BTCS (BTCS) 10-Q 9 Nov 21 2021 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2021	Nov. 04, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	001-40792
Entity Registrant Name	BTCS Inc.
Entity Central Index Key	0001436229
Entity Tax Identification Number	90-1096644
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	9466 Georgia Avenue #124
Entity Address, City or Town	Silver Spring
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20910
City Area Code	202
Local Phone Number	430-6576
Title of 12(b) Security	Common Stock, par value $0.001
Trading Symbol	BTCS
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		10,275,258

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash	$ 658,931	$ 524,135
Digital assets/currencies	3,159,976	995,652
Prepaid expense	472,389	31,875
Total current assets	4,291,296	1,551,662
Other assets:
Property and equipment, net	4,330	230
Staked digital assets/currencies	8,838,046
Total other assets	8,842,376	230
Total Assets	13,133,672	1,551,892
Liabilities and Stockholders’ Equity:
Accounts payable and accrued expense	102,122	26,288
Accrued compensation	1,501	350,376
Convertible notes payable, net	848,685	131,941
Warrant liabilities	3,705,000
Total current liabilities	4,657,308	508,605
Stockholders’ equity:
Preferred stock, value
Common stock, 97,500,000 shares authorized at $0.001 par value, 10,102,711 and 4,201,035 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively	10,103	4,201
Additional paid in capital	143,472,733	120,578,944
Accumulated deficit	(135,006,472)	(119,539,887)
Total stockholders’ equity	8,476,364	1,043,287
Total Liabilities and stockholders’ equity	13,133,672	1,551,892
Series C-1 Convertible Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value		29
Series C-2 Convertible Preferred Stock [Member]
Stockholders’ equity:
Preferred stock, value

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	97,500,000	97,500,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares issued	10,102,711	4,201,035
Common stock, shares outstanding	10,102,711	4,201,035
Series C-1 Convertible Preferred Stock [Member]
Preferred stock, shares issued	0	29,414
Preferred stock, shares outstanding	0
Preferred stock, liquidation preference per share	$ 0.001	$ 0.001
Series C1 Convertible Preferred Shares [Member]
Preferred stock, shares outstanding		29,414
Series C-2 Convertible Preferred Stock [Member]
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Preferred stock, liquidation preference per share	$ 0.001	$ 0.001

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenues
Total revenues	$ 323,376		$ 776,399
Cost of revenues
Validator expense	71,690		145,935
Gross profit	251,686		630,464
Operating expenses:
General and administrative	282,558	650,049	1,149,506	935,118
Research and development	273,909		602,178
Compensation and related expenses	4,747,106	228,540	13,788,556	469,935
Marketing	7,559	1,365	10,345	5,420
Total operating expenses	5,311,132	879,954	15,550,585	1,410,473
Other (expenses) income:
Interest expense	(58,521)	(96,068)	(172,603)	(35,289)
Amortization on debt discount	(581,973)		(1,716,744)	(186,199)
Change in fair value of warrant liabilities	2,066,250		2,066,250
Impairment loss on digital assets/currencies	(208,647)	(29,302)	(3,777,785)	(162,254)
Realized gains (loss) on digital asset/currency transactions			3,054,418	(1,682)
Total other income (expenses)	1,217,109	(125,370)	(546,464)	(385,424)
Net loss	(3,842,337)	(1,005,324)	(15,466,585)	(1,795,897)
Deemed dividends related to amortization of beneficial conversion feature of Series C-2 convertible preferred stock	(13,188)		(45,541)
Deemed dividends related to recognition of downround adjustment to conversion amount for Series C-2 convertible preferred stock			(5,020,883)
Net loss attributable to common stockholders	$ (3,855,525)	$ (1,005,324)	$ (20,533,009)	$ (1,795,897)
Net loss per share attributable to common stockholders, basic and diluted	$ (0.59)	$ (0.33)	$ (3.63)	$ (0.66)
Weighted average number of common shares outstanding, basic and diluted	6,518,645	3,083,246	5,660,966	2,700,947
Validator Revenue [Member]
Revenues
Total revenues	$ 323,376		$ 776,399

Statements of Changes in Stockh

Statements of Changes in Stockholders' (Deficit) Equity (Unaudited) - USD ($)	Series C-1 Convertible Preferred Stock [Member]Preferred Stock [Member]	Series C-2 Convertible Preferred Stock [Member]Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2019	$ 29		$ 1,983	$ 116,798,021	$ (116,983,793)	$ (183,760)
Balance, shares at Dec. 31, 2019	29,414		1,983,047
Common stock issued including equity commitment fee, net			$ 1,181	1,384,313		1,385,494
Common stock issued including equity commitment fee, net, shares			1,180,989
Conversion of convertible notes			$ 140	211,317		211,457
Conversion of convertible notes, shares			140,384
Beneficial conversion features associated with convertible notes payable				269,231		269,231
Net loss					(1,795,897)	(1,795,897)
Balance at Sep. 30, 2020	$ 29		$ 3,304	118,662,882	(118,779,690)	(113,475)
Balance, shares at Sep. 30, 2020	29,414		3,304,420
Balance at Jun. 30, 2020	$ 29		$ 2,819	117,834,086	(117,774,366)	62,568
Balance, shares at Jun. 30, 2020	29,414		2,819,025
Common stock issued including equity commitment fee, net			$ 485	828,796		829,281
Common stock issued including equity commitment fee, net, shares			485,395
Net loss					(1,005,324)	(1,005,324)
Balance at Sep. 30, 2020	$ 29		$ 3,304	118,662,882	(118,779,690)	(113,475)
Balance, shares at Sep. 30, 2020	29,414		3,304,420
Balance at Dec. 31, 2020	$ 29		$ 4,201	120,578,944	(119,539,887)	1,043,287
Balance, shares at Dec. 31, 2020	29,414		4,201,035
Common stock issued including equity commitment fee, net			$ 322	3,013,683		3,014,005
Common stock issued including equity commitment fee, net, shares			321,738
Beneficial conversion features associated with convertible notes payable				1,000,000		1,000,000
Issuance of common stock, net of offering cost / At-the-market offering			$ 41	219,705		219,746
Issuance of common stock, net of offering cost / At-the-market offering, shares			41,290
Issuance of common stock and warrants for cash, net			$ 950	8,864,050		8,865,000
Issuance of common stock and warrants for cash, net, shares			950,000
Warrant liabilities value related to Issuance of common stock				(5,771,250)		(5,771,250)
Issuance of Series C-2 convertible preferred stock		$ 1,100,000				1,100,000
Issuance of Series C-2 convertible preferred stock, shares		1,100,000
Conversion of Series C-2 Convertible Preferred stock		$ (6,216,289)	4,012	6,212,277
Conversion of Series C-2 Convertible Preferred stock, shares		(1,100,000)
Conversion of Series C-1 Convertible Preferred stock	$ (29)		$ 20	9
Conversion of Series C-1 Convertible Preferred stock, shares	(29,414)		19,609
Beneficial conversion feature of Series C-2 convertible preferred stock		(129,412)		129,412
Deemed dividends related to amortization of beneficial conversion feature of Series C-2 convertible preferred stock		45,541		(45,541)
Deemed dividends related to recognition of downround adjustment to conversion amount for Series C-2 convertible preferred stock		5,020,883		(5,020,883)
Fractional shares adjusted for reverse split			15	(15)
Warrant exercise			$ 200	399,800		400,000
Warrant exercise, shares			200,000
Stock-based compensation			$ 342	13,892,542		13,892,884
Stock-based compensation, shares			342,796
Stock-based compensation in connection with issuance of Series C-2 convertible preferred stock		179,277				179,277
Net loss					(15,466,585)	(15,466,585)
Balance at Sep. 30, 2021			$ 10,103	143,472,733	(135,006,472)	8,476,364
Balance, shares at Sep. 30, 2021			10,102,711
Balance at Jun. 30, 2021		$ 6,203,101	$ 5,712	137,959,473	(131,164,135)	13,004,151
Balance, shares at Jun. 30, 2021		1,100,000	5,712,215
Common stock issued including equity commitment fee, net			$ 33	199,839		199,872
Common stock issued including equity commitment fee, net, shares			32,963
Issuance of common stock, net of offering cost / At-the-market offering			$ 41	219,705		219,746
Issuance of common stock, net of offering cost / At-the-market offering, shares			41,290
Warrant liabilities value related to Issuance of common stock				(5,771,250)		(5,771,250)
Conversion of Series C-2 Convertible Preferred stock		$ (6,216,289)	$ 4,012	6,212,277
Conversion of Series C-2 Convertible Preferred stock, shares		(1,100,000)	4,011,766
Deemed dividends related to amortization of beneficial conversion feature of Series C-2 convertible preferred stock		$ 13,188		(13,188)
Fractional shares adjusted for reverse split			$ 15	(15)
Fractional shares adjusted for reverse split, shares			14,477
Stock-based compensation			$ 290	4,665,892		4,666,182
Stock-based compensation, shares			290,000
Net loss					(3,842,337)	(3,842,337)
Balance at Sep. 30, 2021			$ 10,103	$ 143,472,733	$ (135,006,472)	$ 8,476,364
Balance, shares at Sep. 30, 2021			10,102,711

