Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-53988 | |
Entity Registrant Name | DSG GLOBAL, INC. | |
Entity Central Index Key | 0001413909 | |
Entity Tax Identification Number | 26-1134956 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 207 - 15272 Croydon Drive | |
Entity Address, Address Line Two | Surrey | |
Entity Address, City or Town | British Columbia | |
Entity Address, Country | CA | |
Entity Address, Postal Zip Code | V3Z 0Z5 | |
City Area Code | (604) | |
Local Phone Number | 575-3848 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 145,429,993 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash | $ 168,649 | $ 275,383 |
Trade receivables, net | 755,924 | 239,822 |
Lease receivable | 3,487 | 87,020 |
Inventories | 465,103 | 712,678 |
Prepaid expenses and deposits | 268,575 | 385,323 |
TOTAL CURRENT ASSETS | 1,661,738 | 1,700,226 |
Lease receivable | 16,104 | 723,216 |
Fixed assets, net | 29,693 | 35,314 |
Right-of-use assets | 42,476 | 141,880 |
Intangible assets, net | 10,683 | 11,604 |
TOTAL ASSETS | 1,760,694 | 2,612,240 |
CURRENT LIABILITIES | ||
Trade and other payables | 2,777,518 | 1,202,598 |
Deferred revenue | 415,065 | 255,984 |
Lease liability | 47,683 | 121,270 |
Loans payable | 1,005,776 | 2,115,049 |
Convertible notes payable | 2,719,514 | 319,488 |
TOTAL CURRENT LIABILITIES | 6,965,556 | 4,014,389 |
Lease liability | 6,014 | 38,696 |
Loans payable | 150,000 | 212,898 |
TOTAL LIABILITIES | 7,121,570 | 4,265,983 |
Contingencies (Note 16) | ||
MEZZANINE EQUITY | ||
Redeemable preferred stock, $0.001 par value, 24,010,000 shares authorized (2021 – 24,010,000), 51,542 issued and outstanding, 838 to be issued (2021 – 50,804 issued and outstanding, 1,206 to be issued) | 2,708,545 | 3,143,402 |
STOCKHOLDERS’ DEFICIT | ||
Preferred stock, $0.001 par value, 3,010,000 shares authorized (2021 – 3,010,000), 200,750 issued and outstanding (2021 – 200,454 issued and outstanding) | 2,874,180 | 1,199,480 |
Common stock, $0.001 par value, 350,000,000 shares authorized, (2021 – 350,000,000); 141,865,636 issued and outstanding (2021 – 128,345,183) | 141,871 | 128,350 |
Additional paid in capital, common stock | 50,901,514 | 50,068,418 |
Discounts on common stock | (69,838) | (69,838) |
Common stock to be issued | 19,647 | |
Obligation to issue warrants | 261,934 | 261,934 |
Accumulated other comprehensive income | 1,340,593 | 1,289,559 |
Accumulated deficit | (63,519,675) | (57,694,695) |
TOTAL STOCKHOLDERS’ DEFICIT | (8,069,421) | (4,797,145) |
TOTAL LIABILITIES MEZZANINE EQUITY AND STOCKHOLDERS’ DEFICIT | $ 1,760,694 | $ 2,612,240 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Redeemable preferred stock, par value | $ 0.001 | $ 0.001 |
Redeemable preferred stock, shares authorized | 24,010,000 | 24,010,000 |
Redeemable preferred stock, shares issued | 51,542 | 50,804 |
Redeemable preferred stock, shares outstanding | 51,542 | 50,804 |
Redeemable preferred stock, shares to be issued | 838 | 1,206 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 3,010,000 | 3,010,000 |
Preferred stock, shares issued | 200,750 | 200,454 |
Preferred stock, shares outstanding | 200,750 | 200,454 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 141,865,636 | 128,345,183 |
Common stock, shares outstanding | 141,865,636 | 128,345,183 |
Interim Condensed Consolidated
Interim Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,425,673 | $ 498,380 | $ 3,344,802 | $ 1,380,324 |
Cost of revenue | 952,841 | 226,452 | 2,254,680 | 558,298 |
Gross profit | 472,832 | 271,928 | 1,090,122 | 822,026 |
Operating expenses | ||||
Compensation expense | 1,299,003 | 665,894 | 2,966,266 | 2,568,795 |
General and administration expense | 892,560 | 1,407,770 | 2,137,225 | 2,507,188 |
Research and development | 15,594 | 52,344 | ||
Bad debt expense | 45,197 | 22,159 | 57,679 | 32,959 |
Depreciation and amortization expense | 2,965 | 6,781 | 9,195 | 17,954 |
Total operating expenses | 2,255,319 | 2,102,604 | 5,222,709 | 5,126,896 |
Loss from operations | (1,782,487) | (1,830,676) | (4,132,587) | (4,304,870) |
Other income (expense) | ||||
Foreign currency exchange | (1,354) | (316) | (28,066) | (22,665) |
Other (expense) income | (54) | 16,849 | ||
Loss on sale of lease receivable | (3,923) | |||
(Loss) Gain on extinguishment of debt | 30,115 | (76,454) | 40,355 | 902 |
Gain on disposal | 3,960 | |||
Interest on preferred shares | (3,062) | |||
Finance costs | (617,108) | (41,178) | (1,701,657) | (66,723) |
Total other income (expense) | (588,347) | (118,002) | (1,629,393) | (71,637) |
Net loss | $ (2,370,834) | $ (1,948,678) | $ (5,824,980) | $ (4,376,507) |
Net loss per share | ||||
Basic and diluted | $ (0.02) | $ (0.02) | $ (0.04) | $ (0.04) |
Weighted average number of shares used in computing basic and diluted net income (loss) per share: | ||||
Basic and diluted | 140,304,455 | 119,761,619 | 133,905,516 | 111,233,810 |
Interim Condensed Consolidate_2
Interim Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Net loss | $ (2,370,834) | $ (1,948,678) | $ (5,824,980) | $ (4,376,507) |
Other comprehensive (loss) income | ||||
Foreign currency translation adjustments | 749 | 29,181 | 51,034 | 19,384 |
Comprehensive loss | $ (2,370,085) | $ (1,919,497) | $ (5,773,946) | $ (4,357,123) |
Interim Condensed Consolidate_3
Interim Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Discount On Common Stock [Member] | Common Stock To Be Issued [Member] | Obligation To Issue Warrants [Member] | Preferred Stock [Member] | Preferred Stock Additional Paid In Capital [Member] | Preferred Stock Equity To Be Issued [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 94,018 | $ 43,299,937 | $ (69,838) | $ 1,436,044 | $ 163,998 | $ 200 | $ 744,480 | $ 1,340,000 | $ 1,252,082 | $ (51,310,040) | $ (3,049,119) |
Beginning balance, shares at Dec. 31, 2020 | 95,765,736 | 200,508 | |||||||||
Shares issued for debt settlement | $ 8,854 | 1,618,425 | (1,436,044) | 191,235 | |||||||
Shares issued for debt settlement, shares | 8,853,975 | ||||||||||
Shares and warrants issued for services | $ 2,430 | 1,805,704 | (25,932) | 1,782,202 | |||||||
Shares and warrants issued for services, shares | 2,430,000 | ||||||||||
Cancellation of shares due to duplicate issuance | |||||||||||
Cancellation of shares due to duplicate issuance, shares | (1,751,288) | (45) | |||||||||
Preferred shares issued for services | 2,189,600 | (1,340,200) | 849,600 | ||||||||
Preferred shares issued for services, shares | 116 | ||||||||||
Shares issued on conversion of preferred shares | $ 16,348 | 3,219,066 | (1,638,920) | 1,596,494 | |||||||
Shares issued on conversion of preferred shares, shares | 16,346,763 | (108) | |||||||||
Net loss for the period | 19,384 | (4,376,507) | (4,357,123) | ||||||||
Ending balance, value at Sep. 30, 2021 | $ 121,650 | 49,943,132 | (69,838) | 138,066 | $ 200 | 1,295,160 | 1,271,466 | (55,686,547) | (2,986,711) | ||
Ending balance, shares at Sep. 30, 2021 | 121,645,186 | 200,471 | |||||||||
Beginning balance, value at Dec. 31, 2020 | $ 94,018 | 43,299,937 | (69,838) | 1,436,044 | 163,998 | $ 200 | 744,480 | 1,340,000 | 1,252,082 | (51,310,040) | (3,049,119) |
Beginning balance, shares at Dec. 31, 2020 | 95,765,736 | 200,508 | |||||||||
Ending balance, value at Dec. 31, 2021 | $ 128,350 | 50,068,418 | (69,838) | 19,647 | 261,934 | $ 200 | 1,199,280 | 1,289,559 | (57,694,695) | (4,797,145) | |
Ending balance, shares at Dec. 31, 2021 | 128,345,183 | 200,454 | |||||||||
Shares and warrants issued for services | $ 1,160 | 160,600 | (19,147) | 1,674,700 | 1,816,813 | ||||||
Shares and warrants issued for services, shares | 1,160,000 | 296 | |||||||||
Shares issued on conversion of preferred shares | $ 12,361 | 216,996 | 229,357 | ||||||||
Shares issued on conversion of preferred shares, shares | 12,360,453 | ||||||||||
Net loss for the period | 51,034 | (5,824,980) | (5,773,946) | ||||||||
Dividends | 455,500 | 455,500 | |||||||||
Ending balance, value at Sep. 30, 2022 | $ 141,871 | $ 50,901,514 | $ (69,838) | $ 261,934 | $ 200 | $ 2,873,980 | $ 1,340,593 | $ (63,519,675) | $ (8,069,421) | ||
Ending balance, shares at Sep. 30, 2022 | 141,865,636 | 200,750 |
Interim Condensed Consolidate_4
Interim Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (5,824,980) | $ (4,376,507) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 9,195 | 16,832 |
Change in ROU assets | 137,495 | 1,122 |
Accretion of discounts on debt | 315,065 | 28,763 |
Bad debt expense | 57,679 | 32,959 |
Preferred shares issued for services | 1,674,700 | 849,600 |
Common shares and warrants issued for services | 101,734 | 1,782,202 |
Unrealized foreign exchange (gain) loss | (4,693) | (1,509) |
Gain on asset disposal | (3,960) | |
Changes in non-cash working capital: | ||
Trade receivables, net | (630,551) | (169,705) |
Inventories | 247,575 | (392,837) |
Prepaid expense and deposits | 116,748 | (506,580) |
Lease receivable | (20,035) | (555,563) |
Trade payables and accruals | 1,573,919 | (683,954) |
Deferred revenue | 159,081 | 128,588 |
Lease liabilities | (143,438) | 75,340 |
Interest on mandatorily redeemable preferred shares | 3,062 | |
Net cash used in operating activities | (2,176,862) | (3,771,249) |
Cash flows from investing activities | ||
Purchase of equipment | (8,892) | (25,344) |
Disposal of property and equipment | 10,225 | |
Net cash provided by (used in) investing activities | 1,333 | (25,344) |
Cash flows from financing activities | ||
Proceeds from issuing preferred shares, and shares to be issued | 715,000 | 2,109,934 |
Proceeds from notes payable | 500,000 | 2,000,000 |
Debt issue costs | (102,500) | |
Repayment on lease liabilities | (94,509) | |
Proceeds from sale of lease receivable | 863,527 | |
Gain on extinguishment of debt | (40,355) | (902) |
Payments on notes payable | (20,411) | (193,889) |
Net cash provided by financing activities | 2,017,761 | 3,718,134 |
Effect of exchange rate changes on cash | 51,034 | 24,089 |
Net decrease in cash | (106,734) | (54,370) |
Cash at beginning of period | 275,383 | 1,372,016 |
Cash at the end of the period | $ 168,649 | $ 1,317,646 |
ORGANIZATION
