Bespoke Extracts (BSPK) 10-K 27 Apr 23 2022 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Apr. 27, 2023	Jun. 30, 2022
Document Information Line Items
Entity Registrant Name	BESPOKE EXTRACTS, INC.
Document Type	10-K
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		10,168,553
Entity Public Float			$ 7.8
Amendment Flag	false
Entity Central Index Key	0001409197
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Annual Report	true
Document Transition Report	false
Entity File Number	000-52759
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	20-4743354
Entity Address, Address Line One	12001 E. 33rd Avenue
Entity Address, Address Line Two	Unit O
Entity Address, City or Town	Aurora
Entity Address, Country	CO
Entity Address, Postal Zip Code	80010
City Area Code	(855)
Local Phone Number	633-3738
Title of 12(g) Security	Common Stock, par value $0.001 per share
Entity Interactive Data Current	Yes
Auditor Firm ID	5036
Auditor Name	Liggett & Webb, P.A
Auditor Location	Boynton Beach, Florida

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Current assets
Cash	$ 24,433	$ 148,228
Accounts receivable, net		3,636
Prepaid expense	7,186	6,438
Prepaid stock awards	80,113	1,930,685
Inventory, net		46,825
Total current assets	111,732	2,135,812
Furniture and equipment	9,947	2,745
Right of Use Asset	275,912	339,780
Deposits	12,000	12,000
Total assets	409,591	2,490,337
Current liabilities
Accounts payable and accrued liabilities	295,818	82,730
Inventory earn-out	90,000	75,000
Note payable – related party	415,500	2,500
Operating lease liability	64,330	59,777
Total current liabilities	865,648	220,007
Long-Term Operating Lease Liability	216,039	280,369
Total liabilities	1,081,687	500,376
Commitments and contingencies (Note 10)
Stockholders’ (Deficit) / Equity
Preferred stock, par value $0.001, 50,000,000 shares authorized, 1 share Series C Preferred Stock issued and outstanding as of December 31, 2022 and December 31, 2021, respectively, stated value $24,000
Common stock, $0.001 par value: 3,000,000,000 shares authorized; 9,945,997 and 8,141,965 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively	9,944	8,142
Common stock to issue 6,478 shares		7,987
Additional paid-in capital	23,201,758	21,741,403
Accumulated deficit	(23,883,798)	(19,767,571)
Total stockholders’ (deficit)/ equity	(672,096)	1,989,961
Total liabilities and stockholders’ (deficit) / equity	$ 409,591	$ 2,490,337

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	3,000,000,000	3,000,000,000
Common stock, shares issued	9,945,997	8,141,965
Common stock, shares outstanding	9,945,997	8,141,965
Common stock, shares issued	6,478	6,478
Series C Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, designated share	50,000,000	50,000,000
Preferred stock, share issued	1	1
Preferred stock, share outstanding	1	1
Preferred stock, share stated value (in Dollars)	$ 24,000	$ 24,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Aug. 31, 2021
Income Statement [Abstract]
Sales	$ 4,646	$ 3,407	$ 35,566
Cost of products sold	2,070	1,149	13,569
Gross Profit	2,576	2,258	21,997
Operating expenses:
Selling, general and administrative expenses	215,335	3,742,275	640,880
Professional fees	74,068	155,888	105,950
Consulting	33,000	124,750	237,500
Amortization expense of domain name			3,244
Total operating expenses	322,403	4,022,913	987,574
Loss from operations	(319,827)	(4,020,655)	(965,577)
Other income / (expenses)
Interest income		931
Interest expense	(395)	197
Earnout expense		(15,000)
Reserve for notes receivable to WonderLeaf		(45,931)
Reserve for advances to WonderLeaf		(35,769)
Gain on settlement of accrued expenses	2,665
Gain on extinguishment of debt	292,252
Total other (expense) / income	294,522	(95,572)
Loss before income tax	(25,305)	(4,116,227)	(965,577)
Provision for income tax
Net Loss	$ (25,305)	$ (4,116,227)	$ (965,577)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic and Diluted (in Shares)	5,564,268	9,367,458	5,159,073
NET LOSS PER COMMON SHARE OUTSTANDING
Basic and Diluted (in Dollars per share)	$ 0	$ (0.44)	$ (0.19)

Consolidated Statements of Op_2

Consolidated Statements of Operations (Parentheticals) - $ / shares	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Aug. 31, 2021
Income Statement [Abstract]
Diluted (in Shares)	5,564,268	9,367,458	5,159,073
Diluted (in Dollars per share)	$ 0	$ (0.44)	$ (0.19)

Consolidated Statement of Stock

Consolidated Statement of Stockholders Equity / (Deficit) - USD ($)	Series C Preferred Shares	Common Shares	Additional Paid-in Capital	Common Stock Payable	Accumulated Deficit	Total
Balance at Aug. 31, 2020		$ 4,320	$ 18,182,704		$ (18,776,689)	$ (513,665)
Balance (in Shares) at Aug. 31, 2020	1	4,319,743		76,000
Common stock for conversion of note payable – related party		$ 444	249,556			250,000
Common stock for conversion of note payable – related party (in Shares)		444,444
Exchange of common stock payable		$ 11	75,989			0
Exchange of common stock payable (in Shares)		11,111		(76,000)
Sale of common stock		$ 711	799,289			800,000
Sale of common stock (in Shares)		711,111
Capital contribution of accrued salary – related party			11,000			11,000
Net loss					(965,577)	(965,577)
Balance at Aug. 31, 2021		$ 246,889	19,077,135		(19,742,266)	(418,242)
Balance (in Shares) at Aug. 31, 2021	1	5,486,409
Common stock for conversion of note payable – related party		$ 44	99,956			100,000
Common stock for conversion of note payable – related party (in Shares)		44,444
Common stock issued for cash		$ 1,111	238,889			240,000
Common stock issued for cash (in Shares)		1,111,111
Forgiveness of accrued salary			11,000			11,000
Forgiveness of related party payable			533			533
Common stock to be issued for services				$ 7,987		7,987
Common stock to be issued for services (in Shares)				6,478
Stock based Compensation		$ 1,500	2,072,498			2,073,988
Stock based Compensation (in Shares)		1,500,000
Net loss					(25,305)	(25,305)
Balance at Dec. 31, 2021		$ 8,142	21,741,403	$ 7,987	(19,767,571)	1,989,961
Balance (in Shares) at Dec. 31, 2021	1	8,141,965		6,478
Common stock for conversion of note payable – related party
Common stock issued for cash		$ 1,529	342,921			344,450
Common stock issued for cash (in Shares)		1,530,887
Stock based Compensation		$ 267	1,104,660			1,104,927
Stock based Compensation (in Shares)		266,667
Capital contribution of accrued salary – related party			4,793			4,793
Shares issued for services		$ 6	7,981	$ (7,987)
Shares issued for services (in Shares)		6,478		(6,478)
Net loss					(4,116,227)	(4,116,227)
Balance at Dec. 31, 2022		$ 9,944	$ 23,201,758		$ (23,883,798)	$ (672,096)
Balance (in Shares) at Dec. 31, 2022	1	9,945,997

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Aug. 31, 2021
Cash flows from operating activities
Net Loss	$ (25,305)	$ (4,116,227)	$ (965,577)
Adjustments to reconcile net loss to net cash used in operating activities
Gain on the settlement of debt	(292,252)
Gain on the settlement of accrued expense	(2,665)
Amortization of domain names			3,244
Bad debt allowance	1,039	3,636
Inventory reserve		46,825
Reserve for notes receivable and advances Wonderleaf		81,700
Interest receivable – WonderLeaf		(931)
Stock issued for service	7,987
Stock based compensation	143,304	2,955,500
Inventory earnout		15,000
Changes in operating assets and liabilities:
Accounts receivable	587		(1,677)
Prepaid expenses	17,890	(747)	(22,010)
Inventory	1,434		(48,259)
Deposits	(12,000)		(6,686)
Accounts payable and accrued liability	54,166	213,086
Operating lease liability, net	366	4,091
Net Cash used in operating activities	(105,449)	(798,067)	(1,040,965)
Cash flows from investing activities
Advances to WonderLeaf		(35,769)
Note receivable WonderLeaf funded		(45,000)
Purchase of Url			(2,250)
Purchase of equipment		(7,202)	(2,745)
Net cash used in investing activities		(87,971)	(4,995)
Cash flow from financing activities
Proceeds of capital contribution		4,793
Proceeds from issuance of note payable – related party	62,500	415,500	130,534
Repayment of note payable – related party	(60,000)	(2,500)
Proceeds from issuance of shares	240,000	344,450	800,000
Net cash provided by financing activities	242,500	762,243	930,534
Net increase / (decrease) in cash	137,051	(123,795)	(115,426)
Cash at beginning of period	11,177	148,228	126,603
Cash at end of period	148,228	24,433	11,177
Supplemental disclosure of cash flow information
Cash paid for interest
Cash paid for income taxes
Noncash investing and financing activities:
Stock issued for conversion of debt – related party	100,000		250,000
Forgiveness of note payable – related party	533
Forgiveness of accrued salary	11,000		11,000
Right of use asset in exchange for operating lease liability	344,996
Stock issued for common stock payable			76,000
Stock issued for prepaid consulting	$ 2,025,000	$ 116,499

