Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 10, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-54875 | |
Entity Registrant Name | Sustainable Projects Group Inc. | |
Entity Central Index Key | 0001500305 | |
Entity Tax Identification Number | 81-5445107 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | Tankedraget 7 | |
Entity Address, City or Town | Aalborg | |
Entity Address, Country | DK | |
Entity Address, Postal Zip Code | 9000 | |
City Area Code | 305 | |
Local Phone Number | 814-2915 | |
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 | 296,037,813 |
Consolidated Interim Balance Sh
Consolidated Interim Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Current Assets: | ||
Cash | $ 399,945 | $ 847,724 |
Other receivables – Note 4 | 15,490 | |
Prepaid expenses and deposits | 239,738 | 398,067 |
TOTAL CURRENT ASSETS | 655,173 | 1,245,791 |
Right of Use Asset – Note 9 | 1,589,453 | 1,688,003 |
Equipment – Note 5 | 117,508 | 102,907 |
Intangible assets – Note 7 | 31,223 | 32,903 |
TOTAL ASSETS | 2,393,357 | 3,069,604 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued liabilities – Note 8 | 488,096 | 449,952 |
Other payable – Note 4 | 19,334 | |
Payroll liabilities | 24,566 | 149,148 |
Notes and interest payable – Note 10 | 70,415 | 69,605 |
Deposits received | 74,257 | 76,545 |
Deferred revenues | 2,071 | |
Lease liability, current portion – Note 9 | 184,135 | 183,913 |
TOTAL CURRENT LIABILITIES | 1,531,200 | 1,450,894 |
NON-CURRENT LIABILITIES | ||
Lease Liability obligation, long term – Note 9 | 1,475,858 | 1,559,818 |
TOTAL NON-CURRENT LIABILITIES | 1,475,858 | 1,559,818 |
TOTAL LIABILITIES | 3,007,058 | 3,010,712 |
STOCKHOLDERS’ DEFICIT | ||
Common Stock – Note 11 Par Value: $0.0001 Authorized 500,000,000 shares Common Stock Issued: 296,037,813 (Dec 31, 2023 – 296,037,813) | 29,604 | 29,604 |
Additional Paid In Capital | 3,586,468 | 3,438,273 |
Accumulated Deficit | (4,232,365) | (3,359,757) |
Other Accumulated Comprehensive Gain (Loss) | 2,592 | (49,228) |
TOTAL STOCKHOLDERS’ DEFICIT | (613,701) | 58,892 |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | 2,393,357 | 3,069,604 |
Related Party [Member] | ||
CURRENT LIABILITIES: | ||
Amounts due to related parties – Note 12 | $ 687,660 | $ 502,397 |
Consolidated Interim Balance _2
Consolidated Interim Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 296,037,813 | 296,037,813 |
Consolidated Interim Statements
Consolidated Interim Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating Expenses | ||
Administrative and other operating expenses | $ 101,030 | $ 19,064 |
Advertising and marketing | 2,147 | |
Depreciation | 10,212 | 770 |
Amortization of ROU Assets | 59,516 | |
Management fees | 267,581 | 201,591 |
Professional fees | 77,942 | 83,308 |
Rent expense | 49,607 | |
Operating expenses | 42,889 | |
Wages and salaries | 145,329 | 53,476 |
Travel expenses | 29,718 | 7,018 |
Vehicle expenses | 23,953 | |
Lease liability expense | 42,688 | |
Research and development expense | 7,770 | |
Stock based payments | 148,195 | |
Total operating Expenses | 958,970 | 414,834 |
Operating loss before other items | (958,970) | (414,834) |
Miscellaneous income | 87,172 | 21,574 |
Interest (expense) income | (810) | 1,228 |
Net loss | (872,608) | (392,032) |
Comprehensive gain (loss) - translation | 51,820 | (4,898) |
Net loss and comprehensive loss attributed to shareholders | $ (820,788) | $ (396,930) |
Loss per share of common stock | ||
Basic | $ (0.003) | $ (0.003) |
Diluted | $ (0.003) | $ (0.003) |
Weighted average no. of shares of common stock | ||
Basic | 296,037,813 | 147,958,345 |
Diluted | 296,037,813 | 147,958,345 |
Consolidated Interim Statemen_2
Consolidated Interim Statements of Stockholders' Deficit (Unaudited) - USD ($) | Share Capital [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total | |
Balance at Dec. 31, 2022 | $ 7,940 | $ (224,419) | $ (4,853) | $ (221,332) | |||
Balance, shares at Dec. 31, 2022 | 50,000 | ||||||
Net loss and comprehensive loss | (392,032) | (4,898) | (396,930) | ||||
Common stock issued in reverse acquisition | [1] | (7,940) | $ 28,719 | (387,386) | (366,607) | ||
Common stock issued in reverse acquisition, shares | [1] | 287,140,813 | |||||
Balance at Mar. 31, 2023 | $ 28,719 | (1,003,837) | (9,751) | (984,869) | |||
Balance, shares at Mar. 31, 2023 | 287,190,813 | ||||||
Balance at Dec. 31, 2023 | $ 29,604 | 3,438,273 | (3,359,757) | (49,228) | 58,892 | ||
Balance, shares at Dec. 31, 2023 | 296,037,813 | ||||||
Stock based payments | 148,195 | (148,195) | |||||
Net loss and comprehensive loss | (724,413) | 51,820 | (672,593) | ||||
Balance at Mar. 31, 2024 | $ 29,604 | $ 3,586,468 | $ (4,232,365) | $ 2,592 | $ (613,701) | ||
Balance, shares at Mar. 31, 2024 | 296,037,813 | ||||||
[1]Including 71,979,703 |
Consolidated Interim Statemen_3
Consolidated Interim Statements of Stockholders' Deficit (Unaudited) (Parenthetical) - Common Stock [Member] | Feb. 14, 2023 shares |
Issuance of common stock to convertible loan, shares | 71,797,703 |
Convertible Loan Settlement [Member] | |
Issuance of common stock to convertible loan, shares | 71,979,703 |
Consolidated Interim Statemen_4
Consolidated Interim Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash Flows from operating activities: | ||
Net loss | $ (872,608) | $ (392,032) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 10,212 | 770 |
ROU amortization | 59,516 | |
Stock based compensation | 148,195 | |
Interest on lease payments | 42,688 | |
Changes in current assets and liabilities | ||
Prepaid expenses | 158,329 | 3,562 |
Accounts receivable | (7,879) | |
Other receivables | (15,490) | 6,774 |
Accounts payable and accrued expenses | 38,144 | 400,730 |
Interest payable | 810 | |
Payroll liabilities | (124,582) | 16,993 |
Other payables | (19,334) | |
Deposits received | (2,289) | 9,560 |
Deferred revenue | 2,071 | 2,247 |
Amount due to related parties | 185,263 | 352,773 |
Net cash (used in) provided by operating activities | (389,075) | 393,498 |
Cash Flows from investing activities: | ||
Office equipment | (2,012) | (11,885) |
Filtration equipment | (23,599) | (24,887) |
Intangible assets | (10,468) | |
Net cash used in investing activities | (25,611) | (47,240) |
Cash Flows from financing activities: | ||
Proceeds from note and interest payable, related party | 19,413 | |
Proceeds from note payable | 67,156 | |
Common stock issued in reverse acquisition | (366,607) | |
Lease payments | (85,843) | |
Net cash used in financing activities | (85,843) | (280,038) |
Effect of foreign exchange on cash | 52,750 | (5,519) |
Net (decrease) increase in cash | (447,779) | 60,701 |
Cash at beginning of period | 847,724 | |
Cash at end of period | 399,945 | 60,701 |
Cash paid for: | ||
Interest |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure [Table] | ||
Net Income (Loss) | $ (872,608) | $ (392,032) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual [Table] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Organization and Nature of Oper