ORGANIZATION | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | Note 1 – ORGANIZATION DSG Global, Inc. (the “Company”) was incorporated under the laws of the State of Nevada on September 24, 2007. The Company is a technology development company engaged in the design, manufacture, and marketing of fleet management solutions in the golf industry. The Company’s principal activities are the sale and rental of GPS tracking devices and interfaces for golf vehicles and related support services. Starting during the year ended December 31, 2021, the Company began to market low speed electric vehicles, and e-bikes, recognizing its first sales in this space. Sales from these product lines have not reached a level of materiality to be disclosed as separate segments of the business . The Company also began the start of the homologation project for electric vehicles. On April 13, 2015, the Company entered into a share exchange agreement with DSG Tag Systems Inc. (“DSG”), now a wholly-owned subsidiary of the Company, incorporated under the laws of the State of Nevada on April 17, 2008 and extra provincially registered in British Columbia, Canada in 2008. In March 2011, DSG formed DSG Tag Systems International, Ltd. in the United Kingdom (“DSG UK”). DSG UK is a wholly owned subsidiary of DSG. On September 15, 2020, the Company incorporated Imperium Motor Corp. (“Imperium”), under the laws of the State of Nevada on September 10, 2020, for which it subscribed to all authorized capital stock, 100 0.001 On August 12, 2021, the Company incorporated Imperium Motor of Canada Corporation (“Imperium Canada”), under the laws of British Columbia, Canada, for which it subscribed to all authorized capital stock, 100 0.10 On September 17, 2021, The Company incorporated AC Golf Carts, Inc. (“AC Golf Carts”), under the laws of the State of Nevada, for which it subscribed to all authorized stock, 100 0.001 |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | Note 2 – GOING CONCERN These unaudited interim condensed consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders and note holders, the ability of the Company to obtain necessary equity financing to continue operations, and ultimately the attainment of profitable operations. The outbreak of the coronavirus, also known as “COVID-19”, has spread across the globe and is impacting worldwide economic activity. Conditions surrounding the coronavirus continue to rapidly evolve and government authorities have implemented emergency measures to mitigate the spread of the virus. The outbreak and the related mitigation measures may have an adverse impact on global economic conditions as well as on the Company’s business activities. The extent to which the coronavirus may impact the Company’s business activities will depend on future developments, such as the ultimate geographic spread of the disease, the duration of the outbreak, travel restrictions, business disruptions, and the effectiveness of actions taken in Canada and other countries to contain and treat the disease. These events are highly uncertain and as such, the Company cannot determine their financial impact at this time. While certain restrictions are presently in the process of being relaxed, it is unclear when the world will return to the previous normal, if ever. This may adversely impact the expected implementation of the Company’s plans moving forward. As of September 30, 2022, the Company had working capital deficit of $ 5,303,818 63,519,675 5,824,980 2,176,862 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Note 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying interim condensed consolidated financial statements were prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) and with the instructions to Form 10-Q. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to U.S. GAAP rules and regulations for presentation of interim financial information. Therefore, the unaudited interim condensed consolidated financial statements should be read in conjunction with the financial statements and the notes thereto, included in the Company’s Annual Report on the Form 10-K for the year ended December 31, 2021. Current and future financial statements may not be directly comparable to the Company’s historical financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. Principles of Consolidation The interim condensed consolidated financial statements include the accounts of DSG Global Inc., its subsidiary VTS, and its wholly owned subsidiaries Imperium Motor Corp., DSG Tag Systems Inc., Imperium Motor Company of Canada Corporation, DSG UK, and AC Golf Carts, collectively referred to as the “Company”. All intercompany accounts, transactions and profits were eliminated in the consolidated financial statements. Use of Estimates The preparation of interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the condensed consolidated financial statements in the period they are determined. There were no new estimates in the period. Recently Adopted Accounting Pronouncements Recent accounting pronouncements issued by FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s interim condensed consolidated financial statements. Significant Accounting Policies Revenue from Contracts with Customers The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product to a customer. Revenue is measured based on the consideration the Company expects to receive in exchange for those products. In instances where final acceptance of the product is specified by the customer, revenue is deferred until all acceptance criteria have been met. Revenues are recognized under Topic 606 ● executed contracts with the Company’s customers that it believes are legally enforceable; ● identification of performance obligations in the respective contract; ● determination of the transaction price for each performance obligation in the respective contract; ● allocation the transaction price to each performance obligation; and ● recognition of revenue only when the Company satisfies each performance obligation. Performance Obligations and Signification Judgments The Company’s revenue streams can be categorized into the following performance obligations and recognition patterns: 1. Sale, delivery and installation of Tag, Text and Infinity products, along with digital mapping and customer training. The Company recognizes revenue at a point in time when final sign-off on the installation is obtained from the General Manager and/or Director of Golf. 2. Provision of internet connectivity, regular software updates, software maintenance and basic customer support service. The Company recognizes revenue over time, evenly over the term of the service. 3. Sale and delivery of Fairway Rider products. The Company recognizes revenue at a point in time when control transfers to the customer. 4. Sale and delivery of Electric Vehicles. The Company recognizes revenue at a point in time when control transfers to the customer. Transaction prices for performance obligations are explicitly outlined in relevant agreements, therefore, the Company does not believe that significant judgments are required with respect to the determination of the transaction price, including any variable consideration identified. Warranty Reserve The Company accrues for warranty costs, sales returns, and other allowances based on its historical experience. During the period ended September 30, 2022 and the comparable period of September 30, 2021, the Company did not provide a warranty for any of its products sold during those periods. The warranty reserve was $ Nil Re-classification During the period ended September 30, 2022, the Company re-classified dividends that were accrued on its redeemable preferred shares during the year ended December 31, 2021. An amount of $ 455,500 |
TRADE RECEIVABLES, NET
TRADE RECEIVABLES, NET | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
TRADE RECEIVABLES, NET | Note 4 – TRADE RECEIVABLES, NET As of September 30, 2022, and December 31, 2021, trade receivables consist of the following: SCHEDULE OF TRADE RECEIVABLES September 30, 2022 December 31,2021 Accounts receivable $ 845,323 $ 271,950 Allowance for doubtful accounts (89,399 ) (32,128 ) Total trade receivables, net $ 755,924 $ 239,822 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | Note 5 – INVENTORIES As of September 30, 2022, and December 31, 2021, inventories consist of the following: SCHEDULE OF INVENTORIES September 30, 2022 December 31, 2021 Parts and accessories $ 199,211 $ 226,230 Golf carts 53,462 158,588 E-bikes 20,870 35,060 Electric vehicles 191,560 292,800 Total inventories $ 465,103 $ 712,678 |
FIXED ASSETS AND EQUIPMENT ON L
FIXED ASSETS AND EQUIPMENT ON LEASE | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS AND EQUIPMENT ON LEASE | Note 6 – FIXED ASSETS AND EQUIPMENT ON LEASE As of September 30, 2022, and December 31, 2021, fixed assets consisted of the following: SCHEDULE OF FIXED ASSETS September 30, 2022 December 31, 2021 Machinery $ 5,040 $ 5,040 Furniture and equipment 2,587 2,350 Computer equipment 50,781 41,784 Vehicles 19,989 28,360 Fixed assets, gross Accumulated depreciation (48,704 ) (42,220 ) Fixed assets, net $ 29,693 $ 35,314 For the three and nine months ended September 30, 2022, total depreciation expense for fixed assets was $ 2,658 and $ 8,274 , respectively (September 30, 2021 - $ 6,781 and $ 17,954 , respectively) and is included in depreciation and amortization expense. An allocation of depreciation to cost of sales is not applicable for the Company. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | Note 7 – INTANGIBLE ASSETS As of September 30, 2022, and December 31, 2021, intangible assets consist of the following: SCHEDULE OF INTANGIBLE ASSETS September 30, 2022 December 31, 2021 Intangible asset – Patent $ 22,353 $ 22,353 Accumulated amortization (11,670 ) (10,749 ) Intangible asset, net $ 10,683 $ 11,604 Patents are amortized on a straight-line basis over their estimated useful life of 20 307 921 307 922 |
TRADE AND OTHER PAYABLES
TRADE AND OTHER PAYABLES | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
TRADE AND OTHER PAYABLES | Note 8 – TRADE AND OTHER PAYABLES As of September 30, 2022, and December 31, 2021, trade and other payables consist of the following: SCHEDULE OF TRADE AND OTHER PAYABLES September 30, 2022 December 31, 2021 Accounts payable and accrued expenses $ 1,343,227 $ 949,937 Accrued interest 1,421,435 248,610 Other liabilities 12,856 4,051 Total payables $ 2,777,518 $ 1,202,598 |
LOANS PAYABLE
LOANS PAYABLE | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
