Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 30, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-53949 | |
Entity Registrant Name | Good Gaming, Inc. | |
Entity Central Index Key | 0001454742 | |
Entity Tax Identification Number | 46-3917807 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 415 McFarlan Road | |
Entity Address, Address Line Two | Suite 108 | |
Entity Address, City or Town | Kennett Square | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19348 | |
City Area Code | (888) | |
Local Phone Number | 295-7279 | |
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 | 103,526,044 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and Cash Equivalents | $ 1,916,915 | $ 2,407,966 |
Prepaid expenses | 26,799 | 9,333 |
Total Current Assets | 1,943,715 | 2,417,300 |
Digital Assets | 279,605 | 304,427 |
Property and Equipment, Net | 4,641 | 5,669 |
Gaming Software, Net | ||
TOTAL ASSETS | 2,227,961 | 2,727,396 |
Current Liabilities | ||
Accounts Payable and Accrued Expenses | 273,314 | 299,016 |
Derivative Liability | 0 | 0 |
Notes Payable | 6,628 | |
Convertible Debentures, current | ||
Notes Payable Related Party- ViaOne Services | ||
Total Current Liabilities | 273,314 | 305,644 |
Total Liabilities | 273,314 | 305,644 |
Stockholders’ Deficit | ||
Authorized: 200,000,000 Common Shares, With a Par Value of $0.001 Per Share Issued and Outstanding: 103,526,044 | 103,526 | 103,526 |
Warrant | 333 | 333 |
Additional Paid-In Capital | 9,956,765 | 9,956,765 |
Accumulated Deficit | (8,106,064) | (7,638,959) |
Total Stockholders’ Deficit | 1,954,647 | 2,421,752 |
TOTAL LIABILITIES & STOCKHOLDER’S DEFICIT | 2,227,961 | 2,727,396 |
Series A Preferred Stock [Member] | ||
Stockholders’ Deficit | ||
Preferred stock value | 8 | 8 |
Series B Preferred Stock [Member] | ||
Stockholders’ Deficit | ||
Preferred stock value | 20 | 20 |
Series C Preferred Stock [Member] | ||
Stockholders’ Deficit | ||
Preferred stock value | 1 | 1 |
Series D Preferred Stock [Member] | ||
Stockholders’ Deficit | ||
Preferred stock value | ||
Series E Preferred Stock [Member] | ||
Stockholders’ Deficit | ||
Preferred stock value | $ 58 | $ 58 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock, par value | $ 0.001 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 103,526,044 | 103,526,044 |
Common stock, shares outstanding | 103,526,044 | 103,526,044 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 7,500 | 7,500 |
Preferred stock, shares outstanding | 7,500 | 7,500 |
Series B Preferred Stock [Member] | ||
Preferred stock, shares authorized | 249,999 | 249,999 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 20,296 | 20,296 |
Preferred stock, shares outstanding | 20,296 | 20,296 |
Series C Preferred Stock [Member] | ||
Preferred stock, shares authorized | 1 | 1 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 1 | 1 |
Preferred stock, shares outstanding | 1 | 1 |
Series D Preferred Stock [Member] | ||
Preferred stock, shares authorized | 350 | 350 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series E Preferred Stock [Member] | ||
Preferred stock, shares authorized | 2,750,000 | 2,750,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 57,663 | 57,663 |
Preferred stock, shares outstanding | 57,663 | 57,663 |
Consolidated Statement of Opera
Consolidated Statement of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 1,266 | $ 6,692 |
Cost of Revenues | 6,992 | 3,917 |
Gross Profit | (5,727) | 2,775 |
Operating Expenses | ||
General & Administrative | 182,258 | 9,616 |
Contract Labor | 45,800 | 4,500 |
Depreciation and Amortization Expense | 1,028 | 540 |
Professional Fees | 242,956 | 86,717 |
Total Operating Expenses | 472,042 | 101,372 |
Operating Loss | (477,769) | (98,597) |
Other Income (Expense) | ||
Gain on Digital Assets | 12,090 | |
Impairment Cost | (1,426) | |
Loss on Stock Conversion | ||
Gain on Debt Settlement | ||
Loss on disposal of fixed assets | ||
Interest Income | ||
Interest Expense | (7,932) | |
Gain (Loss) on Change in Fair Value of Derivative Liability | 237,696 | |
Total Other Income (Loss) | 10,664 | 229,764 |
Net Income (Loss) | $ (467,105) | $ 131,167 |
Net Income (Loss) Per Share, Basic and Diluted | ||
Weighted Average Shares Outstanding | 103,526,044 | 68,974,031 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Activities | ||
Net Income (Loss) | $ (467,105) | $ 131,167 |
Adjustment To Reconcile Net Loss to Net Cash Used In Operating Activities | ||
Digital Assets | ||
Depreciation and Amortization | 1,028 | 540 |
Loss on disposal of fixed assets | ||
Change In Fair Value Of Derivative Liability | (237,696) | |
Stock based compensation | ||
Gain on debt settlement | ||
Gain on Digital Assets | (12,090) | |
Impairment Cost | 1,426 | |
Changes in operating assets and liabilities | ||
Prepaid expenses | (17,466) | 8,125 |
Accounts Payable | (25,703) | 7,939 |
Net Cash Provided By (Used in) Operating Activities | (519,910) | (89,926) |
Investing Activities | ||
Purchase of Digital Assets | (1,236) | |
Selling Digital Assets | 34,767 | |
Reclass Digital Assets | 1,955 | |
Selling Property and Equipment | ||
Purchase of Property and Equipment | ||
Net Cash Provided By (Used in) Investing Activities | 35,486 | |
Financing Activities | ||
Repayments of Preferred Stock Series D | ||
Proceeds From Sale Of Preferred Stock CL D | ||
Payment on Note Interest | (6,628) | |
Due To ViaOne Services | 89,242 | |
Net Cash Provided By (Used In) Financing Activities | (6,628) | 89,242 |
Change in Cash and Cash Equivalents | (491,052) | (684) |
Cash and Cash Equivalents, Beginning Of Period | 2,407,966 | 2,305 |
Cash and Cash Equivalents, End Of Period | 1,916,915 | 1,621 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | ||
Cash paid for taxes | ||
Non-Cash Investing And Financing Activities | ||
Unpaid Property and Equipment Acquired | ||
Common Shares Issued for Conversion Of Debt | ||
Shares Issued For Acquisition Of Software |
Statements of Stockholdes' Equi
Statements of Stockholdes' Equity (Deficit) - USD ($) | Total | Common Stock [Member] | Warrant [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Preferred Class A [Member]Preferred Stock [Member] | Preferred Class B [Member]Preferred Stock [Member] | Preferred Class C [Member]Preferred Stock [Member] | Preferred Class D [Member]Preferred Stock [Member] | Preferred Class E [Member]Preferred Stock [Member] |
Beginning balance, value at Dec. 31, 2020 | $ (3,629,286) | $ 65,374 | $ 4,282,629 | $ (7,977,367) | $ 8 | $ 69 | $ 1 | |||