Organization and Nature of Operations | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Operations | 1. Organization and Nature of Operations Sustainable Projects Group Inc. (the “Company”) was incorporated in the State of Nevada, USA on September 4, 2009 as Blue Spa Incorporated. On December 19, 2016, the Company amended its name from “Blue Spa Incorporated” to “Sustainable Petroleum Group Inc.” On September 6, 2017, the Company obtained a majority vote from its shareholders to amend the Company’s name from “Sustainable Petroleum Group Inc.” to “Sustainable Projects Group Inc.” to better reflect its business at the time. The name change was effective on October 20, 2017. Prior to the Exchange Transaction (as defined below), the Company was a multinational business development company that pursued investments and partnerships with companies across sustainable sectors. The Company also was involved in consulting services and collaborative partnerships. The Company is a pure-play lithium company focused on supplying high performance lithium compounds to the fast-growing electric vehicle and broader battery markets. It has developed a proprietary technology to extract lithium from oilfield wastewater, which it believes will enable it to manufacture lithium compounds quickly, at an attractive cost, and with a minimal environmental footprint, which it expects to provide a competitive advantage over other lithium manufacturers. On February 14, 2023, the Company entered into a Securities Exchange Agreement (the “Agreement”) with Lithium Harvest ApS (“Lithium Harvest”), and all the shareholders of Lithium Harvest (the “Shareholders”). Pursuant to the Agreement, the Company acquired all outstanding shares of capital stock of Lithium Harvest in exchange for issuing to the Shareholders 206,667,233 71,797,703 287,190,813 The Company’s year-end is December 31. |
Going Concern
Going Concern | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | 2. Going Concern These consolidated interim financial statements have been prepared in conformity with generally accepted accounting principles in the United States or “GAAP,” which contemplate continuation of the Company as a going concern. However, the Company has limited revenue and has sustained operating losses resulting in a deficit. In view of these matters, realization of a major portion of the assets in the accompanying consolidated interim balance sheets is dependent upon the continued operations of the Company, which in turn is dependent upon the Company’s ability to meet its financing requirements, and the successful completion of the Company’s planned lithium production facility. The Company has accumulated a deficit of $ 4,232,365 The Company had $ 399,945 |
Summary of accounting policies
Summary of accounting policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of accounting policies | 3. Summary of accounting policies Basis of presentation While the information presented is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cashflows for the interim period presented in accordance with GAAP. All adjustments are of a normal recurring nature. These consolidated interim financial statements should be read in conjunction with the Company’s audited December 31, 2023 year-end financial statements. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that can be expected for the year ending December 31, 2024. Reverse Acquisition The Exchange Transaction between the Company and Lithium Harvest was accounted for as a “reverse acquisition” since, immediately following completion of the Exchange Transaction, the Shareholders effectuated control of the post-combination Company. For accounting purposes, Lithium Harvest was deemed to be the accounting acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of Lithium Harvest ( i.e. Restatement of Previously Issued Consolidated Financial Statements The Company restated its Consolidated Interim Balance Sheets as of March 31, 2023 and December 31, 2022, Consolidated Interim Statements of Operations and Comprehensive Loss, Consolidated Interim Statements of Stockholders’ Deficit, Consolidated Interim Statements of Cash Flows and its Notes to the Consolidated Interim Financial Statements for each of the three months ended March 31, 2023 and 2022, which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 19, 2023 (the “Original Form 10-Q”). These consolidated interim financial statements were restated to reflect the identification of impairment of goodwill, intellectual property and inventories associated with the Company’s intellectual property related to its YER Brands subsidiary in the three months ended March 31, 2023 and 2022. These financial statements include the impairment of inventory, intellectual properties and intangible assets of YER Brands Inc. 1. Restatement of Financial Statements: The Company restated its financial statements as of and for the three months ended March 31, 2023 and 2022, included in its Original Form 10-Q, due to the identification of impairment of goodwill associated with the Company’s intellectual property related to its YER Brands subsidiary. This impairment occurred subsequent to the filing of the Original Form 10-Q, retroactively, and resulted in material adjustments to the consolidated interim financial statements. The impairment assessment was performed in accordance with GAAP. 2. Change in Accounting Treatment of Reverse Acquisition: The Company revised its accounting treatment for a reverse acquisition that was previously reported in its Original Form 10-Q. Upon further evaluation, the Company determined that prior year adjustments were necessary. The Company impaired goodwill and intellectual property and wrote-off inventory of YER Brands Inc. as of the year ended December 31, 2021. Consolidation The accompanying consolidated unaudited interim financial statements include the accounts of the Sustainable Projects Group Inc., Lithium Harvest ApS and YER Brands Inc. All significant intercompany transactions have been eliminated in the consolidation process. Operating Leases – Right of Use Assets In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update 2016-02, Leases (“Topic 842”). The new standard establishes a right-of-use model that requires a lessee to record a right-of-use asset (“ROU asset”) and a lease liability on the balance sheet for all leases with terms longer than 12 months. For leases with an initial term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the term of the lease. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition. Similarly, lessors will be required to classify leases as sales-type, finance or operating, with classification affecting the pattern of income recognition. Classification for both lessees and lessors will be based on an assessment of whether risks and rewards as well as substantive control have been transferred through a lease contract. The Company adopted the new standard as of April 1, 2023. The Company has elected not to recognize lease assets and lease liabilities for leases with an initial term of 12 months or less. There are no other material asset leases, whether operating or finance, except as indicated below. Lithium Harvest has one office lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease does not contain renewal periods at the end of the term. The lease is amortized straight line over the entire term of the office lease agreement. The Company uses an annual interest rate of 10 2.50 Lithium Harvest has one software lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease has one renewal period of one year at the end of the term. The lease is amortized straight line over the entire term of the software lease. The Company uses an annual interest rate of 10 2.50 Lithium Harvest has one equipment lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease does not contain renewal periods at the end of the term. The lease is amortized straight line over the entire term of the equipment lease. The Company uses an annual interest rate of 10 2.50 Lithium Harvest has one service equipment lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease does not contain renewal periods at the end of the term. The lease is amortized straight line over the entire term of the service equipment lease. The Company uses an annual interest rate of 10 2.50 Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies previously disclosed in the