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Net Cash flows used from operating activities:
Net loss	$ (15,466,585)	$ (1,795,897)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	443	895
Amortization on debt discount	1,716,744	186,199
Stock-based compensation	13,892,884
Stock-based compensation in connection with issuance of Series C-2 convertible preferred stock	179,277
Validator revenue	(776,399)
Change in fair value of warrant liabilities	(2,066,250)
Purchase of non-productive digital assets/currencies	(5,761,550)	(808,355)
Sale of non-productive digital assets/currencies	4,274,491
Realized gain on digital assets/currencies transactions	(3,054,418)
Impairment loss on digital assets/currencies	3,777,785	162,254
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(440,514)	(11,466)
Accounts payable and accrued expenses	168,546	13,015
Accrued compensation	(348,875)	589,466
Net cash used in operating activities	(3,904,421)	(1,663,889)
Net cash used in investing activities:
Purchase of productive digital assets/currencies for validating	(9,462,279)
Purchase of property and equipment	(4,543)
Net cash used in investing activities	(9,466,822)
Net cash provided by financing activities:
Proceeds from short term loan		500,000
Proceeds from exercise of warrants	400,000
Proceeds from issuance of Series C-2 convertible preferred stock	1,100,000
Net proceeds from issuance of convertible notes	1,000,000
Net proceeds from issuance of common stock and warrants for cash	8,865,000
Net proceeds from issuance of common stock	3,014,005	1,385,494
Net proceeds from issuance common stock/ At-the-market offering	219,746
Payment to convertible notes principle and accrued interest	(1,092,712)
Net cash provided by financing activities	13,506,039	1,885,494
Net increase in cash	134,796	221,605
Cash, beginning of period	524,135	143,098
Cash, end of period	658,931	364,703
Supplemental disclosure of non-cash financing and investing activities:
Deemed dividends related to amortization of beneficial conversion feature of Series C-2 convertible preferred stock	45,541
Deemed dividends related to recognition of downround adjustment to conversion amount for Series C-2 convertible preferred stock	5,020,883
Conversion of Series C-1 Preferred Stock	20
Conversion of Series C-1 Preferred Stock	6,216,289
Beneficial conversion feature of Series C-2 convertible preferred stock	129,412
Beneficial conversion features associated with convertible notes payable	1,000,000	269,231
Conversion of convertible note to common stock		$ 211,457

Business Organization and Natur

Business Organization and Nature of Operations	9 Months Ended
	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Organization and Nature of Operations	Note 1 - Business Organization and Nature of Operations BTCS Inc. (formerly Bitcoin Shop, Inc.), a Nevada corporation (the “Company”) was incorporated in 2008. In February 2014, the Company entered the business of hosting an online e-commerce marketplace where consumers could purchase merchandise using digital assets, including Bitcoin. The Company is currently focused on blockchain and digital currency ecosystems. In late 2014 we shifted our focus towards our transaction verification service business, also known as bitcoin mining, though in mid-2016 we ceased our mining operation at our North Carolina facility due to capital constraints. In January 2015, the Company began a rebranding campaign using its BTCS.com domain to better reflect its broadened strategy. The Company recently released its new website which included broader information on its strategy. In the first quarter of 2021, the Company resumed its blockchain infrastructure operations (previously referred to as transaction verification services) with a focus on securing proof-of-stake blockchains and anticipates this will be a core focus going forward. Blockchain infrastructure operations can broadly be defined as earning a reward for securing a blockchain by validating transactions on that blockchain. The Company is developing a proprietary staking-as-a-service platform that would enable clients to stake and delegate supported cryptocurrencies through a non-custodial platform. The Company is also developing a proprietary digital asset data analytics platform aimed at enabling users to aggregate their portfolio holdings from multiple exchanges and wallets into a single platform to view and analyze performance, risk metrics, and potential tax implications. The internally developed platform utilizes digital asset exchange APIs to read user data and does not allow for the trading of assets. The Company employs a digital asset treasury strategy with a primary focus on disruptive non-security protocol layer assets such as Bitcoin and Ethereum. The Company receives digital assets from its blockchain infrastructure business and acquires digital assets through open market purchases. The Company is not limiting its assets to a single type of digital asset and may hold a variety of digital assets. The Company will carefully review its purchases of digital securities to avoid violating the 1940 Act and seek to reduce potential liabilities under the federal securities laws. The market is rapidly evolving and there can be no assurances that we will be competitive with industry participants that have or may have greater resources than us. Amendment to Articles of Incorporation On August 12, 2021, the Company filed a Certificate of Change with the Nevada Secretary of State to affect a 1-for-10 reverse split of the Company’s class of common stock (the “Reverse Split”). The Certificate of Change became effective on August 13, 2021. No fractional shares were issued in connection with the Reverse Split and all such fractional interests were rounded up to the nearest whole number of shares of common stock. The Company now has 97,500,000 Numbers of shares of the Company’s preferred stock were not affected by the Reverse Split; however, the conversion ratios have been adjusted to reflect the Reverse Split. The financial statements have been retroactively restated to reflect the Reverse Split.

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Note 2 - Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information, the instructions to Form 10-Q and the rules and regulations of the SEC. Accordingly, since they are interim statements, the accompanying unaudited condensed financial statements do not include all of the information and notes required by GAAP for annual financial statements, but in the opinion of the Company’s management, reflect all adjustments consisting of normal, recurring adjustments, that are necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. Interim results are not necessarily indicative of results for a full year. The unaudited condensed financial statements and notes should be read in conjunction with the financial statements and notes for the year ended December 31, 2020.

Liquidity, Financial Condition

Liquidity, Financial Condition and Management’s Plans	9 Months Ended
	Sep. 30, 2021
Liquidity Financial Condition And Managements Plans
Liquidity, Financial Condition and Management’s Plans	Note 3 - Liquidity, Financial Condition and Management’s Plans The Company has commenced its planned operations but has limited operating activities to date. The Company has financed its operations since inception using proceeds received from investments from third-party investors as well as from officers and directors of the Company. During the nine months ended September 30, 2021, the Company received net proceeds of approximately $ 14.6 million from the issuance of: Series C-2 convertible preferred stock, a convertible note, common stock and warrants issued pursuant to the Purchase agreement, common stock issued pursuant to the Equity Line Purchase Agreement, the cash exercise of warrants, and the proceeds from the common stock sold pursuant to the ATM Agreement. On September 30, 2021, the fair market value of the Company’s liquid digital assets was approximately $ 6.2 million and the Company had approximately $ 0.66

