800 | ||
Common shares issued for services, shares | 1,000,000 | 200,000 | 6,500,000 | 1,250,000 | 1,500,000 | ||||
Conversion to common shares | 1,564,251 | ||||||||
Ending balance, value | $ (16,690,191) | $ (16,361,742) | (10,980,914) | $ (4,521,640) | (16,361,742) | (4,521,640) | |||
no transactions | $ 656,250 | $ 36,800 | 7,400 | ||||||
no transactions, shares | 1,700,000 | ||||||||
Series A Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Common shares issued for services | $ 1,560,840 | ||||||||
Common shares issued for services, shares | 100,000,000 | ||||||||
Series B Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Common shares issued for services, shares | 6,500,000 | ||||||||
Conversion to common shares | $ 656,250 | ||||||||
Conversion to common shares, shares | 10,937,499 | ||||||||
Series C Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
no transactions | $ 4,562,062 | ||||||||
no transactions, shares | 30,000,000 | ||||||||
Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance, value | $ 8 | $ 29 | $ 29 | $ 29 | $ 29 | ||||
Balance, shares | 30,081,000 | 164,402,750 | 34,402,750 | 164,402,750 | 34,402,750 | ||||
Common shares issued for services | |||||||||
Conversion to common shares | $ (20) | [1] | |||||||
Conversion to common shares, shares | (203,000) | (134,109,750) | |||||||
Ending balance, value | $ 8 | $ 8 | $ 3,009 | $ 29 | $ 8 | $ 29 | |||
Balance, shares | 30,081,000 | 30,081,000 | 30,090,000 | 164,402,750 | 30,081,000 | 164,402,750 | |||
no transactions | |||||||||
Preferred Stock [Member] | Series A Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance, value | $ 13,411 | $ 3,411 | $ 13,411 | $ 3,411 | |||||
Balance, shares | 134,109,750 | 34,109,750 | 134,109,750 | 34,109,750 | |||||
Common shares issued for services | $ 10,000 | ||||||||
Common shares issued for services, shares | 100,000,000 | ||||||||
Conversion to common shares | $ (13,411) | ||||||||
Conversion to common shares, shares | (134,109,750) | ||||||||
Ending balance, value | $ 13,411 | $ 13,411 | |||||||
Balance, shares | 134,109,750 | 134,109,750 | |||||||
no transactions | |||||||||
no transactions, shares | |||||||||
Preferred Stock [Member] | Series B Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance, value | $ 8 | $ 29 | $ 29 | $ 29 | $ 29 | ||||
Balance, shares | 81,000 | 293,000 | 293,000 | 293,000 | 293,000 | ||||
Common shares issued for services | |||||||||
Common shares issued for services, shares | |||||||||
Conversion to common shares | $ (21) | ||||||||
Conversion to common shares, shares | (212,000) | ||||||||
Ending balance, value | $ 8 | $ 8 | $ 29 | $ 8 | $ 29 | ||||
Balance, shares | 81,000 | 81,000 | 293,000 | 81,000 | 293,000 | ||||
no transactions | |||||||||
no transactions, shares | |||||||||
Preferred Stock [Member] | Series C Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance, value | $ 3,000 | $ 3,000 | $ 3,000 | ||||||
Balance, shares | 30,000,000 | 30,000,000 | 30,000,000 | ||||||
Common shares issued for services | $ 3,000 | ||||||||
Common shares issued for services, shares | 30,000,000 | ||||||||
Conversion to common shares | |||||||||
Conversion to common shares, shares | |||||||||
Ending balance, value | $ 3,000 | $ 3,000 | $ 3,000 | $ 3,000 | $ 3,000 | ||||
Balance, shares | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | ||||
no transactions | |||||||||
no transactions, shares | |||||||||
Preferred Stock [Member] | Series A, B and C Preferred Stock [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance, value | $ 3,008 | $ 16,440 | $ 3,440 | $ 16,440 | $ 3,440 | ||||
Balance, shares | 30,081,000 | 164,402,750 | 34,402,750 | 164,402,750 | 34,402,750 | ||||
Common shares issued for services | $ 13,000 | ||||||||
Common shares issued for services, shares | 130,000,000 | ||||||||
Conversion to common shares | $ (13,432) | ||||||||
Conversion to common shares, shares | (134,321,750) | ||||||||
Ending balance, value | $ 3,008 | $ 3,008 | $ 16,440 | $ 3,008 | $ 16,440 | ||||
Balance, shares | 30,081,000 | 30,081,000 | 164,402,750 | 30,081,000 | 164,402,750 | ||||
no transactions | |||||||||