December 31, 2023 annual report. Use of estimates The preparation of the consolidated interim financial statements in conformity with GAAP 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 revenue and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates. Segment Reporting The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance of its various businesses on a corporation-wide basis. As of March 31, 2024, the Company has three reportable segments: YER Brands, Sustainable Projects Group and Lithium Harvest. The segments are determined based on several factors including the nature of products and services, nature of production processes and delivery channels and consultancy services. Each operating segment’s performance is evaluated based on its segment income. Segment income is defined as gross sales and miscellaneous income. For the three months ended March 31, 2024 and the year ended December 31, 2023, segment income and total assets were reported as follows: Schedule of Segment Reporting For the Three For the Year Months Ended Ended March 31, 2024 December 31, Sales and miscellaneous income Sustainable Projects Group $ - $ - YER Brands - - Lithium Harvest 87,172 251,089 Total Sales $ 87,172 $ 251,089 Total Assets Sustainable Projects Group $ 3,730 $ 6,090 YER Brands - - Lithium Harvest 2,389,627 3,063,514 Total Assets $ 2,393,357 $ 3,069,604 Revenue Recognition The Company adopted Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company recognizes revenue when the Company transfers promised services to the customer. The performance obligation is the monthly services rendered. The Company has one main revenue source at the moment from Lithium Harvest, which is sub-leasing office space with and/or without furniture. Accordingly, the Company recognizes revenue when services are provided. This revenue is billed in advance, arrears and/or is prepaid. The performance obligation is the monthly services rendered. Where there is a sub-leasing contract for office space with and/or without furniture, the Company bills monthly for its services as rendered. Where there is no contract, the revenue is recognized when received. The Company recognizes revenue in accordance with ASC 606 using the following five steps to identify revenues: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. Sub-leasing office The Company recognizes revenue when the Company transfers promised services to the customer. The performance obligation is the monthly services rendered. The Company has one main revenue source at the moment from Lithium Harvest, which is sub-leasing office space with and/or without furniture. Accordingly, the Company recognizes revenue when services are provided. These revenues are billed in advance, arrears and/or are prepaid. The performance obligation is the monthly services rendered. Where there is a sub-leasing contract for office space with and/or without furniture, the Company bills monthly for its services as rendered. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when or as the performance obligation is satisfied. Advances from clients’ deposits are contract liabilities with customers that represent our obligation to either transfer goods or services in the future, or refund the amount received. Where possible, we obtain retainers to lessen our risk of non-payment by our customers. Advances from clients’ deposits are recognized as revenue as we meet specified performance obligations as detailed in the contract. The income earned from sub-leasing office space is recognized as “miscellaneous income”. Accounts Receivable and Concentration of Risk Accounts receivable, net is stated at the amount the Company expects to collect, or the net realizable value. The Company provides a provision for allowances that includes returns, allowances and doubtful accounts equal to the estimated uncollectible amounts. The Company estimates its provision for allowances based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company’s estimate of the provision for allowances will change. Income Taxes The Company uses the asset and liability method of accounting for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). Under this method, income tax expense is recognized as the amount of: (i) taxes payable or refundable for the current year and (ii) future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of available evidence it is more likely than not that some portion or all of the deferred tax assets will not be realized. Recently issued accounting pronouncements The Company adopts new pronouncements relating to GAAP applicable to the Company as they are issued, which may be in advance of their effective date. Management does not believe that any pronouncements not included above will have a material effect on the Company’s consolidated financial statements. |
Other Receivables_Payables
Other Receivables/Payables | 3 Months Ended |
Mar. 31, 2024 | |
Receivables [Abstract] | |
Other Receivables/Payables | 4. Other Receivables/Payables Other receivables/payables pertain to VAT (value added taxes) receivables/payables of Lithium Harvest. The standard VAT rate in Denmark is 25 |
Equipment
Equipment | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Equipment | 5. Equipment Equipment as of March 31, 2024 and December 31, 2023 is summarized as follows: Schedule of Equipment Accumulated As of March 31, 2024 Cost Depreciation Net Computer $ 23,354 $ 9,870 $ 13,484 Equipment 5,000 5,000 - Office Furniture & Equipment 93,108 33,410 59,698 Machinery under construction 44,326 - 44,326 $ 165,788 $ 48,280 $ 117,508 Accumulated As of December 31, 2023 Cost Depreciation Net Computer $ 21,088 $ 8,461 $ 12,627 Equipment 5,000 5,000 - Office Furniture & Equipment 95,320 26,260 69,060 Machinery under construction 21,220 - 21,220 $ 142,628 $ 39,721 $ 102,907 Machinery under construction has not been depreciated as it is not yet available for use. |
Reverse Acquisition
Reverse Acquisition | 3 Months Ended |
Mar. 31, 2024 | |
Reverse Acquisition | |
Reverse Acquisition | 6 Reverse Acquisition On February 14, 2023, the Company entered into the Agreement with Lithium Harvest and all the Shareholders. Pursuant to the Agreement, the Company acquired all outstanding shares of capital stock of Lithium Harvest in exchange for issuing to the Shareholders 206,667,233 71,797,703 287,190,813 10,333,362 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 7. Intangible Assets Intangible assets as of March 31, 2024 and December 31, 2023 are summarized as follows: Summary of Intangible Assets Accumulated As of March 31, 2024 Cost Depreciation Net Patent - Denmark $ 35,132 $ 3,909 $ 31,223 Accumulated As of December 31, 2023 Cost Depreciation Net Patent - Denmark $ 35,967 $ 3,064 $ 32,903 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | 8. Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities as of March 31, 2024 and December 31, 2023 are summarized as follows: Schedule of Accounts Payable and Accrued Liabilities Accounts Payable: Mar 31, 2024 Dec 31, 2023 Accounting fee $ 31,346 $ 25,597 Audit fee 50,750 750 Consulting fee 73,266 73,266 Purchase of property, plant and equipment 29,171 - Rental expenses 63,992 63,992 Professional fees 129,435 176,767 Others 71,750 42,330 Accounts payable Total $ 449,710 $ 382,702 Accrued liabilities: Mar 31, 2024 Dec 31, 2023 Professional fees $ 11,000 $ - Audit fees 26,589 67,250 General and Administrative 797 - Accrued Liabilities Total $ 38,386 $ 67,250 |
Right of Use Assets and Lease L
Right of Use Assets and Lease Liability | 3 Months Ended |
Mar. 31, 2024 | |
Right Of Use Assets And Lease Liability | |