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 4 - Summary of Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies to those previously disclosed in the 2020 Annual Report. Validator Revenue The Company runs its own digital asset validator nodes and has entered into network-based smart contracts. Through these contracts, the Company provides cryptocurrency to stake a node for the purpose of validating transactions and adding blocks to a respective blockchain network. The term of a smart contract can vary based on the rules of the respective blockchain and typically last a few weeks to months after it is cancelled by the operator and requires that the cryptocurrency staked remain locked up during the duration of the smart contract. In exchange for validating transactions and staking the cryptocurrency, the Company is entitled to all of the fixed cryptocurrency award for running the Company’s own node and successfully processing, validating and/or adding a block to the blockchain. The provision of validating blockchain transactions is an output of the Company’s ordinary activities. Each separate block creation or validation under a smart contract with a network represents a performance obligation. The transaction consideration the Company receives – the fixed cryptocurrency awards – is a non-cash consideration, which the Company measures at fair value on the date received. The fair value of the cryptocurrency award received is determined using the quoted price of the related cryptocurrency on the date of receipt. The satisfaction of the performance obligation for processing and validating blockchain transactions occurs at a point in time when confirmation is received from the network indicating that the validation is complete, and the awards are available for transfer. At that point, revenue is recognized. Cost of Revenue The Company’s cost of revenue consists primarily of direct production costs related to the operations of validating transactions on the network, rent and utilities for locations housing server nodes to the extent applicable, hosting costs if cloud-based servers are utilized and fees (including stock-based fees) paid to 3rd parties to assist in the software maintenance and operations of its nodes. Digital Assets Translations and Impairments Digital assets are included in the balance sheets as either current assets or other assets if they are staked and locked up for over one year. Digital assets are recorded at cost less impairment. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Realized gain (loss) on sale of digital assets are included in other income (expense) in the statements of operations. We assign costs to transactions on a first-in, first-out basis. The Company assesses impairment of digital assets quarterly if the fair value of digital assets is less than its cost basis. The Company recognizes impairment losses on digital assets caused by decreases in fair value using the lowest U.S. dollar spot price of the related digital asset as of each impairment date. Such impairment in the value of digital assets are recorded as a component of costs and expenses in our statements of operations. Internally Developed Software Internally developed software consisting of the core technology of the Company’s digital asset data analytics platform which is being designed to allow user to aggregate and analyze data from digital asset exchanges. For internally developed software, the Company uses both its own employees as well as the services of external vendors and independent contractors. The Company accounts for computer software used in the business in accordance with ASC 985-20 and ASC 350. ASC 985-20, Software-Costs of Computer Software to Be Sold, Leased, or Otherwise Marketed, ASC 350, Intangibles-Goodwill and Other Use of Estimates The accompanying unaudited condensed financial statements have been prepared in conformity with GAAP. This requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the period. The Company’s significant estimates and assumptions include the recoverability and useful lives of intangible assets, stock-based compensation, the valuation of derivative liabilities, the valuation of convertible preferred stock and the valuation allowance related to the Company’s deferred tax assets. Certain of the Company’s estimates, including the carrying amount of the intangible assets, if any, could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates and assumptions. Accounting for Warrants The Company accounts for the issuance of common stock purchase warrants issued in connection with the equity offerings in accordance with the provisions of ASC 815, Derivatives and Hedging (“ASC 815”). The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) gives the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). In addition, Under ASC 815, registered common stock warrants that require the issuance of registered shares upon exercise and do not expressly preclude an implied right to cash settlement are accounted for as derivative liabilities. The Company classifies these derivative warrant liabilities on the balance sheet as a current liability. The Company assessed the classification of common stock purchase warrants as of the date of each offering and determined that such instruments originally met the criteria for equity classification; however, as a result of the Company no longer being in control of whether the warrants may be cash settled, the instruments no longer qualify for equity classification. Accordingly, the Company classified the warrants as a liability at their fair value and adjusts the instruments to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until the warrants are exercised or expired, and any change in fair value is recognized as “change in the fair value of warrant liabilities” in the statements of operations. The fair value of the warrants has been estimated using a Black-Scholes valuation model (see Note 6). Stock-based Compensation The Company accounts for share-based payment awards exchanged for services at the estimated grant date fair value of the award. Stock options issued under the Company’s long-term incentive plans are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to ten years from the date of grant. These options often vest over a one-year period. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. Expected Term Expected Volatility Risk-Free Interest Rate Expected Dividend Effective January 1, 2017, the Company elected to account for forfeited awards as they occur, as permitted by ASU 2016-09. Ultimately, the actual expenses recognized over the vesting period will be for those shares that vested. Prior to making this election, the Company estimated a forfeiture rate for awards at 0 Convertible Preferred Stock The Company applies the accounting standards for distinguishing liabilities from equity when determining the classification and measurement of its preferred stock. Preferred stock subject to mandatory redemption are classified as liability instruments and are measured at fair value. Conditionally redeemable preferred shares (including preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, preferred shares are classified as stockholders’ equity. The Company evaluated the classification of its convertible preferred stock and determined that such instruments meet the criteria for equity classification. The Company has also evaluated its convertible preferred stock in accordance with the provisions of ASC 815, Derivatives and Hedging Beneficial Conversion Feature of Convertible Notes Payable The Company accounts for convertible notes payable in accordance with the guidelines established by the FASB Accounting Standards Codification (“ASC”) Topic 470-20, Debt with Conversion and Other Options. The beneficial conversion feature of a convertible note is normally characterized as the convertible portion or feature of certain notes payable that provide a rate of conversion that is below market value or in-the-money when issued. The Company records a beneficial conversion feature related to the issuance of a convertible note when issued. The discounted face value is then used to measure the effective conversion price of the note. The effective conversion price and the market price of the Company’s common stock are used to calculate the intrinsic value of the conversion feature. The intrinsic value is recorded in the financial statements as a debt discount from the face amount of the note and such discount is amortized over the expected term of the convertible note (or to the conversion date of the note, if sooner) and is charged to interest expense. Net Loss per Share Basic loss per share is computed by dividing the net income or loss applicable to common shares by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the Company’s convertible preferred stock, convertible notes and warrants. Diluted loss per share excludes the shares issuable upon the conversion of preferred stock, notes and warrants from the calculation of net loss per share if their effect would be anti-dilutive. The following financial instruments were not included in the diluted loss per share calculation as of September 30, 2021 and 2020 because their effect was anti-dilutive: Schedule of Earnings Per Share Anti-diluted As of September 30, 2021 2020 Warrants to purchase common stock 962,823 50,323 Series C-1 Convertible Preferred stock - 19,609 Convertible notes 285,429 466,201 Total 1,248,252 536,133 Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its financial statements and related disclosures. In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity Other recent accounting pronouncements issued by the 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 present or future financial statements.

Note Payable

Note Payable	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
Note Payable	Note 5 - Note Payable 2020 December Promissory Note (Retired) On December 16, 2020, the Company issued Cavalry Fund I LP (“Cavalry”) a $ 1,000,000 1,000,000 October 16, 2021 35 0.40 12 200,000 2.00 400,000 During the nine months ended September 30, 2021, the Company recorded approximately $ 868,000 During the nine months ended September 30, 2021, the Company recorded interest expense of approximately $ 88,000 On September 24, 2021, the Company paid off in full the 2020 December Promissory Note. Repayment to Cavalry consisted of $ 1,000,000 92,712 1,092,712 2021 January Promissory Note On January 15, 2021, the Company issued Calvary a $ 1,000,000 1,000,000 November 15, 2021 35 7.50 12 In connection with issuance of the 2021 Promissory Note, the Company issued a Series D warrant to purchase 200,000 21.60 3,580,000 782,000 In addition, the 2021 Promissory Note does not contain any embedded features that require bifurcation pursuant to ASC 815-15. At the issuance date, the 2021 Promissory Note was convertible into 70,572 14.10 21.8 218,000 During the nine months ended September 30, 2021, the Company recorded approximately $ 848,000 During the nine months ended September 30, 2021, the Company recorded interest expense of approximately $ 85,000 1 85,000