no transactions, shares | |||||||||
[1]Series A and Series C Preferred Stock amounts reflected in mezzanine equity |
DEFICIENCY IN STOCKHOLDERS EQ_3
DEFICIENCY IN STOCKHOLDERS EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||||
Jan. 20, 2022 | Apr. 30, 2013 | Aug. 31, 2022 | May 31, 2022 | Apr. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Aug. 31, 2021 | May 31, 2021 | Mar. 31, 2020 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 31, 2022 | |
Class of Stock [Line Items] | |||||||||||||||||||||||
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | ||||||||||||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Common stock, shares issued | 571,651,636 | 570,651,636 | 571,651,636 | 570,651,636 | 333,000,327 | 570,651,636 | 333,000,327 | ||||||||||||||||
Common stock, shares outstanding | 571,651,636 | 570,651,636 | 571,651,636 | 570,651,636 | 333,000,327 | 570,651,636 | 333,000,327 | ||||||||||||||||
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | ||||||||||||||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||||
Common stock value | $ 600,000 | $ 106,000 | $ 1,573,000 | ||||||||||||||||||||
Shares issued | 13,159,331 | 4,361,111 | 10,000,000 | 8,500,000 | |||||||||||||||||||
Warrants to purchase of common stock | 25,915,437 | 4,236,111 | 25,915,437 | 4,236,111 | 5,000,000 | 4,236,111 | 25,915,437 | ||||||||||||||||
Security deposit | $ 25,000 | $ 25,000 | $ 25,000 | ||||||||||||||||||||
Common shares issued for services, shares | 1,000,000 | 200,000 | 6,500,000 | 1,250,000 | 1,500,000 | ||||||||||||||||||
Common shares issued for services | $ 51,750 | $ 21,960 | $ 330,575 | $ 23,300 | $ 15,000 | $ 540,136 | $ 36,800 | ||||||||||||||||
Shares vested | 60,000 | 250,000 | 60,000 | 250,000 | 60,000 | 60,000 | |||||||||||||||||
Warrant maturity date | 2024-12 | 2026-07 | 2026-05 | ||||||||||||||||||||
Warrant exercise price | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | |||||||||||||||||||
Number of common stock to settle the liability to issue shares | 1,000,000 | ||||||||||||||||||||||
Shares issued price per share | $ 0.01 | $ 0.0216 | $ 0.01864 | $ 0.01 | $ 0.0216 | ||||||||||||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 1,564,251 | ||||||||||||||||||||||
Exercise of warrants for services shares | 6,500,000 | ||||||||||||||||||||||
Exchange of shares for services, shares | 1,700,000 | ||||||||||||||||||||||
Exchange of shares for services, valued | $ 656,250 | $ 36,800 | 7,400 | ||||||||||||||||||||
Vesting rate description | 50% of the Series C shares vested upon issuance and the other 50% vest in May 2021. The Company recorded 50% of the compensation expense upon issuance and 50% as a prepaid expense which will be amortized over the remaining of the six month service period. | ||||||||||||||||||||||
Deemed dividend | $ 13,477,055 | $ 4,440 | |||||||||||||||||||||
Class of stock warrant shares | 25,915,437 | 25,915,437 | 25,915,437 | ||||||||||||||||||||
[custom:WarrantsToPurchaseOfCommonStockInExchangeForCash] | $ 523,000 | ||||||||||||||||||||||
Mid Atlantic Bi-theraputics Inc [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common stock value | $ 1,425,000 | ||||||||||||||||||||||
Shares issued | 12,500,000 | ||||||||||||||||||||||
Convertible Notes Payable [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Conversion price percentage | 90% | ||||||||||||||||||||||
Debt instrument convertible conversion price | $ 0.001 | ||||||||||||||||||||||
Shares issued | 2,000,000 | ||||||||||||||||||||||
Common shares issued for services, shares | 2,000,000 | ||||||||||||||||||||||
Common shares issued for services | $ 180,000 | ||||||||||||||||||||||
Forecast [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Shares vested | 70,000 | 70,000 | |||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common stock, shares authorized | 1,000,000 | ||||||||||||||||||||||
Shares vested | 250,000 | 250,000 | 60,000 | ||||||||||||||||||||
Advisory Board [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common shares issued for services, shares | 250,000 | 250,000 | |||||||||||||||||||||
Common shares issued for services | $ 22,500 | ||||||||||||||||||||||