Right of Use Assets and Lease Liability | 9. Right of Use Assets and Lease Liability The Company has entered into lease agreements with various third parties. The terms of the Company’s operating leases range from 12 94 Interim Schedule of Operating Lease Right and Lease Liability March 31, December 31, 2024 2023 Right-of-use asset Right-of-use asset, net $ 1,589,453 $ 1,688,003 Lease liability Current lease liability $ 184,135 $ 183,913 Non-current lease liability 1,475,858 1,559,818 Total lease liability $ 1,659,993 $ 1,743,731 Remaining lease term and discount rate Weighted average remaining lease term 81 84 Discount rate used 10 % 10 % Commitments The following table summarizes the future minimum lease payments due under the Company’s operating leases as of March 31, 2024: Schedule of Future Minimum Lease Payments Remainder of 2024 $ 257,529 Thereafter 2,050,829 Less: imputed interest (648,365 ) Total $ 1,659,993 |
Notes Payable, Convertible Note
Notes Payable, Convertible Notes Payable and Obligation to Issue Shares | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Notes Payable, Convertible Notes Payable and Obligation to Issue Shares | 10. Notes Payable, Convertible Notes Payable and Obligation to Issue Shares On March 1, 2019, the Company entered into an unsecured loan agreement for $ 50,000 3.5 April 15, 2022 April 15, 2024 8,899 7,144 On July 23, 2021, the Company borrowed $ 100,000 two 10 The outstanding principal and unpaid accrued interest would automatically convert into shares of the Company’s common stock on or before the maturity date upon the closing of a “Qualified Transaction” in an amount equal to 25% of the fully diluted capitalization of the Company on a post-money basis. In the event that a Qualified Transaction was not consummated on or prior to the maturity date, the lender had the right to convert the principal and unpaid accrued interest of the note into shares of the Company’s common stock in an amount equal to 25% of the fully diluted capitalization of the Company. 25,000 71,797,703 3,589,885 During the year ended December 31, 2023, Lithium Harvest entered into two notes payable with a company controlled by the CEO of the Company, with one note in the principal amount of $ 17,173 118,000 2,183 15,000 3 On March 29, 2023, the Company entered into a $ 10,000 15 1,516 12 On April 28, 2023, a company controlled by a director and the Chief Technology Officer of the Company loaned the Company $ 14,506 99,000 3 |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Common Stock | 11. Common Stock There were no stock transactions during the period ended March 31, 2024. At March 31, 2024, the Company had 296,037,813 The following stock transactions occurred with respect to the Company’s common stock during the year ended December 31, 2023: a) On February 14, 2023, 206,667,233 10,333,362 b) On February 14, 2023, 71,979,703 3,589,885 c) On August 18, 2023, 1,500,000 375,000 0.25 d) On August 18, 2023, an aggregate of 4,006,000 1,402,100 0.35 e) On December 22, 2023, an aggregate of 3,341,000 1,169,350 0.35 As of December 31, 2023, the Company had 296,037,813 |
Related Party transactions
Related Party transactions | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Party transactions | 12. Related Party transactions Related party transactions as of March 31, 2024 and December 31, 2023 are summarized as follows: Schedule of Related Party Transaction Mar 31, 2024 Dec 31, 2023 Accounts payable $ 260,290 $ 205,558 Accrued liabilities 427,370 296,839 Total $ 687,660 $ 502,397 Stefan Muehlbauer resigned as a director on February 14, 2023 and is currently the Chief Financial Officer (“CFO”). During the three months ended March 31, 2024, the Company incurred management fees to the CFO totaling an aggregate of $ 31,250 15,625 140,875 110,465 2,742 1,180 125,000 25,000 On February 14, 2023, Tiffany Muehlbauer resigned as Chief Technology Officer. At March 31, 2024, $ 12,766 12,766 25,500 25,500 At March 31, 2024, the Company owed a company controlled by the above two related parties $ 20,647 20,647 On February 14, 2023, Sune Mathiesen became a director and Chief Executive Officer (“CEO”) of the Company. During the three months ended March 31, 2024, Lithium Harvest incurred management fees payable to the CEO totaling an aggregate of $ 79,744 550,000 40,023 275,000 227,785 1,575,000 40,023 275,000 1,390 9,614 1,915 13,157 nil 2,195 15,088 3 300,000 2,200,000 150 At March 31, 2024, a company controlled by a director and CEO was owed $ 95,815 662,500 284,243 1,953,067 Nil 17,217 118,300 3 On February 14, 2023, Paw Juul became the Chief Technology Officer (“CTO”) of the Company. During the three months ended March 31, 2024, Lithium Harvest incurred management fees from the CTO totaling an aggregate of $ 79,744 550,000 40,023 275,000 198,405 1,371,850 40,023 275,000 300,000 2,200,000 150 On April 28, 2023, a Company controlled by a director and CTO of the Company, Paw Juul, loaned the Company $ 14,506 99,000 3 |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Based Compensation | 13. Stock Based Compensation On May 10, 2023, the Company granted restricted stock unit (“RSU”) awards to certain key employees and directors under the Company’s 2023 Equity Incentive Plan (the “Incentive Plan”). The settlement of these RSU awards is subject to stockholder approval. The Company is authorized to grant options and other stock-based awards to executive officers, directors, employees and consultants enabling them to acquire up to 45,000,000 ten years Restricted stock and RSU awards are subject to vesting spread over time at the discretion of the committee administering the Incentive Plan. Upon the vesting of RSUs and the Company’s determination that any necessary conditions precedent to the release of vested shares have been satisfied, such vested shares will then be made available to the participants. Except as otherwise provided in the Incentive Plan or award agreement, the participants with a restricted stock award shall have all the rights of a stockholder, including the right to vote the shares of restricted stock. The RSU awards granted on May 10, 2023 provide that the recipients do not have rights of a stockholder prior to vesting. The fair value of the Company’s common stock on the grant date was $ 0.072 640,902 The table below sets forth the vesting schedule with respect to the RSUs granted on May 10, 2023. Summary of Restricted Stock Award Activity Vesting Schedule (Number of Shares) Name Title Total RSUs May 10, 2024 May 10, 2025 May 10, 2026 Sune Mathiesen CEO, Director 6,111,111 2,037,037 2,037,037 2,037,037 Paw Juul CTO, Director 5,625,000 1,875,000 1,875,000 1,875,000 Stefan Muehlbauer CFO, Secretary 1,736,111 578,704 578,704 578,703 Kristian Jensen Director 1,458,333 486,111 486,111 486,111 Restricted stock award shares - 4,976,852 4,976,852 4,976,851 On February 1, 2024, the Company received the resignation of Kristian Jensen as director. In accordance with the Incentive Plan, the unvested RSU award granted to Mr. Jensen in the amount of 1,458,333 Vesting Schedule (Number of Shares) Name Title Total RSUs May 10, 2024 May 10, 2025 May 10, 2026 Sune Mathiesen CEO, Director 6,111,111 2,037,037 2,037,037 2,037,037 Paw Juul CTO, Director 5,625,000 1,875,000 1,875,000 1,875,000 Stefan Muehlbauer CFO, Secretary 1,736,111 578,704 578,704 578,703 Restricted stock award shares 13,472,222 4,490,741 4,490,741 4,490,740 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies At March 31, 2024, there were no commitments or contingencies to report other than what has been disclosed in this report. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 15. Income Taxes The Company and its subsidiaries file separate income tax returns. The Company files income tax returns in the United States of America and in the States of Florida and Indiana for Sustainable Projects Group Inc. and YER Brands Inc., respectively, and is subject to a U.S. federal corporate income tax rate of 21 22 |