Nature of Operations, Significa

Nature of Operations, Significant Accounting Policies and Going Concern	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
NATURE OF OPERATIONS, SIGNIFICANT ACCOUNTING POLICIES AND GOING CONCERN	1. NATURE OF OPERATIONS, SIGNIFICANT ACCOUNTING POLICIES AND GOING CONCERN Nature of Business Operations Bespoke Extracts, Inc. (the “Company”) is a Nevada corporation focused on selling its proprietary line of specially-formulated, premium quality, hemp-derived CBD products. In November 2021, new management of the Company was appointed and the Company began to focus on other complimentary lines of business to its CBD offerings. Under our new management team, we plan to expand the Company’s focus to regulated cannabis markets in the United States. On December 2, 2021, Bespoke Extracts Colorado, LLC (“Bespoke Colorado”), a newly formed wholly-owned subsidiary of the Company entered into an asset purchase agreement with WonderLeaf, LLC (“WonderLeaf”), and on December 7, 2021, Bespoke Colorado and WonderLeaf entered into an amendment to such asset purchase agreement (as amended, the “WonderLeaf Purchase Agreement”). Pursuant to the Wonderleaf Purchase Agreement, Bespoke Colorado agreed to purchase from WonderLeaf, and WonderLeaf agreed to sell to Bespoke Colorado, certain assets of WonderLeaf, including a license to manufacture marijuana-infused products, existing inventory, and extraction equipment and ancillary items, all as further set forth in the WonderLeaf Purchase Agreement, for a purchase price of $225,000, to be paid in shares of common stock of the Company (including 116,667 shares issuable, and to be held in escrow, upon execution of the WonderLeaf Purchase Agreement, and an additional $150,000 of common stock that will be valued based on the volume weighted average price of the common stock, subject to a floor of $0.90 per share and a ceiling of $1.80 per share), provided that, the purchase price for the inventory will be 90% of the wholesale value of the regulated marijuana portion of the inventory and the packaging corresponding thereto set forth on the inventory accounting statement to be prepared pursuant to the WonderLeaf Purchase Agreement. On September 8, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 3 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to October 30, 2022. On October 31, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 4 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to November 30, 2022. On January 3, 2023, the Company completed the acquisition of the WondeLeaf assets. On February 2, 2022, the Company changed its fiscal year from August 31 to December 31. Certain prior period amounts have been reclassified to conform to the current period presentation which include common stock and additional paid in capital. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Bespoke Extracts, Inc., and its wholly owned subsidiary Bespoke Extracts Colorado, LLC. All inter-company balances have been eliminated. Going Concern The accompanying condensed consolidated unaudited financial statements have been prepared assuming a continuation of the Company as a going concern. The Company had negative cash flows from operations of $798,067, a working capital deficit of $753,916 and an accumulated deficit of $23,883,798 as of and for the year ended December 31, 2022. This raises substantial doubt about our ability to continue as a going concern for a period of one year from the date of these financial statements. The Company’s ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. There is no assurance that this series of events will be satisfactorily completed. Further, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. If additional financing is not available or is not available on acceptable terms, we will have to curtail or cease our operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. These financial statements do not include any adjustments that might arise from this uncertainty. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the accompanying consolidated financial statements and accompanying notes. Significant estimates include the assumption used in the valuation of equity-based transactions, valuation of intangible assets, allowance for doubtful accounts and inventory valuation and reserves. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments with original maturities of three months or less at the time of purchase. At December 31, 2022 and December 31, 2021, the Company did not have any cash equivalents. The Company did not have any cash in excess of FDIC limits of $250,000. Fair Value of Financial Instruments The carrying amounts of cash, accounts receivable, inventory and other assets, accounts payable, accrued liabilities, note payable and convertible note payable approximate their fair values as of December 31, 2022 and December 31, 2021, respectively, because of their short-term natures and the Company’s borrowing rate of interest. Accounts Receivable, Net Accounts receivable are recorded at fair value on the date revenue is recognized. The Company provides allowances for doubtful accounts for estimated losses resulting from the inability of its customers to repay their obligation. If the financial condition of the Company’s customers were to deteriorate, resulting in an impairment of their ability to repay, additional allowances may be required. The Company provides for potential uncollectible accounts receivable based on specific customer identification and historical collection experience adjusted for existing market conditions. If market conditions decline, actual collection experience may not meet expectations and may result in decreased cash flows and increased bad debt expense. The policy for determining past due status is based on the contractual payment terms of each customer, which are generally net 30 or net 60 days. Once collection efforts by the Company and its collection agency are exhausted, the determination for charging off uncollectible receivables is made. At December 31, 2022 and December 31, 2021, the Company has recorded an allowance for doubtful accounts of $3,636 and $0, respectively. At December 31, 2022 and December 31, 2021 included in the accounts receivable is the merchant holdback receivable balance of $0 and $3,636, respectively which will be remitted to the Company in the future. Advances and Loans to WonderLeaf Advances and loans to Wonderleaf are comprised of payments to Wonderleaf to fund their operations. As of year ended December 31, 2022 the Company recorded reserves for the receivables. Inventory, Net Inventories are stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out basis and net realizable value. Net realizable value is defined as sales price less cost of completion, disposition and transportation and a normal profit margin. As of December 31, 2022 and December 31, 2021, inventory amounted to $0 and $46,825 net of reserves, respectively, which consisted of finished goods of $81,240 and $78,363, and raw materials of $0 and $3,251, respectively. As of December 31, 2022 and December 31, 2021 inventory reserves were $81,240 and $34,789, respectively. Revenue Recognition We account for revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 606, “Revenue from Contracts with Customers”. Revenue is measured based on the amount of consideration that we expect to receive, reduced by discounts and estimates for credits and returns (calculated based upon previous experience and management’s evaluation). Outbound shipping charged to customers is recognized at the time the related merchandise revenues are recognized and are included in net revenues. Inbound and outbound shipping and delivery costs are included in cost of revenues. Our products are sold through our online and telephonic channels. Revenue is recognized when control of the merchandise is transferred to the customer, which generally occurs upon shipment. Payment is typically due on the date of shipment. The Company offers a 30 day return policy on sales. At December 31, 2022 and December 31, 2021, no individual customer amounted to over 10% of total accounts receivable. During the four months ended December 31, 2021 and the year ended December 31, 2022 no individual customer amounted to over 10% of tota1 sales. During the year ended December 31, 2021, no individual customer amounted to over 10% of total sales. Stock Based Compensation Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based on the fair value of the services provided or the estimated fair market value of the option or warrant, whichever is more reliably measurable, and in accordance with FASB ASC 718 , Compensation-Stock Compensation, Net Income / (Loss) per Share Basic income / (loss) per share amounts are computed based on net income / (loss) divided by the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that could occur if potentially dilutive securities were exercised or converted to common stock. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the “if converted” method. The effect of 438,723 warrants and 1,023,842 options is anti-dilutive for the year ended December 31, 2022 as they are not in the money. The effect of 1,023,842 options and 344,445 warrants anti-dilutive for the four months ended December 31, 2021. Reverse Stock Split On December 5, 2022 the Company effective January 13, 2023. All prior amounts equity amounts have been presented retroactive. Recent accounting pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Income Taxes We utilize the asset and liability method of accounting for income taxes. We recognize deferred tax liabilities or assets for the expected future tax consequences of temporary differences between the book and tax basis of assets and liabilities. We regularly assess the likelihood that our deferred tax assets will be recovered from future taxable income. We consider projected future taxable income and ongoing tax planning strategies in assessing the amount of the valuation allowance necessary to offset our deferred tax assets that will not be recoverable. We have recorded and continue to carry a full valuation allowance against our gross deferred tax assets that will not reverse against deferred tax liabilities within the scheduled reversal period. If we determine in the future that it is more likely than not that we will realize all or a portion of our deferred tax assets, we will adjust our valuation allowance in the period we make the determination. We expect to provide a full valuation allowance on our future tax benefits until we can sustain a level of profitability that demonstrates our ability to realize these assets.

Asset Purchase Agreement

Asset Purchase Agreement	12 Months Ended
	Dec. 31, 2022
Asset Purchase Agreement [Abstract]
ASSET PURCHASE AGREEMENT	2. ASSET PURCHASE AGREEMENT On February 21, 2017, the Company purchased all right, title, and interest in or associated with certain domain names set forth in an asset purchase agreement for a total of $20,185 in cash and 200,000 shares of the Company’s common stock valued at $30,000. During the year ended August 31, 2020, the Company transferred certain URLs valued at $5,282 to an unrelated party and impaired $289 leaving a balance of $44,614 of URLs. The domain names are being amortized over a 15 year period. During the year ended August 31, 2021, the Company recorded an amortization expense of $3,244. In connection with a stock purchase agreement, on October 28, 2021, a convertible debenture with an original issue date of December 24, 2019, as amended by Amendment No. 1 thereto, dated May 28, 2020, Amendment No. 2 thereto, dated August 21, 2020, Amendment No. 3 thereto, dated December 10, 2020, Amendment No. 4 thereto, dated January 15, 2021, Amendment No. 5 thereto, dated April 2, 2021, and Amendment No. 6 thereto, dated August 2, 2021 (as amended, the “Debenture”) with an original principal amount of approximately $400,000 was terminated, and all amounts due and payable thereunder forgiven pursuant to a cancellation and satisfaction of debenture agreement entered into between the Company and the Debenture holder. In exchange for cancellation of the debt owed under the Debenture, the Company transferred to the holder certain domain names valued at $32,748 and the inventory earn-out as satisfaction for the convertible debenture. (See Notes 3 and 6.)

Inventory Earn-Out

Inventory Earn-Out	12 Months Ended
	Dec. 31, 2022
Inventory Disclosure [Abstract]
INVENTORY EARN-OUT	3. INVENTORY EARN-OUT As described in Notes 2 and 6, in exchange for cancellation of the debt owed under the Debenture, the Company transferred to the holder certain domain names and agreed to pay the holder, beginning December 1, 2021, and on a monthly basis through August 31, 2022, 40% of the operating profit generated from sale of the existing CBD inventory of the Company, and on August 31, 2022, to make a final payment equal to an amount of $75,000 minus the total of the monthly payments made under the Inventory Earn Out. As of December 31, 2022 no amounts have been paid. The inventory earn-out agreement was amended on November 11, 2022 such that the final payment under the inventory earn out was increased to $90,000 (less any payments previously made) and will be due February 28, 2023. In April 2023 the amount was repaid.

Note Receivable

Note Receivable	12 Months Ended
	Dec. 31, 2022
Receivables [Abstract]
NOTE RECEIVABLE	4. NOTE RECEIVABLE On January 19, 2022 the Company loaned WonderLeaf $10,000, pursuant to a promissory note. The note bears interest at 5% annually and matures on January 18, 2023. On February 8, 2022 the Company loaned WonderLeaf $10,000, pursuant to a promissory note. The note bears interest at 5% annually and matures on February 8, 2023. On October 25, 2022 the Company loaned WonderLeaf $25,000, pursuant to a promissory note. The note bears interest at 5% annually and matures on February 8, 2023. As of December 31, 2022 accrued interest on the notes receivable amounted to $931. At December 31, 2022 the Company recorded a reserve of $45,931 for the promissory notes and accrued interest.