Shares vested | 60,000 | 60,000 | |||||||||||||||||||||
Advisory Board [Member] | Forecast [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Shares vested | 70,000 | ||||||||||||||||||||||
Advisory Board [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Shares vested | 60,000 | ||||||||||||||||||||||
Board of Directors [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common shares issued for services, shares | 300,000 | ||||||||||||||||||||||
Common shares issued for services | $ 36,720 | ||||||||||||||||||||||
Advisory Board One [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common shares issued for services, shares | 250,000 | ||||||||||||||||||||||
Common shares issued for services | $ 28,475 | ||||||||||||||||||||||
Employee [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common shares issued for services, shares | 840,000 | ||||||||||||||||||||||
Shares vested | 210,000 | 210,000 | |||||||||||||||||||||
Employee [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Shares vested | 210,000 | ||||||||||||||||||||||
Employees [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Shares vested | 210,000 | ||||||||||||||||||||||
Two Employees [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common shares issued for services, shares | 840,000 | ||||||||||||||||||||||
MABT's COVID-19 Vaccine [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common stock value | $ 1,425,000 | ||||||||||||||||||||||
Shares issued | 12,500,000 | ||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common stock value | $ 523,000 | $ 425,000 | $ 525,000 | $ 2,752 | |||||||||||||||||||
Shares issued | 13,159,331 | 10,500,000 | 27,520,442 | ||||||||||||||||||||
Warrants to purchase of common stock | 22,857,143 | 403,225 | 4,236,111 | 22,857,143 | 403,225 | 4,236,111 | 10,500,000 | 4,550,000 | 4,236,111 | 403,225 | 4,550,000 | ||||||||||||
Common shares issued for services, shares | 1,000,000 | 1,000,000 | 200,000 | 6,625,000 | 8,715,000 | 1,700,000 | |||||||||||||||||
Common shares issued for services | $ 7,400 | $ 100 | $ 21,960 | $ 662 | $ 872 | $ 170 | |||||||||||||||||
Perferred stock converted into common stock | 135,836,702 | ||||||||||||||||||||||
Warrant exercise price | $ 0.05 | $ 0.05 | |||||||||||||||||||||
Shares issued price per share | $ 0.0446 | $ 0.0125 | $ 0.0125 | ||||||||||||||||||||
Number of common stock to settle a payable | 375,000 | ||||||||||||||||||||||
Value of common stock to settle a payable | $ 11,250 | ||||||||||||||||||||||
Shares issued | 27,066,666 | 135,836,702 | |||||||||||||||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 2,707 | $ 13,584 | |||||||||||||||||||||
Exchange of shares for services, shares | 10,937,499 | 1,000,000 | |||||||||||||||||||||
Exchange of shares for services, valued | $ 1,094 | $ 100 | |||||||||||||||||||||
Conversion of Stock, Shares Issued | 135,836,702 | 203,000 | |||||||||||||||||||||
Warrants and Rights Outstanding | $ 1,000,000 | $ 1,000,000 | $ 54,555 | $ 54,555 | |||||||||||||||||||
Common Stock [Member] | Convertible Debt [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Shares issued price per share | $ 0.06 | ||||||||||||||||||||||
Shares issued | 10,937,499 | ||||||||||||||||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 656,250 | ||||||||||||||||||||||
Common Stock [Member] | Exchange for Services [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common shares issued for services, shares | 125,000 | ||||||||||||||||||||||
Common shares issued for services | $ 5,575 | ||||||||||||||||||||||
[custom:StockIssuedDuringPeriodValueExchangeForServices] | $ 5,575 | ||||||||||||||||||||||
Warrant [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Common stock value | $ 25,000 | ||||||||||||||||||||||
Shares issued | 403,225 | ||||||||||||||||||||||
Warrants to purchase of common stock | 25,512,212 | 1,000,000 | 25,512,212 | 1,000,000 | 1,000,000 | 1,100,000 | 1,000,000 | 25,512,212 | |||||||||||||||
Common shares issued for services | $ 325,000 | ||||||||||||||||||||||
Warrant maturity date | 2024-12 | 2024-07 | |||||||||||||||||||||