Fair Value of Financial Assets

Fair Value of Financial Assets and Liabilities	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Fair Value of Financial Assets and Liabilities	Note 6 - Fair Value of Financial Assets and Liabilities Financial instruments, including cash and cash equivalents, accounts and other receivables, accounts payable and accrued liabilities are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company measures the fair value of financial assets and liabilities based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The Company uses three levels of inputs that may be used to measure fair value: Level 1 - quoted prices in active markets for identical assets or liabilities Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 - inputs that are unobservable (for example, cash flow modeling inputs based on assumptions) The following table presents the Company’s assets and liabilities that are measured at fair value at September 30, 2021 and December 31, 2020: Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis Fair value measured at September 30, 2021 Total at September 30, Quoted prices in active markets Significant other observable inputs Significant unobservable inputs 2021 (Level 1) (Level 2) (Level 3) Liabilities Warrant Liabilities $ 3,705,000 $ - $ - $ 3,705,000 Fair value measured at December 31, 2020 Total at December 31, Quoted prices in active markets Significant other observable inputs Significant unobservable inputs 2020 (Level 1) (Level 2) (Level 3) Liabilities Warrant Liabilities $ - $ - $ - $ - Level 3 Valuation Techniques Level 3 financial liabilities consist of the warrant liabilities for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate. A significant decrease in the volatility or a significant decrease in the Company’s stock price, in isolation, would result in a significantly lower fair value measurement. Changes in the values of the warrant liabilities are recorded in “change in fair value of warrant liabilities” in the Company’s statements of operations. On March 2, 2021, the Company entered into a securities purchase agreement (the “Offering”) with certain purchasers pursuant to which the Company agreed to sell an aggregate of (i) 950,000 712,500 9.5 The Warrants require, at the option of the holder, a net-cash settlement following certain fundamental transactions (as defined in the Warrants) at the Company. At the time of issuance, the Company maintained control of certain fundamental transactions and as such the Warrants were initially classified in equity. As of September 30, 2021, the Company no longer maintained control of certain fundamental transactions as they did not control a majority of shareholder votes. As such, the Company may be required to cash settle the Warrants if a fundamental transaction occurs which is outside the Company’s control. Accordingly, the Warrants are classified as liabilities. The Warrants have been recorded at their fair value using the Black-Scholes valuation model, and will be recorded at their respective fair value at each subsequent balance sheet date. This model incorporates transaction details such as the Company’s stock price, contractual terms, maturity, risk free rates, as well as volatility. The Warrants require the issuance of registered shares upon exercise, do not expressly preclude an implied right to cash settlement and are therefore accounted for as derivative liabilities. The Company classifies these derivative warrant liabilities on the balance sheet as a current liability. A summary of quantitative information with respect to the valuation methodology and significant unobservable inputs used for the Company’s warrant liabilities that are categorized within Level 3 of the fair value hierarchy at the date of issuance and, as of September 30, 2021, is as follows: Summary of Valuation Methodology and Significant Unobservable Inputs Warrant Liabilities September 14, 2021 September 30, 2021 Risk-free rate of interest 0.79 % 0.98 % Expected volatility 192.2 % 169.4 % Expected life (in years) 4.47 4.43 Expected dividend yield - - The risk-free interest rate was based on rates established by the Federal Reserve Bank. For the Warrants, the Company estimates expected volatility giving primary consideration to the historical volatility of its common stock. The general expected volatility is based on the standard deviation of the Company’s underlying stock price’s daily logarithmic returns. The expected life of the warrants was determined by the expiration date of the warrants. The expected dividend yield was based on the fact that the Company has not historically paid dividends on its common stock and does not expect to pay dividends on its common stock in the future. The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial liabilities for the nine months ended September 30, 2021 and 2020, that are measured at fair value on a recurring basis: Schedule of Changes in Fair Value and Other Adjustments of Warrants Fair Value of Level 3 financial liabilities September 30, September 30, 2021 2010 Beginning balance $ - $ - Warrant liabilities classification 5,771,250 - Fair value adjustment of warrant liabilities (2,066,250 ) - Ending balance $ 3,705,000 $ -