LOANS PAYABLE | Note 9 – LOANS PAYABLE As of September 30, 2022, and December 31, 2021, loans payable consisted of the following: SCHEDULE OF LOANS PAYABLE September 30, 2022 December 31, 2021 29,063 31,449 Unsecured loan payable in the amount of CAD$ 40,000 December 31, 2025 (a) $ 29,063 $ 31,449 Unsecured loan payable in the amount of CAD$ 40,000 December 31, 2025 (b) 29,063 31,449 Unsecured loan payable, due on May 21, 2022 1 (c) - 30,115 Secured loan payable, due on June 5, 2050 3.75 (d) 150,000 150,000 Unsecured loan payable, due on June 20, 2022 9 (e) - 2,084,934 Preferred F series shares issued with mandatory redemption (f) 947,651 - 1,155,776 2,327,947 Current portion (1,005,776 ) (2,115,049 ) Loans payable, Long term $ 150,000 $ 212,898 (a) On April 17, 2020, the Company received a loan in the principal amount of $ 29,063 40,000 10,000 5 December 31, 2025 (b) On April 21, 2020, the Company received a loan in the principal amount of $ 29,063 40,000 10,000 5 (c) On May 21, 2020, the Company received a loan in the principal amount of $ 30,115 1 May 21, 2022 (d) On June 5, 2020, the Company received a loan in the principal amount of $ 150,000 3.75 June 5, 2050 731 (e) On September 13, 2021, the Company entered into a securities purchase agreement with a non-related party. Pursuant to the agreement, the Company received cash proceeds of $ 2,000,000 2,400,000 400,000 9 If the convertible note is not paid in full before December 12, 2021, an additional $100,000 of guaranteed interest will be added to the note. An additional $100,000 of guaranteed interest will be added to the note on the 12th day of each succeeding month during which any portion of the convertible note remains unpaid. 24 In the event of a default, the note is convertible at the price that is equal to a 40% discount to the lowest trading price of the Company’s common shares during the 30 day trading period prior to the conversion date. (e) On September 13, 2021, the Company entered into a securities purchase agreement with a non-related party. Pursuant to the agreement, the Company received cash proceeds of $2,000,000 on September 13, 2021 in exchange for the issuance of an unsecured convertible promissory note in the principal amount of $2,400,000, which was inclusive of a $400,000 original issue discount and bears interest at 9% per annum to the holder and matures June 20, 2022. If the convertible note is not paid in full before December 12, 2021, an additional $100,000 of guaranteed interest will be added to the note. An additional $100,000 of guaranteed interest will be added to the note on the 12th day of each succeeding month during which any portion of the convertible note remains unpaid. Any principal or interest on the convertible note that is not paid when due or during any period of default bears interest at 24% per annum. In the event of a default, the note is convertible at the price that is equal to a 40% discount to the lowest trading price of the Company’s common shares during the 30 day trading period prior to the conversion date. During the three and nine months ended September 30, 2022, the Company recorded $457,400 and $1,470,865 in interest expense including $457,400 and $1,292,400 of additional interest, respectively. As at September 30, 2022, the carrying value of the convertible promissory note was $2,400,000 (December 31, 2021 - $2,084,935). As the note is now in default, it has become convertible. See Note 10. During the three and nine months ended September 30, 2022, the Company recorded $ 457,400 1,470,865 457,400 1,292,400 2,400,000 2,084,935 As the note is now in default, it has become convertible. See Note 10. (f) On February 17, 2022, the Company entered into a Waiver of Conditions (the “Waiver”) to the Share Purchase Agreement (the “SPA”) dated December 13, 2021. The Company has received five payments in the amount of $ 250,000 250,000 90,000 250,000 125,000 965 20 500 965,000 15 75,000 20 3,062 During the nine months ended September 30, 2022, the Company made required payments in the amount of $ 20,411 |
CONVERTIBLE NOTES
CONVERTIBLE NOTES | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES | Note 10 – CONVERTIBLE NOTES As of September 30, 2022, and December 31, 2021, convertible loans payable consisted of the following: Third Party Convertible Notes Payable (a) On March 31, 2015, the Company issued a convertible promissory note in the principal amount of $ 310,000 5 1.25 310,000 310,000 (b) On June 5, 2017, the Company issued a convertible promissory note in the principal amount of $ 110,000 9,514 9,439 (c) As per Note 9 (e) above, the $ 2,400,000 |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
LEASES | Note 11 - LEASES Lessor During the year ended December 31, 2020, the Company began financing the lease of certain assets under rental revenue contracts with its customers and accounts for them in accordance with ASC 842 as outlined under “Leases” in Note 3 of the consolidated financial statements for the year ended December 31, 2020. During the nine months ended September 30, 2022, the Company recognized new lease receivables of $ 143,630 nil 817,619 120,231 12,240 492,096 867,450 863,527 867,450 3,923 SCHEDULE OF LEASE RECEIVABLES RECOGNIZED Lease receivable September 30, 2022 December 31, 2021 Balance, beginning of the period $ 810,236 $ 42,856 Additions 143,630 937,850 Transfer to third party (867,450 ) (120,231 ) Interest on lease receivables 20,082 19,452 Receipt of payments (81,173 ) (60,445 ) - Foreign exchange (5,734 ) (9,246 ) Balance, end of the period 19,591 810,236 Current portion of lease receivables (3,487 ) (87,020 ) Long term potion of lease receivables $ 16,104 $ 723,216 Lease receivables are measured at the commencement date based on the present value of future lease payments less the present value of the unguaranteed residual asset. The Company uses the rate implicit in the rental revenue contracts to calculate the present value of future payments and unguaranteed residual asset at the date of commencement. Lessee The Company leases certain assets under lease agreements. On October 1, 2019, the Company entered into a 5 8,683 8,683 2.00 On July 10, 2020, the Company entered into a lease agreement for retail, showroom and warehouse space in Fairfield, CA (the “Fairfield Lease”). Upon initial recognition of the lease, the Company recognized right-of-use assets of $ 164,114 156,364 7,750 On July 14, 2020, the Company entered into a lease agreement for office space in Surrey, BC (the “Croydon Lease”). Upon initial recognition of the lease, the Company recognized right-of-use assets of $ 133,825 175,843 125,014 163,895 8,811 11,948 0.83 On April 1, 2021, the Company entered into a lease agreement for a credit card processing machine (the “FD 150 Lease”). Upon initial recognition of the lease, the Company recognized right-of-use assets of $ 1,018 1,018 1.58 On June 2, 2021, the Company entered into a lease agreement for a trailer (the “Trailer Lease”). Upon recognition of the lease, the Company recognized right-of-use assets of $ 8,886 11,016 8,886 11,016 2.67 Right-of-use assets: SCHEDULE OF CONSOLIDATED BALANCE SHEET OF LEASE Right-of-use assets September 30, 2022 December 31, 2021 Cost $ 311,750 $ 312,318 Accumulated amortization (269,274 ) (170,530 ) Foreign exchange - 29 Total right-of-use assets $ 42,476 $ 141,880 Lease liability September 30, 2022 December 31, 2021 Current portion $ 47,683 $ 121,270 Long-term portion 6,014 38,696 Total lease liability $ 53,697 $ 159,966 Lease liabilities are measured at the commencement date based on the present value of future lease payments. As the Company’s leases did not provide an implicit rate, the Company used its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The Company used a weighted average discount rate of 11.98 Right-of-use assets include any prepaid lease payments and exclude any lease incentives and initial direct costs incurred. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The lease terms may include options to extend or terminate the lease if it is reasonably certain that the Company will exercise that option. Lease expense for the nine months ended September 30, 2022, was $ 104,113 105,439 Future minimum lease payments to be paid by the Company as a lessee for leases as of September 30, 2022, for the next four years are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Lease commitments and lease liability September 30, 2022 2022 $ 16,208 2023 39,933 2024 4,241 2025 1,055 Total future minimum lease payments 61,437 Discount (7,740 ) Total 53,697 Current portion of lease liabilities (47,683 ) Long-term portion of lease liabilities $ 6,014 |
MEZZANINE EQUITY
MEZZANINE EQUITY | 9 Months Ended |
Sep. 30, 2022 | |
Mezzanine Equity | |
MEZZANINE EQUITY | Note 12 – MEZZANINE EQUITY Authorized 5,000,000 0.001 1,000,000 0.001 5 5,000,000 0.001 4 10,000 0.001 Each share of Series F preferred shares is convertible into common stock at an amount equal to the lesser of (a) one hundred percent of the lowest traded price for the Company’s stock for the fifteen trading days immediately preceding the relevant Conversion and (b) a twenty percent discount to the price of the common stock in an offering with gross proceeds of at least $10,000,000. The following table summarizes the Company’s redeemable preferred share activities for the period ended September 30, 2022, and for the comparative September 30, 2021 period. SCHEDULE OF REDEEMABLE PREFERRED SHARE ACTIVITIES Shares Par Additional paid in capital To be issued Total Balance December 31, 2020 49,230 $ 49 $ 1,007,895 $ 1,265,799 $ 2,273,743 Issuance 3,500 4 2,731,989 (743,898 ) 1,988,094 Converted for common shares (1,787 ) (2 ) (1,596,493 ) - (1,596,495 ) Accrued preferred stock dividends (1) - - - - - Balance, September 30, 2021 50,943 $ 51 $ 2,143,391 $ 521,901 $ 2,665,342 Balance December 31, 2021 50,804 $ 51 $ 2,201,786 $ 975,373 $ 3,177,210 Beginning balance, value 50,804 $ 51 $ 2,201,786 $ 975,373 $ 3,177,210 Issuance 1,208 - 618,000 (368,000 ) 250,000 Converted for common shares (470 ) - (229,357 ) (33,808 ) (2) (263,165 ) Accrued preferred stock dividends (1) - - (719,959 ) 264,459 (455,500 ) Balance, September 30, 2022 51,542 $ 51 $ 1,870,470 $ 838,024 $ 2,708,545 Ending balance, value 51,542 $ 51 $ 1,870,470 $ 838,024 $ 2,708,545 (1) The amount of $ 719,959 455,500 (2) $ 33,808 Mezzanine Preferred Equity Transactions During the nine months ended September 30, 2022: ● 470 ● On September 15, 2022, pursuant to the December 2021 Series F SPA, the Company received $ 125,000 125 ● On August 29, 2022, pursuant to the December 2021 Series F SPA, the Company received $ 250,000 250 ● On July 29, 2022, pursuant to the December 2021 Series F SPA, the Company received $ 90,000 90 368 368,000 ● On March 31, 2022, pursuant to the December 2021 Series F SPA, the Company received $ 250,000 250 ● On February 7, 2022, pursuant to the December 2021 Series F SPA, the Company received $ 250,000 250 ● On January 4, 2022, pursuant to the December Series 2021 F SPA, the Company received $ 250,000 250 During the year ended December 31, 2021: ● 1,512 ● On November 6, 2020, the Company received gross proceeds of $ 300,000 300 ● On December 7, 2020, the Company received gross proceeds of $ 200,000 200 ● On December 23, 2020, the Company entered into a Securities Purchase Agreement (the “Series F SPA”) whereby the Company agreed to sell and the Purchaser agrees to purchase, in a series of closings (the “Closings”) of at least 1,000 1,000 1,500 1,500,000 1,000 3,000,000 768,008 731,992 ● On February 4, 2021, the Company issued 1,500 731,992 1,500 1,500,000 ● On June 10, 2021, pursuant to the Series F SPA, the Company received $ 350,000 350 ● On July 20, 2021, pursuant to another Securities Purchase Agreement (the “July Series F SPA”), the Company received $ 400,000 400 138,066 1,180,000 261,934 ● On August 3, 2021, 275 ● On October 22, 2021, 210 ● On November 30, 2021, 491 ● On December 14, 2021, pursuant to another Securities Purchase Agreement (the “December Series F SPA”), the Company received $ 312,000 312 12,000 ● On December 31, 2021, pursuant to the December Series F SPA, the Company received $ 250,000 250 Mezzanine preferred equity, series C and series F, carry a dividend policy which entitles each preferred share to receive, and the Company to pay, cumulative dividends of 10 264,458 73,963 |