Note Payable _ Related Party

Note Payable – Related Party	12 Months Ended
	Dec. 31, 2022
Note Payable - Related Party [Abstract]
NOTE PAYABLE – RELATED PARTY	5. NOTE PAYABLE – RELATED PARTY During the year ended December 31, 2021, Michael Feinsod, the Company’s chief executive officer, loaned the Company $62,500 and was repaid $60,000. During the year ended December 31, 2022, Michael Feinsod, the Company’s chief executive officer, was repaid $2,500 and loaned the Company an additional $415,500. All loans are payable upon demand.

Convertible Note Payable

Convertible Note Payable	12 Months Ended
	Dec. 31, 2022
Convertible Note Payable [Abstract]
CONVERTIBLE NOTE PAYABLE	6. CONVERTIBLE NOTE PAYABLE On December 24, 2019, the Company entered into and closed a securities purchase agreement with an accredited investor, pursuant to which the Company issued and sold to the investor an original issue discount convertible debenture in the principal amount of $500,000, for a purchase price of $300,000. The Company also issued to the investor 111,111 shares of common stock valued at $55,000 ($0.225 per share). The Company recorded beneficial conversion of $245,000 due to the conversion feature. The debenture could not be converted to common stock to the extent such conversion would result in the holder beneficially owning more than 4.99% of the Company’s outstanding common stock. The debenture had an original maturity date of April 30, 2020 and was convertible into shares of common stock of the Company at an initial conversion price of $0.045, except that, if the Company failed to repay the debenture upon maturity, the conversion price would be reduced to $0.18 (subject to adjustment for stock splits, stock dividends, and similar transactions) and the debenture would bear interest at the rate of 9% per year. The Company’s obligation to repay the debenture upon maturity was initially secured by a security interest in the Company’s inventory pursuant to a security agreement between the Company and the investor. For the year ended August 31, 2020 the Company recorded amortization of debt discount of $500,000. A portion of the debenture was subsequently sold by the original purchaser to a third party. On April 23, 2020, the Company entered into an amendment to the security agreement with the holders of the debentures. Pursuant to the security agreement amendment, the collateral under the security agreement was amended to be the Company’s URLs. The Company also entered into six amendments to the debentures, including to increase the conversion price to $2.25, and to extend the maturity date, including an amendment entered into on August 2, 2021, to extend the maturity date to August 31, 2021. In September 2021, a debenture holder converted $100,000 into 44,444 shares of common stock at a price of $2.25 per share. As of December 31, 2022, there is no convertible debt outstanding. On October 28, 2021, in connection with a stock purchase agreement, the Debenture with an original principal amount of approximately $400,000 was terminated, and all amounts due and payable thereunder forgiven pursuant to a cancellation and satisfaction of debenture agreement entered into between the Company and the Debenture holder. In exchange for cancellation of the debt owed under the Debenture, the Company transferred to the holder certain domain names valued at $32,748 and agreed to pay the holder, beginning December 1, 2021, and on a monthly basis through August 31, 2022, 40% of the operating profit generated from sale of the existing CBD inventory of the Company, and on August 31, 2022, to make a final payment equal to an amount of $75,000 minus the total of the monthly payments made under the Inventory Earn Out. The Company recorded a gain on the extinguishment of debt $292,252 during the year ended December 31, 2021. The inventory earn-out agreement was amended on November 11, 2022 (see Note 3).

Leases

Leases	12 Months Ended
	Dec. 31, 2022
Leases [Abstract]
LEASES	7. LEASES In connection with the WonderLeaf Purchase Agreement, Bespoke Colorado entered into a lease agreement (the “Lease”) with WL Holdings, Ltd. (“WL Holdings”) in December 2021. Pursuant to the Lease, Bespoke Colorado will lease from WL Holdings certain commercial space in Aurora, Colorado, where WonderLeaf’s business has been located, commencing upon signing of the Lease and Wonderleaf Purchase Agreement, for a term of five years, which Bespoke Colorado will have an option to renew for an additional five years. Monthly rent under the Lease will start at $6,000. The Lease grants the Company an option to purchase the property for $600,000. The Company has not decided whether it will exercise either option. Supplemental balance sheet information related to leases was as follows: December 31, Operating Leases Classification 2022 Right-of-use assets Right of use assets $ 275,912 Current lease liabilities Current operating lease liabilities 64,330 Non-current lease liabilities Long-term operating lease liabilities 216,039 Total lease liabilities $ 280,369 Lease term and discount rate were as follows: December 31, 2022 Weighted average remaining lease term (years) 3.94 Weighted average discount rate 4 % The component of lease costs was as follows: Year ended 2022 Operating lease cost $ 76,372 Variable lease cost (1) 4,200 Total lease costs $ 80,572 (1) Variable lease cost primarily relates to common area maintenance, property taxes and insurance on leased real estate. Supplemental disclosures of cash flow information related to leases were as follows: December 31, 2022 Cash paid for operating lease liabilities $ 54,000 Maturities of lease liabilities were as follows as of December 31, 2022: Operating Leases 2023 $ 75,600 2024 75,915 2025 79,380 2026 72,765 Thereafter - Total undiscounted lease payments 303,660 Less: Present value discount (23,291 ) Total Present value of lease liabilities $ 280,369 Operating Leases Classification December 31, Right-of-use assets Right of use assets $ 339,780 Current lease liabilities Current operating lease liabilities 59,777 Non-current lease liabilities Long-term operating lease liabilities 280,369 Total lease liabilities $ 340,146 Lease term and discount rate were as follows: December 31, 2021 Weighted average remaining lease term (years) 4.92 Weighted average discount rate 4 % The component of lease costs was as follows: Four months December 31, 2021 Operating lease cost $ 6,366 Variable lease cost (1) - Total lease costs $ 6,366 (1) Variable lease cost primarily relates to common area maintenance, property taxes and insurance on leased real estate. Supplemental disclosures of cash flow information related to leases were as follows: December 31, 2021 Cash paid for operating lease liabilities $ 6,000 Right of use assets obtained in exchange for operating lease liabilities $ 344,996