Begining balance, shares at Dec. 31, 2020 | 167,841,031 | 7,500 | 68,997 | 1 | ||||||
Conversion of preferred shares B to common shares | $ 3,600 | (3,582) | $ (18) | |||||||
Conversion of preferred shares B to common shares, shares | 3,600,000 | |||||||||
Net income (Loss) | 131,167 | 131,167 | ||||||||
Ending balance, value at Mar. 31, 2021 | (3,498,118) | $ 68,974 | 4,279,047 | (7,846,199) | $ 8 | $ 51 | $ 1 | |||
Ending balance, shares at Mar. 31, 2021 | 171,441,031 | 7,500 | 68,997 | 1 | ||||||
Beginning balance, value at Dec. 31, 2021 | 2,421,752 | $ 103,526 | $ 333 | 9,956,765 | (7,638,959) | $ 8 | $ 20 | $ 1 | $ 58 | |
Begining balance, shares at Dec. 31, 2021 | 103,526,044 | 3,333,333 | 7,500 | 20,296 | 1 | 57,663 | ||||
Stock Based Compensation | ||||||||||
Net income (Loss) | (467,105) | (467,105) | ||||||||
Ending balance, value at Mar. 31, 2022 | $ 1,954,647 | $ 103,526 | $ 333 | $ 9,956,765 | $ (8,106,064) | $ 8 | $ 20 | $ 1 | $ 58 | |
Ending balance, shares at Mar. 31, 2022 | 103,526,044 | 3,333,333 | 7,500 | 20,296 | 1 | 57,663 |
Nature of Operations and Contin
Nature of Operations and Continuance of Business | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Continuance of Business | 1. Nature of Operations and Continuance of Business Good Gaming, Inc. (Formerly HDS International Corp.) (the “Company”) was incorporated on November 3, 2008 under the laws of the State of Nevada. The Company is a leading tournament gaming platform and online destination targeting over 250 million e-sports players and participants worldwide that want to compete at the high school or college level. A substantial portion of the Company’s activities has involved developing a business plan and establishing contacts and visibility in the marketplace and the Company has not generated any substantial revenue to date. Beginning in 2018, the Company began deriving revenue by providing transaction verification services within the digital currency networks of cryptocurrencies. However, on December 12, 2018, the Company discontinued such transaction verification services by dissolving Crypto Strategies Group, Inc., its wholly-owned subsidiary. In 2021, the Company formulated a new plan to create a new game called “MicroBuddies™” that combines Ethereum ERC721 NFTs (Non-fungible tokens), non-standard ERC20 tokens (GOO™), and strategic gameplay to replicate and create unique and rare NFTs. The game is played online via the MicroBuddies website and blockchain transactions take place on the Polygon Network. The game was launched after beta testing in December of 2021. Going Concern These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated minimal revenues to date and has never paid any dividends and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. As of March 31, 2022, the Company had a working capital of $ 1,670,401 8,106,064 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the fair values of convertible debentures, derivative liability, stock-based compensation, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Certain reclassifications have been made to prior-year amounts to conform to the current period presentation. Cash Equivalents The Company considers all highly liquid instruments with maturities of three months or less at the time of issuance to be cash equivalents. Amounts receivable from credit card processors are also considered cash equivalents because they are both short-term and highly liquid in nature. Intangible Assets Intangible assets are carried at the purchased cost less accumulated amortization. Amortization is computed over the estimated useful lives of the respective assets, generally five years Impairment of Long-Lived Assets Long-lived assets and certain identifiable intangible assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of an impairment loss for long-lived assets and certain identifiable intangible assets that management expects to hold and use is based on the fair value of the asset. Long-lived assets and certain identifiable intangible assets to be disposed of are reported at the lower of carrying amount or fair value less costs to sell. Beneficial Conversion Features From time to time, the Company may issue convertible notes that may contain an embedded beneficial conversion feature. A beneficial conversion feature exists on the date a convertible note is issued when the fair value of the underlying common stock to which the note is convertible into is in excess of the remaining unallocated proceeds of the note after first considering the allocation of a portion of the note proceeds to the fair value of the warrants, if related warrants have been granted. The intrinsic value of the beneficial conversion feature is recorded as a debt discount with a corresponding amount to additional paid in capital. The debt discount is amortized to interest expense over the life of the note using the effective interest method. Derivative Liability From time to time, the Company may issue equity instruments that may contain an embedded derivative instrument which may result in a derivative liability. A derivative liability exists on the date the equity instrument is issued when there is a contingent exercise provision. The derivative liability is recorded at its fair value calculated by using an option pricing model. The fair value of the derivative liability is then calculated on each balance sheet date with the corresponding gains and losses recorded in the statement of operations. Basic and Diluted Net Loss Per Share The Company computes net loss per share in accordance with ASC 260, Earnings Per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. At March 31, 2022 and December 31, 2021, the Company had 10,000,000 10,000,000 Income Taxes Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these consolidated financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years. Unrecognized tax positions, if ever recognized in the consolidated financial statements, are recorded in the statement of operations as part of the income tax provision. Our policy is to recognize interest and penalties accrued on uncertain tax positions, if any, as part of the income tax provision. The Company has no liability for uncertain tax positions. Unrecognized tax positions, if ever recognized in the consolidated financial statements, are recorded in the statement of operations as part of the income tax provision. The Company’s policy is to recognize interest and