Stockholders_ Equity

Stockholders’ Equity	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Stockholders’ Equity	Note 7 - Stockholders’ Equity Preferred Stock The Company is authorized to issue up to 2,000,000 On January 1, 2021, members of the Company’s management subscribed for 110,000 1,100,000 10.00 179,277 The Series C-2 is not mandatorily redeemable and is not unconditionally redeemable. The Series C-2 is callable by the Company. The Certificate of Designation required that the Company, within 180 days of the Initial Issuance Date, call a special meeting of stockholders seeking shareholder ratification of the issuance of the Series C-2. If the ratification of the issuance was not approved prior to the twelve-month anniversary of the Initial Issuance Date (the “Vote Deadline”), the Series C-2 would be redeemed at a price equal to 107 Based on the guidance in ASC 480-10-S99 (“ASR 268”), a redeemable equity instrument is not to be included in permanent equity. Rather, it should be reported between long-term debt and stockholders’ equity, without a subtotal that might imply it is a part of stockholders’ equity (i.e., “temporary equity” or “mezzanine capital”). ASR 268 specifies that redeemable stock is any type of equity security, including common or preferred stock, when it has any condition for redemption which is not solely within the control of the issuer without regard to probability. The Series C-2 Certificate of Designation required the Company to redeem the Series C-2 if stockholder approval was not received by the Vote Deadline. Stockholder approval was not considered to be “solely within the Company’s control.” Stockholder approval occurred on March 31, 2021, at which time the Series C-2 was no longer callable by the Company. As such, the Series C-2 was initially classified in temporary equity under ASR 268 and was reclassified to permanent equity upon stockholder approval on March 31, 2021. The holders of Series C-2 shall be entitled to receive dividends or distributions on each share of Series C-2 on an “as-converted basis” into common stock when and if dividends are declared on the common stock by the Board of Directors. Dividends shall be paid in cash or property, as determined by the Board of Directors. At any time or times on or after the two-year anniversary of the Initial Issuance Date, each Holder shall be entitled to convert any portion of the outstanding Series C-2 held by such Holder into validly issued, fully-paid and non-assessable shares of Common at the Conversion Rate. The Conversion Amount is subject to adjustment for certain capitalization and Anti-Dilution Events. The Series C-2 will automatically be converted at the earlier of: (i) the four-year anniversary of the Initial Issuance Date, and (ii) simultaneously with the Company’s common stock being listed on a national securities exchange. The Conversion Rate is based upon the Conversion Price of $ 1.70 129,412 45,541 The Conversion Amount may be adjusted due to certain Anti-Dilution Events. If at any time after the Initial Issuance Date, the Company raises capital equal to or in excess of $5 million by issuing common stock or Common Stock Equivalents then the Anti-Dilution Amount per share of Series C-2 shall be the product of: (i) 0.0000004, and (ii) the aggregate amount of all capital raised by the Company after the Initial Issuance Date (the “Capital Raised”). Provided; further, for the determination of the Anti-Dilution Amount, the amount of Capital Raised shall be limited to $13 million, regardless of how much capital the Company raises. In the event capital is raised simultaneous with a listing on a national securities exchange and the automatic conversion of the Series C-2 then such funds shall be included in the Capital Raised for the purpose of determining the Anti-Dilution Amount. As of September 30, 2021, over $13 million of capital was raised and the adjustment to the Conversion Amount was fully triggered. The Company recognized the effect of the down-round protection when capital raises occur as the difference between: (1) the financial instrument’s fair value (without the down round feature) using the pre-trigger exercise price, and (2) the financial instrument’s fair value (without the down round feature) using the reduced exercise price. The value of the effect of the down round feature of $5,020,883 was treated as a dividend and a reduction to income available to common shareholders in the basic EPS calculation. 4,011,766 Common Stock Reverse Stock Split On August 25, 2021, the Company issued 14,477 1-for-10 Reverse Split Issuance of Shares Pursuant to Equity Line of Credit Purchase Agreement On January 28, 2021, the Company filed a registration statement on Form S-1 seeking to register 400,000 During the nine months ended September 30, 2021, the Company issued approximately 321,740 17,590 3,014,005 1,000 3,015,005 9.37 Issuance of Shares Pursuant to Registered Direct Offering On March 4, 2021, the Company entered into a securities purchase agreement (the “RD Purchase Agreement”) with institutional investors, pursuant to which the Company sold and issued, in a registered direct offering, 950,000 shares of the Company’s common stock, at a purchase price per share of $ 10.00 and immediately exercisable five-year warrants to purchase 712,500 shares of common stock at an exercise price of $ 11.50 per share. Gross proceeds from the Offering was $ 9.5 million. Net proceeds were $ 8.9 million after deducting placement agent fees and other offering expenses paid for by the Company. The RD Purchase Agreement contains representations, warranties, indemnifications and other provisions customary for transactions of this nature. Pursuant to the RD Purchase Agreement, subject to limited exceptions, each of the Company and its officers and directors agreed not to, and not to publicly disclose the intention to, sell or otherwise dispose of, any shares of common stock or any securities convertible into, or exchangeable or exercisable for, common stock, for a period ending 60 days after the date of the prospectus supplement for this offering. The Company also entered into a placement agent agreement with A.G.P./Alliance Global Partners (“AGP”), pursuant to which AGP agreed to serve as the exclusive placement agent for the Company in connection with that offering. The Company paid AGP a cash placement fee equal to 7.0 3.5 40,000 At The Market Offering Agreement On September 14, 2021, the Company entered into an At-The-Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC, as agent (“H.C. Wainwright”), pursuant to which the Company may offer and sell, from time-to-time through H.C. Wainwright, shares of the Company’s common stock having an aggregate offering price of up to $ 98,767,500 3.0 During the nine months ended September 30, 2021, the Company sold a total of 41,290 279,000 6.76 219,746 Issuance of Shares Pursuant to Cash Exercise of Series C Warrants On January 15, 2021, the Company issued 200,000 400,000 Issuance of Shares Due to Conversion of Series C-1 Preferred Stock On March 30, 2021, the Company issued 19,609 29,414 Issuance of Shares Due to Conversion of Series C-2 Preferred Stock On September 14, 2021, the Series C-2 was converted into 4,011,766 Issuance of Restricted Stock to Service Providers During the nine months ended September 30, 2021, the Company issued to four service providers a total of approximately 52,800 0.6 2021 Equity Incentive Plan The Company’s 2021 Equity Incentive Plan (the “2021 Plan”) was effective on January 1, 2021 and approved by shareholders on March 31, 2021. The Company has reserved 2,000,000 Options On January 1, 2021, the Board of Directors of the Company approved the grant of 1.2 1.90 480,000 January 1, 2022 On April 1, 2021, the Company granted 35,000 10.30 14,000 April 1, 2022 21,000 The Company records compensation expense for the 14,000 21,000 The following weighted-average assumptions were used to estimate the fair value of options granted during the nine months ended 2021 and 2020 for both the Black-Scholes formula and the Monte-Carlo simulation: Summary of Weighted-average Assumptions Used to Estimate Fair Value For the nine months ended September 30, 2021 2020 Exercise price $ 2.1 - Term (years) 2.25 3.05 - Expected stock price volatility 185.9 % - Risk-free rate of interest 0.34 % - Expected Volatility Risk-Free Interest Rate Expected Term For awards vesting upon the achievement of a service condition, compensation cost measured on the grant date will be recognized on a straight-line basis over the vesting period. For awards vesting upon the achievement of the market conditions which were met at the date of grant, compensation cost measured on the date of grant was immediately recognized. For awards vesting upon the achievement of the market conditions which were not met at the date of grant, compensation cost measured on the grant date will be recognized on a straight-line basis over the vesting period based on estimation using a Monte-Carlo simulation. A summary of options activity under the Company’s stock option plan for nine months ended September 30, 2021 is presented below: Summary of Option Activity Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2020 - $ - $ - - Employee options granted 1,235,000 2.14 4,188,000 4.5 Outstanding as of September 30, 2021 1,235,000 $ 2.14 $ 4,188,000 4.5 Options vested and exercisable 720,000 $ 1.90 $ 2,512,800 4.5 RSUs On January 1, 2021, the Board of Directors of the Company approved 275,000 275,000 2.8 September 14, 2021 On April 1, 2021, the Company granted a total of 15,000 restricted stock units to two non-employee directors of the Company. The restricted stock units vest when the Company lists its common stock on a national securities exchange. As of September 30, 2021, all 15,000 restricted stock units vested with a total fair value of approximately $ 0.2 million. The cost of stock-based compensation for restricted stock units is measured based on the closing fair market value of the Company’s common stock at the deemed grant date and was recorded on the September 14, 2021 vesting date when the listing occurred. On June 28, 2021, the Company granted 50,781 restricted stock units to the Company’s then Chief Financial Officer. The restricted stock units were to vest over a five-year period as follows: 20 50,781 The grant date fair value of restricted stock units was approximately $ 0.3 million. A summary of the Company’s restricted stock units granted under the 2021 Plan during the nine months ended September 30, 2021 are as follows: Summary of Restricted Stock Number of Restricted Stock Units Weighted Average Grant Day Fair Value Nonvested at December 31, 2020 - $ - Granted 340,781 9.72 Vested (290,000 ) 10.29 Nonvested at September 30, 2021 50,781 $ 6.42 Stock-based Compensation Stock-based compensation expense for the nine months ended September 30, 2021 was approximately $ 13.8 203,000 10.3 2.0 Stock-based compensation expense for the three and nine months ended September 30, 2021 and 2020 was as follows: Schedule of Stock-based Compensation Expense Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Employee stock option awards $ 1,638,516 $ - $ 10,298,844 $ - Employee restricted stock units awards 3,027,665 - 3,029,040 - Non-employee restricted stock awards 75,000 - 237,806 - Series C-2 allocation - - 179,277 - $ 4,741,181 $ - $ 13,744,967 $ -

Employee Benefit Plans

Employee Benefit Plans	9 Months Ended
	Sep. 30, 2021
Retirement Benefits [Abstract]
Employee Benefit Plans	Note 8 - Employee Benefit Plans The Company maintains defined contribution benefit plans under Section 401(k) of the Internal Revenue Code covering substantially all qualified employees of the Company (the “401(k) Plan”). Under the 401(k) Plan, the Company may make discretionary contributions of up to 100 39,000