Legal Matters
Legal Matters | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Matters | 16. Legal Matters The Company has no known legal issues pending. |
Summary of accounting policies
Summary of accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation While the information presented is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cashflows for the interim period presented in accordance with GAAP. All adjustments are of a normal recurring nature. These consolidated interim financial statements should be read in conjunction with the Company’s audited December 31, 2023 year-end financial statements. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that can be expected for the year ending December 31, 2024. |
Reverse Acquisition | Reverse Acquisition The Exchange Transaction between the Company and Lithium Harvest was accounted for as a “reverse acquisition” since, immediately following completion of the Exchange Transaction, the Shareholders effectuated control of the post-combination Company. For accounting purposes, Lithium Harvest was deemed to be the accounting acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of Lithium Harvest ( i.e. |
Restatement of Previously Issued Consolidated Financial Statements | Restatement of Previously Issued Consolidated Financial Statements The Company restated its Consolidated Interim Balance Sheets as of March 31, 2023 and December 31, 2022, Consolidated Interim Statements of Operations and Comprehensive Loss, Consolidated Interim Statements of Stockholders’ Deficit, Consolidated Interim Statements of Cash Flows and its Notes to the Consolidated Interim Financial Statements for each of the three months ended March 31, 2023 and 2022, which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 19, 2023 (the “Original Form 10-Q”). These consolidated interim financial statements were restated to reflect the identification of impairment of goodwill, intellectual property and inventories associated with the Company’s intellectual property related to its YER Brands subsidiary in the three months ended March 31, 2023 and 2022. These financial statements include the impairment of inventory, intellectual properties and intangible assets of YER Brands Inc. 1. Restatement of Financial Statements: The Company restated its financial statements as of and for the three months ended March 31, 2023 and 2022, included in its Original Form 10-Q, due to the identification of impairment of goodwill associated with the Company’s intellectual property related to its YER Brands subsidiary. This impairment occurred subsequent to the filing of the Original Form 10-Q, retroactively, and resulted in material adjustments to the consolidated interim financial statements. The impairment assessment was performed in accordance with GAAP. 2. Change in Accounting Treatment of Reverse Acquisition: The Company revised its accounting treatment for a reverse acquisition that was previously reported in its Original Form 10-Q. Upon further evaluation, the Company determined that prior year adjustments were necessary. The Company impaired goodwill and intellectual property and wrote-off inventory of YER Brands Inc. as of the year ended December 31, 2021. |
Consolidation | Consolidation The accompanying consolidated unaudited interim financial statements include the accounts of the Sustainable Projects Group Inc., Lithium Harvest ApS and YER Brands Inc. All significant intercompany transactions have been eliminated in the consolidation process. |
Operating Leases – Right of Use Assets | Operating Leases – Right of Use Assets In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update 2016-02, Leases (“Topic 842”). The new standard establishes a right-of-use model that requires a lessee to record a right-of-use asset (“ROU asset”) and a lease liability on the balance sheet for all leases with terms longer than 12 months. For leases with an initial term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the term of the lease. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition. Similarly, lessors will be required to classify leases as sales-type, finance or operating, with classification affecting the pattern of income recognition. Classification for both lessees and lessors will be based on an assessment of whether risks and rewards as well as substantive control have been transferred through a lease contract. The Company adopted the new standard as of April 1, 2023. The Company has elected not to recognize lease assets and lease liabilities for leases with an initial term of 12 months or less. There are no other material asset leases, whether operating or finance, except as indicated below. Lithium Harvest has one office lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease does not contain renewal periods at the end of the term. The lease is amortized straight line over the entire term of the office lease agreement. The Company uses an annual interest rate of 10 2.50 Lithium Harvest has one software lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease has one renewal period of one year at the end of the term. The lease is amortized straight line over the entire term of the software lease. The Company uses an annual interest rate of 10 2.50 Lithium Harvest has one equipment lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease does not contain renewal periods at the end of the term. The lease is amortized straight line over the entire term of the equipment lease. The Company uses an annual interest rate of 10 2.50 Lithium Harvest has one service equipment lease. The lease conveys no ownership at the end of the lease term and contains no purchase option nor any guarantee of residual value. The lease does not contain renewal periods at the end of the term. The lease is amortized straight line over the entire term of the service equipment lease. The Company uses an annual interest rate of 10 2.50 |
Significant Accounting Policies | Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies previously disclosed in the December 31, 2023 annual report. |
Use of estimates | Use of estimates The preparation of the consolidated interim financial statements in conformity with GAAP 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 revenue and expenses during the reporting period. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Actual results could differ from those estimates. |
Segment Reporting | Segment Reporting The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance of its various businesses on a corporation-wide basis. As of March 31, 2024, the Company has three reportable segments: YER Brands, Sustainable Projects Group and Lithium Harvest. The segments are determined based on several factors including the nature of products and services, nature of production processes and delivery channels and consultancy services. Each operating segment’s performance is evaluated based on its segment income. Segment income is defined as gross sales and miscellaneous income. For the three months ended March 31, 2024 and the year ended December 31, 2023, segment income and total assets were reported as follows: Schedule of Segment Reporting For the Three For the Year Months Ended Ended March 31, 2024 December 31, Sales and miscellaneous income Sustainable Projects Group $ - $ - YER Brands - - Lithium Harvest 87,172 251,089 Total Sales $ 87,172 $ 251,089 Total Assets Sustainable Projects Group $ 3,730 $ 6,090 YER Brands - - Lithium Harvest 2,389,627 3,063,514 Total Assets $ 2,393,357 $ 3,069,604 |