Equity

Equity	12 Months Ended
	Dec. 31, 2022
Stockholders' Equity Note [Abstract]
EQUITY	8. EQUITY Common Stock and Preferred Stock On December 5, 2022 the Company approved an amendment to its articles of incorporation to effect a 45-to-1 reverse split of our common stock effective January 13, 2023. All prior amounts equity amounts have been presented retroactive. As of December 31, 2022 and December 31, 2021, the Company’s authorized capital stock consists of 3,000,000,000 shares of common stock, par value $0.001, and 50,000,000 shares of preferred stock, par value $0.001. 1,000 shares of preferred stock are designated as Series A Convertible Preferred Stock. No shares of Series A Preferred Stock are issued and outstanding as of December 31, 2022 and December 31, 2021, respectively. The Company’s Certificate of Designation of Series B Preferred Stock was withdrawn by the Company on June 30, 2020. 1 share of preferred stock is designated Series C Preferred Stock and is issued and outstanding as of December 31, 2022 and December 31, 2021, respectively. The Series C Preferred Stock has a stated value of $24,000 and entitles the holder to 51% of the total voting power of the Company’s stockholders. The Company may, in its sole discretion, redeem the Series C Preferred Stock at any time for a redemption price equal to the stated value. Upon payment of the redemption price by the Company, the Series C Preferred Stock will revert to the status of authorized but unissued preferred stock. On October 28, 2021, the Company entered into a stock purchase agreement with Danil Pollack (the Company’s then-chief executive officer), and Infinity Management, LLC (“Infinity”). Pursuant to the purchase agreement, upon the closing thereof on November 19, 2021, Mr. Pollack sold to Infinity, 1,111,111 shares of common stock of the Company and one share of Series C preferred stock of the Company for cash consideration of $240,000. The Series C Preferred Stock Infinity acquired represents 51% of the voting power of the Company’s capital stock, and therefore the transaction resulted in a change-in-control of the Company. The purchase agreement further provided for Infinity to make a capital contribution to the Company of $4,792 to cover payment of the amounts due to certain creditors of the Company, as set forth in the purchase agreement. The amount was paid on January 18, 2022. On December 2, 2021, Bespoke Colorado, a newly formed wholly-owned subsidiary of the Company entered into an asset purchase agreement with WonderLeaf, LLC (“WonderLeaf”), and on December 7, 2021, Bespoke Colorado and WonderLeaf entered into an amendment to such asset purchase agreement (as amended, the “WonderLeaf Purchase Agreement”). Pursuant to the Wonderleaf Purchase Agreement, Bespoke Colorado agreed to purchase from WonderLeaf, and WonderLeaf agreed to sell to Bespoke Colorado, certain assets of WonderLeaf, including a license to manufacture marijuana-infused products, existing inventory, and extraction equipment and ancillary items, all as further set forth in the Wonderleaf Purchase Agreement, for a purchase price of $225,000, to be paid in shares of common stock of the Company (including 55,555 shares issued and held in escrow, upon execution of the Purchase Agreement, and an additional $150,000 of common stock that will be valued based on the volume weighted average price of the common stock, subject to a floor of $0.90 per share and a ceiling of $1.80 per share), provided that, the purchase price for the inventory will be 90% of the wholesale value of the regulated marijuana portion of the inventory and the packaging corresponding thereto set forth on the inventory accounting statement to be prepared pursuant to the Wonderleaf Purchase Agreement. On June 30, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 2 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to August 30, 2022. On September 8, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 3 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to October 30, 2022. On October 31, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 4 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to November 30, 2022. On January 3, 2023, the Company completed the acquisition of the WonderLeaf assets. The shares of common stock were issued pursuant to the described terms. On December 14, 2021, the board of directors of the Company adopted the Company’s 2021 Equity Incentive Plan (the “2021 Plan”), pursuant to which up to an aggregate of 6,666,667 shares of common stock are available for issuance. Awards under the plan may include options (including incentive stock options and non-qualified stock options), stock appreciation rights, restricted stock, restricted stock units, performance share awards, or other equity-based awards, each as defined under the 2021 Plan. Options awarded under the 2021 Plan are to have an exercise price of not less than 100% of issued shares sub events the fair market value of the common stock on the grant date and a term of not more than ten years from the option grant date. On December 14, 2021, the Company entered into an employment agreement with Hunter Garth. Pursuant to the employment agreement, Mr. Garth will serve as the Company’s president and will receive a base monthly salary of $8,000. The Company also granted to Mr. Garth, pursuant to the Company’s 2021 Equity Incentive Plan, 500,000 shares of restricted common stock valued at $675,000 ($1.35 per share), which will vest one year from the date of grant. During the year ended December 31, 2022 the Company recorded $675,000 a prepaid expenses associated with the stock based compensation. During the years ended December 31, 2022 and 2021 the amount was amortized $643,562 and $31,438, respectively. As of December 31, 2022 and 2021, the Company’s remaining prepaid stock awards amount to $80,113 and $1,930,685, respectively. On December 14, 2021, the Company entered into an employment agreement with Michael Feinsod, the Company’s chief executive officer and chairman. Pursuant to the employment agreement, Mr. Feinsod will continue to serve as the Company’s chief executive officer and chairman and will receive a base monthly salary of $10,000. The Company also granted to Mr. Feinsod, pursuant to the Company’s 2021 Equity Incentive Plan, 1,000,000 shares of restricted common stock valued at $1,350,000 ($1.35 per share), which will vest one year from the date of grant. During the year ended December 31, 2022 the Company recorded $1,350,000 of prepaid expenses associated with the stock based compensation. During the year ended December 31, 2022, the Company entered into and closed securities purchase agreements with investors pursuant to which the Company issued and sold to the investors an aggregate of 1,530,897 shares of common stock and warrants to purchase an aggregate of 1,530,897 shares of common stock, for an aggregate purchase price of $344,450. The warrants expire June 30, 2023 and have an exercise price of $2.25. Effective August 1, 2022, the Company issued an aggregate of 266,667 shares of common stock to employees and consultants for services, including 155,556 shares that vest immediately, 55,556 shares that will vest one year from the grant date, and 55,556 shares that will vest two years from the grant date during the year ended December 31, 2022 the Company recorded an expense $1,104,928. As of December 31, 2022 the Company had a prepaid stock award of $80,113. During the years ended December 31, 2022 and the four months ended December 31, 2021 the Company recognized an expense of $ 2,1830,169 Warrants During the four months ended December 31, 2021, the Company entered into and closed securities purchase agreements with investors pursuant to which the Company issued and sold to the investors an aggregate of 50,000,000 shares of common stock and warrants to purchase an aggregate of 12,500,000 shares of common stock, for an aggregate purchase price of $250,000 with offering costs of $10,000 for legal expenses. The warrants have a term of one year and an exercise price of $0.05. During the year ended December 31, 2022, the Company entered into and closed securities purchase agreements with investors pursuant to which the Company issued and sold to the investors an aggregate of 1,530,887 shares of common stock and warrants to purchase an aggregate of 382,722 shares of common stock, for an aggregate purchase price of $344,450. The warrants expire June 30, 2023 and have an exercise price of $2.25. The following table summarizes the warrant activities during the four months ended December 31, 2021 and the year ended December 31, 2022: Number of Weighted- Weighted- Outstanding at August 31, 2021 66,667 23.40 2.16 Granted 277,778 2.25 1.00 Canceled or expired - - - Outstanding at December 31, 2021 344,445 $ 6.30 0.90 years Granted 382,722 1.80 0.75 years Canceled or expired (288,444 ) 2.99 Exercised - - Outstanding at December 31, 2022 438,723 $ 5.03 0.36 years Exercisable at December 31, 2022 438,723 $ 5.03 0.36 years Intrinsic value at December 31, 2022 $ - Options On December 14, 2021, the Company entered into an employment agreement with Hunter Garth, wherein the Company granted to Mr. Garth, pursuant to the Company’s 2021 Equity Incentive Plan, ten-year options to purchase 333,333 shares of common stock at an exercise price of $2.70 (representing a 120% premium over the closing price of the common stock on December 13, 2021). One-third of the options will vest on each yearly anniversary of the date of grant. The options were valued at $450,000 using a Black-Scholes pricing model. During the year December 31, 2022 and 2021 the Company recorded $266,257 and $12,806, respectively of expenses associated with the vesting of these stock options. (See notes 9 and 10). On December 14, 2021, the Company entered into an employment agreement with Michael Feinsod, wherein the Company granted to Mr. Feinsod, pursuant to the Company’s 2021 Equity Incentive Plan, ten-year options to purchase 666,667 shares of common stock at an exercise price of $2.70 (representing a 120% premium over the closing price of the common stock on December 13, 2021). One-third of the options will vest on each yearly anniversary of the date of grant. The options were valued at $900,000 using a Black-Scholes pricing model. During the year ended December 31, 2022 and 2021 the Company recorded $532,513 and $25,612, respectively of expenses associated with the vesting of these stock options. (See notes 9 and 10). On December 14, 2021, the Company issued to a consultant options to purchase 22,222 shares of common stock at an exercise price of $1.35. The options vest over a period of 3 months and have a term of 10 years. The options were valued at $30,000 using a Black-Scholes pricing model. During the year ended December 31, 2022 and 2021 the Company recorded $24,900 and $5,100, respectively of expenses associated with the vesting of these stock options. The following table summarizes the option activities during the four months ended December 31, 2021 and the year ended December 31, 2022: Number of Weighted- Weighted- Outstanding at August 31, 2021 - - - Granted 1,023,842 $ 2.67 10.00 years Canceled or expired Outstanding at December 31, 2021 1,023,842 $ 2.67 9.95 years Granted - - Canceled or expired - - Exercised - - Outstanding at December 31, 2022 1,023,842 $ 2.67 8.95 years Exercisable at December 31, 2022 1,023,842 $ 2.67 8.95 years Intrinsic value at December 31, 2022 $ - The future expense as of December 31, 2022 is $512,813.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2022
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	9. RELATED PARTY TRANSACTIONS On April 21, 2020, Danil Pollack was appointed president, chief executive officer, and chief financial officer of the Company. In connection with Mr. Pollack’s appointment, the Company entered into an employment agreement with Mr. Pollack. Pursuant to the employment agreement, Mr. Pollack agreed to serve as the Company’s chief executive officer and president for a period of one year, which term would renew automatically for successive one year terms, subject to the right of either party to terminate the agreement at any time upon written notice. Mr. Pollack was granted the right, for a period of six months, to purchase up to 2,222,222 shares of common stock of the Company for a purchase price of $0.045 per share. On September 30, 2020, the Company entered into an amendment to the Company’s employment agreement, dated April 22, 2020, with Danil Pollack, the Company’s then-chief executive officer. Pursuant to the amendment, the Company agreed to pay Mr. Pollack an annual salary of $48,000. On April 27, 2021, the Company entered into an amendment to the Company’s employment agreement with Mr. Pollack. Pursuant to the amendment, the Company agreed to pay Mr. Pollack an annual salary of $66,000 effective April 1, 2021. On November 2, 2021, effective July 1, 2021 Mr. Pollack waived all compensation owed to him by the Company as of such date through the date of his resignation as the Company’s chief executive officer. Mr. Pollack elected to forgive $11,000 of salary during the four months ended December 31, 2021, and the amount was recorded as a capital contribution. On October 28, 2021, the Company entered into a stock purchase agreement with Danil Pollack, and Infinity Management, LLC. Pursuant to the purchase agreement, upon the closing thereof on November 19, 2021, Mr. Pollack sold to Infinity, 1,111,111 shares of the common stock of the Company and one share of Series C preferred stock of the Company for cash consideration of $240,000. The Series C Preferred Stock Infinity acquired represents 51% of the voting power of the Company’s capital stock, and therefore the transaction resulted in a change-in-control of the Company. The purchase agreement further provided for Infinity to make a capital contribution to the Company of $4,792 to cover payment of the amounts due to certain creditors of the Company, as set forth in the purchase agreement. The amount was paid on January 18, 2022. In connection with the purchase agreement, and effective upon the closing thereunder, Mr. Michael Feinsod, the managing member of Infinity, was appointed as the chief executive officer and chairman of the board of directors of the Company, Mr. Hunter Garth was appointed as a director, as well as chief strategy officer of the Company, and Mr. Pollack resigned from all positions with the Company, including as president, CEO, chief financial officer and director of the Company. On December 14, 2021, the Company entered into an employment agreement with Hunter Garth. Pursuant to the employment agreement, Mr. Garth will serve as the Company’s president and will receive a base monthly salary of $8,000. The Company also granted to Mr. Garth, pursuant to the Company’s 2021 Equity Incentive Plan, 500,000 shares of restricted common stock, which will vest one year from the date of grant, and ten-year options to purchase 333,333 shares of common stock at an exercise price of $2.70 (representing a 120% premium over the closing price of the common stock on December 13, 2021). One-third of the options will vest on each yearly anniversary of the date of grant. In the event that Mr. Garth is terminated without cause or resigns with good reason (each as defined in the employment agreement), he will be entitled to his monthly base salary for twelve months following such termination. On December 14, 2021, the Company entered into an employment agreement with Michael Feinsod, the Company’s chief executive officer and chairman. Pursuant to the employment agreement, Mr. Feinsod will continue to serve as the Company’s chief executive officer and chairman and will receive a base monthly salary of $10,000. The Company also granted to Mr. Feinsod, pursuant to the Company’s 2021 Equity Incentive Plan, 1,000,000 shares of restricted common stock, which will vest one year from the date of grant, and ten-year options to purchase 666,667 shares of common stock at an exercise price of $2.70 (representing a 120% premium over the closing price of the common stock on December 13, 2021). One-third of the options will vest on each yearly anniversary of the date of grant. In the event that Mr. Feinsod is terminated without cause or resigns with good reason (each as defined in the employment agreement), he will be entitled to his monthly base salary for twelve months following such termination. During the year ended December 31, 2022, Michael Feinsod, the Company’s chief executive officer, advanced the Company $415,500 and was repaid $2,500 for operations. The loans are non-interest bearing and payable upon demand. (See Note 5.)