Warrant exercise price | $ 0.124 | $ 0.124 | $ 0.05 | $ 0.124 | $ 0.05 | ||||||||||||||||||
Warrants and Rights Outstanding | $ 34,382 | $ 34,382 | $ 51,906 | $ 9,533 | $ 34,382 | ||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Preferred stock, voting rights | Series A Preferred carry 10 votes for each share of common stock that each Series A shares are convertible into at the record date; | Series A Preferred carry 10 votes for each share of common stock that each Series A shares are convertible into at the record date | |||||||||||||||||||||
Conversion price percentage | 35% | 35% | |||||||||||||||||||||
Redeemable price percentage | 45% | 45% | |||||||||||||||||||||
Common stock value | $ 5,000,000 | $ 5,000,000 | |||||||||||||||||||||
Common shares issued for services, shares | 100,000,000 | ||||||||||||||||||||||
Common shares issued for services | $ 1,560,840 | ||||||||||||||||||||||
Perferred stock converted into common stock | 135,836,702 | ||||||||||||||||||||||
Shares issued price per share | $ 0.0156 | 0.0156 | |||||||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Redeemable price percentage | 125% | 125% | |||||||||||||||||||||
Debt instrument convertible conversion price | $ 0.0075 | $ 0.0075 | $ 0.0075 | $ 0.0075 | $ 0.0075 | ||||||||||||||||||
Shares issued | 10,500,000 | ||||||||||||||||||||||
Warrants to purchase of common stock | 10,500,000 | ||||||||||||||||||||||
Common shares issued for services, shares | 6,500,000 | ||||||||||||||||||||||
Number of preferred stock converted | 9,000 | 9,000 | 203,000 | 9,000 | |||||||||||||||||||
Perferred stock converted into common stock | 1,200,000 | 1,200,000 | 27,066,666 | 1,200,000 | |||||||||||||||||||
Shares issued price per share | $ 0.06 | ||||||||||||||||||||||
Shares issued | 10,937,499 | ||||||||||||||||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 656,250 | ||||||||||||||||||||||
Exercise of warrants for services shares | 6,500,000 | ||||||||||||||||||||||
Conversion of Stock, Shares Issued | 27,066,666 | ||||||||||||||||||||||
Warrants and Rights Outstanding | $ 525,000 | ||||||||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||
Conversion price percentage | 30% | 30% | |||||||||||||||||||||
Shares issued price per share | $ 0.152 | $ 0.152 | |||||||||||||||||||||
Exchange of shares for services, shares | 30,000,000 | ||||||||||||||||||||||
Exchange of shares for services, valued | $ 4,562,062 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||
Jan. 20, 2022 | May 31, 2022 | Apr. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Aug. 31, 2021 | May 31, 2021 | Mar. 31, 2020 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Warrants to purchase | 25,915,437 | 4,236,111 | 25,915,437 | 4,236,111 | 5,000,000 | 25,915,437 | ||||||||||||
Sale of common stock | 403,225 | 4,361,111 | 10,000,000 | |||||||||||||||
Warrant term | 2024-12 | 2026-07 | 2026-05 | |||||||||||||||
Warrant exercise price per share | $ 0.11 | $ 0.11 | $ 0.11 | $ 0.11 | ||||||||||||||
Warrants outstanding | $ 87,249 | |||||||||||||||||
Shares vested | 60,000 | 250,000 | 60,000 | 250,000 | 60,000 | 60,000 | ||||||||||||
Stock Issued During Period, Value, New Issues | $ 600,000 | $ 106,000 | $ 1,573,000 | |||||||||||||||
Exercise of warrants shares | 10,500,000 | |||||||||||||||||
SharesIssued | 6,500,000 | |||||||||||||||||
Common shares issued for services | $ 51,750 | $ 21,960 | $ 330,575 | $ 23,300 | $ 15,000 | $ 540,136 | $ 36,800 | |||||||||||
Common shares issued for services, shares | 1,000,000 | 200,000 | 6,500,000 | 1,250,000 | 1,500,000 | |||||||||||||
Expected term | 5 years | 10 years | 5 years | 3 years | ||||||||||||||
Share price | $ 0.114 | $ 0.114 | ||||||||||||||||
Expected volatility rate | 44.12% | 35.13% | ||||||||||||||||
Exercise price | 0.11 | $ 0.11 | ||||||||||||||||
Expected dividend rate | 1.47% | |||||||||||||||||
Shares issued for cash, shares | 13,159,331 | 4,361,111 | 10,000,000 | 8,500,000 | ||||||||||||||
Stock issued during period shares exercise of warrants | 6,500,000 | |||||||||||||||||
Convertible Senior Secured Note [Member] | ||||||||||||||||||
Warrant exercise price per share | $ 0.0001 | |||||||||||||||||
