STOCKHOLDERS’ DEFICIT | NOTE 8 STOCKHOLDERS’ DEFICIT (A) Common Stock Issued for Cash On March 9, 2019, the Company entered into a purchase agreement with one investor (the “Purchase Agreement”). Pursuant to the Purchase Agreement, the Company issued the investor 14,797,278 0.06758 1,000,000 14,797,278 14,797,278 0.06 7,398,639 0.08 ● ½ of all $ 0.06 March 8, 2021 ● ½ of all $ 0.06 March 8, 2022 ● ½ of all $ 0.08 March 8, 2022 ● ½ of all $ 0.08 March 8, 2023 On March 2, 2021, the Company determined to amend and extend the expiration of the warrants expiring on March 8, 2021 as follows: ● 1,479,728 0.06 March 8, 2021 ● 1,479,728 0.06 May 8, 2021 ● 1,479,728 0.06 July 8, 2021 ● 1,479,728 0.06 September 8, 2021 ● 1,479,727 0.06 November 8, 2021 On March 2, 2021, the Company issued 1,479,728 88,784 On May 4, 2021, the Company issued 1,479,728 shares of Common stock in connection with the exercise of 1,479,728 warrants for $ 88,784 (See Note 8 (C)). (B) Common Stock Issued for Services Shares issued for services as mentioned below were valued at the closing price of the stock on the date of grant. On March 20, 2019, the Company issued 4,052,652 281,659 0.0695 243,159 38,500 (C) Common Stock Warrants and Options On March 5, 2021, the Company issued 786,280 2,000,000 On March 2, 2021, the Company issued 1,479,728 shares of Common stock in connection with the exercise of 1,479,728 warrants for $88,784 (See Note 8 (A)). On May 4, 2021, the Company issued 1,479,728 shares of Common stock in connection with the exercise of 1,479,728 warrants for $88,784 (See Note 8 (A)). On February 24, 2021, the Company issued 70,786 200,000 On July 30, 2020, the Company issued 9,941,623 10,000,000 SCHEDULE OF OPTION ASSUMPTION On April 27, 2021, the Company extended the expiration date of the warrant issued on October 2, 2016 to October 1, 2026. During the six months ended June 30, 2021 the Company recorded an additional $ 217,715 as an expense for the warrant extension. Expected dividends 0 % Expected volatility 158.54 % Expected term 3 Risk free interest rate 1.37 % Expected forfeitures 0 % On February 2, 2021, the Company extended the expiration date of the warrant to May 29, 2026. During the six months ended June 30, 2021 the Company recorded an additional $ 85 as an expense for the warrant extension. Expected dividends 0 % Expected volatility 112 % Expected term 5 Risk free interest rate 0.18 % Expected forfeitures 0 % On January 1, 2016, the Company issued 3-year warrant to purchase 6,000,000 shares of common stock at $ 0.001 per share to a related party for services to be rendered. The warrants had a fair value of $ 142,526 , based upon the Black-Scholes option-pricing model on the date of grant and vested on February 20, 2017, and will be exercisable commencing on February 20, 2018, and for a period expiring on February 20, 2021. On February 2, 2021, the Company extended the expiration date of the warrant to May 29, 2026. During the six June 30, 85 as an expense for the warrant extension. Expected dividends 0 % Expected volatility 112 % Expected term 5 Risk free interest rate 0.18 % Expected forfeitures 0 % On January 25, 2021, the Company issued a 7-year option to purchase 2,500,000 shares of common stock at an exercise price of $ 0.134 per share to a related party for services rendered. The options had a fair value of $ 310,165 , based upon the Black-Scholes option-pricing model on the date of grant. Options vest 33.3% on the year one anniversary of the grant date, 33.3% will vest on the second anniversary, and 33.3% will vest on the third year anniversary as long as the employee remains with the Company. at the end of each successive year for three years. Options will be exercisable on January 25, 2021, and for a period of 7 years expiring on January 25, 2028. During the six June 30, 41,009 as an expense for options issued. Expected dividends 0 % Expected volatility 133.22 % Expected term 7 Risk free interest rate 1.46 % Expected forfeitures 0 % On February 19, 2020 the Company issued a 10-year option to purchase 6,000,000 shares of common stock at an exercise price of $ 0.115 per share to a related party for services rendered. The options had a fair value of $ 626,047 , based upon the Black-Scholes option-pricing model on the date of grant and 2,000,000 options