PREFERRED STOCK
PREFERRED STOCK | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
PREFERRED STOCK | Note 13 – PREFERRED STOCK Authorized 3,000,000 0.001 10,000 0.001 100,000 Preferred Stock Transactions During the nine months ended September 30, 2022: ● On August 1, 2022, the Company issued an aggregate of 191 897,000 ● On June 27, 2022, the Company issued an aggregate of 105 777,000 During the year ended December 31, 2021: ● On October 26, 2020, the Company agreed to issue Series B preferred shares that are convertible into 1,000,000 1,000,000 1,340,000 100 1,000,000 1 100,000 10 50 5 500,000 670,000 45 5 500,000 670,000 ● On March 4, 2021, the Company issued an aggregate of 16 849,600 ● 125 1,734,800 |
COMMON STOCK
COMMON STOCK | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
COMMON STOCK | Note 14 – COMMON STOCK Authorized 350,000,000 0.001 Common Stock Transactions During the nine months ended September 30, 2022: ● The Company issued an aggregate of 500,000 shares of common stock to satisfy shares to be issued for investor relations. The shares had a fair value of $ 101,000 of which $ 81,353 of expense was recognized for the nine-month period ended September 30, 2022. $ 19,647 of expense was recorded during the year ended December 31, 2021 and $ 81,353 was recorded as prepaid. ● The Company issued 160,000 13,760 ● The Company issued 500,000 47,000 ● The Company issued 12,360,453 229,357 470 During the year ended December 31, 2021: ● The Company issued an aggregate of 8,138,975 1,436,044 ● The Company issued 715,000 191,235 ● The Company issued 2,430,000 565,250 ● The Company issued 23,046,760 3,822,829 2,000 125 1,734,800 1,512 1,462,296 976 625,803 ● The Company cancelled 1,751,288 Common Stock to be Issued Common stock to be issued as at September 30, 2022 consists of: None. Common stock to be issued as at December 31, 2021 consists of: ● 97,260 19,647 Warrants During the nine months ended September 30, 2022: No warrant activity took place in the nine months ended September 30, 2022. During the year ended December 31, 2021: ● The Company granted 1,000,000 three years 0.25 163,998 ● The Company granted 500,000 four years 1.00 668,461 ● The Company granted 2,000,000 five years 0.35 410,425 ● On July 20, 2021, pursuant to the July Series F SPA, the Company is to issue 1,180,000 138,066 5 0.30 The fair values of the warrants were calculated using the following assumptions for the Black Sholes Option Pricing Model: SCHEDULE OF WARRANTS ASSUMPTIONS December 31, 2021 Risk-free interest rate 0.18 0.82 Expected life 3.29 5.11 Expected dividend rate 0 % Expected volatility 285.40 300.18 The continuity of the Company’s common stock purchase warrants issued and outstanding is as follows: SCHEDULE OF WARRANTS OUTSTANDING Warrants Weighted average exercise price Outstanding at year December 31, 2021 16,439,813 $ 0.56 Outstanding as of September 30, 2022 16,439,813 $ 0.56 As of September 30, 2022, the weighted average remaining contractual life of warrants outstanding was 1.78 nil nil |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | Note 15 – RELATED PARTY TRANSACTIONS During the nine months ended September 30, 2022, the Company incurred $ 526,569 387,052 90,000 132,120 28,118 3,132 28,118 105 777,000 191 897,700 |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | Note 16 – CONTINGENCIES Indemnifications In the normal course of business, the Company indemnifies other parties, including customers, lessors, and parties to other transactions with the Company, with respect to certain matters. The Company has agreed to hold the other parties harmless against losses arising from a breach of representations or covenants, or out of intellectual property infringement or other claims made against certain parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. In addition, the Company has entered into indemnification agreements with its officers and directors, and the Company’s bylaws contain similar indemnification obligations to the Company’s agents. It is not possible to determine the maximum potential amount under these indemnification agreements due to the Company’s limited history with prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under these agreements have not had a material effect on the Company’s operating results, financial position, or cash flows. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | Note 17 – SUPPLEMENTAL CASH FLOW INFORMATION SCHEDULE OF SUPPLEMENTAL CASH FLOW INFORMATION Nine-months ended September 30, 2022 September 30, 2021 Cash paid during the period for: Taxes $ - $ - Interest payments - 57,111 Non-cash investing and financing transactions: Shares issued for debt settlement $ - $ 191,235 Dividends payable with preferred shares to be issued 264,459 - Initial recognition of lease assets 143,630 - Initial recognition of lease liabilities 143,630 - Shares issued on conversion of preferred shares 229,357 3,235,414 Shares issued for convertible notes payable and accrued interest - 9,904 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Note 18 – SUBSEQUENT EVENTS Management has evaluated events subsequent to the period ended for transactions and other events that may require adjustment of and/or disclosure in such interim condensed consolidated financial statements. Subsequent to September 30, 2022: ● The Company issued 125 125,000 ● On October 21, 2022. Pursuant to the December Series F SPA, the Company received $ 410,000 410 96 96,000 ● On October 21, 2022, 150 ● On November 3, 2022, the Company issued an aggregate of 50 141,000 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim condensed consolidated financial statements were prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) and with the instructions to Form 10-Q. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to U.S. GAAP rules and regulations for presentation of interim financial information. Therefore, the unaudited interim condensed consolidated financial statements should be read in conjunction with the financial statements and the notes thereto, included in the Company’s Annual Report on the Form 10-K for the year ended December 31, 2021. Current and future financial statements may not be directly comparable to the Company’s historical financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. |
Principles of Consolidation | Principles of Consolidation The interim condensed consolidated financial statements include the accounts of DSG Global Inc., its subsidiary VTS, and its wholly owned subsidiaries Imperium Motor Corp., DSG Tag Systems Inc., Imperium Motor Company of Canada Corporation, DSG UK, and AC Golf Carts, collectively referred to as the “Company”. All intercompany accounts, transactions and profits were eliminated in the consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the condensed consolidated financial statements in the period they are determined. There were no new estimates in the period. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Recent accounting pronouncements issued by FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s interim condensed consolidated financial statements. Significant Accounting Policies |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product to a customer. Revenue is measured based on the consideration the Company expects to receive in exchange for those products. In instances where final acceptance of the product is specified by the customer, revenue is deferred until all acceptance criteria have been met. Revenues are recognized under Topic 606 ● executed contracts with the Company’s customers that it believes are legally enforceable; ● identification of performance obligations in the respective contract; ● determination of the transaction price for each performance obligation in the respective contract; ● allocation the transaction price to each performance obligation; and ● recognition of revenue only when the Company satisfies each performance obligation. Performance Obligations and Signification Judgments The Company’s revenue streams can be categorized into the following performance obligations and recognition patterns: 1. Sale, delivery and installation of Tag, Text and Infinity products, along with digital mapping and customer training. The Company recognizes revenue at a point in time when final sign-off on the installation is obtained from the General Manager and/or Director of Golf. 2. Provision of internet connectivity, regular software updates, software maintenance and basic customer support service. The Company recognizes revenue over time, evenly over the term of the service. 3. Sale and delivery of Fairway Rider products. The Company recognizes revenue at a point in time when control transfers to the customer. 4. Sale and delivery of Electric Vehicles. The Company recognizes revenue at a point in time when control transfers to the customer. Transaction prices for performance obligations are explicitly outlined in relevant agreements, therefore, the Company does not believe that significant judgments are required with respect to the determination of the transaction price, including any variable consideration identified. |
Warranty Reserve | Warranty Reserve The Company accrues for warranty costs, sales returns, and other allowances based on its historical experience. During the period ended September 30, 2022 and the comparable period of September 30, 2021, the Company did not provide a warranty for any of its products sold during those periods. The warranty reserve was $ Nil |
Re-classification | Re-classification During the period ended September 30, 2022, the Company re-classified dividends that were accrued on its redeemable preferred shares during the year ended December 31, 2021. An amount of $ 455,500 |
TRADE RECEIVABLES, NET (Tables)
TRADE RECEIVABLES, NET (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
SCHEDULE OF TRADE RECEIVABLES | As of September 30, 2022, and December 31, 2021, trade receivables consist of the following: SCHEDULE OF TRADE RECEIVABLES September 30, 2022 December 31,2021 Accounts receivable $ 845,323 $ 271,950 Allowance for doubtful accounts (89,399 ) (32,128 ) Total trade receivables, net $ 755,924 $ 239,822 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF INVENTORIES | As of September 30, 2022, and December 31, 2021, inventories consist of the following: SCHEDULE OF INVENTORIES September 30, 2022 December 31, 2021 Parts and accessories $ 199,211 $ 226,230 Golf carts 53,462 158,588 E-bikes 20,870 35,060 Electric vehicles 191,560 292,800 Total inventories $ 465,103 $ 712,678 |