penalties accrued on uncertain tax positions, if any, as part of the income tax provision. The Company has no liability for uncertain tax positions. On March 22, 2017, tax reform legislation known as the Tax Cuts and Jobs Act (the “U.S. Tax Reform Act”) was enacted in the United States. The U.S. Tax Reform Act, among other things, reduced the U.S. corporate income tax rate from 35% 21% Financial Instruments ASC 820, “Fair Value Measurements” and ASC 825, Financial Instruments, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument categorized within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s consolidated balance sheet as at March 31, 2022 and 2021 as follows: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis Description Fair Value Measurements at March 31, 2022 Using Fair Value Hierarchy Total Level 1 Level 2 Level 3 Derivative liability $ 0- 0- $ 0- $ 0- Total $ 0- $ 0- $ 0- $ - Description Fair Value Measurements at March 31, 2021 Using Fair Value Hierarchy Total Level 1 Level 2 Level 3 Derivative liability $ 1,065,760 $ $ $ 1,065,760 Total $ 1,065,760 $ - $ - $ 1,065,760 The carrying values of all of our other financial instruments, which include accounts payable and accrued liabilities, and amounts due to related parties approximate their current fair values because of their nature and respective maturity dates or durations. Advertising Expenses Advertising expenses are included in general and administrative expenses in the consolidated Statements of Operations and are expensed as incurred. The Company incurred $ 113,226 1,041 Revenue Recognition Revenue is recognized in accordance with ASC 606. The Company performs the following five steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company applies the five-step model to arrangements that meet the definition of a contract under Topic 606, including when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company evaluates the goods or services promised within each contract related performance obligation and assesses whether each promised good or service is distinct. The Company recognizes as revenue, the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenues primarily include revenues from microtransactions. Microtransaction revenues are derived from the sale of virtual goods to the Company’s players. Proceeds from the sales of virtual goods are directly recognized as revenues when a player uses the virtual goods. Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which amends the existing accounting standards for leases. The new standard requires lessees to record a right-of-use (“ROU”) asset and a corresponding lease liability on the balance sheet (with the exception of short-term leases). This new standard is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual reporting periods, with early adoption permitted. We adopted this new standard effective January 1, 2019. Adoption did not have any effect on the Company as it does not have any leases. The Company has implemented all other new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Other Assets
Other Assets | 3 Months Ended |
Mar. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | 3. Other Assets Property and Equipment consisted of the following: Schedule of Property and Equipment March 31, 2022 2021 Computers and servers $ 21,217 $ 20,333 Accumulated Depreciation (16,576 ) (14,997 ) Property and equipment, net $ 4,641 $ 5,335 Depreciation expense for the three months ended March 31, 2022 and 2021 was $ 1,028 540 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 4. Debt Convertible Debentures On April 15, 2015, the Company issued a convertible debenture with the principal amount of $ 100,000 50,000 50,000 October 16, 2016 22 It was convertible into shares of common stock any time after the maturity date at a conversion rate of 50 107,238 25 6,978 1,655,594 5,833 2,645,449 11,822 2,775,076 25,239 2,911,055 40,126 3,053,696 17,240 17,240 1,257,476 . The Company entered into a line of credit agreement (“Line Of Credit”) with ViaOne on September 27, 2018 (the “Effective Date”). This Line of Credit dated as of, was entered into by and between the Company and ViaOne. The Company had an immediate need for additional capital and asked ViaOne to make a new loan(s) in an initial amount of $ 25,000 250,000 On September 30, 2021, the Company and ViaOne Services, LLC entered into a revolving convertible promissory note (the “Revolving Note”). The Company agrees to pay ViaOne the principal sum of $ 1,000,000 8 85 6,730 On September 30, 2021, the Company entered into a new Employee Services Agreement with ViaOne effective as of September 1, 2021 (the “Effective Date”). For a monthly management fee of $ 42,000 (the “Monthly Management Fee”), ViaOne shall provide to the Company services related to Company’s human resources, payroll, marketing, advertising, accounting, and financial services for a period of one year beginning on the Effective Date and automatically renewing for successive terms of one year each unless either party provides 90 days’ notice. ViaOne has the right to convert part or all of the Monthly Management Fee into shares of the Company’s common stock, par value $ 0.001 per share at a Conversion Rate equal to 125 % of the Conversion Amount, divided by the Conversion Price. The Conversion Price means, with respect to Management Fee, 85 % of the volume weighted average price (“VWAP”) for the 5 trading days immediately prior to the date of the notice of conversion. On December 31, 2021, the Company amended the note to allow for the conversion of the Note into shares of the Company’s Series E Preferred Stocks. Effective December 31, 2021, ViaOne Services, LLC converted the new Employee Services Agreement Note into 1,557 shares of the Company’s Series E Convertible Preferred Stock. On Jan 1, 2022, the monthly management fee increased to $ 72,000 to include the addition of a full time COO and other support employees. |
Derivative Liabilities
Derivative Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Liabilities | |