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	Note 9 - Subsequent Events From October 1, 2021 to November 4, 2021, the Company sold a total of 172,547 1,185,474 6.87 1,147,886 On October 25, 2021, the Company received a filing acknowledgment with respect to a Certificate of Withdrawal with the Secretary of State of the State of Nevada. The Certificate of Withdrawal, was effective on October 25, 2021, and eliminated from the Articles of Incorporation of the Company all matters set forth in the Company’s Certificate of Designation with respect to the Company’s Series C-2 Preferred Stock that had been previously filed with the Secretary of State of the State of Nevada on January 5, 2021. No shares of the Series C-2 Preferred Stock were issued and outstanding at the time of the filing of the Certificate of Withdrawal, and none will be issued. On November 4, 2021, Mr. Andrew Lee resigned as the Company’s Chief Financial Officer. In connection with the resignation, Mr. Charles Allen was appointed interim Chief Financial Officer.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Validator Revenue	Validator Revenue The Company runs its own digital asset validator nodes and has entered into network-based smart contracts. Through these contracts, the Company provides cryptocurrency to stake a node for the purpose of validating transactions and adding blocks to a respective blockchain network. The term of a smart contract can vary based on the rules of the respective blockchain and typically last a few weeks to months after it is cancelled by the operator and requires that the cryptocurrency staked remain locked up during the duration of the smart contract. In exchange for validating transactions and staking the cryptocurrency, the Company is entitled to all of the fixed cryptocurrency award for running the Company’s own node and successfully processing, validating and/or adding a block to the blockchain. The provision of validating blockchain transactions is an output of the Company’s ordinary activities. Each separate block creation or validation under a smart contract with a network represents a performance obligation. The transaction consideration the Company receives – the fixed cryptocurrency awards – is a non-cash consideration, which the Company measures at fair value on the date received. The fair value of the cryptocurrency award received is determined using the quoted price of the related cryptocurrency on the date of receipt. The satisfaction of the performance obligation for processing and validating blockchain transactions occurs at a point in time when confirmation is received from the network indicating that the validation is complete, and the awards are available for transfer. At that point, revenue is recognized.
Cost of Revenue	Cost of Revenue The Company’s cost of revenue consists primarily of direct production costs related to the operations of validating transactions on the network, rent and utilities for locations housing server nodes to the extent applicable, hosting costs if cloud-based servers are utilized and fees (including stock-based fees) paid to 3rd parties to assist in the software maintenance and operations of its nodes.
Digital Assets Translations and Impairments	Digital Assets Translations and Impairments Digital assets are included in the balance sheets as either current assets or other assets if they are staked and locked up for over one year. Digital assets are recorded at cost less impairment. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Realized gain (loss) on sale of digital assets are included in other income (expense) in the statements of operations. We assign costs to transactions on a first-in, first-out basis. The Company assesses impairment of digital assets quarterly if the fair value of digital assets is less than its cost basis. The Company recognizes impairment losses on digital assets caused by decreases in fair value using the lowest U.S. dollar spot price of the related digital asset as of each impairment date. Such impairment in the value of digital assets are recorded as a component of costs and expenses in our statements of operations.
Internally Developed Software	Internally Developed Software Internally developed software consisting of the core technology of the Company’s digital asset data analytics platform which is being designed to allow user to aggregate and analyze data from digital asset exchanges. For internally developed software, the Company uses both its own employees as well as the services of external vendors and independent contractors. The Company accounts for computer software used in the business in accordance with ASC 985-20 and ASC 350. ASC 985-20, Software-Costs of Computer Software to Be Sold, Leased, or Otherwise Marketed, ASC 350, Intangibles-Goodwill and Other
Use of Estimates	Use of Estimates The accompanying unaudited condensed financial statements have been prepared in conformity with GAAP. This requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the period. The Company’s significant estimates and assumptions include the recoverability and useful lives of intangible assets, stock-based compensation, the valuation of derivative liabilities, the valuation of convertible preferred stock and the valuation allowance related to the Company’s deferred tax assets. Certain of the Company’s estimates, including the carrying amount of the intangible assets, if any, could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates and assumptions.
Accounting for Warrants	Accounting for Warrants The Company accounts for the issuance of common stock purchase warrants issued in connection with the equity offerings in accordance with the provisions of ASC 815, Derivatives and Hedging (“ASC 815”). The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) gives the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). In addition, Under ASC 815, registered common stock warrants that require the issuance of registered shares upon exercise and do not expressly preclude an implied right to cash settlement are accounted for as derivative liabilities. The Company classifies these derivative warrant liabilities on the balance sheet as a current liability. The Company assessed the classification of common stock purchase warrants as of the date of each offering and determined that such instruments originally met the criteria for equity classification; however, as a result of the Company no longer being in control of whether the warrants may be cash settled, the instruments no longer qualify for equity classification. Accordingly, the Company classified the warrants as a liability at their fair value and adjusts the instruments to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until the warrants are exercised or expired, and any change in fair value is recognized as “change in the fair value of warrant liabilities” in the statements of operations. The fair value of the warrants has been estimated using a Black-Scholes valuation model (see Note 6).
Stock-based Compensation	Stock-based Compensation The Company accounts for share-based payment awards exchanged for services at the estimated grant date fair value of the award. Stock options issued under the Company’s long-term incentive plans are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to ten years from the date of grant. These options often vest over a one-year period. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. Expected Term Expected Volatility Risk-Free Interest Rate Expected Dividend Effective January 1, 2017, the Company elected to account for forfeited awards as they occur, as permitted by ASU 2016-09. Ultimately, the actual expenses recognized over the vesting period will be for those shares that vested. Prior to making this election, the Company estimated a forfeiture rate for awards at 0
Convertible Preferred Stock	Convertible Preferred Stock The Company applies the accounting standards for distinguishing liabilities from equity when determining the classification and measurement of its preferred stock. Preferred stock subject to mandatory redemption are classified as liability instruments and are measured at fair value. Conditionally redeemable preferred shares (including preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, preferred shares are classified as stockholders’ equity. The Company evaluated the classification of its convertible preferred stock and determined that such instruments meet the criteria for equity classification. The Company has also evaluated its convertible preferred stock in accordance with the provisions of ASC 815, Derivatives and Hedging
Beneficial Conversion Feature of Convertible Notes Payable	Beneficial Conversion Feature of Convertible Notes Payable The Company accounts for convertible notes payable in accordance with the guidelines established by the FASB Accounting Standards Codification (“ASC”) Topic 470-20, Debt with Conversion and Other Options. The beneficial conversion feature of a convertible note is normally characterized as the convertible portion or feature of certain notes payable that provide a rate of conversion that is below market value or in-the-money when issued. The Company records a beneficial conversion feature related to the issuance of a convertible note when issued. The discounted face value is then used to measure the effective conversion price of the note. The effective conversion price and the market price of the Company’s common stock are used to calculate the intrinsic value of the conversion feature. The intrinsic value is recorded in the financial statements as a debt discount from the face amount of the note and such discount is amortized over the expected term of the convertible note (or to the conversion date of the note, if sooner) and is charged to interest expense.
Net Loss per Share	Net Loss per Share Basic loss per share is computed by dividing the net income or loss applicable to common shares by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the Company’s convertible preferred stock, convertible notes and warrants. Diluted loss per share excludes the shares issuable upon the conversion of preferred stock, notes and warrants from the calculation of net loss per share if their effect would be anti-dilutive. The following financial instruments were not included in the diluted loss per share calculation as of September 30, 2021 and 2020 because their effect was anti-dilutive: Schedule of Earnings Per Share Anti-diluted As of September 30, 2021 2020 Warrants to purchase common stock 962,823 50,323 Series C-1 Convertible Preferred stock - 19,609 Convertible notes 285,429 466,201 Total 1,248,252 536,133
Recent Accounting Pronouncements	Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its financial statements and related disclosures. In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity Other recent accounting pronouncements issued by the 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 present or future financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Schedule of Earnings Per Share Anti-diluted	The following financial instruments were not included in the diluted loss per share calculation as of September 30, 2021 and 2020 because their effect was anti-dilutive: Schedule of Earnings Per Share Anti-diluted As of September 30, 2021 2020 Warrants to purchase common stock 962,823 50,323 Series C-1 Convertible Preferred stock - 19,609 Convertible notes 285,429 466,201 Total 1,248,252 536,133

Fair Value of Financial Asset_2

Fair Value of Financial Assets and Liabilities (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis	The following table presents the Company’s assets and liabilities that are measured at fair value at September 30, 2021 and December 31, 2020: Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis Fair value measured at September 30, 2021 Total at September 30, Quoted prices in active markets Significant other observable inputs Significant unobservable inputs 2021 (Level 1) (Level 2) (Level 3) Liabilities Warrant Liabilities $ 3,705,000 $ - $ - $ 3,705,000 Fair value measured at December 31, 2020 Total at December 31, Quoted prices in active markets Significant other observable inputs Significant unobservable inputs 2020 (Level 1) (Level 2) (Level 3) Liabilities Warrant Liabilities $ - $ - $ - $ -
Summary of Valuation Methodology and Significant Unobservable Inputs Warrant Liabilities	A summary of quantitative information with respect to the valuation methodology and significant unobservable inputs used for the Company’s warrant liabilities that are categorized within Level 3 of the fair value hierarchy at the date of issuance and, as of September 30, 2021, is as follows: Summary of Valuation Methodology and Significant Unobservable Inputs Warrant Liabilities September 14, 2021 September 30, 2021 Risk-free rate of interest 0.79 % 0.98 % Expected volatility 192.2 % 169.4 % Expected life (in years) 4.47 4.43 Expected dividend yield - -
Schedule of Changes in Fair Value and Other Adjustments of Warrants	The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial liabilities for the nine months ended September 30, 2021 and 2020, that are measured at fair value on a recurring basis: Schedule of Changes in Fair Value and Other Adjustments of Warrants Fair Value of Level 3 financial liabilities September 30, September 30, 2021 2010 Beginning balance $ - $ - Warrant liabilities classification 5,771,250 - Fair value adjustment of warrant liabilities (2,066,250 ) - Ending balance $ 3,705,000 $ -