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	10. COMMITMENTS AND CONTINGENCIES On April 21, 2020, Danil Pollack was appointed president, chief executive officer, and chief financial officer of the Company. In connection with Mr. Pollack’s appointment, the Company entered into an employment agreement with Mr. Pollack. On September 30, 2020, the Company entered into an amendment to the employment agreement. Pursuant to the amendment, the Company agreed to pay Mr. Pollack an annual salary of $48,000. On April 27, 2021, the Company entered into an amendment to the Company’s employment agreement with Mr. Pollack. Pursuant to the amendment, the Company agreed to pay Mr. Pollack an annual salary of $66,000 effective April 1, 2021. Mr. Pollack elected to forgive $11,000 of salary during the four months ended December 31, 2021; the amount was recorded as a capital contribution. Mr. Pollack resigned on November 19, 2021. In connection with the purchase agreement, a convertible debenture with an original issue date of December 24, 2019, as amended by Amendment No. 1 thereto, dated May 28, 2020, Amendment No. 2 thereto, dated August 21, 2020, Amendment No. 3 thereto, dated December 10, 2020, Amendment No. 4 thereto, dated January 15, 2021, Amendment No. 5 thereto, dated April 2, 2021, and Amendment No. 6 thereto, dated August 2, 2021 (as amended, the “Debenture”) with an original principal amount of approximately $400,000 was terminated, and all amounts due and payable thereunder forgiven pursuant to a cancellation and satisfaction of debenture agreement entered into between the Company and the Debenture holder (the “Debt Cancellation Agreement”). In exchange for cancellation of the debt owed under the Debenture, the Company transferred to the holder certain domain names and agreed to pay the holder, beginning December 1, 2021, and on a monthly basis through August 31, 2022, 40% of the operating profit generated from sale of the existing CBD inventory of the Company (the “Inventory Earn Out”), and on August 31, 2022, to make a final payment equal to an amount of $75,000 minus the total of the monthly payments made under the Inventory Earn Out. The inventory earn-out agreement was amended on November 11, 2022 (see Note 3). On December 14, 2021, the Company entered into an employment agreement with Hunter Garth. Pursuant to the employment agreement, Mr. Garth will serve as the Company’s president and will receive a base monthly salary of $8,000. The Company also granted to Mr. Garth, pursuant to the Company’s 2021 Equity Incentive Plan, 500,000 shares of restricted common stock, which will vest one year from the date of grant, and ten-year options to purchase 333,333 shares of common stock at an exercise price of $2.70 (representing a 120% premium over the closing price of the common stock on December 13, 2021). One-third of the options will vest on each yearly anniversary of the date of grant. In the event that Mr. Garth is terminated without cause or resigns with good reason (each as defined in the employment agreement), he will be entitled to his monthly base salary for twelve months following such termination. On December 14, 2021, the Company entered into an employment agreement with Michael Feinsod, the Company’s chief executive officer and chairman. Pursuant to the employment agreement, Mr. Feinsod will continue to serve as the Company’s chief executive officer and chairman and will receive a base monthly salary of $10,000. The Company also granted to Mr. Feinsod, pursuant to the Company’s 2021 Equity Incentive Plan, 1,000,000 shares of restricted common stock, which will vest one year from the date of grant, and ten-year options to purchase 666,667 shares of common stock at an exercise price of $0.06 (representing a 120% premium over the closing price of the common stock on December 13, 2021). One-third of the options will vest on each yearly anniversary of the date of grant. In the event that Mr. Feinsod is terminated without cause or resigns with good reason (each as defined in the employment agreement), he will be entitled to his monthly base salary for twelve months following such termination. On August 11, 2022, the Company and Bespoke Colorado entered into an asset purchase agreement with Osiris, LLC doing business as Best Day Ever (“BDE”) and Michael Gurtman. Pursuant to the purchase agreement, Bespoke Colorado agreed to purchase from BDE, and BDE agreed to sell to Bespoke Colorado, the assets of BDE, including certain licenses. The Company also agreed to assume certain leases, all as further set forth in the purchase agreement. As consideration for the acquisition of the assets, the Company agreed to issue 2,777,778 shares of common stock at the closing of the transaction. Closing of the purchase agreement was subject to receipt of certain governmental approvals and other customary closing conditions. The purchase agreement was terminated on November 18, 2022.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
INCOME TAXES	11. INCOME TAXES FASB ASC 740, Income Taxes, At December 31, 2022 and 2021, the Company had net operating loss carryforwards which are available to offset future taxable income, of approximately $6,277,000 and $5,100,000, respectively, of which approximately $3,156,376 will begin to expire in 2032 and the remainder is carried forward indefinitely. Tax returns for the years ended August 31, 2021, 2020, 2019, 2018, and 2017 are subject to examination by the Internal Revenue Service. A reconciliation of the Company’s income taxes to amounts calculated at the federal statutory rate is as follows for the years ended December 31: 2022 2021 Federal and state statutory taxes (25.00 )% (25.00 )% Change in tax rate estimate - % - % Permanent differences .28 % 22.5 % Change in valuation allowance 24.72 % 2.50 % - % - % In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of December 31, 2022 and 2021 and recorded a full valuation allowance. Components of net deferred tax assets, including a valuation allowance, are as follows at December 31: 2022 2021 Deferred tax assets: Inventory impairment $ 21,179 $ 9,533 Bad debt expense 21,045 1,011 Net operating loss carryforward 1,401,034 1,148,596 Total deferred tax assets 1,443,258 1,159,140 Valuation allowance (1,443,258 ) (1,159,140 ) Total net deferred tax assets $ - $ - A reconciliation of the expected income tax benefit at the U.S. Federal income tax rate to the income tax benefit actually recognized for the years ended December 31, 2022 and 2021 is set forth below: 2022 2021 Net loss $ (1,009,374 ) $ (6,205 ) Non-deductible expenses and other 756,935 40,057 Change in valuation allowance 252,756 33,852 Benefit from income taxes $ - $ - As a result of certain ownership changes, the Company may be subject to an annual limitation on the utilization of its U.S. net operating loss carryforwards pursuant to Section 382 of the Internal Revenue Code. A study to determine the effect, if any, of this change, has not been undertaken.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	12. SUBSEQUENT EVENTS On January 3, 2023, the Company completed the acquisition of certain assets of WonderLeaf, LLC including a license to manufacture marijuana-infused products, existing inventory, and extraction equipment and ancillary items, pursuant to the asset purchase agreement between Bespoke Colorado and WonderLeaf, dated December 2, 2021, as amended. In accordance with the purchase agreement, in connection with the closing the Company will issue 166,667 shares of common stock to the members of WonderLeaf. The Company also previously issued 55,555 shares of common stock upon execution of the purchase agreement.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Nature of Business Operations	Nature of Business Operations Bespoke Extracts, Inc. (the “Company”) is a Nevada corporation focused on selling its proprietary line of specially-formulated, premium quality, hemp-derived CBD products. In November 2021, new management of the Company was appointed and the Company began to focus on other complimentary lines of business to its CBD offerings. Under our new management team, we plan to expand the Company’s focus to regulated cannabis markets in the United States. On December 2, 2021, Bespoke Extracts Colorado, LLC (“Bespoke Colorado”), a newly formed wholly-owned subsidiary of the Company entered into an asset purchase agreement with WonderLeaf, LLC (“WonderLeaf”), and on December 7, 2021, Bespoke Colorado and WonderLeaf entered into an amendment to such asset purchase agreement (as amended, the “WonderLeaf Purchase Agreement”). Pursuant to the Wonderleaf Purchase Agreement, Bespoke Colorado agreed to purchase from WonderLeaf, and WonderLeaf agreed to sell to Bespoke Colorado, certain assets of WonderLeaf, including a license to manufacture marijuana-infused products, existing inventory, and extraction equipment and ancillary items, all as further set forth in the WonderLeaf Purchase Agreement, for a purchase price of $225,000, to be paid in shares of common stock of the Company (including 116,667 shares issuable, and to be held in escrow, upon execution of the WonderLeaf Purchase Agreement, and an additional $150,000 of common stock that will be valued based on the volume weighted average price of the common stock, subject to a floor of $0.90 per share and a ceiling of $1.80 per share), provided that, the purchase price for the inventory will be 90% of the wholesale value of the regulated marijuana portion of the inventory and the packaging corresponding thereto set forth on the inventory accounting statement to be prepared pursuant to the WonderLeaf Purchase Agreement. On September 8, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 3 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to October 30, 2022. On October 31, 2022, Bespoke Colorado and WonderLeaf entered into amendment No. 4 to the asset purchase agreement. Pursuant to the amendment, the “Termination Date” under the asset purchase agreement was extended to November 30, 2022. On January 3, 2023, the Company completed the acquisition of the WondeLeaf assets. On February 2, 2022, the Company changed its fiscal year from August 31 to December 31. Certain prior period amounts have been reclassified to conform to the current period presentation which include common stock and additional paid in capital.
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of Bespoke Extracts, Inc., and its wholly owned subsidiary Bespoke Extracts Colorado, LLC. All inter-company balances have been eliminated.
Going Concern	Going Concern The accompanying condensed consolidated unaudited financial statements have been prepared assuming a continuation of the Company as a going concern. The Company had negative cash flows from operations of $798,067, a working capital deficit of $753,916 and an accumulated deficit of $23,883,798 as of and for the year ended December 31, 2022. This raises substantial doubt about our ability to continue as a going concern for a period of one year from the date of these financial statements. The Company’s ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. There is no assurance that this series of events will be satisfactorily completed. Further, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. If additional financing is not available or is not available on acceptable terms, we will have to curtail or cease our operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. These financial statements do not include any adjustments that might arise from this uncertainty.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the accompanying consolidated financial statements and accompanying notes. Significant estimates include the assumption used in the valuation of equity-based transactions, valuation of intangible assets, allowance for doubtful accounts and inventory valuation and reserves. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments with original maturities of three months or less at the time of purchase. At December 31, 2022 and December 31, 2021, the Company did not have any cash equivalents. The Company did not have any cash in excess of FDIC limits of $250,000.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying amounts of cash, accounts receivable, inventory and other assets, accounts payable, accrued liabilities, note payable and convertible note payable approximate their fair values as of December 31, 2022 and December 31, 2021, respectively, because of their short-term natures and the Company’s borrowing rate of interest.
Accounts Receivable, Net	Accounts Receivable, Net Accounts receivable are recorded at fair value on the date revenue is recognized. The Company provides allowances for doubtful accounts for estimated losses resulting from the inability of its customers to repay their obligation. If the financial condition of the Company’s customers were to deteriorate, resulting in an impairment of their ability to repay, additional allowances may be required. The Company provides for potential uncollectible accounts receivable based on specific customer identification and historical collection experience adjusted for existing market conditions. If market conditions decline, actual collection experience may not meet expectations and may result in decreased cash flows and increased bad debt expense. The policy for determining past due status is based on the contractual payment terms of each customer, which are generally net 30 or net 60 days. Once collection efforts by the Company and its collection agency are exhausted, the determination for charging off uncollectible receivables is made. At December 31, 2022 and December 31, 2021, the Company has recorded an allowance for doubtful accounts of $3,636 and $0, respectively. At December 31, 2022 and December 31, 2021 included in the accounts receivable is the merchant holdback receivable balance of $0 and $3,636, respectively which will be remitted to the Company in the future.
Advances and Loans to WonderLeaf	Advances and Loans to WonderLeaf Advances and loans to Wonderleaf are comprised of payments to Wonderleaf to fund their operations. As of year ended December 31, 2022 the Company recorded reserves for the receivables.
Inventory, Net	Inventory, Net Inventories are stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out basis and net realizable value. Net realizable value is defined as sales price less cost of completion, disposition and transportation and a normal profit margin. As of December 31, 2022 and December 31, 2021, inventory amounted to $0 and $46,825 net of reserves, respectively, which consisted of finished goods of $81,240 and $78,363, and raw materials of $0 and $3,251, respectively. As of December 31, 2022 and December 31, 2021 inventory reserves were $81,240 and $34,789, respectively.
Revenue Recognition	Revenue Recognition We account for revenue in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 606, “Revenue from Contracts with Customers”. Revenue is measured based on the amount of consideration that we expect to receive, reduced by discounts and estimates for credits and returns (calculated based upon previous experience and management’s evaluation). Outbound shipping charged to customers is recognized at the time the related merchandise revenues are recognized and are included in net revenues. Inbound and outbound shipping and delivery costs are included in cost of revenues. Our products are sold through our online and telephonic channels. Revenue is recognized when control of the merchandise is transferred to the customer, which generally occurs upon shipment. Payment is typically due on the date of shipment. The Company offers a 30 day return policy on sales. At December 31, 2022 and December 31, 2021, no individual customer amounted to over 10% of total accounts receivable. During the four months ended December 31, 2021 and the year ended December 31, 2022 no individual customer amounted to over 10% of tota1 sales. During the year ended December 31, 2021, no individual customer amounted to over 10% of total sales.
Stock Based Compensation	Stock Based Compensation Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based on the fair value of the services provided or the estimated fair market value of the option or warrant, whichever is more reliably measurable, and in accordance with FASB ASC 718 , Compensation-Stock Compensation,
Net Income / (Loss) per Share	Net Income / (Loss) per Share Basic income / (loss) per share amounts are computed based on net income / (loss) divided by the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution that could occur if potentially dilutive securities were exercised or converted to common stock. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the “if converted” method. The effect of 438,723 warrants and 1,023,842 options is anti-dilutive for the year ended December 31, 2022 as they are not in the money. The effect of 1,023,842 options and 344,445 warrants anti-dilutive for the four months ended December 31, 2021.
Reverse Stock Split	Reverse Stock Split On December 5, 2022 the Company effective January 13, 2023. All prior amounts equity amounts have been presented retroactive.
Recent accounting pronouncements	Recent accounting pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date.
Income Taxes	Income Taxes We utilize the asset and liability method of accounting for income taxes. We recognize deferred tax liabilities or assets for the expected future tax consequences of temporary differences between the book and tax basis of assets and liabilities. We regularly assess the likelihood that our deferred tax assets will be recovered from future taxable income. We consider projected future taxable income and ongoing tax planning strategies in assessing the amount of the valuation allowance necessary to offset our deferred tax assets that will not be recoverable. We have recorded and continue to carry a full valuation allowance against our gross deferred tax assets that will not reverse against deferred tax liabilities within the scheduled reversal period. If we determine in the future that it is more likely than not that we will realize all or a portion of our deferred tax assets, we will adjust our valuation allowance in the period we make the determination. We expect to provide a full valuation allowance on our future tax benefits until we can sustain a level of profitability that demonstrates our ability to realize these assets.