FIXED ASSETS AND EQUIPMENT ON_2
FIXED ASSETS AND EQUIPMENT ON LEASE (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF FIXED ASSETS | As of September 30, 2022, and December 31, 2021, fixed assets consisted of the following: SCHEDULE OF FIXED ASSETS September 30, 2022 December 31, 2021 Machinery $ 5,040 $ 5,040 Furniture and equipment 2,587 2,350 Computer equipment 50,781 41,784 Vehicles 19,989 28,360 Fixed assets, gross Accumulated depreciation (48,704 ) (42,220 ) Fixed assets, net $ 29,693 $ 35,314 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLE ASSETS | As of September 30, 2022, and December 31, 2021, intangible assets consist of the following: SCHEDULE OF INTANGIBLE ASSETS September 30, 2022 December 31, 2021 Intangible asset – Patent $ 22,353 $ 22,353 Accumulated amortization (11,670 ) (10,749 ) Intangible asset, net $ 10,683 $ 11,604 |
TRADE AND OTHER PAYABLES (Table
TRADE AND OTHER PAYABLES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF TRADE AND OTHER PAYABLES | As of September 30, 2022, and December 31, 2021, trade and other payables consist of the following: SCHEDULE OF TRADE AND OTHER PAYABLES September 30, 2022 December 31, 2021 Accounts payable and accrued expenses $ 1,343,227 $ 949,937 Accrued interest 1,421,435 248,610 Other liabilities 12,856 4,051 Total payables $ 2,777,518 $ 1,202,598 |
LOANS PAYABLE (Tables)
LOANS PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF LOANS PAYABLE | As of September 30, 2022, and December 31, 2021, loans payable consisted of the following: SCHEDULE OF LOANS PAYABLE September 30, 2022 December 31, 2021 29,063 31,449 Unsecured loan payable in the amount of CAD$ 40,000 December 31, 2025 (a) $ 29,063 $ 31,449 Unsecured loan payable in the amount of CAD$ 40,000 December 31, 2025 (b) 29,063 31,449 Unsecured loan payable, due on May 21, 2022 1 (c) - 30,115 Secured loan payable, due on June 5, 2050 3.75 (d) 150,000 150,000 Unsecured loan payable, due on June 20, 2022 9 (e) - 2,084,934 Preferred F series shares issued with mandatory redemption (f) 947,651 - 1,155,776 2,327,947 Current portion (1,005,776 ) (2,115,049 ) Loans payable, Long term $ 150,000 $ 212,898 (a) On April 17, 2020, the Company received a loan in the principal amount of $ 29,063 40,000 10,000 5 December 31, 2025 (b) On April 21, 2020, the Company received a loan in the principal amount of $ 29,063 40,000 10,000 5 (c) On May 21, 2020, the Company received a loan in the principal amount of $ 30,115 1 May 21, 2022 (d) On June 5, 2020, the Company received a loan in the principal amount of $ 150,000 3.75 June 5, 2050 731 (e) On September 13, 2021, the Company entered into a securities purchase agreement with a non-related party. Pursuant to the agreement, the Company received cash proceeds of $ 2,000,000 2,400,000 400,000 9 If the convertible note is not paid in full before December 12, 2021, an additional $100,000 of guaranteed interest will be added to the note. An additional $100,000 of guaranteed interest will be added to the note on the 12th day of each succeeding month during which any portion of the convertible note remains unpaid. 24 In the event of a default, the note is convertible at the price that is equal to a 40% discount to the lowest trading price of the Company’s common shares during the 30 day trading period prior to the conversion date. (e) On September 13, 2021, the Company entered into a securities purchase agreement with a non-related party. Pursuant to the agreement, the Company received cash proceeds of $2,000,000 on September 13, 2021 in exchange for the issuance of an unsecured convertible promissory note in the principal amount of $2,400,000, which was inclusive of a $400,000 original issue discount and bears interest at 9% per annum to the holder and matures June 20, 2022. If the convertible note is not paid in full before December 12, 2021, an additional $100,000 of guaranteed interest will be added to the note. An additional $100,000 of guaranteed interest will be added to the note on the 12th day of each succeeding month during which any portion of the convertible note remains unpaid. Any principal or interest on the convertible note that is not paid when due or during any period of default bears interest at 24% per annum. In the event of a default, the note is convertible at the price that is equal to a 40% discount to the lowest trading price of the Company’s common shares during the 30 day trading period prior to the conversion date. During the three and nine months ended September 30, 2022, the Company recorded $457,400 and $1,470,865 in interest expense including $457,400 and $1,292,400 of additional interest, respectively. As at September 30, 2022, the carrying value of the convertible promissory note was $2,400,000 (December 31, 2021 - $2,084,935). As the note is now in default, it has become convertible. See Note 10. During the three and nine months ended September 30, 2022, the Company recorded $ 457,400 1,470,865 457,400 1,292,400 2,400,000 2,084,935 As the note is now in default, it has become convertible. See Note 10. (f) On February 17, 2022, the Company entered into a Waiver of Conditions (the “Waiver”) to the Share Purchase Agreement (the “SPA”) dated December 13, 2021. The Company has received five payments in the amount of $ 250,000 250,000 90,000 250,000 125,000 965 20 500 965,000 15 75,000 20 3,062 During the nine months ended September 30, 2022, the Company made required payments in the amount of $ 20,411 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
SCHEDULE OF LEASE RECEIVABLES RECOGNIZED | SCHEDULE OF LEASE RECEIVABLES RECOGNIZED Lease receivable September 30, 2022 December 31, 2021 Balance, beginning of the period $ 810,236 $ 42,856 Additions 143,630 937,850 Transfer to third party (867,450 ) (120,231 ) Interest on lease receivables 20,082 19,452 Receipt of payments (81,173 ) (60,445 ) - Foreign exchange (5,734 ) (9,246 ) Balance, end of the period 19,591 810,236 Current portion of lease receivables (3,487 ) (87,020 ) Long term potion of lease receivables $ 16,104 $ 723,216 |
SCHEDULE OF CONSOLIDATED BALANCE SHEET OF LEASE | Right-of-use assets: SCHEDULE OF CONSOLIDATED BALANCE SHEET OF LEASE Right-of-use assets September 30, 2022 December 31, 2021 Cost $ 311,750 $ 312,318 Accumulated amortization (269,274 ) (170,530 ) Foreign exchange - 29 Total right-of-use assets $ 42,476 $ 141,880 Lease liability September 30, 2022 December 31, 2021 Current portion $ 47,683 $ 121,270 Long-term portion 6,014 38,696 Total lease liability $ 53,697 $ 159,966 |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | Future minimum lease payments to be paid by the Company as a lessee for leases as of September 30, 2022, for the next four years are as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Lease commitments and lease liability September 30, 2022 2022 $ 16,208 2023 39,933 2024 4,241 2025 1,055 Total future minimum lease payments 61,437 Discount (7,740 ) Total 53,697 Current portion of lease liabilities (47,683 ) Long-term portion of lease liabilities $ 6,014 |
MEZZANINE EQUITY (Tables)
MEZZANINE EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Mezzanine Equity | |
SCHEDULE OF REDEEMABLE PREFERRED SHARE ACTIVITIES | The following table summarizes the Company’s redeemable preferred share activities for the period ended September 30, 2022, and for the comparative September 30, 2021 period. SCHEDULE OF REDEEMABLE PREFERRED SHARE ACTIVITIES Shares Par Additional paid in capital To be issued Total Balance December 31, 2020 49,230 $ 49 $ 1,007,895 $ 1,265,799 $ 2,273,743 Issuance 3,500 4 2,731,989 (743,898 ) 1,988,094 Converted for common shares (1,787 ) (2 ) (1,596,493 ) - (1,596,495 ) Accrued preferred stock dividends (1) - - - - - Balance, September 30, 2021 50,943 $ 51 $ 2,143,391 $ 521,901 $ 2,665,342 Balance December 31, 2021 50,804 $ 51 $ 2,201,786 $ 975,373 $ 3,177,210 Beginning balance, value 50,804 $ 51 $ 2,201,786 $ 975,373 $ 3,177,210 Issuance 1,208 - 618,000 (368,000 ) 250,000 Converted for common shares (470 ) - (229,357 ) (33,808 ) (2) (263,165 ) Accrued preferred stock dividends (1) - - (719,959 ) 264,459 (455,500 ) Balance, September 30, 2022 51,542 $ 51 $ 1,870,470 $ 838,024 $ 2,708,545 Ending balance, value 51,542 $ 51 $ 1,870,470 $ 838,024 $ 2,708,545 (1) The amount of $ 719,959 455,500 (2) $ 33,808 |
COMMON STOCK (Tables)
COMMON STOCK (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
SCHEDULE OF WARRANTS ASSUMPTIONS | The fair values of the warrants were calculated using the following assumptions for the Black Sholes Option Pricing Model: SCHEDULE OF WARRANTS ASSUMPTIONS December 31, 2021 Risk-free interest rate 0.18 0.82 Expected life 3.29 5.11 Expected dividend rate 0 % Expected volatility 285.40 300.18 |
SCHEDULE OF WARRANTS OUTSTANDING | The continuity of the Company’s common stock purchase warrants issued and outstanding is as follows: SCHEDULE OF WARRANTS OUTSTANDING Warrants Weighted average exercise price Outstanding at year December 31, 2021 16,439,813 $ 0.56 Outstanding as of September 30, 2022 16,439,813 $ 0.56 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
SCHEDULE OF SUPPLEMENTAL CASH FLOW INFORMATION | SCHEDULE OF SUPPLEMENTAL CASH FLOW INFORMATION Nine-months ended September 30, 2022 September 30, 2021 Cash paid during the period for: Taxes $ - $ - Interest payments - 57,111 Non-cash investing and financing transactions: Shares issued for debt settlement $ - $ 191,235 Dividends payable with preferred shares to be issued 264,459 - Initial recognition of lease assets 143,630 - Initial recognition of lease liabilities 143,630 - Shares issued on conversion of preferred shares 229,357 3,235,414 Shares issued for convertible notes payable and accrued interest - 9,904 |
ORGANIZATION (Details Narrative
ORGANIZATION (Details Narrative) - $ / shares | Sep. 17, 2021 | Aug. 12, 2021 | Sep. 15, 2020 |
AC Golf Carts Inc [Member] | Common Stock [Member] | |||
Business acquisition, number of shares acquired | 100 | ||
Business acquisition, share price | $ 0.001 | ||
Preferred Class A [Member] | Imperium Motor Corporation [Member] | |||
Business acquisition, number of shares acquired | 100 | ||
Business acquisition, share price | $ 0.001 | ||
Class A Voting Participating Common Shares [Member] | Imperium Canada [Member] | |||
Business acquisition, number of shares acquired | 100 | ||
Business acquisition, share price | $ 0.10 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Working capital deficit | $ 5,303,818 | $ 5,303,818 | |||