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Summary of Weighted-average Assumptions Used to Estimate Fair Value	The following weighted-average assumptions were used to estimate the fair value of options granted during the nine months ended 2021 and 2020 for both the Black-Scholes formula and the Monte-Carlo simulation: Summary of Weighted-average Assumptions Used to Estimate Fair Value For the nine months ended September 30, 2021 2020 Exercise price $ 2.1 - Term (years) 2.25 3.05 - Expected stock price volatility 185.9 % - Risk-free rate of interest 0.34 % -
Summary of Option Activity	A summary of options activity under the Company’s stock option plan for nine months ended September 30, 2021 is presented below: Summary of Option Activity Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2020 - $ - $ - - Employee options granted 1,235,000 2.14 4,188,000 4.5 Outstanding as of September 30, 2021 1,235,000 $ 2.14 $ 4,188,000 4.5 Options vested and exercisable 720,000 $ 1.90 $ 2,512,800 4.5
Summary of Restricted Stock	A summary of the Company’s restricted stock units granted under the 2021 Plan during the nine months ended September 30, 2021 are as follows: Summary of Restricted Stock Number of Restricted Stock Units Weighted Average Grant Day Fair Value Nonvested at December 31, 2020 - $ - Granted 340,781 9.72 Vested (290,000 ) 10.29 Nonvested at September 30, 2021 50,781 $ 6.42
Schedule of Stock-based Compensation Expense	Stock-based compensation expense for the three and nine months ended September 30, 2021 and 2020 was as follows: Schedule of Stock-based Compensation Expense Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Employee stock option awards $ 1,638,516 $ - $ 10,298,844 $ - Employee restricted stock units awards 3,027,665 - 3,029,040 - Non-employee restricted stock awards 75,000 - 237,806 - Series C-2 allocation - - 179,277 - $ 4,741,181 $ - $ 13,744,967 $ -

Business Organization and Nat_2

Business Organization and Nature of Operations (Details Narrative) - shares	Sep. 30, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Common stock, shares authorized	97,500,000	97,500,000

Liquidity, Financial Conditio_2

Liquidity, Financial Condition and Management’s Plans (Details Narrative) $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Cash	$ 660
Digital Assets [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Fair market value for digital asset	6,200
Equity Line Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Proceeds from issuance of shares, debt and warrant	$ 14,600

Schedule of Earnings Per Share

Schedule of Earnings Per Share Anti-diluted (Details) - shares	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	1,248,252	536,133
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	962,823	50,323
Series C-1 Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		19,609
Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	285,429	466,201

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative)	Jan. 01, 2017
Accounting Policies [Abstract]
Estimated forfeiture rate	0.00%

Note Payable (Details Narrative

Note Payable (Details Narrative) - USD ($)	Sep. 24, 2021	Jan. 15, 2021	Dec. 16, 2020	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 16, 2021
Short-term Debt [Line Items]
Proceeds from warrant exercise						$ 400,000
Amortization on debt discount				$ 581,973		1,716,744	186,199
Fair value of warrant				(2,066,250)		(2,066,250)
2020 December Promissory Note [Member]
Short-term Debt [Line Items]
Amortization on debt discount						868,000
Interest expense						88,000
Cavalry Fund I LP [Member] | Series C Warrants [Member]
Short-term Debt [Line Items]
Warrants to purchase of common stock shares		200,000
Cavalry Fund I LP [Member] | 2020 December Promissory Note [Member]
Short-term Debt [Line Items]
Promissory notes	$ 1,092,712		$ 1,000,000
Proceeds from issuance of promissory note	1,000,000		$ 1,000,000
Debt maturity date			Oct. 16, 2021
Debt instrument discount rate			35.00%
Debt conversion price per share			$ 0.40
Debt interest rate			12.00%
Accrued interest	$ 92,712
Cavalry Fund I LP [Member] | 2020 December Promissory Note [Member] | Series C Warrants [Member]
Short-term Debt [Line Items]
Warrants to purchase of common stock shares			200,000
Warrants exercise price			$ 2
Proceeds from warrant exercise								$ 400,000
Cavalry Fund I LP [Member] | 2021 Promissory Note [Member]
Short-term Debt [Line Items]
Promissory notes		$ 1,000,000		1,000,000		1,000,000
Proceeds from issuance of promissory note		$ 1,000,000
Debt maturity date		Nov. 15, 2021
Debt instrument discount rate		35.00%
Debt conversion price per share		$ 7.50
Debt interest rate		12.00%
Amortization on debt discount						848,000
Interest expense						85,000
Accrued interest				$ 85,000		$ 85,000
Debt conversion of beneficial conversion feature		$ 218,000
Debt conversion common stock issued		70,572
Shares issued, price per share		$ 14.10
Fair value of underlying common stock		$ 21.8
Cavalry Fund I LP [Member] | 2021 Promissory Note [Member] | Series D Warrants [Member]
Short-term Debt [Line Items]
Warrants to purchase of common stock shares		200,000
Warrants exercise price		$ 21.60
Fair value of warrant		$ 3,580,000
Debt conversion of beneficial conversion feature		$ 782,000

Schedule of Fair Value of Asset

Schedule of Fair Value of Assets and Liabilities Valued on Recurring Basis (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Sep. 30, 2020	Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 3,705,000
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 3,705,000

Summary of Valuation Methodolog

Summary of Valuation Methodology and Significant Unobservable Inputs Warrant Liabilities (Details)	Sep. 14, 2021	Sep. 30, 2021	Sep. 30, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Risk-free rate of interest		0.34%
Expected volatility		185.90%
Expected life (in years)
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Risk-free rate of interest	0.79%	0.98%
Expected volatility	192.20%	169.40%
Expected life (in years)	4 years 5 months 19 days	4 years 5 months 4 days
Expected dividend yield

Schedule of Changes in Fair Val

Schedule of Changes in Fair Value and Other Adjustments of Warrants (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Fair Value Disclosures [Abstract]
Warrant liabilities, beginning balance
Warrant liabilities classification			5,771,250
Fair value adjustment of warrant liabilities	$ (2,066,250)		(2,066,250)
Warrant liabilities, ending balance	$ 3,705,000		$ 3,705,000

Fair Value of Financial Asset_3

Fair Value of Financial Assets and Liabilities (Details Narrative) - USD ($) $ in Millions	Aug. 25, 2021	Mar. 04, 2021	Mar. 02, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Numner of common shares issued	14,477
Securities Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Numner of common shares issued		950,000	950,000
Number of common stock warrants			712,500
Proceeds from issuance of private placement		$ 8.9	$ 9.5

Summary of Weighted-average Ass

Summary of Weighted-average Assumptions Used to Estimate Fair Value (Details) - $ / shares	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Exerise price	$ 2.1
Term (years)
Expected stock price volatility	185.90%
Risk-free rate of interest	0.34%
Minimum [Member]
Term (years)	2 years 3 months
Maximum [Member]
Term (years)	3 years 18 days

Summary of Option Activity (Det

Summary of Option Activity (Details)	9 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Equity [Abstract]
Number of Shares Outstanding, Beginning balance | shares
Weighted Average Exercise Price, Beginning balance | $ / shares
Total Intrinsic Value, Beginning balance | $
Weighted Average Remaining Contractual Life (in years), Beginning balance
Number of Shares Outstanding, Employee options granted | shares	1,235,000
Weighted Average Exercise Price, Employee options granted | $ / shares	$ 2.14
Total Intrinsic Value, Employee options granted | $	$ 4,188,000
Weighted Average Remaining Contractual Life (in years), Employee options granted	4 years 6 months
Number of Shares Outstanding, Ending balance | shares	1,235,000
Weighted Average Exercise Price, Ending balance | $ / shares	$ 2.14
Total Intrinsic Value, Ending balance | $	$ 4,188,000
Weighted Average Remaining Contractual Life (in years), Ending balance	4 years 6 months
Number of Shares Outstanding, Options vested and exercisable | shares	720,000
Weighted Average Exercise Price, Options vested and exercisable | $ / shares	$ 1.90
Total Intrinsic Value, Options vested and exercisable | $	$ 2,512,800
Weighted Average Remaining Contractual Life (in years), Options vested and exercisable	4 years 6 months

Summary of Restricted Stock (De

Summary of Restricted Stock (Details)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Equity [Abstract]
Number of Restricted Stock Units Nonvested, beginning balance | shares
Weighted Average Grant Day Fair Value Nonvested, beginning balance | $ / shares
Number of Restricted Stock Units, Granted | shares	340,781
Weighted Average Grant Day Fair Value, Granted | $ / shares	$ 9.72
Number of Restricted Stock Units, Vested | shares	(290,000)
Weighted Average Grant Day Fair Value, Vested | $ / shares	$ 10.29
Number of Restricted Stock Units Nonvested, ending balance | shares	50,781
Weighted Average Grant Day Fair Value Nonvested, ending balance | $ / shares	$ 6.42