Leases (Tables)

Leases (Tables)	12 Months Ended
	Dec. 31, 2022
Leases Table [Abstract]
Schedule of supplemental balance sheet information	December 31, Operating Leases Classification 2022 Right-of-use assets Right of use assets $ 275,912 Current lease liabilities Current operating lease liabilities 64,330 Non-current lease liabilities Long-term operating lease liabilities 216,039 Total lease liabilities $ 280,369 Operating Leases Classification December 31, Right-of-use assets Right of use assets $ 339,780 Current lease liabilities Current operating lease liabilities 59,777 Non-current lease liabilities Long-term operating lease liabilities 280,369 Total lease liabilities $ 340,146
Schedule of lease term and discount rate	December 31, 2022 Weighted average remaining lease term (years) 3.94 Weighted average discount rate 4 % December 31, 2021 Weighted average remaining lease term (years) 4.92 Weighted average discount rate 4 %
Schedule of lease costs	Year ended 2022 Operating lease cost $ 76,372 Variable lease cost (1) 4,200 Total lease costs $ 80,572 (1) Variable lease cost primarily relates to common area maintenance, property taxes and insurance on leased real estate. Four months December 31, 2021 Operating lease cost $ 6,366 Variable lease cost (1) - Total lease costs $ 6,366
Schedule of supplemental disclosures of cash flow information	December 31, 2022 Cash paid for operating lease liabilities $ 54,000 December 31, 2021 Cash paid for operating lease liabilities $ 6,000 Right of use assets obtained in exchange for operating lease liabilities $ 344,996
Schedule of maturities of lease liabilities	Operating Leases 2023 $ 75,600 2024 75,915 2025 79,380 2026 72,765 Thereafter - Total undiscounted lease payments 303,660 Less: Present value discount (23,291 ) Total Present value of lease liabilities $ 280,369

Equity (Tables)

Equity (Tables)	12 Months Ended
	Dec. 31, 2022
Stockholders' Equity Note [Abstract]
Schedule of warrant activities	Number of Weighted- Weighted- Outstanding at August 31, 2021 66,667 23.40 2.16 Granted 277,778 2.25 1.00 Canceled or expired - - - Outstanding at December 31, 2021 344,445 $ 6.30 0.90 years Granted 382,722 1.80 0.75 years Canceled or expired (288,444 ) 2.99 Exercised - - Outstanding at December 31, 2022 438,723 $ 5.03 0.36 years Exercisable at December 31, 2022 438,723 $ 5.03 0.36 years Intrinsic value at December 31, 2022 $ -
Schedule of option activities	Number of Weighted- Weighted- Outstanding at August 31, 2021 - - - Granted 1,023,842 $ 2.67 10.00 years Canceled or expired Outstanding at December 31, 2021 1,023,842 $ 2.67 9.95 years Granted - - Canceled or expired - - Exercised - - Outstanding at December 31, 2022 1,023,842 $ 2.67 8.95 years Exercisable at December 31, 2022 1,023,842 $ 2.67 8.95 years Intrinsic value at December 31, 2022 $ -

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Schedule of federal statutory rate	2022 2021 Federal and state statutory taxes (25.00 )% (25.00 )% Change in tax rate estimate - % - % Permanent differences .28 % 22.5 % Change in valuation allowance 24.72 % 2.50 % - % - %
Schedule of net deferred tax assets	2022 2021 Deferred tax assets: Inventory impairment $ 21,179 $ 9,533 Bad debt expense 21,045 1,011 Net operating loss carryforward 1,401,034 1,148,596 Total deferred tax assets 1,443,258 1,159,140 Valuation allowance (1,443,258 ) (1,159,140 ) Total net deferred tax assets $ - $ -
Schedule of federal statutory rate	2022 2021 Net loss $ (1,009,374 ) $ (6,205 ) Non-deductible expenses and other 756,935 40,057 Change in valuation allowance 252,756 33,852 Benefit from income taxes $ - $ -

Nature of Operations, Signifi_2

Nature of Operations, Significant Accounting Policies and Going Concern (Details) - USD ($)		12 Months Ended
	Dec. 02, 2021	Dec. 31, 2022	Dec. 31, 2021
Nature of Operations, Significant Accounting Policies and Going Concern (Details) [Line Items]
Agreement purchase price	$ 225,000
Common stock including shares issuable (in Shares)	116,667
Additional common stock	$ 150,000
Price per share (in Dollars per share)	$ 1.8
Inventory purchase price, percentage	90%
Cash flows from operation		$ 798,067
Working capital deficit		753,916
Accumulated deficit		23,883,798
FDIC limits		250,000
Allowance for doubtful accounts		3,636	$ 0
Accounts receivable		0	3,636
Inventory		0	46,825
Inventory finished goods		81,240	78,363
Raw material, net reserve		0	3,251
Inventory reserves		$ 81,240	$ 34,789
Total account receivable		10%	10%
Total sales			10%
Common Stock [Member]
Nature of Operations, Significant Accounting Policies and Going Concern (Details) [Line Items]
Price per share (in Dollars per share)	$ 0.9
Warrant [Member]
Nature of Operations, Significant Accounting Policies and Going Concern (Details) [Line Items]
Shares options (in Shares)		438,723	1,023,842
Option anti-dilutive shares (in Shares)		1,023,842	344,445
Options [Member]
Nature of Operations, Significant Accounting Policies and Going Concern (Details) [Line Items]
Total sales		10%