Derivative Liabilities | 5. Derivative Liabilities The following inputs and assumptions were used to value the convertible debentures outstanding during the years ended March 31, 2022 and March 31, 2021: The projected annual volatility for each valuation period was based on the historic volatility of the Company of 0 251.4 0 0.01 A summary of the activity of the derivative liability is shown below: Schedule of Derivative Liability Balance, March 31, 2020 $ 748,664 Change in value 317,096 Balance, March 31, 2021 1,065,760 Change in value 1,065,760 Balance, March 31, 2022 0 |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Common Stock | 6. Common Stock Share Transactions for the Quarter Ended March 31, 2021: On March 8, 2021, Lincoln Acquisition converted 18,000 3,600,000 On May 18, 2021, Lincoln Acquisition converted 29,881 5,976,200 On June 25, 2021, HGT converted $ 17,240 1,257,476 On July 21, 2021, William Schultz converted 2,500 500,000 On August 24, 2021, the Company issued 1,000,000 On August 24, 2021, the Company issued 1,000,000 On August 24, 2021, the Company issued 500,000 On August 24, 2021, the Company issued 500,000 On August 24, 2021, the Company issued 500,000 On August 24, 2021, the Company issued 300,000 On August 24, 2021, the Company issued 200,000 On August 24, 2021, the Company issued 150,000 On August 24, 2021, the Company issued 50,000 On August 24, 2021, the Company issued 50,000 On August 24, 2021, the Company issued 400,000 On August 24, 2021, the Company issued 100,000 On August 24, 2021, the Company issued 25,000 On August 24, 2021, the Company issued 50,000 On August 24, 2021, the Company issued 10,000 On August 24, 2021, the Company issued 10,000 On August 24, 2021, the Company issued 100,000 On September 03, 2021, the Company issued 8,000 On September 03, 2021, the Company issued 105,000 On September 03, 2021, the Company issued 10,000 On November 16, 2021, the Company issued 9,188,820 On November 16, 2021, the Company issued 2,166,668 On November 16, 2021, the Company issued 1,166,668 On November 16, 2021, the Company issued 1,700,000 On November 16, 2021, the Company issued 1,700,000 On December 27, 2021, Armistice Capital LLC converted 1,477,848 Share Transactions for the Quarter Ended March 31, 2022: None. |
Preferred Stock
Preferred Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Preferred Stock | 7. Preferred Stock Our Articles of Incorporation authorize us to issue up to 5,000,350 0.001 5,000,000 2,000,000 0.001 249,999 0.001 0.001 350 0.001 and the total number of shares of Series E Preferred Stock the Corporation shall have the authority to issue is 2,750,000 0.001 As of March 31, 2022, we had 7,500 shares of our Series A preferred stock, 20,296 shares of Series B preferred stock, 1 shares of Series C Preferred Stock, and 0 shares of Series D Preferred Stock, and 57,663 shares of Series E preferred stock issued and outstanding. The 7,500 issued and outstanding shares of Series A Preferred Stock are convertible into shares of common stock at a rate of 20 common shares for each Series A Preferred Share. The 20,296 200 57,663 1,000 If all of our Series A, B and E Preferred Stock are converted into shares of common stock, the number of issued and outstanding shares of our common stock will increase by 61,872,201 shares The 1 The Series D Preferred Stock can be convertible into shares of common stock at the lower of the Fixed Conversion Price ($.06 per share) or at the VWAP which shall be defined as the average of the five (5) lowest closing prices during the 20 days prior to conversion. We did not have any share of Series D preferred stock issued and outstanding as of March 31, 2022. The holders of Series A, Series B, Series C and Series D have a liquidation preference to the common shareholders. |
Warrant
Warrant | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Warrant Abstract | |
Warrant | 8. Warrant In connection with the $ 100,000 100,000 1.00 April 15, 2020 As part of the Private Placement funding, the Company issued two new warrants to Armistice Capital, LLC and Sabby Management to purchase 1,477,848 3,333,333 0.20 May 17, 2027 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 9. Related Party Transactions On or around April 7, 2016, Silver Linings Management, LLC funded the Company $ 13,440 10 April 1, 2018 and was convertible into Series B Preferred shares at the option of the holder at any time. Effective December 31, 2021, the Note was converted into 1,680 On November 30, 2016, ViaOne purchased a Secured Promissory Note equal to a maximum initial principal amount of $ 150,000 225,000 363,000 On May 5, 2017, ViaOne delivered a default notice to the Company pursuant to Section 6 of the Note Purchase Agreement but has subsequently extended the due date and has increased the funding up to One Million ($ 1,000,000 The Secured Promissory Note as amended increased from time to time due to additional advances provided to the Company by ViaOne. On September 1, 2017, the Company executed an amended Employee Services Agreement with ViaOne which stipulated that ViaOne would continue providing to the Company services relating to the Company’s human resources, marketing, advertising, accounting and financing for a monthly management fee of $ 25,000 100,000 125 0.05 . The agreement was terminated on August 31, 2021. On September 27, 2018, the Company and ViaOne, entered into a Line of Credit Agreement (the “LOC Agreement”), pursuant to which the Company issued a secured promissory note with the initial principal amount of $ 25,000 25,000 250,000 September 30, 2019 8.0 18.0 250,000 On September 30, 2021, the Company entered into a new Employee Services Agreement with ViaOne effective as of September 1, 2021 (the “Effective Date”). For a monthly management fee of $ 42,000 0.001 125 85 On Jan 1, 2022the monthly management fee increased to $ 72,000 38,640 On September 30, 2021, the Company and ViaOne entered into a revolving convertible promissory note (the “Revolving Note”). The Company agrees to pay ViaOne the principal sum of $ 1,000,000 8 1,000,000 0.42 85 On December 31, 2021, the Company amended the both original and new Employee Service Agreements, Secured Promissory Note, and Revolving Convertible Promissory Note to allow for the conversion of Notes into shares of the Company’s Series E Preferred Stocks. Effective December 31, 2021, the original Employee Service Agreement was converted into 24,540 1,557 24,836 6,730 As of March 31, 2022, the Company owed nothing to ViaOne Services. The Company’s Chairman and Chief Executive Officer is the Chairman of ViaOne. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income Taxes The Company has a net operating loss carried forward of $ 3,664,049 vaila ble to offset taxable income in future years until the end of the fiscal year of 2030. The significant components of deferred income tax assets and liabilities at March 31, 2022 and 2021 are as follows: Schedule of Deferred Tax Assets and Liabilities 2022 2021 Net Operating Loss Carryforward $ 769,450 $ 859,285 Valuation allowance (769,450 ) $ (859,285 ) Net Deferred Tax Asset $ - $ - The income tax benefit has been computed by applying the weighted average income tax rates of the United States (federal and state rates) of 21 Schedule of Components of Income Tax Expense 2022 2021 2022 2021 Income tax recovery at statutory rate $ 98,092 $ 27,545 Valuation allowance change (98,092 ) $ (27,545 ) Provision for income taxes $ - $ - |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies None. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events None. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the fair values of convertible debentures, derivative liability, stock-based compensation, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Certain reclassifications have been made to prior-year amounts to conform to the current period presentation. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid instruments with maturities of three months or less at the time of issuance to be cash equivalents. Amounts receivable from credit card processors are also considered cash equivalents because they are both short-term and highly liquid in nature. |
Intangible Assets | Intangible Assets Intangible assets are carried at the purchased cost less accumulated amortization. Amortization is computed over the estimated useful lives of the respective assets, generally five years |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets and certain identifiable intangible assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of an impairment loss for long-lived assets and certain identifiable intangible assets that management expects to hold and use is based on the fair value of the asset. Long-lived assets and certain identifiable intangible assets to be disposed of are reported at the lower of carrying amount or fair value less costs to sell. |
Beneficial Conversion Features | Beneficial Conversion Features From time to time, the Company may issue convertible notes that may contain an embedded beneficial conversion feature. A beneficial conversion feature exists on the date a convertible note is issued when the fair value of the underlying common stock to which the note is convertible into is in excess of the remaining unallocated proceeds of the note after first considering the allocation of a portion of the note proceeds to the fair value of the warrants, if related warrants have been granted. The intrinsic value of the beneficial conversion feature is recorded as a debt discount with a corresponding amount to additional paid in capital. The debt discount is amortized to interest expense over the life of the note using the effective interest method. |
Derivative Liability | Derivative Liability From time to time, the Company may issue equity instruments that may contain an embedded derivative instrument which may result in a derivative liability. A derivative liability exists on the date the equity instrument is issued when there is a contingent exercise provision. The derivative liability is recorded at its fair value calculated by using an option pricing model. The fair value of the derivative liability is then calculated on each balance sheet date with the corresponding gains and losses recorded in the statement of operations. |
Basic and Diluted Net Loss Per Share | Basic and Diluted Net Loss Per Share The Company computes net loss per share in accordance with ASC 260, Earnings Per Share, which requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. At March 31, 2022 and December 31, 2021, the Company had 10,000,000 10,000,000 |
Income Taxes | Income Taxes Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in these consolidated financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years. Unrecognized tax positions, if ever recognized in the consolidated financial statements, are recorded in the statement of operations as part of the income tax provision. Our policy is to recognize interest and penalties accrued on uncertain tax positions, if any, as part of the income tax provision. The Company has no liability for uncertain tax positions. Unrecognized tax positions, if ever recognized in the consolidated financial statements, are recorded in the statement of operations as part of the income tax provision. The Company’s policy is to recognize interest and penalties accrued on uncertain tax positions, if any, as part of the income tax provision. The Company has no liability for uncertain tax positions. On March 22, 2017, tax reform legislation known as the Tax Cuts and Jobs Act (the “U.S. Tax Reform Act”) was enacted in the United States. The U.S. Tax Reform Act, among other things, reduced the U.S. corporate income tax rate from 35% 21% |
Financial Instruments | Financial Instruments ASC 820, “Fair Value Measurements” and ASC 825, Financial Instruments, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument categorized within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s consolidated balance sheet as at March 31, 2022 and 2021 as follows: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis Description Fair Value Measurements at March 31, 2022 Using Fair Value Hierarchy Total Level 1 Level 2 Level 3 Derivative liability $ 0- 0- $ 0- $ 0- Total $ 0- $ 0- $ 0- $ - Description Fair Value Measurements at March 31, 2021 Using Fair Value Hierarchy Total Level 1 Level 2 Level 3 Derivative liability $ 1,065,760 $ $ $ 1,065,760 Total $ 1,065,760 $ - $ - $ 1,065,760 The carrying values of all of our other financial instruments, which include accounts payable and accrued liabilities, and amounts due to related parties approximate their current fair values because of their nature and respective maturity dates or durations. |
Advertising Expenses | Advertising Expenses Advertising expenses are included in general and administrative expenses in the consolidated Statements of Operations and are expensed as incurred. The Company incurred $ 113,226 1,041 |