Schedule of Stock-based Compens

Schedule of Stock-based Compensation Expense (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 4,741,181		$ 13,744,967
Share-based Payment Arrangement, Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	1,638,516		10,298,844
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	3,027,665		3,029,040
Non-employee Restricted Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	75,000		237,806
Series C-2 Allocation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation			$ 179,277

Stockholders_ Equity (Details N

Stockholders’ Equity (Details Narrative) - USD ($)

Sep. 30, 2021

Sep. 14, 2021

Aug. 25, 2021

Jun. 28, 2021

Apr. 02, 2021

Mar. 30, 2021

Mar. 04, 2021

Mar. 02, 2021

Jan. 28, 2021

Jan. 15, 2021

Jan. 02, 2021

Sep. 30, 2021

Sep. 30, 2020

Sep. 30, 2021

Sep. 30, 2020

Jun. 30, 2021

Dec. 31, 2020

Accumulated Other Comprehensive Income (Loss) [Line Items]

Preferred Stock, Shares Authorized

20,000,000

20,000,000

20,000,000

20,000,000

Number of common stock issued

14,477

Stock Issued During Period, Value, New Issues

$ 199,872

$ 829,281

$ 3,014,005

$ 1,385,494

Share-based compensation

13,892,884

Number of convertible common stock

19,609

Stockholders' equity, reverse stock split

1-for-10 Reverse Split

Proceeds from Issuance of Common Stock

$ 3,014,005

$ 1,385,494

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures

21,000

Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price

$ 2.14

$ 2.14

$ 2.14

Share-based Compensation Arrangement by Share-based Payment Award, Accelerated Vesting, Number

14,000

480,000

21,000

Vesting date

Sep. 14, 2021

Apr. 1, 2022

Jan. 1, 2022

Number of restricted stock units vested during the period

275,000

Fair value of number of restricted stock units vested

$ 2,800,000

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount

$ 2,000,000

$ 2,000,000

$ 2,000,000

Restricted Stock Units (RSUs) [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures

50,781

Share-based Compensation Arrangement by Share-based Payment Award, Description

The restricted stock units were to vest over a five-year period as follows: 20% of the 50,781 restricted stock units were to vest on the one-year anniversary of the grant date, and the remaining 80% were to vest monthly over the following four years with vesting occurring on the last day of each respective month.

Grant date fair value of restricted stock units

$ 300,000

Restricted Stock Units (RSUs) [Member] | Share-based Payment Arrangement, Tranche One [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage

20.00%

2021 Equity Incentive Plan [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Share-based compensation

13,800,000

Common Stock, Capital Shares Reserved for Future Issuance

2,000,000

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures

1,200,000

Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price

$ 1.90

Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture

10,300,000

2021 Equity Incentive Plan [Member] | Restricted Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Proceeds from Issuance of Common Stock

$ 203,000

RedChip Companies Inc. [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures

52,800

Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures

$ 600,000

Charles B Lee And Carol Van Cleef [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures

35,000

Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price

$ 10.30

Board of Directors [Member] | 2021 Equity Incentive Plan [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures

275,000

Two Non Employee [Member] | Restricted Stock Units (RSUs) [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures

15,000

Number of restricted stock units vested during the period

15,000

Fair value of number of restricted stock units vested

$ 200,000

Equity Line of Credit Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of common stock issued

400,000

321,740

Stock Issued During Period, Value, New Issues

$ 3,014,005

Transfer agent fees

1,000

Proceeds from Issuance of Common Stock

$ 3,015,005

Equity Line of Credit Purchase Agreement [Member] | Pro-rata Commitment Shares [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of common stock issued

17,590

Shares Issued, Price Per Share

$ 9.37

$ 9.37

$ 9.37

Securities Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of common stock issued

950,000

950,000

Shares Issued, Price Per Share

$ 10

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

712,500

Proceeds from Issuance Initial Public Offering

$ 9,500,000

Proceeds from Issuance of Private Placement

$ 8,900,000

$ 9,500,000

Percentage of gross proceeds of offerings

7.00%

Legal Fees

$ 40,000

At-the-Market Offering Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Shares Issued, Price Per Share

$ 6.76

$ 6.76

$ 6.76

Proceeds from Issuance Initial Public Offering

$ 279,000

Number of common shares sold

41,290

Proceeds from issuance of net offering

$ 219,746

At-the-Market Offering Agreement [Member] | H.C. Wainwright and Co., LLC [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Percentage of gross proceeds of offerings

3.00%

Fair value of offering price on transaction

$ 98,767,500

Series C-2 Convertible Preferred Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of common stock issued

110,000

Stock Issued During Period, Value, New Issues

$ 1,100,000

Shares Issued, Price Per Share

$ 10

Share-based compensation

$ 179,277

Redeemed price value, percentage

107.00%

Preferred stock convertible conversion price

$ 1.70

Preferred stock convertible beneficial conversion feature

$ 129,412

Amortization of the beneficial conversion feature

$ 45,541

Convertible preferred stock terms of conversion, description

If at any time after the Initial Issuance Date, the Company raises capital equal to or in excess of $5 million by issuing common stock or Common Stock Equivalents then the Anti-Dilution Amount per share of Series C-2 shall be the product of: (i) 0.0000004, and (ii) the aggregate amount of all capital raised by the Company after the Initial Issuance Date (the “Capital Raised”). Provided; further, for the determination of the Anti-Dilution Amount, the amount of Capital Raised shall be limited to $13 million, regardless of how much capital the Company raises. In the event capital is raised simultaneous with a listing on a national securities exchange and the automatic conversion of the Series C-2 then such funds shall be included in the Capital Raised for the purpose of determining the Anti-Dilution Amount. As of September 30, 2021, over $13 million of capital was raised and the adjustment to the Conversion Amount was fully triggered. The Company recognized the effect of the down-round protection when capital raises occur as the difference between: (1) the financial instrument’s fair value (without the down round feature) using the pre-trigger exercise price, and (2) the financial instrument’s fair value (without the down round feature) using the reduced exercise price. The value of the effect of the down round feature of $5,020,883 was treated as a dividend and a reduction to income available to common shareholders in the basic EPS calculation.

Number of stock converted

4,011,766

Series C-2 Convertible Common Stock [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of convertible common stock

4,011,766

Series C Warrants [Member] | Cavalry Fund I LP [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

200,000

Warrant eercise for cash

$ 400,000

Series C1 Convertible Preferred Shares [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Number of convertible common stock

29,414

Minimum [Member] | Securities Purchase Agreement [Member] | Investors [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Percentage of gross proceeds of offerings

3.50%

Preferred Stock [Member] | Maximum [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Preferred Stock, Shares Authorized

2,000,000

2,000,000

2,000,000

Warrant [Member] | Securities Purchase Agreement [Member]

Accumulated Other Comprehensive Income (Loss) [Line Items]

Warrants and Rights Outstanding, Term

5 years

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

712,500

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 11.50

Employee Benefit Plans (Details

Employee Benefit Plans (Details Narrative)	9 Months Ended
	Sep. 30, 2021USD ($)
Retirement Benefits [Abstract]
Percentage of defined comtribution plan employee	100.00%
Defined comtribution plan employee	$ 39,000

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	3 Months Ended	9 Months Ended
	Nov. 04, 2021	Sep. 30, 2021	Sep. 30, 2020
Subsequent Event [Line Items]
Proceeds from issuance of common stock		$ 3,014,005	$ 1,385,494
At-the-Market Offering Agreement [Member]
Subsequent Event [Line Items]
Number of common shares sold		41,290
Shares issued, price per share		$ 6.76
Subsequent Event [Member] | At-the-Market Offering Agreement [Member]
Subsequent Event [Line Items]
Number of common shares sold	172,547
Net proceeds from issuance of common stock	$ 1,185,474
Shares issued, price per share	$ 6.87
Proceeds from issuance of common stock	$ 1,147,886