Two Peoples [Member] | ||||||||||||||||||
Warrants to purchase | 6,750,000 | 6,750,000 | ||||||||||||||||
Warrant outstanding amount | $ 44,135 | $ 44,135 | ||||||||||||||||
Share price | $ 0.03 | $ 0.03 | ||||||||||||||||
Exercise price | $ 0.05 | $ 0.05 | ||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||
Shares vested | 250,000 | 250,000 | 60,000 | |||||||||||||||
Legal Services [Member] | ||||||||||||||||||
Warrants to purchase | 3,000,000 | |||||||||||||||||
Warrant outstanding amount | $ 155,717 | |||||||||||||||||
Minimum [Member] | ||||||||||||||||||
Warrant exercise price per share | $ 0.09 | 0.15 | $ 0.09 | $ 0.15 | $ 0.20 | $ 0.09 | ||||||||||||
Minimum [Member] | Two Peoples [Member] | ||||||||||||||||||
Expected volatility rate | 30.22% | |||||||||||||||||
Expected dividend rate | 0.08% | |||||||||||||||||
Maximum [Member] | ||||||||||||||||||
Warrant exercise price per share | $ 0.15 | $ 0.14 | $ 0.15 | $ 0.14 | 0.10 | $ 0.05 | $ 0.15 | |||||||||||
Maximum [Member] | Two Peoples [Member] | ||||||||||||||||||
Expected volatility rate | 109.96% | |||||||||||||||||
Expected dividend rate | 0.11% | |||||||||||||||||
Maximum [Member] | Legal Services [Member] | ||||||||||||||||||
Warrant exercise price per share | $ 0.10 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||
Warrants to purchase | 403,225 | 4,236,111 | 22,857,143 | 403,225 | 4,236,111 | 10,500,000 | 4,550,000 | 403,225 | 4,550,000 | |||||||||
Warrant exercise price per share | $ 0.05 | $ 0.05 | ||||||||||||||||
Warrant outstanding amount | $ 1,000,000 | $ 54,555 | $ 54,555 | |||||||||||||||
Stock Issued During Period, Value, New Issues | $ 523,000 | $ 425,000 | $ 525,000 | $ 2,752 | ||||||||||||||
Common shares issued for services | $ 7,400 | $ 100 | $ 21,960 | $ 662 | $ 872 | $ 170 | ||||||||||||
Common shares issued for services, shares | 1,000,000 | 1,000,000 | 200,000 | 6,625,000 | 8,715,000 | 1,700,000 | ||||||||||||
[custom:WarrantsDescription] | the Company in conjunction with the short term debt at the rate of 10 warrants for each $1 loaned. These warrants carry an expiration of thirty-six months from issuance; | the Company in conjunction with the issuance of | ||||||||||||||||
Shares issued for cash, shares | 13,159,331 | 10,500,000 | 27,520,442 | |||||||||||||||
Warrant [Member] | ||||||||||||||||||
Warrants to purchase | 25,512,212 | 1,000,000 | 25,512,212 | 1,000,000 | 1,000,000 | 1,100,000 | 25,512,212 | |||||||||||
Sale of common stock | 12,756,106 | |||||||||||||||||
Warrant term | 2024-12 | 2024-07 | ||||||||||||||||
Warrant exercise price per share | $ 0.124 | $ 0.124 | $ 0.05 | $ 0.05 | ||||||||||||||
Warrant outstanding amount | $ 34,382 | $ 34,382 | $ 51,906 | $ 9,533 | ||||||||||||||
Stock Issued During Period, Value, New Issues | $ 25,000 | |||||||||||||||||
Common shares issued for services | $ 325,000 | |||||||||||||||||
Shares issued for cash, shares | 403,225 | |||||||||||||||||
Warrants [Member] | ||||||||||||||||||
Warrants to purchase | 5,000,000 | |||||||||||||||||
Warrant exercise price per share | $ 0.05 | |||||||||||||||||
Warrant outstanding amount | $ 40,600 | |||||||||||||||||
Warrants [Member] | Minimum [Member] | ||||||||||||||||||
Share price | $ 0.04 | |||||||||||||||||
Expected volatility rate | 60.51% | |||||||||||||||||
Exercise price | $ 0.05 | |||||||||||||||||
Expected dividend rate | 0.09% | |||||||||||||||||
Warrants [Member] | Maximum [Member] | ||||||||||||||||||
Share price | $ 0.10 | |||||||||||||||||
Expected volatility rate | 31.56% | |||||||||||||||||
Exercise price | $ 0.2 | |||||||||||||||||
Expected dividend rate | 0.83% |
OPTIONS (Details Narrative)
OPTIONS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Shares issued for cash, shares | 13,159,331 | 4,361,111 | 10,000,000 | 8,500,000 | ||||
Share price | $ 0.114 | |||||||
Shares issued for cash | $ 600,000 | $ 106,000 | $ 1,573,000 | |||||
Expected term | 5 years | 10 years | 5 years | 3 years | ||||
Volatility rate | 44.12% | 35.13% | ||||||
Exercise price | $ 0.11 | |||||||