Revenue Recognition | Revenue Recognition Revenue is recognized in accordance with ASC 606. The Company performs the following five steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company applies the five-step model to arrangements that meet the definition of a contract under Topic 606, including when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of Topic 606, the Company evaluates the goods or services promised within each contract related performance obligation and assesses whether each promised good or service is distinct. The Company recognizes as revenue, the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenues primarily include revenues from microtransactions. Microtransaction revenues are derived from the sale of virtual goods to the Company’s players. Proceeds from the sales of virtual goods are directly recognized as revenues when a player uses the virtual goods. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which amends the existing accounting standards for leases. The new standard requires lessees to record a right-of-use (“ROU”) asset and a corresponding lease liability on the balance sheet (with the exception of short-term leases). This new standard is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual reporting periods, with early adoption permitted. We adopted this new standard effective January 1, 2019. Adoption did not have any effect on the Company as it does not have any leases. The Company has implemented all other new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis were presented on the Company’s consolidated balance sheet as at March 31, 2022 and 2021 as follows: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis Description Fair Value Measurements at March 31, 2022 Using Fair Value Hierarchy Total Level 1 Level 2 Level 3 Derivative liability $ 0- 0- $ 0- $ 0- Total $ 0- $ 0- $ 0- $ - Description Fair Value Measurements at March 31, 2021 Using Fair Value Hierarchy Total Level 1 Level 2 Level 3 Derivative liability $ 1,065,760 $ $ $ 1,065,760 Total $ 1,065,760 $ - $ - $ 1,065,760 |
Other Assets (Tables)
Other Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Property and Equipment | Property and Equipment consisted of the following: Schedule of Property and Equipment March 31, 2022 2021 Computers and servers $ 21,217 $ 20,333 Accumulated Depreciation (16,576 ) (14,997 ) Property and equipment, net $ 4,641 $ 5,335 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Liabilities | |
Schedule of Derivative Liability | A summary of the activity of the derivative liability is shown below: Schedule of Derivative Liability Balance, March 31, 2020 $ 748,664 Change in value 317,096 Balance, March 31, 2021 1,065,760 Change in value 1,065,760 Balance, March 31, 2022 0 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities | The significant components of deferred income tax assets and liabilities at March 31, 2022 and 2021 are as follows: Schedule of Deferred Tax Assets and Liabilities 2022 2021 Net Operating Loss Carryforward $ 769,450 $ 859,285 Valuation allowance (769,450 ) $ (859,285 ) Net Deferred Tax Asset $ - $ - |
Schedule of Components of Income Tax Expense | Schedule of Components of Income Tax Expense 2022 2021 2022 2021 Income tax recovery at statutory rate $ 98,092 $ 27,545 Valuation allowance change (98,092 ) $ (27,545 ) Provision for income taxes $ - $ - |
Nature of Operations and Cont_2
Nature of Operations and Continuance of Business (Details Narrative) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Working capital | $ 1,670,401 | |
Accumulated deficit | $ 8,106,064 | $ 7,638,959 |
Schedule of Assets and Liabilit
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Defined Benefit Plan Disclosure [Line Items] | ||||
Derivative liability | $ 0 | $ 0 | $ 1,065,760 | $ 748,664 |
Total | 0 | 1,065,760 | ||
Fair Value, Inputs, Level 1 [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Derivative liability | ||||
Total | ||||
Fair Value, Inputs, Level 2 [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Derivative liability | ||||
Total | ||||
Fair Value, Inputs, Level 3 [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Derivative liability | 0 | 1,065,760 | ||
Total | $ 1,065,760 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Intangible assets estimated useful lives | 5 years | ||
Earnings per share, potentially dilutive securities | 10,000,000 | 10,000,000 | |
Advertising and promotion expenses | $ 113,226 | $ 1,041 | |
Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Income tax rate | 35.00% | ||
Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Income tax rate | 21.00% |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Computers and servers | $ 21,217 | $ 20,333 | |
Accumulated Depreciation | (16,576) | (14,997) | |
Property and equipment, net | $ 4,641 | $ 5,669 | $ 5,335 |
Other Assets (Details Narrative
Other Assets (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Depreciation expense | $ 1,028 | $ 540 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | Jan. 01, 2022 | Jun. 25, 2021 | Dec. 18, 2020 | Nov. 11, 2020 | Sep. 09, 2020 | Aug. 17, 2020 | Nov. 29, 2018 | Sep. 21, 2018 | Sep. 01, 2017 | Apr. 15, 2015 | Sep. 30, 2021 | Mar. 31, 2022 | Jun. 30, 2015 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 27, 2018 | Dec. 31, 2017 | May 05, 2017 | Mar. 01, 2017 | Jan. 31, 2017 | Nov. 30, 2016 |
ViaOne Services LLC [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Line of credit | $ 1,000,000 | $ 363,000 | $ 225,000 | $ 150,000 | |||||||||||||||||
Debt instrument, convertible, conversion ratio | 85.00% | ||||||||||||||||||||
Management Fee Expense | $ 25,000 | $ 42,000 | |||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.001 | $ 0.05 | |||||||||||||||||||
Debt Instrument, Convertible, Conversion Ratio | 1.25 | ||||||||||||||||||||
Management fees | $ 72,000 | ||||||||||||||||||||
ViaOne Services LLC [Member] | New Employee Service Agreement [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt instrument, convertible, conversion ratio | 85.00% | ||||||||||||||||||||
Management Fee Expense | $ 42,000 | ||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.001 | ||||||||||||||||||||
Debt Instrument, Convertible, Conversion Ratio | 1.25 | ||||||||||||||||||||
ViaOne Services LLC [Member] | Series E Convertible Preferred Stock [Member] | Revolving Note [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt conversion, converted instrument, shares | 6,730 | ||||||||||||||||||||
ViaOne Services LLC [Member] | Series E Convertible Preferred Stock [Member] | New Employee Service Agreement [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt conversion, converted instrument, shares | 1,557 | ||||||||||||||||||||
ViaOne Services LLC [Member] | Line of Credit Agreement [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Line of credit | $ 25,000 | ||||||||||||||||||||