Accumulated deficit | 63,519,675 | 63,519,675 | $ 57,694,695 | ||
Net loss | $ 2,370,834 | $ 1,948,678 | 5,824,980 | $ 4,376,507 | |
Net cash provided by (used in) operating activities | $ 2,176,862 | $ 3,771,249 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | ||
Accounting Policies [Abstract] | |||
Warranty reserve | |||
Accrued preferred stock dividends | [1] | $ 455,500 | |
[1]The amount of $ 719,959 455,500 |
SCHEDULE OF TRADE RECEIVABLES (
SCHEDULE OF TRADE RECEIVABLES (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Receivables [Abstract] | ||
Accounts receivable | $ 845,323 | $ 271,950 |
Allowance for doubtful accounts | (89,399) | (32,128) |
Total trade receivables, net | $ 755,924 | $ 239,822 |
SCHEDULE OF INVENTORIES (Detail
SCHEDULE OF INVENTORIES (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Inventory [Line Items] | ||
Total inventories | $ 465,103 | $ 712,678 |
Parts and Accessories [Member] | ||
Inventory [Line Items] | ||
Total inventories | 199,211 | 226,230 |
Golf Carts [Member] | ||
Inventory [Line Items] | ||
Total inventories | 53,462 | 158,588 |
E Bikes [Member] | ||
Inventory [Line Items] | ||
Total inventories | 20,870 | 35,060 |
Electric Vehicles [Member] | ||
Inventory [Line Items] | ||
Total inventories | $ 191,560 | $ 292,800 |
SCHEDULE OF FIXED ASSETS (Detai
SCHEDULE OF FIXED ASSETS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Accumulated depreciation | $ (48,704) | $ (42,220) |
Fixed assets, net | 29,693 | 35,314 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 5,040 | 5,040 |
Furniture And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 2,587 | 2,350 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 50,781 | 41,784 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 19,989 | $ 28,360 |
FIXED ASSETS AND EQUIPMENT ON_3
FIXED ASSETS AND EQUIPMENT ON LEASE (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 2,658 | $ 6,781 | $ 8,274 | $ 17,954 |
SCHEDULE OF INTANGIBLE ASSETS (
SCHEDULE OF INTANGIBLE ASSETS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible asset – Patent | $ 22,353 | $ 22,353 |
Accumulated amortization | (11,670) | (10,749) |
Intangible asset, net | $ 10,683 | $ 11,604 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Patent estimated useful life | 20 years | |||
Amortization expense | $ 307 | $ 307 | $ 921 | $ 922 |
SCHEDULE OF TRADE AND OTHER PAY
SCHEDULE OF TRADE AND OTHER PAYABLES (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accounts payable and accrued expenses | $ 1,343,227 | $ 949,937 |
Accrued interest | 1,421,435 | 248,610 |
Other liabilities | 12,856 | 4,051 |
Total payables | $ 2,777,518 | $ 1,202,598 |
SCHEDULE OF LOANS PAYABLE (Deta
SCHEDULE OF LOANS PAYABLE (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 | |
Guarantor Obligations [Line Items] | |||
Loans payable | $ 1,155,776 | $ 2,327,947 | |
Current portion | (1,005,776) | (2,115,049) | |
Loans payable | 150,000 | 212,898 | |
Loans Payable [Member] | |||
Guarantor Obligations [Line Items] | |||
Loans payable | [1] | 29,063 | 31,449 |
Loans Payable One [Member] | |||
Guarantor Obligations [Line Items] | |||
Loans payable | [2] | 29,063 | 31,449 |
Loans Payable Two [Member] | |||
Guarantor Obligations [Line Items] | |||
Loans payable | [3] | 30,115 | |
Loans Payable Three [Member] | |||
Guarantor Obligations [Line Items] | |||
Loans payable | [4] | 150,000 | 150,000 |
Loans Payable Four [Member] | |||
Guarantor Obligations [Line Items] | |||
Loans payable | [5] | 2,084,934 | |
Loans Payable Five [Member] | |||
Guarantor Obligations [Line Items] | |||
Loans payable | [6] | $ 947,651 | |
[1]On April 17, 2020, the Company received a loan in the principal amount of $ 29,063 40,000 10,000 5 December 31, 2025 29,063 40,000 10,000 5 30,115 1 May 21, 2022 150,000 3.75 June 5, 2050 731 250,000 250,000 90,000 250,000 125,000 965 20 500 965,000 15 75,000 20 3,062 |
SCHEDULE OF LOANS PAYABLE (De_2
SCHEDULE OF LOANS PAYABLE (Details) (Parenthetical) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 15, 2022 USD ($) | Aug. 29, 2022 USD ($) | Jul. 29, 2022 USD ($) | Mar. 31, 2022 USD ($) | Feb. 28, 2022 USD ($) shares | Feb. 17, 2022 USD ($) shares | Sep. 13, 2021 USD ($) | Jun. 05, 2020 USD ($) | May 21, 2020 USD ($) | Apr. 21, 2020 CAD ($) | Apr. 17, 2020 CAD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2022 CAD ($) | Dec. 31, 2021 CAD ($) | Apr. 21, 2020 USD ($) | Apr. 21, 2020 CAD ($) | Apr. 17, 2020 USD ($) | Apr. 17, 2020 CAD ($) | |
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt, due date | Jun. 05, 2050 | ||||||||||||||||||||
Debt instrument, interest rate | 3.75% | ||||||||||||||||||||
Loan payable principal amount | $ 150,000 | ||||||||||||||||||||
Repayments of debt | $ 731 | ||||||||||||||||||||
Proceeds from notes payable | $ 500,000 | $ 2,000,000 | |||||||||||||||||||
Interest expense | $ 457,400 | 1,470,865 | |||||||||||||||||||
Additional interest expense | 457,400 | 1,292,400 | |||||||||||||||||||
Convertible promissory note carrying amount | $ 2,400,000 | 2,400,000 | $ 2,084,935 | ||||||||||||||||||
Interest expense, debt | 3,062 | ||||||||||||||||||||
Repayments of notes payable | 20,411 | $ 193,889 | |||||||||||||||||||
Securities Purchase Agreement [Member] | Non-related Party [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt instrument, interest rate | 9% | ||||||||||||||||||||
Loan payable principal amount | $ 2,400,000 | ||||||||||||||||||||
Proceeds from notes payable | 2,000,000 | ||||||||||||||||||||
Debt, unamortized discount | $ 400,000 | ||||||||||||||||||||
Debt covenant, description | If the convertible note is not paid in full before December 12, 2021, an additional $100,000 of guaranteed interest will be added to the note. An additional $100,000 of guaranteed interest will be added to the note on the 12th day of each succeeding month during which any portion of the convertible note remains unpaid. | ||||||||||||||||||||
Default interest rate | 24% | ||||||||||||||||||||
Share Purchase Agreement [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt instrument, interest rate | 15% | ||||||||||||||||||||
Proceeds from notes payable | $ 125,000 | $ 250,000 | $ 90,000 | $ 250,000 | $ 250,000 | ||||||||||||||||
Stock issued during period, shares, new issues | shares | 965 | 500 | |||||||||||||||||||
Percentage of gross sales remittance | 20% | ||||||||||||||||||||
Distributions on mandatorily redeemable securities | $ 965,000 | ||||||||||||||||||||
Redemption premium | $ 75,000 | ||||||||||||||||||||
Repayments of notes payable | $ 20,411 | ||||||||||||||||||||
Canada Emergency Business Account Program [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt, due date | Dec. 31, 2025 | ||||||||||||||||||||
Debt instrument, interest rate | 5% | 5% | 5% | 5% | |||||||||||||||||
Loan payable principal amount | $ 29,063 | $ 40,000 | $ 29,063 | $ 40,000 | |||||||||||||||||
Debt instrument forgiveness | $ 10,000 | $ 10,000 | |||||||||||||||||||
Paycheck Protection Program [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt, due date | May 21, 2022 | ||||||||||||||||||||
Debt instrument, interest rate | 1% | ||||||||||||||||||||
Loan payable principal amount | $ 30,115 | ||||||||||||||||||||
Loans Payable [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Unsecured debt | $ 40,000 | $ 40,000 | |||||||||||||||||||
Debt, due date | Dec. 31, 2025 | Dec. 31, 2025 | |||||||||||||||||||
Loans Payable One [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Unsecured debt | $ 40,000 | $ 40,000 | |||||||||||||||||||
Debt, due date | Dec. 31, 2025 | Dec. 31, 2025 | |||||||||||||||||||
Loans Payable Two [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt, due date | May 21, 2022 | May 21, 2022 | |||||||||||||||||||
Debt instrument, interest rate | 1% | 1% | 1% | 1% | 1% | ||||||||||||||||
Loans Payable Three [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt, due date | Jun. 05, 2050 | Jun. 05, 2050 | |||||||||||||||||||
Debt instrument, interest rate | 3.75% | 3.75% | 3.75% | 3.75% | 3.75% | ||||||||||||||||
Loans Payable Four [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt, due date | Jun. 20, 2022 | Jun. 20, 2022 | |||||||||||||||||||
Debt instrument, interest rate | 9% | 9% | 9% | 9% | 9% |
CONVERTIBLE NOTES (Details Narr
CONVERTIBLE NOTES (Details Narrative) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 | Jun. 05, 2020 | Jun. 05, 2017 | Mar. 31, 2015 |
Short-Term Debt [Line Items] | |||||
Debt instrument face value | $ 150,000 | ||||
Debt instrument interest rate | 3.75% | ||||
Convertible promissory note carrying amount | $ 2,400,000 | $ 2,084,935 | |||
Convertible Promissory Note [Member] | |||||
Short-Term Debt [Line Items] | |||||
Debt instrument face value | $ 110,000 | ||||
Convertible debt | 9,514 | 9,439 | |||
Director [Member] | |||||
Short-Term Debt [Line Items] | |||||
Debt instrument face value | $ 310,000 | $ 310,000 | $ 310,000 | ||
Debt instrument interest rate | 5% | ||||
Debt conversion price per share | $ 1.25 |
SCHEDULE OF LEASE RECEIVABLES R
SCHEDULE OF LEASE RECEIVABLES RECOGNIZED (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Leases | ||
Balance, beginning of the period | $ 810,236 | $ 42,856 |
Additions | 143,630 | 937,850 |
Transfer to third party | (867,450) | (120,231) |
Interest on lease receivables | 20,082 | 19,452 |
Receipt of payments | (81,173) | (60,445) |
Foreign exchange | (5,734) | (9,246) |
Balance, end of the period | 19,591 | 810,236 |
Current portion of lease receivables | (3,487) | (87,020) |
Long term potion of lease receivables | $ 16,104 | $ 723,216 |
SCHEDULE OF CONSOLIDATED BALANC
SCHEDULE OF CONSOLIDATED BALANCE SHEET OF LEASE (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Leases | ||
Cost | $ 311,750 | $ 312,318 |
Accumulated amortization | (269,274) | (170,530) |
Foreign exchange | 29 | |
Total right-of-use assets | 42,476 | 141,880 |
Current portion | 47,683 | 121,270 |
Long-term portion | 6,014 | 38,696 |
Total lease liability | $ 53,697 | $ 159,966 |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Leases | ||
2022 | $ 16,208 | |
2023 | 39,933 | |
2024 | 4,241 | |
2025 | 1,055 | |
Total future minimum lease payments | 61,437 | |
Discount | (7,740) | |
Total | 53,697 | $ 159,966 |
Current portion of lease liabilities | (47,683) | (121,270) |
Long-term portion of lease liabilities | $ 6,014 | $ 38,696 |
LEASES (Details Narrative)
LEASES (Details Narrative) | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Jun. 02, 2021 USD ($) | Jun. 02, 2021 CAD ($) | Apr. 01, 2021 USD ($) | Jul. 14, 2020 USD ($) | Jul. 14, 2020 CAD ($) | Jul. 10, 2020 USD ($) | Oct. 01, 2019 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||||||||
Sales lease receivables | $ 143,630 | $ 817,619 | ||||||||
Transfer to third party | 120,231 | |||||||||
Inventory | 12,240 | 492,096 | ||||||||
Lease receivables | 867,450 | |||||||||