Expected dividend rate | 1.47% | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number | 7,456,500 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 0.0518 | |||||||
Board of Advisory [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
[custom:OptionsPercentage] | 1% | |||||||
Shares issued for cash, shares | 8,081,037 | |||||||
Proceeds from offering | $ 5,000,000 | |||||||
Share price | $ 0.11 | |||||||
Shares issued for cash | $ 436,908 | |||||||
Options vested percentage | 50% | |||||||
Board of Advisory [Member] | Subsequent Event [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Options vested percentage | 50% | |||||||
Three Employees [Member] | ||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number | 7,456,500 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value | $ 155,250 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 0.05175 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years |
SCHEDULE OF GENERAL AND ADMINIS
SCHEDULE OF GENERAL AND ADMINISTRATIVE EXPENSE (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
General And Administrative Expenses | ||||
Salaries | $ 1,016,881 | $ 143,065 | ||
Share based compensation | $ 219,976 | $ 371,175 | 2,889,567 | 4,302,978 |
Professional fees | 225,384 | 117,860 | ||
Other | 79,523 | 34,399 | ||
Total general and administrative expenses | $ 63,818 | $ 63,912 | $ 4,211,355 | $ 4,598,302 |
IMPAIRMENT OF LONG-LIVED ASSE_2
IMPAIRMENT OF LONG-LIVED ASSETS (Details Narrative) - USD ($) | 3 Months Ended | ||
Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Depreciation | $ 1,958 | ||
Indefinite lved intangble assets written off | $ 15,000 | ||
Impairment charge | $ 34,516 |
SCHEDULE OF COMPONENTS OF INCOM
SCHEDULE OF COMPONENTS OF INCOME TAX EXPENSE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Current | ||
Deferred | ||
Total tax provisions |
SCHEDULE OF EFFECTIVE RECONCILI
SCHEDULE OF EFFECTIVE RECONCILIATION INCOME TAX RATE (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
U.S. Federal statutory income tax rate | (21.00%) | (21.00%) |
State income tax, net of federal benefit | (4.50%) | (4.50%) |
Valuation allowance | 25.50% | 25.50% |
Total | 0% | 0% |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carry forwards | $ 1,337,957 | $ 831,988 |
Stock based compensation | 1,600,548 | 958,197 |
Other | (10,061) | |
Total | 2,938,505 | 1,780,124 |
Less: valuation allowance | (2,938,505) | (1,780,124) |
Net deferred tax assets |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Deferred tax asset change in valuation allowance | $ 1,158,381 | $ 1,021,331 |
Effective income tax rate percentage | 100% |
CONCENTRATIONS OF CREDIT RISK (
CONCENTRATIONS OF CREDIT RISK (Details Narrative) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Risks and Uncertainties [Abstract] | |||
Cash, FDIC insured amount | $ 60,231 | $ 416,178 | $ 0 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||||||
Sep. 30, 2022 | Mar. 31, 2022 | Jan. 31, 2022 | Mar. 31, 2022 | May 27, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Subsequent Event [Line Items] | |||||||||
Purchase of common stock warrants | 25,915,437 | 4,236,111 | 5,000,000 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.11 | $ 0.11 | |||||||
Common stock shares | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | |||||
Common stock | $ 57,165 | $ 57,165 | $ 57,065 | $ 33,300 | |||||
Common Stock, Shares, Issued | 571,651,636 | 571,651,636 | 570,651,636 | 333,000,327 | |||||
Share price | $ 0.114 | ||||||||
Three Employees [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years | ||||||||
Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payment of principal amount | $ 179,592 | ||||||||
Common stock shares | 1,000,000 | ||||||||
Common stock | $ 51,750 | ||||||||
Common stock value subscriptions | $ 25,000 | ||||||||
Subsequent Event [Member] | Promissory Note [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payment of principal amount | $ 200,000 | ||||||||
Debt instrument interest rate effective percentage | 12% | ||||||||
Subsequent Event [Member] | Senior Secured Notes [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt instrument interest rate effective percentage | 12.50% | ||||||||