HGT Capital, LLC [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt conversion, converted instrument, amount | $ 17,240 | $ 40,126 | $ 25,239 | $ 11,822 | $ 5,833 | $ 6,978 | |||||||||||||||
Debt conversion, converted instrument, shares | 1,257,476 | 3,053,696 | 2,911,055 | 2,775,076 | 2,645,449 | 1,655,594 | |||||||||||||||
Debt conversion, converted instrument, amount | $ 17,240 | ||||||||||||||||||||
Convertible Debt [Member] | HGT Capital, LLC [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Line of credit | $ 100,000 | ||||||||||||||||||||
Due date | Oct. 16, 2016 | ||||||||||||||||||||
Debt instrument interest rate | 22.00% | ||||||||||||||||||||
Debt conversion description | It was convertible into shares of common stock any time after the maturity date at a conversion rate of 50% of the average of the five lowest closing bid prices of the Company’s common stock for the thirty trading days ending one trading day prior to the date the conversion notice was sent by the holder to the Company. | ||||||||||||||||||||
Debt instrument, convertible, conversion ratio | 50.00% | ||||||||||||||||||||
Convertible Debt [Member] | HGT Capital, LLC [Member] | First Payment [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Proceeds from convertible debt | $ 50,000 | ||||||||||||||||||||
Convertible Debt [Member] | HGT Capital, LLC [Member] | Remaining Payment [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Proceeds from convertible debt | $ 50,000 | ||||||||||||||||||||
Convertible Promissory Note [Member] | HGT Capital, LLC [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Line of credit | $ 107,238 | ||||||||||||||||||||
Debt instrument, convertible, conversion ratio | 25.00% | ||||||||||||||||||||
Line of Credit [Member] | ViaOne Services LLC [Member] | Line of Credit Agreement [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Line of credit | $ 25,000 | ||||||||||||||||||||
Repayment of convertible debt | $ 250,000 | ||||||||||||||||||||
Convertible Notes Payable [Member] | ViaOne Services LLC [Member] | |||||||||||||||||||||
Short-Term Debt [Line Items] | |||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||
Debt instrument, convertible, conversion ratio | 85.00% | ||||||||||||||||||||
Repayment of convertible debt | $ 1,000,000 |
Schedule of Derivative Liabilit
Schedule of Derivative Liability (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Derivative Liabilities | ||
Derivative liability, beginning | $ 1,065,760 | $ 748,664 |
Change in value | 1,065,760 | 317,096 |
Derivative liability, ending | $ 0 | $ 1,065,760 |
Derivative Liabilities (Details
Derivative Liabilities (Details Narrative) | Mar. 31, 2022 | Dec. 31, 2021 |
Measurement Input, Price Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value assumptions, percentage | 0 | 2.514 |
Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value assumptions, percentage | 0 | 0.0001 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Dec. 27, 2021 | Nov. 16, 2021 | Sep. 03, 2021 | Aug. 24, 2021 | Jul. 21, 2021 | Jun. 25, 2021 | Mar. 18, 2021 | Mar. 08, 2021 | Dec. 18, 2020 | Nov. 11, 2020 | Sep. 09, 2020 | Aug. 17, 2020 | Nov. 29, 2018 | Dec. 31, 2021 |
David B Dorwart [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 1,000,000 | |||||||||||||
Eric Brown [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 1,000,000 | |||||||||||||
Jordan Axt [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 500,000 | |||||||||||||
Domenic Edward Fontana [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 500,000 | |||||||||||||
John D Hilzendager [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 500,000 | |||||||||||||
Alexandra M Dorwart [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 300,000 | |||||||||||||
Marjorie Greenhalgh Dorwart [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 200,000 | |||||||||||||
Frances Lynn Martin [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 150,000 | |||||||||||||
Kaitlyn Kazanjian [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 50,000 | |||||||||||||
Elizabeth Van Fossen [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 50,000 | |||||||||||||
Douglas Wathen [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 400,000 | |||||||||||||
Tim Bergman [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 100,000 | |||||||||||||
Samuel Joseph Schwieters [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 25,000 | |||||||||||||
Robert Welch [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 50,000 | |||||||||||||
Nuno Neto [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 10,000 | |||||||||||||
MariaIriarte Uriarte [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 10,000 | |||||||||||||
Infinity Global Consulting Group Inc [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 100,000 | |||||||||||||
Netleon Technologies Private Limited [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 8,000 | |||||||||||||
J Ramsdell Consulting [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 10,000 | |||||||||||||
HGT Capital, LLC [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Debt conversion, converted instrument, amount | $ 17,240 | $ 40,126 | $ 25,239 | $ 11,822 | $ 5,833 | $ 6,978 | ||||||||
Debt conversion, converted instrument, shares | 1,257,476 | 3,053,696 | 2,911,055 | 2,775,076 | 2,645,449 | 1,655,594 | ||||||||
Whole Plant Systems LLC [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Shares issued for stock based compensation | 105,000 | |||||||||||||
Armistice Capital LLC [Member] | Warrant [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares new issues | 1,477,848 | |||||||||||||
Armistice Capital LLC [Member] | Private Placement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares private placement | 9,188,820 | |||||||||||||
Iroquois Capital Investment Group LLC [Member] | Private Placement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares private placement | 2,166,668 | |||||||||||||
Iroquois Master Fund LTD [Member] | Private Placement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares private placement | 1,166,668 | |||||||||||||
Bigger Capital Fund LP [Member] | Private Placement [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares private placement | 1,700,000 | |||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares new issues | 1,680 | |||||||||||||
Series B Preferred Stock [Member] | William Schultz [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of common shares issued for share conversion | 500,000 | |||||||||||||