Asset Purchase Agreement (Detai

Asset Purchase Agreement (Details) - USD ($)		12 Months Ended
	Aug. 31, 2021	Dec. 31, 2022	Aug. 31, 2020	Feb. 21, 2017
Asset Purchase Agreement Details [Abstract]
Asset purchase agreement total				$ 20,185
Number of common stock shares (in Shares)				200,000
Common stock value				$ 30,000
Transferred value			$ 5,282
Impairment of unrelated party			289
Impaired of leaving balance			$ 44,614
Amortized over period			15 years
Amortization expense	$ 3,244
Transferred amount		$ 32,748
Asset Purchase Agreement [Member]
Asset Purchase Agreement Details [Abstract]
Original principal amount		$ 400,000

Inventory Earn-Out (Details)

Inventory Earn-Out (Details) - USD ($)	Nov. 11, 2022	Aug. 31, 2022
Inventory Disclosure [Abstract]
Operating profit, sale percentage		40%
Inventory earn out	$ 90,000	$ 75,000

Note Receivable (Details)

Note Receivable (Details) - USD ($)				12 Months Ended
	Oct. 25, 2022	Feb. 08, 2022	Jan. 19, 2022	Dec. 31, 2022
Receivables [Abstract]
Promissory note	$ 25,000	$ 10,000	$ 10,000	$ 45,931
Annual interest rate	5%	5%	5%
Maturity date	Feb. 08, 2023	Feb. 08, 2023	Jan. 18, 2023
Notes receivable amounted				$ 931

Note Payable _ Related Party (D

Note Payable – Related Party (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Loaned		$ 62,500
Repaid	$ 2,500	$ 60,000
Additional loan amount	$ 415,500

Convertible Note Payable (Detai

Convertible Note Payable (Details) - USD ($)	1 Months Ended			12 Months Ended
	Oct. 28, 2021	Sep. 30, 2021	Dec. 24, 2019	Aug. 31, 2022	Dec. 31, 2021	Aug. 31, 2020	Aug. 02, 2021
Convertible Note Payable (Details) [Line Items]
Principal amount			$ 500,000
Purchase amount			$ 300,000
Issuance of common stock, shares (in Shares)			111,111
Common stock value			$ 55,000
Common stock per share price (in Dollars per share)			$ 0.225
Beneficial conversion feature			$ 245,000
Company outstanding percentage			4.99%
Maturity date			April 30, 2020
Conversion price (in Dollars per share)			$ 0.045				$ 2.25
Conversion price reduced per share (in Dollars per share)			$ 0.18
Percentage of interest rate			9%
Debenture holder converted amount		$ 100,000
Converted to shares of common stock (in Shares)		44,444
Common stock price per share (in Dollars per share)		$ 2.25
Principal amount	$ 400,000
Debenture holder amount	$ 32,748
Percentage of operating profit generated				40%
Total of the monthly payments				$ 75,000
Gain on extinguishment of debt					$ 292,252
Securities Purchase Agreement [Member]
Convertible Note Payable (Details) [Line Items]
Amortization of debt discount						$ 500,000

Leases (Details)

Leases (Details)	12 Months Ended
	Dec. 31, 2022 USD ($)
Leases [Abstract]
Lease term	5 years
Renew for an additional term	5 years
Rent amount	$ 6,000
Purchase of property	$ 600,000

Leases (Details) - Schedule of

Leases (Details) - Schedule of supplemental balance sheet information - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Supplemental Balance Sheet Information Abstract
Right-of-use assets, Classification	Right of use assets	Right of use assets
Right-of-use assets	$ 275,912	$ 339,780
Current lease liabilities, Classification	Current operating lease liabilities	Current operating lease liabilities
Current lease liabilities	$ 64,330	$ 59,777
Non-current lease liabilities, Classification	Long-term operating lease liabilities	Long-term operating lease liabilities
Non-current lease liabilities	$ 216,039	$ 280,369
Total lease liabilities	$ 280,369	$ 340,146

Leases (Details) - Schedule o_2

Leases (Details) - Schedule of lease term and discount rate	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Lease Term And Discount Rate Abstract
Weighted average remaining lease term (years)	3 years 11 months 8 days	4 years 11 months 1 day
Weighted average discount rate	4%	4%

Leases (Details) - Schedule o_3

Leases (Details) - Schedule of lease costs - USD ($)		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021
Schedule Of Lease Costs Abstract
Operating lease cost		$ 76,372	$ 6,366
Variable lease cost	[1]	4,200
Total lease costs		$ 80,572	$ 6,366
[1] Variable lease cost primarily relates to common area maintenance, property taxes and insurance on leased real estate.

Leases (Details) - Schedule o_4

Leases (Details) - Schedule of supplemental disclosures of cash flow information - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Aug. 31, 2021
Schedule Of Supplemental Disclosures Of Cash Flow Information Abstract
Cash paid for operating lease liabilities	$ 6,000	$ 54,000
Right of use assets obtained in exchange for operating lease liabilities	$ 344,996

Leases (Details) - Schedule o_5

Leases (Details) - Schedule of maturities of lease liabilities	Dec. 31, 2022 USD ($)
Schedule Of Maturities Of Lease Liabilities Abstract
2023	$ 75,600
2024	75,915
2025	79,380
2026	72,765
Thereafter
Total undiscounted lease payments	303,660
Less: Present value discount	(23,291)
Total Present value of lease liabilities	$ 280,369

Equity (Details)

Equity (Details) - USD ($)						4 Months Ended	12 Months Ended
	Aug. 01, 2022	Dec. 14, 2021	Dec. 13, 2021	Dec. 02, 2021	Oct. 28, 2021	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Equity (Details) [Line Items]
Common stock, shares authorized (in Shares)						3,000,000,000	3,000,000,000	3,000,000,000
Common stock, par value (in Dollars per share)						$ 0.001	$ 0.001	$ 0.001
Common stock, description		The options vest over a period of 3 months and have a term of 10 years. The options were valued at $30,000 using a Black-Scholes pricing model.
Infinity capital cover payment							$ 4,792
Purchase agreement, description				Pursuant to the Wonderleaf Purchase Agreement, Bespoke Colorado agreed to purchase from WonderLeaf, and WonderLeaf agreed to sell to Bespoke Colorado, certain assets of WonderLeaf, including a license to manufacture marijuana-infused products, existing inventory, and extraction equipment and ancillary items, all as further set forth in the Wonderleaf Purchase Agreement, for a purchase price of $225,000, to be paid in shares of common stock of the Company (including 55,555 shares issued and held in escrow, upon execution of the Purchase Agreement, and an additional $150,000 of common stock that will be valued based on the volume weighted average price of the common stock, subject to a floor of $0.90 per share and a ceiling of $1.80 per share), provided that, the purchase price for the inventory will be 90% of the wholesale value of the regulated marijuana portion of the inventory and the packaging corresponding thereto set forth on the inventory accounting statement to be prepared pursuant to the Wonderleaf Purchase Agreement.
Base monthly salary		$ 900,000
Stock based compensation.							675,000
Prepaid stock award							$ 80,113	$ 1,930,685
Stock based compensation description		the Company entered into an employment agreement with Michael Feinsod, the Company’s chief executive officer and chairman. Pursuant to the employment agreement, Mr. Feinsod will continue to serve as the Company’s chief executive officer and chairman and will receive a base monthly salary of $10,000. The Company also granted to Mr. Feinsod, pursuant to the Company’s 2021 Equity Incentive Plan, 1,000,000 shares of restricted common stock valued at $1,350,000 ($1.35 per share), which will vest one year from the date of grant. During the year ended December 31, 2022 the Company recorded $1,350,000 of prepaid expenses associated with the stock based compensation.
Shares issued to investors (in Shares)						50,000,000	1,530,897
Shares sold to investors (in Shares)						12,500,000	1,530,897
Warrant purchase price						$ 250,000	$ 344,450
Exercise price (in Dollars per share)						$ 0.05	$ 2.25
Shares of common stock (in Shares)	266,667
Vest shares (in Shares)	155,556
Expense amount							$ 1,104,928
Prepaid stock award, description							As of December 31, 2022 the Company had a prepaid stock award of $80,113.
Recognized expense						$ 94,315	$ 21,830,169
Legal expenses						$ 10,000
Warrants term						1 year		1 year
Warrant expire date							Jun. 30, 2023
Expire date							Jun. 30, 2023
Option valued amount							$ 450,000
Stock options						$ 12,806	266,257
Stock based compensation expenses							5,100	$ 24,900
Future expense							$ 512,813
Warrants [Member]
Equity (Details) [Line Items]
Shares issued to investors (in Shares)							1,530,887
Shares sold to investors (in Shares)							382,722
Warrant purchase price							$ 344,450
Exercise price (in Dollars per share)							$ 2.25
2021 Equity Incentive Plan [Member]
Equity (Details) [Line Items]
Sale of stock, number of shares issued (in Shares)		6,666,667
Fair market value of common stock, percentage		100%
Option grant date term		10 years
Vest One [Member]
Equity (Details) [Line Items]
Vesting period	1 year
Vest shares (in Shares)	55,556
Vest Two [Member]
Equity (Details) [Line Items]
Vesting period	2 years
Vest shares (in Shares)	55,556
Series C Preferred Stock
Equity (Details) [Line Items]
Preferred stock, shares authorized (in Shares)						50,000,000	50,000,000	50,000,000
Preferred stock, par value (in Dollars per share)						$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares issued (in Shares)						1	1	1
Preferred stock, shares outstanding (in Shares)						1	1	1
Preferred stock stated value							$ 24,000
Voting power of percentage					51%		51%
Series A Preferred Stock [Member]
Equity (Details) [Line Items]
Preferred stock, shares designated (in Shares)						1,000	1,000	1,000
Preferred stock, shares issued (in Shares)						0	0	0
Preferred stock, shares outstanding (in Shares)						0	0	0
Ten-Year Options [Member]
Equity (Details) [Line Items]
Stock options						$ 25,612	$ 532,513
Mr. Garth [Member]
Equity (Details) [Line Items]
Base monthly salary		$ 8,000
Mr. Garth [Member] | 2021 Equity Incentive Plan [Member]
Equity (Details) [Line Items]
Vesting period		1 year
Mr. Garth [Member] | Restricted Stock [Member] | 2021 Equity Incentive Plan [Member]
Equity (Details) [Line Items]
Sale of stock, number of shares issued (in Shares)		500,000
Common stock value		$ 675,000
Common stock value, per share (in Dollars per share)		$ 1.35
Hunter Garth [Member]
Equity (Details) [Line Items]
Amortized amount						31,438	643,562	$ 31,438
Hunter Garth [Member] | Equity Option [Member]
Equity (Details) [Line Items]
Sale of stock, number of shares issued (in Shares)		333,333
Common stock exercise price (in Dollars per share)		$ 2.7
Premium over closing price, percentage			120%
Options were valued							450,000
Michael Feinsod [Member]
Equity (Details) [Line Items]
Amortized amount						$ 62,877	1,287,123	62,877
Prepaid stock award								$ 1,287,123
Michael Feinsod [Member] | 2021 Equity Incentive Plan [Member]
Equity (Details) [Line Items]
Sale of stock, number of shares issued (in Shares)		666,667
Common stock exercise price (in Dollars per share)		$ 2.7
Premium over closing price, percentage			120%
Options were valued							$ 900,000
Chief Executive Officer [Member]
Equity (Details) [Line Items]
Common stock, description					Pursuant to the purchase agreement, upon the closing thereof on November 19, 2021, Mr. Pollack sold to Infinity, 1,111,111 shares of common stock of the Company and one share of Series C preferred stock of the Company for cash consideration of $240,000.