Lease receivables, third parties | 863,527 | |||||||||
Lease sold | 867,450 | |||||||||
Increase decrease operating lease | 3,923 | |||||||||
Operating lease, right-of-use asset | 42,476 | 141,880 | ||||||||
Operating lease liability | $ 53,697 | $ 159,966 | ||||||||
Weighted average discount rate, percent | 11.98% | |||||||||
General and administration, expense | $ 104,113 | $ 105,439 | ||||||||
FD150 Lease Agreement [Member] | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Operating lease, right-of-use asset | $ 1,018 | |||||||||
Operating lease liability | $ 1,018 | |||||||||
Operating lease term | 1 year 6 months 29 days | |||||||||
Trailer Lease Agreement [Member] | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Operating lease, right-of-use asset | $ 8,886 | $ 11,016 | ||||||||
Operating lease liability | $ 8,886 | $ 11,016 | ||||||||
Operating lease term | 2 years 8 months 1 day | |||||||||
CALIFORNIA | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Operating lease, right-of-use asset | $ 164,114 | |||||||||
Operating lease liability | 156,364 | |||||||||
Prepaid rent | $ 7,750 | |||||||||
Surrey, BC [Member] | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Operating lease, right-of-use asset | $ 133,825 | $ 175,843 | ||||||||
Operating lease liability | 125,014 | 163,895 | ||||||||
Operating lease term | 9 months 29 days | |||||||||
Prepaid rent | $ 8,811 | $ 11,948 | ||||||||
Copier Lease [Member] | ||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||
Lease agreement term | 5 years | |||||||||
Operating lease, right-of-use asset | $ 8,683 | |||||||||
Operating lease liability | $ 8,683 | |||||||||
Operating lease term | 2 years |
SCHEDULE OF REDEEMABLE PREFERRE
SCHEDULE OF REDEEMABLE PREFERRED SHARE ACTIVITIES (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |||
Beginning balance, value | $ 3,177,210 | $ 2,273,743 | $ 2,273,743 | ||
Beginning balance, shares | 50,804 | ||||
Issuance | $ 250,000 | 1,988,094 | |||
Converted for common shares | (263,165) | [1] | (1,596,495) | ||
Accrued preferred stock dividends | [2] | (455,500) | |||
Ending balance, value | $ 2,708,545 | 2,665,342 | $ 3,177,210 | ||
Ending balance, shares | 51,542 | 50,804 | |||
Redeemable Preferred Stock [Member] | |||||
Converted for common shares | $ 33,808 | ||||
Accrued preferred stock dividends | $ 455,500 | ||||
Preferred Stock [Member] | Redeemable Preferred Stock [Member] | |||||
Beginning balance, value | $ 51 | $ 49 | $ 49 | ||
Beginning balance, shares | 50,804 | 49,230 | 49,230 | ||
Issuance | $ 4 | ||||
Issuance, shares | 1,208 | 3,500 | |||
Converted for common shares | $ (2) | ||||
Converted for common shares, shares | (470) | (1,787) | |||
Accrued preferred stock dividends | [2] | ||||
Ending balance, value | $ 51 | $ 51 | $ 51 | ||
Ending balance, shares | 51,542 | 50,943 | 50,804 | ||
Additional Paid-in Capital [Member] | |||||
Beginning balance, value | $ 2,201,786 | $ 1,007,895 | $ 1,007,895 | ||
Issuance | 618,000 | 2,731,989 | |||
Converted for common shares | (229,357) | (1,596,493) | |||
Accrued preferred stock dividends | [2] | (719,959) | |||
Ending balance, value | 1,870,470 | 2,143,391 | 2,201,786 | ||
Stock To be Issued [Member] | |||||
Beginning balance, value | 975,373 | 1,265,799 | 1,265,799 | ||
Issuance | (368,000) | (743,898) | |||
Converted for common shares | (33,808) | ||||
Accrued preferred stock dividends | [2] | 264,459 | |||
Ending balance, value | $ 838,024 | $ 521,901 | $ 975,373 | ||
[1]$ 33,808 719,959 455,500 |
SCHEDULE OF REDEEMABLE PREFER_2
SCHEDULE OF REDEEMABLE PREFERRED SHARE ACTIVITIES (Details) (Parenthetical) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |||
Temporary equity accrued against additional paid in capital amount | $ 719,959 | ||||
Temporary equity accrued preferred stock dividends | [1] | (455,500) | |||
Temporary equity converted for common shares | (263,165) | [2] | $ (1,596,495) | ||
Redeemable Preferred Stock [Member] | |||||
Temporary equity accrued preferred stock dividends | $ 455,500 | ||||
Temporary equity converted for common shares | $ 33,808 | ||||
[1]The amount of $ 719,959 455,500 33,808 |
MEZZANINE EQUITY (Details Narra
MEZZANINE EQUITY (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 15, 2022 | Aug. 29, 2022 | Jul. 29, 2022 | Mar. 31, 2022 | Feb. 07, 2022 | Jan. 04, 2022 | Dec. 31, 2021 | Dec. 14, 2021 | Nov. 30, 2021 | Oct. 22, 2021 | Aug. 03, 2021 | Jul. 20, 2021 | Jun. 10, 2021 | Feb. 04, 2021 | Dec. 23, 2020 | Dec. 07, 2020 | Nov. 06, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2020 | |
Preferred stock, shares authorized | 24,010,000 | 24,010,000 | ||||||||||||||||||
Preferred stock par value | $ 0.001 | $ 0.001 | ||||||||||||||||||
Proceeds from issuance of preferred shares | $ 715,000 | $ 2,109,934 | ||||||||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | ||||||||||||||||||||
Warrants granted | 1,180,000 | 3,000,000 | ||||||||||||||||||
Fair value of warrants | $ 261,934 | $ 768,008 | ||||||||||||||||||
Redeemable Series C Preferred Stock [Member] | ||||||||||||||||||||
Preferred stock, shares authorized | 5,000,000 | |||||||||||||||||||
Preferred stock par value | $ 0.001 | |||||||||||||||||||
Redeemable Series D Preferred Stock [Member] | ||||||||||||||||||||
Preferred stock, shares authorized | 1,000,000 | |||||||||||||||||||
Preferred stock par value | $ 0.001 | |||||||||||||||||||
Conversion of convertible preferred stock into common stock | 5 | |||||||||||||||||||
Redeemable Series E Preferred Stock [Member] | ||||||||||||||||||||
Preferred stock, shares authorized | 5,000,000 | |||||||||||||||||||
Preferred stock par value | $ 0.001 | |||||||||||||||||||
Conversion of convertible preferred stock into common stock | 4 | |||||||||||||||||||
Redeemable Series F Preferred Stock [Member] | ||||||||||||||||||||
Preferred stock, shares authorized | 10,000 | |||||||||||||||||||
Preferred stock par value | $ 0.001 | |||||||||||||||||||
Convertible preferred stock, description | Each share of Series F preferred shares is convertible into common stock at an amount equal to the lesser of (a) one hundred percent of the lowest traded price for the Company’s stock for the fifteen trading days immediately preceding the relevant Conversion and (b) a twenty percent discount to the price of the common stock in an offering with gross proceeds of at least $10,000,000. | |||||||||||||||||||
Series F Preferred Stock [Member] | ||||||||||||||||||||
Conversion of convertible preferred stock into common stock | 491 | 210 | 275 | 470 | ||||||||||||||||
Series F Preferred Stock [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||||||
Subscription receivable amount | $ 125,000 | $ 250,000 | $ 90,000 | $ 250,000 | $ 250,000 | $ 250,000 | $ 250,000 | $ 312,000 | ||||||||||||
Number of shares issued, shares | 125 | 250 | 368 | 250 | 250 | 250 | 250 | 312 | 350 | 1,000 | ||||||||||
Preferred stock, shares subscribed | 90 | |||||||||||||||||||
Dividends to be settled with preferred shares | $ 368,000 | |||||||||||||||||||
Sale of stock, per share | $ 1,000 | |||||||||||||||||||
Sale of stock, value | $ 400,000 | |||||||||||||||||||
Sale of stock ,shares issued | 400 | |||||||||||||||||||
Number of shares issued, value | $ 138,066 | $ 350,000 | ||||||||||||||||||
Subscription incurred issuance cost | $ 12,000 | |||||||||||||||||||
Series F Preferred Stock [Member] | Securities Purchase Agreement [Member] | Second Closing [Member] | ||||||||||||||||||||
Number of shares issued, shares | 1,500 | |||||||||||||||||||
Proceeds from issuance of preferred shares | $ 1,500,000 | |||||||||||||||||||
Series F Preferred Stock [Member] | Securities Purchase Agreement [Member] | First and Second Closing [Member] | ||||||||||||||||||||
Number of shares issued, shares | 1,500 | |||||||||||||||||||
Sale of stock, value | $ 1,500,000 | |||||||||||||||||||
Series F Preferred Stock [Member] | Securities Purchase Agreement [Member] | Additional Closing [Member] | ||||||||||||||||||||
Sale of stock ,shares issued | 1,000 | |||||||||||||||||||
Series F Preferred Stock [Member] | Securities Purchase Agreement [Member] | First Closing [Member] | ||||||||||||||||||||
Number of shares issued, shares | 1,500 | |||||||||||||||||||
Sale of stock, value | $ 731,992 | |||||||||||||||||||
Number of shares issued, value | $ 731,992 | |||||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||||
Conversion of convertible preferred stock into common stock | 1,512 | |||||||||||||||||||
Series C Preferred Stock [Member] | Second Closing [Member] | ||||||||||||||||||||
Number of shares issued, shares | 200 | 300 | ||||||||||||||||||
Proceeds from issuance of preferred shares | $ 200,000 | $ 300,000 | ||||||||||||||||||
Mezzanine Preferred Equity Series C And Series F [Member] | ||||||||||||||||||||
Dividends to be settled with preferred shares | $ 264,458 | |||||||||||||||||||
Description of dividend payable rate | Mezzanine preferred equity, series C and series F, carry a dividend policy which entitles each preferred share to receive, and the Company to pay, cumulative dividends of 10% per annum, payable quarterly, beginning on the original issuance date and ending on the date that such preferred shares has been converted or redeemed. At the option of the Company, accrued dividends can be settled in preferred shares of the same series, or in cash. Any dividends that are not paid quarterly on the dividend payment date shall entail a late fee, which must be paid in cash at the rate of 18% per annum, which accrues and compounds daily from the dividend payment date, through to and including the date of the actual payment in full. | |||||||||||||||||||
Preferred stock dividend rate, percentage | 10% | |||||||||||||||||||
Penalty interest | $ 73,963 |
PREFERRED STOCK (Details Narrat
PREFERRED STOCK (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||||||||
Aug. 01, 2022 | Jun. 27, 2022 | Jun. 27, 2022 | Sep. 16, 2021 | May 26, 2021 | Mar. 04, 2021 | Feb. 17, 2021 | Oct. 26, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Sep. 30, 2022 | |
Class of Stock [Line Items] | |||||||||||
Preferred stock, shares authorized | 3,010,000 | 3,010,000 | |||||||||
Preferred stock par value | $ 0.001 | $ 0.001 | |||||||||
Preferred stock issued | 200,454 | 200,750 | |||||||||
Number of share issued for services, value | $ 849,600 | ||||||||||
Series A Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock, shares authorized | 3,000,000 | ||||||||||
Preferred stock par value | $ 0.001 | ||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock, shares authorized | 10,000 | ||||||||||
Preferred stock par value | $ 0.001 | ||||||||||
Conversion of convertible preferred stock into common stock | 100,000 | ||||||||||
Series B Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of share issued, shares | 100 | ||||||||||