Revenue Recognition | Revenue Recognition The Company adopted Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company recognizes revenue when the Company transfers promised services to the customer. The performance obligation is the monthly services rendered. The Company has one main revenue source at the moment from Lithium Harvest, which is sub-leasing office space with and/or without furniture. Accordingly, the Company recognizes revenue when services are provided. This revenue is billed in advance, arrears and/or is prepaid. The performance obligation is the monthly services rendered. Where there is a sub-leasing contract for office space with and/or without furniture, the Company bills monthly for its services as rendered. Where there is no contract, the revenue is recognized when received. The Company recognizes revenue in accordance with ASC 606 using the following five steps to identify revenues: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. |
Sub-leasing office | Sub-leasing office The Company recognizes revenue when the Company transfers promised services to the customer. The performance obligation is the monthly services rendered. The Company has one main revenue source at the moment from Lithium Harvest, which is sub-leasing office space with and/or without furniture. Accordingly, the Company recognizes revenue when services are provided. These revenues are billed in advance, arrears and/or are prepaid. The performance obligation is the monthly services rendered. Where there is a sub-leasing contract for office space with and/or without furniture, the Company bills monthly for its services as rendered. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in the new revenue standard. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when or as the performance obligation is satisfied. Advances from clients’ deposits are contract liabilities with customers that represent our obligation to either transfer goods or services in the future, or refund the amount received. Where possible, we obtain retainers to lessen our risk of non-payment by our customers. Advances from clients’ deposits are recognized as revenue as we meet specified performance obligations as detailed in the contract. The income earned from sub-leasing office space is recognized as “miscellaneous income”. |
Accounts Receivable and Concentration of Risk | Accounts Receivable and Concentration of Risk Accounts receivable, net is stated at the amount the Company expects to collect, or the net realizable value. The Company provides a provision for allowances that includes returns, allowances and doubtful accounts equal to the estimated uncollectible amounts. The Company estimates its provision for allowances based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company’s estimate of the provision for allowances will change. |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). Under this method, income tax expense is recognized as the amount of: (i) taxes payable or refundable for the current year and (ii) future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of available evidence it is more likely than not that some portion or all of the deferred tax assets will not be realized. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements The Company adopts new pronouncements relating to GAAP applicable to the Company as they are issued, which may be in advance of their effective date. Management does not believe that any pronouncements not included above will have a material effect on the Company’s consolidated financial statements. |
Summary of accounting policie_2
Summary of accounting policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Segment Reporting | Schedule of Segment Reporting For the Three For the Year Months Ended Ended March 31, 2024 December 31, Sales and miscellaneous income Sustainable Projects Group $ - $ - YER Brands - - Lithium Harvest 87,172 251,089 Total Sales $ 87,172 $ 251,089 Total Assets Sustainable Projects Group $ 3,730 $ 6,090 YER Brands - - Lithium Harvest 2,389,627 3,063,514 Total Assets $ 2,393,357 $ 3,069,604 |
Equipment (Tables)
Equipment (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Equipment | Schedule of Equipment Accumulated As of March 31, 2024 Cost Depreciation Net Computer $ 23,354 $ 9,870 $ 13,484 Equipment 5,000 5,000 - Office Furniture & Equipment 93,108 33,410 59,698 Machinery under construction 44,326 - 44,326 $ 165,788 $ 48,280 $ 117,508 Accumulated As of December 31, 2023 Cost Depreciation Net Computer $ 21,088 $ 8,461 $ 12,627 Equipment 5,000 5,000 - Office Furniture & Equipment 95,320 26,260 69,060 Machinery under construction 21,220 - 21,220 $ 142,628 $ 39,721 $ 102,907 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | Summary of Intangible Assets Accumulated As of March 31, 2024 Cost Depreciation Net Patent - Denmark $ 35,132 $ 3,909 $ 31,223 Accumulated As of December 31, 2023 Cost Depreciation Net Patent - Denmark $ 35,967 $ 3,064 $ 32,903 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities as of March 31, 2024 and December 31, 2023 are summarized as follows: Schedule of Accounts Payable and Accrued Liabilities Accounts Payable: Mar 31, 2024 Dec 31, 2023 Accounting fee $ 31,346 $ 25,597 Audit fee 50,750 750 Consulting fee 73,266 73,266 Purchase of property, plant and equipment 29,171 - Rental expenses 63,992 63,992 Professional fees 129,435 176,767 Others 71,750 42,330 Accounts payable Total $ 449,710 $ 382,702 Accrued liabilities: Mar 31, 2024 Dec 31, 2023 Professional fees $ 11,000 $ - Audit fees 26,589 67,250 General and Administrative 797 - Accrued Liabilities Total $ 38,386 $ 67,250 |
Right of Use Assets and Lease_2
Right of Use Assets and Lease Liability (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Right Of Use Assets And Lease Liability | |
Schedule of Operating Lease Right and Lease Liability | Schedule of Operating Lease Right and Lease Liability March 31, December 31, 2024 2023 Right-of-use asset Right-of-use asset, net $ 1,589,453 $ 1,688,003 Lease liability Current lease liability $ 184,135 $ 183,913 Non-current lease liability 1,475,858 1,559,818 Total lease liability $ 1,659,993 $ 1,743,731 Remaining lease term and discount rate Weighted average remaining lease term 81 84 Discount rate used 10 % 10 % |
Schedule of Future Minimum Lease Payments | The following table summarizes the future minimum lease payments due under the Company’s operating leases as of March 31, 2024: Schedule of Future Minimum Lease Payments Remainder of 2024 $ 257,529 Thereafter 2,050,829 Less: imputed interest (648,365 ) Total $ 1,659,993 |
Related Party transactions (Tab
Related Party transactions (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transaction | Related party transactions as of March 31, 2024 and December 31, 2023 are summarized as follows: Schedule of Related Party Transaction Mar 31, 2024 Dec 31, 2023 Accounts payable $ 260,290 $ 205,558 Accrued liabilities 427,370 296,839 Total $ 687,660 $ 502,397 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Restricted Stock Award Activity | Summary of Restricted Stock Award Activity Vesting Schedule (Number of Shares) Name Title Total RSUs May 10, 2024 May 10, 2025 May 10, 2026 Sune Mathiesen CEO, Director 6,111,111 2,037,037 2,037,037 2,037,037 Paw Juul CTO, Director 5,625,000 1,875,000 1,875,000 1,875,000 Stefan Muehlbauer CFO, Secretary 1,736,111 578,704 578,704 578,703 Kristian Jensen Director 1,458,333 486,111 486,111 486,111 Restricted stock award shares - 4,976,852 4,976,852 4,976,851 On February 1, 2024, the Company received the resignation of Kristian Jensen as director. In accordance with the Incentive Plan, the unvested RSU award granted to Mr. Jensen in the amount of 1,458,333 Vesting Schedule (Number of Shares) Name Title Total RSUs May 10, 2024 May 10, 2025 May 10, 2026 Sune Mathiesen CEO, Director 6,111,111 2,037,037 2,037,037 2,037,037 Paw Juul CTO, Director 5,625,000 1,875,000 1,875,000 1,875,000 Stefan Muehlbauer CFO, Secretary 1,736,111 578,704 578,704 578,703 Restricted stock award shares 13,472,222 4,490,741 4,490,741 4,490,740 |