Subsequent Event [Member] | Equity Option [Member] | Three Employees [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common Stock, Shares, Issued | 7,465,500 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years | ||||||||
Share price | $ 0.05175 | ||||||||
Payments to purchase common stock | $ 155,250 | ||||||||
Subsequent Event [Member] | Senior Notes [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payment of principal amount | $ 1,142,857 | $ 1,142,857 | |||||||
Debt instrument interest rate effective percentage | 12.50% | 12.50% | |||||||
Debt Instrument, Payment Terms | The Note carries a 12.5% interest rate with interest only payable monthly from April through August | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.50% | 12.50% | |||||||
Proceeds from Issuance of Debt | $ 874,286 | ||||||||
Debt Instrument, Unamortized Discount | $ 1,000,000 | 142,857 | $ 142,857 | ||||||
Legal Fees | $ 125,714 | ||||||||
Monthly redemptions | 110% | ||||||||
Mandatory prepayment of original principal amount, percentage | 125% | ||||||||
Debt instrument, long term debt | $ 1,428,571 | ||||||||
Purchase of common stock warrants | 22,857,143 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.0001 |
CONVERTIBLE SENIOR SECURED NO_2
CONVERTIBLE SENIOR SECURED NOTE PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | |
Short-Term Debt [Line Items] | ||||
Warrant exercise price | $ 0.11 | $ 0.11 | ||
Beginning in September 2022 [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt interest rate | 125% | 125% | ||
Debt discount amount | $ 900,000 | $ 900,000 | ||
Debt instrument redemption percentage | 110% | |||
Debt conversion, original debt, amount | $ 179,592 | |||
Debt redemption amount | $ 1,428,571 | |||
Number of warrant shares | 22,857,143 | 22,857,143 | ||
Warrant exercise price | $ 0.0001 | $ 0.0001 | ||
12-month Senior Secured Note [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt face amount | $ 1,142,857 | $ 1,142,857 | ||
Debt instrument original interest rate | 12.50% | |||
Debt interest rate | 12.50% | 12.50% | ||
Proceeds from convertible debt | $ 869,972 | |||
Debt discount amount | 142,857 | $ 142,857 | ||
Legal Fees | $ 130,028 |
SCHEDULE OF FAIR VALUE OF STOCK
SCHEDULE OF FAIR VALUE OF STOCK OPTION ASSUMPTIONS (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Equity Incentive Plan | ||||
Risk-free interest rate | 155% | |||
Exercise price | $ 0.0518 | |||
Expected life | 5 years | 10 years | 5 years | 3 years |
Expected volatility | 44.12% | 35.13% | ||
Expected dividends |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) | 3 Months Ended |
Mar. 31, 2022 $ / shares shares | |
Equity Incentive Plan | |
Number of options, Beginning balance | shares | |
Weighted Average Exercise Price, Beginning Balance | $ / shares | |
Number of options, Granted | shares | 7,456,500 |
Weighted Average Exercise Price, Granted | $ / shares | $ 0.0518 |
Number of options,Exercised | shares | |
Weighted Average Exercise Price,Exercised | $ / shares | |
Number of options, Cancelled | shares | |
Weighted Average Exercise Price, Cancelled | $ / shares | |
Number of options, Ending Balance | shares | 7,456,500 |
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 0.0518 |
EQUITY INCENTIVE PLAN (Details
EQUITY INCENTIVE PLAN (Details Narrative) - USD ($) | 3 Months Ended | |||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||
Shares issued for cash, shares | 13,159,331 | 4,361,111 | 10,000,000 | 8,500,000 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 7,456,500 | |||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.0518 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term | 5 years | 10 years | 5 years | 3 years | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares | 0 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | |||||
Employees [Member] | ||||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 7,456,500 | |||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.0518 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term | 5 years | |||||
Share-Based Payment Arrangement, Expense | $ 207,000 |