Conversion of stock shares issued | 500,000 | 500,000 | 100,000 | 1,000,000 | |||||||
Number of warrants issued | 1,000,000 | ||||||||||
Conversion of stock amount issued | $ 670,000 | $ 670,000 | $ 1,340,000 | ||||||||
Warrant issued | 1,000,000 | ||||||||||
Number of shares converted | 5 | 5 | 125 | ||||||||
Preferred stock issued | 50 | ||||||||||
Shares cancelled | 45 | ||||||||||
Number of share issued for services | 16 | ||||||||||
Number of share issued for services, value | $ 849,600 | ||||||||||
Conversion of stock, amount converted | $ 1,734,800 | ||||||||||
Series B Preferred Stock [Member] | Director [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of share issued, shares | 191 | 105 | |||||||||
Stock issued during period, value, new issues | $ 897,000 | $ 777,000 | $ 777,000 | ||||||||
Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares converted | 1 | ||||||||||
Preferred stock issued | 10 |
SCHEDULE OF WARRANTS ASSUMPTION
SCHEDULE OF WARRANTS ASSUMPTIONS (Details) | Dec. 31, 2021 |
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 0.18 |
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 0.82 |
Measurement Input, Expected Term [Member] | Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 3 years 3 months 14 days |
Measurement Input, Expected Term [Member] | Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 5 years 1 month 9 days |
Measurement Input, Expected Dividend Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 0 |
Measurement Input, Price Volatility [Member] | Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 285.40 |
Measurement Input, Price Volatility [Member] | Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 300.18 |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING (Details) | Sep. 30, 2022 $ / shares shares |
Equity [Abstract] | |
Warrants outstanding, beginning balance, shares | shares | 16,439,813 |
Weighted average exercise price, outstanding, beginning balance, share | $ / shares | $ 0.56 |
Warrants outstanding, ending balance, shares | shares | 16,439,813 |
Weighted average exercise price, outstanding, beginning balance, share | $ / shares | $ 0.56 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | ||||||||||||||||
Sep. 15, 2022 | Aug. 29, 2022 | Jul. 29, 2022 | Mar. 31, 2022 | Feb. 07, 2022 | Jan. 04, 2022 | Dec. 31, 2021 | Dec. 14, 2021 | Jul. 20, 2021 | Jun. 10, 2021 | Mar. 04, 2021 | Feb. 17, 2021 | Dec. 23, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 26, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Common stock, shares authorized | 350,000,000 | 350,000,000 | 350,000,000 | |||||||||||||||
Common stock, par or stated value per share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||
Issuance common stock expenses | $ 19,647 | |||||||||||||||||
Prepaid Expense | $ 81,353 | |||||||||||||||||
Stock issued during period, value, issued for services | $ 849,600 | |||||||||||||||||
Shares issued on conversion of preferred shares, value | 229,357 | 1,596,494 | ||||||||||||||||
Consultant [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Number of share issued for services | 2,430,000 | |||||||||||||||||
Stock issued during period, value, issued for services | $ 565,250 | |||||||||||||||||
Series F Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Shares issued on conversion of preferred shares, value | $ 229,357 | $ 625,803 | ||||||||||||||||
Stock issued during period, shares,of convertible securities | 470 | 976 | ||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 100 | |||||||||||||||||
Number of share issued for services | 16 | |||||||||||||||||
Stock issued during period, value, issued for services | $ 849,600 | |||||||||||||||||
Shares issued on conversion of preferred shares, value | $ 1,734,800 | |||||||||||||||||
Stock issued during period, shares,of convertible securities | 125 | |||||||||||||||||
Number of warrants issued | 1,000,000 | |||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Shares issued on conversion of preferred shares, value | $ 1,462,296 | |||||||||||||||||
Stock issued during period, shares,of convertible securities | 1,512 | |||||||||||||||||
Common Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, value, issued for services | ||||||||||||||||||
Shares issued on conversion of preferred shares, value | $ 12,361 | $ 16,348 | ||||||||||||||||
Stock issued during period, shares,of convertible securities | 12,360,453 | 16,346,763 | ||||||||||||||||
Common Stock [Member] | Series F Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 12,360,453 | |||||||||||||||||
Common Stock [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 23,046,760 | |||||||||||||||||
Stock issued during period, value, new issues | $ 3,822,829 | |||||||||||||||||
Payments for stock issuance costs | $ 2,000 | |||||||||||||||||
Common Stock To Be Issued [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, value, issued for services | ||||||||||||||||||
Shares issued on conversion of preferred shares, value | ||||||||||||||||||
Warrant [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Number of warrants issued | 1,000,000 | 1,000,000 | ||||||||||||||||
Warrants term | 3 years | 3 years | ||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 0.25 | $ 0.25 | ||||||||||||||||
Warrants and rights outstanding | $ 163,998 | $ 163,998 | ||||||||||||||||
Warrants weighted average remaining contractual life | 1 year 9 months 10 days | |||||||||||||||||
Warrants intrinsic value | ||||||||||||||||||
Warrant One [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Number of warrants issued | 500,000 | 500,000 | ||||||||||||||||
Warrants term | 4 years | 4 years | ||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 1 | $ 1 | ||||||||||||||||
Warrants and rights outstanding | $ 668,461 | $ 668,461 | ||||||||||||||||
Warrant Two [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Number of warrants issued | 2,000,000 | 2,000,000 | ||||||||||||||||
Warrants term | 5 years | 5 years | ||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 0.35 | $ 0.35 | ||||||||||||||||
Warrants and rights outstanding | $ 410,425 | $ 410,425 | ||||||||||||||||
Investor Relations [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 500,000 | |||||||||||||||||
Stock issued during period, value, new issues | $ 101,000 | |||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 81,353 | |||||||||||||||||
Investor Relations [Member] | Common Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 160,000 | |||||||||||||||||
Stock issued during period, value, new issues | $ 13,760 | |||||||||||||||||
Prepaid Legal Service [Member] | Common Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Number of share issued for services | 500,000 | |||||||||||||||||
Stock issued during period, value, issued for services | $ 47,000 | |||||||||||||||||
Debt Settlement [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 8,138,975 | |||||||||||||||||
Stock issued during period, value, new issues | $ 1,436,044 | |||||||||||||||||
Treasury stock, common, shares | 1,751,288 | |||||||||||||||||
Legal Settlement [Member] | Common Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 715,000 | |||||||||||||||||
Stock issued during period, value, new issues | $ 191,235 | |||||||||||||||||
Service Agreement [Member] | Common Stock To Be Issued [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 97,260 | |||||||||||||||||
Stock issued during period, value, new issues | $ 19,647 | |||||||||||||||||
Securities Purchase Agreement [Member] | Series F Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Stock issued during period, shares, new issues | 125 | 250 | 368 | 250 | 250 | 250 | 250 | 312 | 350 | 1,000 | ||||||||
Stock issued during period, value, new issues | $ 138,066 | $ 350,000 | ||||||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | Series F Preferred Stock [Member] | ||||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||||||
Number of warrants issued | 1,180,000 | |||||||||||||||||
Warrants term | 5 years | |||||||||||||||||
Class of warrant or right, exercise price of warrants or rights | $ 0.30 | |||||||||||||||||
Warrants and rights outstanding | $ 138,066 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||||
Aug. 01, 2022 | Jun. 27, 2022 | Jun. 27, 2022 | Feb. 17, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Series B Preferred Stock [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Stock issued during period, shares, new issues | 100 | ||||||
Series B Preferred Stock [Member] | Chief Executive Officer [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Stock issued during period, shares, new issues | 191 | 105 | |||||
Issuance of shares, value | $ 897,700 | ||||||
Series B Preferred Stock [Member] | Director [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Stock issued during period, shares, new issues | 191 | 105 | |||||
Issuance of shares, value | $ 897,000 | $ 777,000 | $ 777,000 | ||||
President, CEO and CFO [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Officers compensation | $ 526,569 | $ 387,052 | |||||
Accrued bonuses | 90,000 | $ 132,120 | |||||
Repayments of related party debt | $ 28,118 | ||||||
Due to related parties | $ 3,132 | $ 28,118 |
SCHEDULE OF SUPPLEMENTAL CASH F
SCHEDULE OF SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | ||
Taxes | ||
Interest payments | 57,111 | |
Shares issued for debt settlement | 191,235 | |
Dividends payable with preferred shares to be issued | 264,459 | |
Initial recognition of lease assets | 143,630 | |
Initial recognition of lease liabilities | 143,630 | |
Shares issued on conversion of preferred shares | 229,357 | 3,235,414 |
Shares issued for convertible notes payable and accrued interest | $ 9,904 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||||
Nov. 03, 2022 | Oct. 21, 2022 | Oct. 18, 2022 | Feb. 17, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | |||||||
Proceeds from issuance of preferred stock | $ 715,000 | $ 2,109,934 | |||||
Series F Preferred Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Conversion of convertible securities | 470 | 976 | |||||
Series F Preferred Stock [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Stock issued during period, shares, new issues | 96 | 125 | |||||
Proceeds from issuance of preferred stock | $ 125,000 | ||||||
Preferred stock, value, subscriptions | $ 410,000 | ||||||
Preferred stock, shares subscribed | 410 | ||||||
Dividend, preferred stock | $ 96,000 | ||||||
Conversion of convertible securities | 150 | ||||||
Series B Preferred Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Stock issued during period, shares, new issues | 100 | ||||||
Conversion of convertible securities | 125 | ||||||
Series B Preferred Stock [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Stock issued during period, shares, new issues | 50 | ||||||
Issuance of shares, value | $ 141,000 |