Stock issued during period shares new issues | 2,500 | |||||||||||||
LincoIn [Member] | Series B Preferred Stock [Member] | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period shares acquisitions | 29,881 | 18,000 | ||||||||||||
Number of common shares issued for share conversion | 5,976,200 | 3,600,000 |
Preferred Stock (Details Narrat
Preferred Stock (Details Narrative) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | ||
Preferred stock, par value | $ 0.001 | |
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock conversion, description | If all of our Series A, B and E Preferred Stock are converted into shares of common stock, the number of issued and outstanding shares of our common stock will increase by 61,872,201 shares | |
Series A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, outstanding | 7,500 | 7,500 |
Preferred stock, issued | 7,500 | 7,500 |
Conversion of preferred stock into common stock | 20 | |
Series B Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 249,999 | 249,999 |
Preferred stock, outstanding | 20,296 | 20,296 |
Preferred stock, issued | 20,296 | 20,296 |
Conversion of preferred stock into common stock | 200 | |
Series C Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1 | 1 |
Preferred stock, outstanding | 1 | 1 |
Preferred stock, issued | 1 | 1 |
Preferred stock, voting rights | The 1 issued and outstanding shares of Series C Preferred Stock has voting rights equivalent to 51 | |
Series D Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 350 | 350 |
Preferred stock, outstanding | 0 | 0 |
Preferred stock, issued | 0 | 0 |
Preferred stock conversion, description | The Series D Preferred Stock can be convertible into shares of common stock at the lower of the Fixed Conversion Price ($.06 per share) or at the VWAP which shall be defined as the average of the five (5) lowest closing prices during the 20 days prior to conversion. We did not have any share of Series D preferred stock issued and outstanding as of March 31, 2022. | |
Series E Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,750,000 | 2,750,000 |
Preferred stock, outstanding | 57,663 | 57,663 |
Preferred stock, issued | 57,663 | 57,663 |
Conversion of preferred stock into common stock | 1,000 | |
Maximum [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, authorized | 5,000,350 |
Warrant (Details Narrative)
Warrant (Details Narrative) | Mar. 31, 2022USD ($)$ / sharesshares |
Private Placement [Member] | |
Warrants exercise price | $ / shares | $ 0.20 |
Warrant expiration date | May 17, 2027 |
HGT Capital, LLC [Member] | |
Convertible debt | $ | $ 100,000 |
Warrants to purchase common stock, shares | 100,000 |
Warrants exercise price | $ / shares | $ 1 |
Warrant expiration date | Apr. 15, 2020 |
Armistice Capital LLC [Member] | Private Placement [Member] | |
Warrants to purchase common stock, shares | 1,477,848 |
Sabby Management [Member] | Private Placement [Member] | |
Warrants to purchase common stock, shares | 3,333,333 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | May 01, 2022 | Jan. 01, 2022 | Sep. 27, 2018 | Sep. 01, 2017 | Apr. 07, 2016 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2017 | May 05, 2017 | Mar. 01, 2017 | Jan. 31, 2017 | Nov. 30, 2016 |
Series B Preferred Stock [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Converted shares | 1,680 | |||||||||||
Series E Preferred Stock [Member] | Promissory note [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Shares conversion of convertible securities | 24,836 | |||||||||||
Series E Preferred Stock [Member] | Revolving Convertible Note [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Shares conversion of convertible securities | 6,730 | |||||||||||
Series E Preferred Stock [Member] | Original Employee Service Agreement [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Shares conversion of convertible securities | 24,540 | |||||||||||
Series E Preferred Stock [Member] | New Employee Service Agreement [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Shares conversion of convertible securities | 1,557 | |||||||||||
Silver Linings Management, LLC [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Due to related party | $ 13,440 | |||||||||||
Notes interest rate, percentage | 10.00% | |||||||||||
Debt maturity date | Apr. 1, 2018 | |||||||||||
ViaOne Services LLC [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Debt instrument, principal amount | $ 1,000,000 | $ 363,000 | $ 225,000 | $ 150,000 | ||||||||
Management fees | $ 25,000 | $ 42,000 | ||||||||||
Accrued management fees | $ 100,000 | |||||||||||
Conversion price, percentage | 125.00% | |||||||||||
Conversion price | $ 0.001 | $ 0.05 | ||||||||||
Debt conversion ratio | 1.25 | |||||||||||
Debt instrument, convertible, conversion ratio | 85.00% | |||||||||||
Management fees | $ 72,000 | |||||||||||
ViaOne Services LLC [Member] | Convertible Notes Payable [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Debt instrument, convertible, conversion ratio | 85.00% | |||||||||||
Repayment of convertible debt | $ 1,000,000 | |||||||||||
Debt instrument interest rate | 8.00% | |||||||||||
Warrants to purchase common stock, shares | 1,000,000 | |||||||||||
Warrants exercise price | $ 0.42 | |||||||||||
ViaOne Services LLC [Member] | Subsequent Event [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fees | $ 38,640 | |||||||||||
ViaOne Services LLC [Member] | Line of Credit Agreement [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Notes interest rate, percentage | 18.00% | |||||||||||
Debt maturity date | Sep. 30, 2019 | |||||||||||
Debt instrument, principal amount | $ 25,000 | |||||||||||
Initial loan amount | 25,000 | |||||||||||
Loan maximum borrowing capacity | $ 250,000 | |||||||||||
Initial loan interest percentage | 8.00% |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Mar. 31, 2022 | Mar. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Net Operating Loss Carryforward | $ 769,450 | $ 859,285 |
Valuation allowance | (769,450) | (859,285) |
Net Deferred Tax Asset |
Schedule of Components of Incom
Schedule of Components of Income Tax Expense (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax recovery at statutory rate | $ 98,092 | $ 27,545 |
Valuation allowance change | (98,092) | (27,545) |
Provision for income taxes |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Income Tax Disclosure [Abstract] | |
Net operating loss carryforward | $ 3,664,049 |
Federal statutory rate | 21.00% |