Organization and Nature of Op_2
Organization and Nature of Operations (Details Narrative) - shares | Feb. 14, 2023 | Mar. 31, 2024 | Dec. 31, 2023 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Increase in outstanding, shares | 296,037,813 | 296,037,813 | |
Securities Agreement [Member] | Common Stock [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Shares of common stock | 206,667,233 | ||
Increase in outstanding, shares | 287,190,813 | ||
Securities Agreement [Member] | Common Stock [Member] | Convertible Notes Payable [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Shares of common stock | 71,797,703 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ 4,232,365 | $ 3,359,757 |
Cash on hand | $ 399,945 | $ 847,724 |
Schedule of Segment Reporting (
Schedule of Segment Reporting (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Total Sales | $ 87,172 | $ 21,574 | $ 251,089 |
Total Assets | 2,393,357 | 3,069,604 | |
Sustainable Projects Group [Member] | |||
Total Sales | |||
Total Assets | 3,730 | 6,090 | |
YER Brands [Member] | |||
Total Sales | |||
Total Assets | |||
Lithium Harvest [Member] | |||
Total Sales | 87,172 | 251,089 | |
Total Assets | $ 2,389,627 | $ 3,063,514 |
Summary of accounting policie_3
Summary of accounting policies (Details Narrative) | Mar. 31, 2024 |
Office lease [Member] | |
Property, Plant and Equipment [Line Items] | |
Operating lease interest rate | 10% |
Lessee operating lease discount rate | 2.50% |
Software Lease [Member] | |
Property, Plant and Equipment [Line Items] | |
Operating lease interest rate | 10% |
Lessee operating lease discount rate | 2.50% |
Equipment Lease [Member] | |
Property, Plant and Equipment [Line Items] | |
Operating lease interest rate | 10% |
Lessee operating lease discount rate | 2.50% |
Service Equipment Lease [Member] | |
Property, Plant and Equipment [Line Items] | |
Operating lease interest rate | 10% |
Lessee operating lease discount rate | 2.50% |
Other Receivables_Payables (Det
Other Receivables/Payables (Details Narrative) | 3 Months Ended |
Mar. 31, 2024 | |
Receivables [Abstract] | |
Value added tax rate | 25% |
Schedule of Equipment (Details)
Schedule of Equipment (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 165,788 | $ 142,628 |
Accumulated Depreciation | 48,280 | 39,721 |
Net | 117,508 | 102,907 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 23,354 | 21,088 |
Accumulated Depreciation | 9,870 | 8,461 |
Net | 13,484 | 12,627 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 5,000 | 5,000 |
Accumulated Depreciation | 5,000 | 5,000 |
Net | ||
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 93,108 | |
Accumulated Depreciation | 33,410 | |
Net | 59,698 | |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 44,326 | 21,220 |
Accumulated Depreciation | ||
Net | $ 44,326 | 21,220 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 95,320 | |
Accumulated Depreciation | 26,260 | |
Net | $ 69,060 |
Reverse Acquisition (Details Na
Reverse Acquisition (Details Narrative) - USD ($) | Feb. 14, 2023 | Mar. 31, 2024 | Dec. 31, 2023 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Increase in outstanding, shares | 296,037,813 | 296,037,813 | |
Securities Agreement [Member] | Common Stock [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Shares issued on exchange transaction | 206,667,233 | ||
Increase in outstanding, shares | 287,190,813 | ||
Fair market purchase price | $ 10,333,362 | ||
Securities Agreement [Member] | Common Stock [Member] | Convertible Notes Payable [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Shares issued on exchange transaction | 71,797,703 |
Summary of Intangible Assets (D
Summary of Intangible Assets (Details) - Patents [Member] - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 35,132 | $ 35,967 |
Depreciation | 3,909 | 3,064 |
Net | $ 31,223 | $ 32,903 |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accounting fee | $ 31,346 | $ 25,597 |
Audit fee | 50,750 | 750 |
Consulting fee | 73,266 | 73,266 |
Purchase of property, plant and equipment | 29,171 | |
Rental expenses | 63,992 | 63,992 |
Professional fees | 129,435 | 176,767 |
Others | 71,750 | 42,330 |
Accounts payable Total | 449,710 | 382,702 |
Professional fees | 11,000 | |
Audit fees | 26,589 | 67,250 |
General and Administrative | 797 | |
Accrued Liabilities Total | $ 38,386 | $ 67,250 |
Schedule of Operating Lease Rig
Schedule of Operating Lease Right and Lease Liability (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Right Of Use Assets And Lease Liability | ||
Right-of-use asset, net | $ 1,589,453 | $ 1,688,003 |
Current lease liability | 184,135 | 183,913 |
Non-current lease liability | 1,475,858 | 1,559,818 |
Total lease liability | $ 1,659,993 | $ 1,743,731 |
Weighted average remaining lease term | 81 months | 84 months |
Weighted average discount rate | 10% | 10% |
Schedule of Future Minimum Leas
Schedule of Future Minimum Lease Payments (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Right Of Use Assets And Lease Liability | ||
Remainder of 2024 | $ 257,529 | |
Thereafter | 2,050,829 | |
Less: imputed interest | (648,365) | |
Total lease liability | $ 1,659,993 | $ 1,743,731 |
Right of Use Assets and Lease_3
Right of Use Assets and Lease Liability (Details Narrative) | Mar. 31, 2024 |
Minimum [Member] | |
Operating lease term | 12 months |
Maximum [Member] | |
Operating lease term | 94 months |
Notes Payable, Convertible No_2
Notes Payable, Convertible Notes Payable and Obligation to Issue Shares (Details Narrative) | 3 Months Ended | 12 Months Ended | ||||||||||||
Apr. 28, 2023 USD ($) | Apr. 28, 2023 DKK (kr) | Mar. 29, 2023 USD ($) | Feb. 14, 2023 USD ($) shares | Mar. 28, 2022 | Jul. 23, 2021 USD ($) | Mar. 01, 2019 USD ($) | Mar. 31, 2024 USD ($) | Mar. 31, 2024 DKK (kr) | Mar. 31, 2023 USD ($) | Mar. 31, 2023 DKK (kr) | Dec. 31, 2023 USD ($) | Dec. 31, 2023 DKK (kr) | Jun. 22, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||||||||||
Interest rate percentage | 15% | |||||||||||||
Promissory note | $ 10,000 | |||||||||||||
Accrued interest | $ 1,516 | $ 12 | ||||||||||||
Chief Executive Officer [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate percentage | 3% | 3% | 3% | |||||||||||
Management fee | $ 79,744 | kr 550,000 | 40,023 | kr 275,000 | ||||||||||
Chief Executive Officer [Member] | Note Payable One [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Management fee | $ 17,173 | kr 118,000 | ||||||||||||
Chief Executive Officer [Member] | Note Payable Two [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Management fee | $ 2,183 | kr 15,000 | ||||||||||||
Director and Chief Technology Officer [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate percentage | 3% | 3% | ||||||||||||
Management fee | $ 14,506 | kr 99,000 | ||||||||||||
Common Stock [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Convertible feature shares | shares | 71,797,703 | |||||||||||||
Convertible feature value | $ 3,589,885 | |||||||||||||
Convertible Promissory Note Payable [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate percentage | 10% | |||||||||||||
Additional loan advance | $ 100,000 | $ 25,000 | ||||||||||||
Debt instrument term | 2 years | |||||||||||||