are fully vested on the date granted and 1,000,000 options vest at the end of each successive year for four years. Options will be exercisable on February 19, 2021, and for a period of 10 years expiring on February 19, 2030. During the six June 30, $ 51,706 as an expense for options issued. Expected dividends 0 % Expected volatility 125.19 % Expected term 3 Risk free interest rate 1.50 % Expected forfeitures 0 % On February 19, 2020 the Company issued a 7-year option to purchase 1,340,000 shares of common stock at an exercise price of $ 0.115 per share to employees for services rendered. The options had a fair value of $ 133,063 , based upon the Black-Scholes option-pricing model on the date of grant and 268,000 options are fully vested on the date granted and the remaining option vest equally over the remaining 4 years at the end of each successive year. Options will be exercisable on February 19, 2021, and for a period of 6 years expiring on February 19, 2027. During the six June 30, 15,771 as an expense for options issued, net of $ 20,853 for the 800,000 options cancelled due to termination of employment. Expected dividends 0 % Expected volatility 125.19 % Expected term 6 Risk free interest rate 1.46 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 3-year option to purchase 2,000,000 shares of common stock at an exercise price of $ 0.2299 per share to a related party for services rendered. The options had a fair value of $ 291,842 , based upon the Black-Scholes option-pricing model on the date of grant and is fully vested on August 8, 2021. Options will be exercisable on August 8, 2023, and for a period of 3 years expiring on August 8, 2026. During the six June 30, 72,262 as an expense for options issued. Expected dividends 0 % Expected volatility 105.73 % Expected term 3 Risk free interest rate 1.54 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2-year options to purchase 125,000 0.2299 18,240 Options will be exercisable on August 8, 2023, and for a period of 3 years expiring on August 8, 2026. 9,133 12,751 Expected dividends 0 % Expected volatility 105.73 % Expected term 3 Risk free interest rate 1.54 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2-year options to purchase 125,000 0.2299 19,525 Options will be exercisable on August 8, 2024, and for a period of 3 years expiring on August 8, 2027. 6,520 9,103 Expected dividends 0 % Expected volatility 105.73 % Expected term 3 Risk free interest rate 1.54 % Expected forfeitures 0 % SCHEDULE OF WARRANTS ACTIVITY Number of Warrants Weighted Average Weighted Balance, December 31, 2020 49,120,917 - 1.83 Granted 8,000,000 - - Exercised (2,959,456 ) - - Cancelled/Forfeited (250,000 ) - - Balance, June 30, 53,911,461 - 2.77 Intrinsic Value $ 2,895,566 For the six months ended June 30, 2021, the following warrants were outstanding: SCHEDULE OF WARRANTS OUTSTANDING Exercise Price Warrants Weighted Average Aggregate $ 0.001 11,000,000 3.57 $ 1,311,000 $ 0.056 2,000,000 0.11 $ 128,000 $ 0.04 2,300,000 5.26 $ 184,000 $ 0.06 4,439,184 0.33 $ 532,702 $ 0.06 7,398,639 0.68 $ 443,918 $ 0.08 3,699,320 0.68 $ 147,973 $ 0.08 3,699,320 1.68 $ 147,973 $ 0.2299 8,250,000 3.72 $ - $ 0.16 3,125,000 4.45 $ - $ 0.25 8,000,000 4.73 $ - For the year ended December 31, 2020, the following warrants were outstanding: Exercise Price Warrants Exercisable Weighted Average Remaining Aggregate $ 0.001 11,000,000 1.19 $ 1,371,500 $ 0.056 2,000,000 0.60 $ 139,000 $ 0.04 2,300,000 0.65 $ 196,650 $ 0.06 7,398,639 0.18 $ 484,611 $ 0.06 7,398,639 1.18 $ 484,611 $ 0.08 3,699,320 1.18 $ 168,319 $ 0.08 3,699,320 2.18 $ 168,319 $ 0.2299 8,500,000 4.27 $ - $ 0.16 3,125,000 4.95 $ - For the six June 30, SCHEDULE OF OPTIONS OUTSTANDING Weighted Average Exercise Options Options Remaining Price Outstanding Exercisable Contractual Life $ 0.115 - 26,802,500 19.62 For the year ended December 31, 2020, the following options were outstanding: Weighted Average Exercise Options Options Remaining Price Outstanding Exercisable Contractual Life $ 0.115 - 22,267,800 22.6 (D) Amendment to Articles of Incorporation On February 16, 2009, the Company amended its articles of incorporation to amend the number and class of shares the Company is authorized to issue as follows: ● Common stock Class A, unlimited number of shares authorized, no par value ● Common stock Class B, unlimited number of shares authorized, no par value ● Preferred stock, unlimited number of shares authorized, no par value Effective December 17, 2013, the Company amended its articles of incorporation to designate a Series A no par value preferred stock. Two shares of Series A Preferred stock have been authorized. (E) Common Stock Issued for Debt On April 23, 2021, the Company issued 836,574 shares of Common Stock in exchange for conversion of $ 100,000 of principle balance on a convertible debenture and $1,644 of accrued interest (See Note 7). On April 26, 2021, the Company issued 2,063,391 shares of Common Stock in exchange for conversion of $ 250,000 of principle balance on a convertible debenture and $ 3,178 of accrued interest (See Note 7). On April 30, 2021, the Company issued 2,058,686 shares of Common Stock in exchange for conversion of $ 250,000 of principle balance on a convertible debenture and $3,630 of accrued interest (See Note 7). On June 7, 2021, the Company issued 2,431,506 shares of Common Stock in exchange for conversion of $ 200,000 of principle balance on a convertible debenture and $ 25,644 of accrued interest. The shares had a fair value of $ 297,373 . The Company recorded a loss on debt settlement of $ 71,729 (See Note 7). On June 23, 2021, the Company issued 2,422,195 shares of Common Stock in exchange for conversion of $ 200,000 of principle balance on a convertible debenture and $10,247 of accrued interest (See Note 7). | NOTE 8 STOCKHOLDERS’ DEFICIT (A) Common Stock Issued for Cash On March 9, 2019, the Company entered into a purchase agreement with one investor (the “Purchase Agreement”). Pursuant to the Purchase Agreement, the Company issued the investor 14,797,278 0.06758 1,000,000 14,797,278 14,797,278 0.06 7,398,639 0.08 ● ½ of all $ 0.06 March 8, 2021 ● ½ of all $ 0.06 March 8, 2022 ● ½ of all $ 0.08 March 8, 2022 ● ½ of all $ 0.08 March 8, 2023 (B) Common Stock Issued for Services Shares issued for services as mentioned below were valued at the closing price of the stock on the date of grant. On March 20, 2019, the Company issued 4,052,652 281,659 0.0695 243,159 38,500 (C) Common Stock Warrants and Options On July 30, 2020, the Company issued 9,941,623 10,000,000 On February 19, 2020 the Company issued a 20 20,000,000 0.115 2,198,411 Options will be exercisable on February 19, 2025, and for a period of 15 years expiring on February 19, 2040 2,198,411 SCHEDULE OF OPTION ASSUMPTION Expected dividends 0 % Expected volatility 125.19 % Expected term 3 Risk free interest rate 1.56 % Expected forfeitures 0 % On February 19, 2020 the Company issued a 10 6,000,000 0.115 626,047 Black-Scholes option-pricing model on the date of grant and 2,000,000 options are fully vested on the date granted and 1,000,000 options vest at the end of each successive year for four years. Options will be exercisable on February 19, 2021, and for a period of 10 years expiring on February 19, 2030 272,673 Expected dividends 0 % Expected volatility 125.19 % Expected term 3 Risk free interest rate 1.50 % Expected forfeitures 0 % On February 19, 2020 the Company issued a 7 1,340,000 0.115 133,063 Black-Scholes option-pricing model on the date of grant and 268,000 options are fully vested on the date granted and the remaining option vest equally over the remaining 4 years at the end of each successive year. Options will be exercisable on February 19, 2021, and for a period of 6 years expiring on February 19, 2027 40,935 Expected dividends 0 % Expected volatility 125.19 % Expected term 6 Risk free interest rate 1.46 % Expected forfeitures 0 % On September 26, 2019, the Company issued 766,667 1,000,000 7,967,871 8,000,000 On August 8, 2019, the Company issued a 2 2,000,000 0.2299 267,574 Options will be exercisable on August 8, 2020, and for a period of 3 years expiring on August 8, 2024 267,574 Expected dividends 0 % Expected volatility 105.73 % Expected term 2 Risk free interest rate 1.62 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 2,000,000 0.2299 267,574 Options will be exercisable on August 8, 2022, and for a period of 3 years expiring on August 8, 2025 161,568 Expected dividends 0 % Expected volatility 105.73 % Expected term 2 Risk free interest rate 1.62 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 3 