Equity (Details) - Schedule of

Equity (Details) - Schedule of warrant activities - Warrants [Member] - $ / shares		4 Months Ended	12 Months Ended
	Aug. 31, 2021	Dec. 31, 2021	Dec. 31, 2022
Class of Warrant or Right [Line Items]
Number of Warrants, Outstanding Beginning balance (in Shares)	66,667		344,445
Weighted-Average Price Per Share, Outstanding Beginning balance	$ 23.4		$ 6.3
Weighted- Average Remaining Life, Outstanding Beginning years	2 years 1 month 28 days
Number of Warrants, Granted (in Shares)		277,778	382,722
Weighted-Average Price Per Share, Granted		$ 2.25	$ 1.8
Weighted- Average Remaining Life, Granted		1 year	9 months
Number of Warrants, Canceled or expired (in Shares)			(288,444)
Weighted-Average Price Per Share, Cancelled or expired			$ 2.99
Weighted- Average Remaining Life, Cancelled or expired
Number of Warrants, Exercised (in Shares)
Weighted-Average Price Per Share, Exercised / Exchanged
Number of Warrants, Outstanding Ending balance (in Shares)		344,445	438,723
Weighted-Average Price Per Share, Outstanding Ending balance		$ 6.3	$ 5.03
Weighted- Average Remaining Life, Outstanding Ending year		10 months 24 days	4 months 9 days
Number of Warrants, Exercisable (in Shares)			438,723
Weighted-Average Price Per Share, Exercisable			$ 5.03
Weighted- Average Remaining Life, Exercisable			4 months 9 days
Weighted-Average Price Per Share Intrinsic value

Equity (Details) - Schedule o_2

Equity (Details) - Schedule of option activities - Options [Member] - $ / shares		4 Months Ended	12 Months Ended
	Aug. 31, 2021	Dec. 31, 2021	Dec. 31, 2022
Equity (Details) - Schedule of option activities [Line Items]
Number of Options, Outstanding Beginning balance (in Shares)
Weighted-Average Price Per Share, Outstanding Beginning balance			$ 2.67
Weighted- Average Remaining Life, Outstanding Beginning yeas
Number of Options, Granted (in Shares)		1,023,842
Weighted-Average Price Per Share, Granted		$ 2.67
Weighted- Average Remaining Life, Granted		10 years
Number of Options, Canceled or expired (in Shares)
Weighted-Average Price Per Share, Canceled or expired
Number of Options, Exercised (in Shares)
Weighted-Average Price Per Share, Exercised
Number of Options, Outstanding Ending balance (in Shares)		1,023,842	1,023,842
Weighted-Average Price Per Share, Outstanding Ending balance		$ 2.67	$ 2.67
Weighted- Average Remaining Life, Outstanding Ending yeas		9 years 11 months 12 days	8 years 11 months 12 days
Number of Options, Exercisable (in Shares)			1,023,842
Weighted-Average Price Per Share, Exercisable			$ 2.67
Weighted- Average Remaining Life, Exercisable			8 years 11 months 12 days
Weighted-Average Price Per Share Intrinsic value

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)							1 Months Ended	4 Months Ended	12 Months Ended
	Dec. 14, 2021	Dec. 13, 2021	Nov. 19, 2021	Oct. 28, 2021	Apr. 27, 2021	Sep. 30, 2020	Apr. 21, 2020	Dec. 31, 2021	Dec. 31, 2022	Aug. 11, 2022
Related Party Transactions (Details) [Line Items]
Purchase price per share							$ 2,222,222
Shares of common stock							0.045
Salary	$ 900,000
Common stock shares issued										2,777,778
Capital contribution				$ 4,792
Advance amount									$ 415,500
Series C Preferred Stock [Member]
Related Party Transactions (Details) [Line Items]
Common stock shares issued			1
Cash consideration			$ 240,000
Percentage of voting power				51%
Mr. Pollack [Member]
Related Party Transactions (Details) [Line Items]
Shares of common stock			1,111,111
Salary					$ 66,000	$ 48,000		$ 11,000
Hunter Garth [Member]
Related Party Transactions (Details) [Line Items]
Salary	$ 8,000
Mr. Garth [Member]
Related Party Transactions (Details) [Line Items]
Shares of common stock	333,333
Exercise price	$ 2.7
Common stock percentage		120%
Mr. Garth [Member] | 2021 Equity Incentive Plan [Member]
Related Party Transactions (Details) [Line Items]
Restricted common stock shares	500,000
Vested term	1 year
Michael Feinsod [Member]
Related Party Transactions (Details) [Line Items]
Salary	$ 10,000
Mr. Feinsod [Member]
Related Party Transactions (Details) [Line Items]
Shares of common stock	666,667
Exercise price	$ 2.7
Common stock percentage		120%
Mr. Feinsod [Member] | 2021 Equity Incentive Plan [Member]
Related Party Transactions (Details) [Line Items]
Shares of common stock	1,000,000
Vested term	1 year
Chief Executive Officer [Member]
Related Party Transactions (Details) [Line Items]
Related party term							1 year
Related party renew terms							1 year
Shares of loaned									2,500

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)				1 Months Ended			4 Months Ended
	Dec. 14, 2021	Dec. 13, 2021	Aug. 02, 2021	Aug. 31, 2022	Apr. 27, 2021	Sep. 30, 2020	Dec. 31, 2021	Aug. 11, 2022
Commitments and Contingencies (Details) [Line Items]
Mr. Pollack an annual salary					$ 66,000
Mr. Pollack forgive salary							$ 11,000
Principal amount			$ 400,000
Operating profit, percentage				40%
Final payment of inventory earn out				$ 75,000
Executive officer salary	$ 8,000
Common stock ,options to purchase (in Shares)	666,667
Exercise price (in Dollars per share)	$ 0.06
Premium percentage		120%
Common stock shares issued (in Shares)								2,777,778
Equity Incentive Plan [Member]
Commitments and Contingencies (Details) [Line Items]
Restricted common stock (in Shares)	500,000
Common Stock [Member]
Commitments and Contingencies (Details) [Line Items]
Exercise price (in Dollars per share)	$ 2.7
Premium percentage		120%
Restricted common stock [Member]
Commitments and Contingencies (Details) [Line Items]
Restricted common stock (in Shares)	1,000,000
Grant [Member]
Commitments and Contingencies (Details) [Line Items]
Common stock ,options to purchase (in Shares)	333,333
Securities Purchase Agreement [Member]
Commitments and Contingencies (Details) [Line Items]
Mr. Pollack an annual salary						$ 48,000
Chief Executive Officer [Member]
Commitments and Contingencies (Details) [Line Items]
Executive officer salary	$ 10,000

Income Taxes (Details)

Income Taxes (Details) - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Net deferred taxes	$ 1,159,140	$ 1,443,258
Net operating loss	$ 5,100,000	6,277,000
Net operating loss carryforwards		$ 3,156,376

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of federal statutory rate	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Federal Statutory Rate Abstract
Federal and state statutory taxes	(25.00%)	(25.00%)
Change in tax rate estimate
Permanent differences	0.28%	22.50%
Change in valuation allowance	24.72%	2.50%
Total

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of net deferred tax assets - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022
Schedule Of Net Deferred Tax Assets Abstract
Inventory impairment	$ 9,533	$ 21,179
Bad debt expense	1,011	21,045
Net operating loss carryforward	1,148,596	1,401,034
Total deferred tax assets	1,159,140	1,443,258
Valuation allowance	(1,159,140)	(1,443,258)
Total net deferred tax assets

Income Taxes (Details) - Sche_3

Income Taxes (Details) - Schedule of U.S. Federal income tax rate - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022
Schedule Of USFederal Income Tax Rate Abstract
Net loss	$ (6,205)	$ (1,009,374)
Non-deductible expenses and other	40,057	756,935
Change in valuation allowance	33,852	252,756
Benefit from income taxes

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member]	Jan. 03, 2023 shares
Subsequent Events (Details) [Line Items]
Issued shares of common stock	55,555
WonderLeaf, LLC [Member]
Subsequent Events (Details) [Line Items]
Issued shares of common stock	166,667