Debt conversion description | The outstanding principal and unpaid accrued interest would automatically convert into shares of the Company’s common stock on or before the maturity date upon the closing of a “Qualified Transaction” in an amount equal to 25% of the fully diluted capitalization of the Company on a post-money basis. In the event that a Qualified Transaction was not consummated on or prior to the maturity date, the lender had the right to convert the principal and unpaid accrued interest of the note into shares of the Company’s common stock in an amount equal to 25% of the fully diluted capitalization of the Company. | |||||||||||||
Loan Agreement [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 50,000 | |||||||||||||
Interest rate percentage | 3.50% | |||||||||||||
Debt instrument maturity date | Apr. 15, 2024 | Apr. 15, 2022 | ||||||||||||
Interest payable | $ 8,899 | $ 7,144 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Dec. 22, 2023 | Aug. 18, 2023 | Feb. 14, 2023 | Mar. 31, 2024 | Dec. 31, 2023 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Common stock shares, issued | 296,037,813 | 296,037,813 | |||
Common stock shares, outstanding | 296,037,813 | 296,037,813 | |||
Common Stock [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Issuance of common stock to convertible loan, shares | 71,797,703 | ||||
Issuance of common stock to convertible loan | $ 3,589,885 | ||||
Common Stock [Member] | Convertible Loan Settlement [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Issuance of common stock to convertible loan, shares | 71,979,703 | ||||
Issuance of common stock to convertible loan | $ 3,589,885 | ||||
Common Stock [Member] | Private Placement [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Issuance of common stock to convertible loan, shares | 1,500,000 | ||||
Issuance of common stock to convertible loan | $ 375,000 | ||||
Shares Issued, Price Per Share | $ 0.25 | ||||
Common Stock [Member] | Aggregate Private Placement [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Issuance of common stock to convertible loan, shares | 3,341,000 | 4,006,000 | |||
Issuance of common stock to convertible loan | $ 1,169,350 | $ 1,402,100 | |||
Shares Issued, Price Per Share | $ 0.35 | $ 0.35 | |||
Lithium Harvest [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Issuance of common stock, shares | 206,667,233 | ||||
Issuance of common stock | $ 10,333,362 |
Schedule of Related Party Trans
Schedule of Related Party Transaction (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Related Party Transaction [Line Items] | ||
Accounts payable | $ 449,710 | $ 382,702 |
Accrued liabilities | 38,386 | 67,250 |
Related Party [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable | 260,290 | 205,558 |
Accrued liabilities | 427,370 | 296,839 |
Total | $ 687,660 | $ 502,397 |
Related Party transactions (Det
Related Party transactions (Details Narrative) | 3 Months Ended | |||||||||||
Apr. 28, 2023 USD ($) | Apr. 28, 2023 DKK (kr) | Feb. 14, 2023 USD ($) | Feb. 14, 2023 DKK (kr) | Mar. 31, 2024 USD ($) | Mar. 31, 2024 DKK (kr) | Mar. 31, 2023 USD ($) | Mar. 31, 2023 DKK (kr) | Mar. 31, 2024 DKK (kr) | Dec. 31, 2023 USD ($) | Mar. 31, 2023 DKK (kr) | Mar. 29, 2023 | |
Related Party Transaction [Line Items] | ||||||||||||
Annual salary | $ 145,329 | $ 53,476 | ||||||||||
Notes payable and accrued interest | 70,415 | $ 69,605 | ||||||||||
Interest rate percentage | 15% | |||||||||||
Stefan Muehlbauer and Tiffany Muehlbauer [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Office expenses | 20,647 | 20,647 | ||||||||||
Chief Financial Officer [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fee | 31,250 | 15,625 | ||||||||||
Office expenses | 140,875 | 110,465 | ||||||||||
Pocket expenses | 2,742 | 1,180 | ||||||||||
Annual salary | $ 125,000 | |||||||||||
Lump sum bonus | 25,000 | |||||||||||
Former Chief Technology Officer [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fee | 25,500 | 25,500 | ||||||||||
Salaries | 12,766 | 12,766 | ||||||||||
Chief Executive Officer [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fee | 79,744 | kr 550,000 | 40,023 | kr 275,000 | ||||||||
Pocket expenses | 1,390 | kr 9,614 | 1,915 | 13,157 | ||||||||
Annual salary | 300,000 | kr 2,200,000 | ||||||||||
Salaries | 227,785 | 40,023 | kr 1,575,000 | kr 275,000 | ||||||||
Notes payable and accrued interest | $ 0 | 2,195 | 15,088 | |||||||||
Interest rate percentage | 3% | 3% | 3% | |||||||||
Annual bonus percentage | 150% | 150% | ||||||||||
Director And Chief Executive Officer [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fee | $ 95,815 | kr 662,500 | 284,243 | 1,953,067 | ||||||||
Notes payable and accrued interest | $ 0 | 17,217 | 118,300 | |||||||||
Interest rate percentage | 3% | 3% | ||||||||||
Chief Technology Officer [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fee | $ 79,744 | kr 550,000 | 40,023 | kr 275,000 | ||||||||
Annual salary | $ 300,000 | kr 2,200,000 | ||||||||||
Salaries | $ 198,405 | $ 40,023 | kr 1,371,850 | kr 275,000 | ||||||||
Annual bonus percentage | 150% | 150% | ||||||||||
Director and Office [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Management fee | $ 14,506 | kr 99,000 | ||||||||||
Interest rate percentage | 3% | 3% |
Summary of Restricted Stock Awa
Summary of Restricted Stock Award Activity (Details) - shares | Mar. 31, 2024 | May 10, 2023 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 13,472,222 | |
Share-Based Payment Arrangement, Tranche One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 4,490,741 | 4,976,852 |
Share-Based Payment Arrangement, Tranche Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 4,490,741 | 4,976,852 |
Share-Based Payment Arrangement, Tranche Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 4,490,740 | 4,976,851 |
Chief Executive Officer [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 6,111,111 | 6,111,111 |
Chief Executive Officer [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 2,037,037 | 2,037,037 |
Chief Executive Officer [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 2,037,037 | 2,037,037 |
Chief Executive Officer [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 2,037,037 | 2,037,037 |
Chief Technology Officer [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 5,625,000 | 5,625,000 |
Chief Technology Officer [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 1,875,000 | 1,875,000 |
Chief Technology Officer [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 1,875,000 | 1,875,000 |
Chief Technology Officer [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 1,875,000 | 1,875,000 |
Chief Financial Officer [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 1,736,111 | 1,736,111 |
Chief Financial Officer [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 578,704 | 578,704 |
Chief Financial Officer [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 578,704 | 578,704 |
Chief Financial Officer [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 578,703 | 578,703 |
Director [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 1,458,333 | |
Director [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 486,111 | |
Director [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 486,111 | |
Director [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Restricted stock award shares | 486,111 |
Stock Based Compensation (Detai
Stock Based Compensation (Details Narrative) - USD ($) | 3 Months Ended | |
May 10, 2023 | Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of shares acquire | $ 45,000,000 | |
Vesting period | 10 years | |
Fair value of common stock share | $ 0.072 | |
Stock based compensation expense | $ 640,902 | |
Stock issued period shares restricted stock award | 1,458,333 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Statutory and effective tax rate | 21% |
Denmark corporate income tax rate | 22% |