2,000,000 0.2299 291,842 Options will be exercisable on August 8, 2023, and for a period of 3 years expiring on August 8, 2026 146,121 Expected dividends 0 % Expected volatility 105.73 % Expected term 3 Risk free interest rate 1.54 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 1,000,000 0.2299 118,874 Options will be exercisable on August 8, 2020, and for a period of 3 years expiring on August 8, 2023 118,874 Expected dividends 0 % Expected volatility 105.73 % Expected term 2 Risk free interest rate 1.62 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 1,000,000 0.2299 118,874 Options will be exercisable on August 8, 2021, and for a period of 3 years expiring on August 8, 2024 118,874 Expected dividends 0 % Expected volatility 105.73 % Expected term 2 Risk free interest rate 1.62 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 125,000 0.2299 14,859 Options will be exercisable on August 8, 2020, and for a period of 3 years expiring on August 8, 2023 14,859 Expected dividends 0 % Expected volatility 105.73 % Expected term 2 Risk free interest rate 1.62 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 125,000 0.2299 16,723 Options will be exercisable on August 8, 2022, and for a period of 3 years expiring on August 8, 2025 10,098 Expected dividends 0 % Expected volatility 105.73 % Expected term 2 Risk free interest rate 1.62 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 125,000 0.2299 18,240 Options will be exercisable on August 8, 2023, and for a period of 3 years expiring on August 8, 2026 9,133 Expected dividends 0 % Expected volatility 105.73 % Expected term 3 Risk free interest rate 1.54 % Expected forfeitures 0 % On August 8, 2019, the Company issued a 2 125,000 0.2299 19,525 Options will be exercisable on August 8, 2024, and for a period of 3 years expiring on August 8, 2027 6,520 Expected dividends 0 % Expected volatility 105.73 % Expected term 3 Risk free interest rate 1.54 % Expected forfeitures 0 % On March 20, 2018, the Company issued a 4 600,000 0.001 19,915 Warrants will be exercisable on March 20, 2019, and for a period of 3 years expiring on March 20, 2022 19,915 600,000 6,000 Expected dividends 0 % Expected volatility 97.56 % Expected term 4 Risk free interest rate 2.65 % Expected forfeitures 0 % On September 26, 2019, the Company issued 766,667 1,000,000 On August 14, 2019, the Company issued 7,967,871 8,000,000 SCHEDULE OF WARRANTS ACTIVITY Number of Warrants Weighted Average Exercise Price Weighted Balance, December 31, 2019 55,995,917 - 2.77 Granted 3,125,000 - - Exercised (10,000,000 ) - - Cancelled/Forfeited - - - Balance, December 31, 2020 49,120,917 - 1.83 Intrinsic Value $ 3,013,010 For the year ended December 31, 2020, the following warrants were outstanding: SCHEDULE OF WARRANTS OUTSTANDING Exercise Price Warrants Weighted Average Aggregate $ 0.001 11,000,000 1.19 $ 1,371,500 $ 0.056 2,000,000 0.60 $ 139,000 $ 0.04 2,300,000 0.65 $ 196,650 $ 0.06 7,398,639 0.18 $ 484,611 $ 0.06 7,398,639 1.18 $ 484,611 $ 0.08 3,699,320 1.18 $ 168,319 $ 0.08 3,699,320 2.18 $ 168,319 $ 0.2299 8,500,000 4.27 $ - $ 0.16 3,125,000 4.95 $ - For the year ended December 31, 2019, the following warrants were outstanding: Exercise Price Warrants Weighted Average Aggregate $ 0.001 21,000,000 1.65 $ 4,069,800 $ 0.056 3,000,000 1.61 $ 387,600 $ 0.04 2,300,000 1.70 $ 445,740 $ 0.06 7,398,639 1.19 $ 1,433,856 $ 0.06 7,398,639 2.19 $ 1,433,856 $ 0.08 3,699,320 2.19 $ 716,928 $ 0.08 3,699,320 3.19 $ 719,928 $ 0.2299 8,500,000 5.39 $ 1,647,300 For the year ended December 31, 2020, the following options were outstanding: SCHEDULE OF OPTIONS OUTSTANDING Weighted Average Exercise Options Options Remaining Price Outstanding Exercisable Contractual Life $ 0.115 22,267,800 22.6 (D) Amendment to Articles of Incorporation On February 16, 2009, the Company amended its articles of incorporation to amend the number and class of shares the Company is authorized to issue as follows: ● Common stock Class A, unlimited no ● Common stock Class B, unlimited no ● Preferred stock, unlimited no Effective December 17, 2013, the Company amended its articles of incorporation to designate a Series A no Two (E) Common Stock Issued for Debt None (F) Capital contribution – Related Party For the year ended December 31, 2020, the Company recorded $ 17,495 |