Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Apr. 10, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 000-55049 | ||
Entity Registrant Name | METAWORKS PLATFORMS, INC. | ||
Entity Central Index Key | 0001515139 | ||
Entity Tax Identification Number | 27-3098487 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 3250 Oakland Hills Court | ||
Entity Address, City or Town | Fairfield | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94534 | ||
City Area Code | 424 | ||
Local Phone Number | 570.9446 | ||
Title of 12(g) Security | Common Stock | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
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 Public Float | $ 5,249,764.38 | ||
Entity Common Stock, Shares Outstanding | 117,452,923 | ||
Documents Incorporated by Reference | List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed under Rule 424(b) or (c) of the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for the fiscal year ended December 24, 1980). | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Auditor Firm ID | 6624 | ||
Auditor Name | INTEGRITAT CPA | ||
Auditor Location | Boca Raton, Florida |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 3,076 | $ 34,941 |
Accounts receivable, net | 115,112 | 167,213 |
Prepaid expenses | 9,696 | 24,896 |
Total Current Assets | 127,884 | 1,025,232 |
Long-Term Assets | ||
Intangible asset, net | 1,554,250 | |
Investments, related party | 627 | |
Total Long-Term Assets | 1,554,250 | 594,938 |
Total Assets | 1,682,134 | 1,620,170 |
Current Liabilities | ||
Deferred revenue | 77,700 | 77,700 |
Notes payable – current portion, net | 271,247 | 215,465 |
Total Current Liabilities | 2,580,767 | 1,587,773 |
Total Liabilities | 2,580,767 | 1,587,773 |
Commitments and Contingencies | ||
Stockholders’ Equity (Deficit) | ||
Common stock, $0.001 par value, 400,000,000 shares authorized; 108,807,923 and 78,145,066 shares issued and outstanding as at December 31, 2023 and 2022, respectively | 108,808 | 78,145 |
Additional paid-in-capital | 46,232,087 | 42,264,139 |
Accumulated deficit | (47,078,270) | (41,428,167) |
Total MetaWorks Stockholders’ Equity (Deficit) | (737,375) | 914,117 |
Non-controlling Interest | (161,258) | (881,720) |
Total Stockholders’ Equity (Deficit) | (898,633) | 32,397 |
Total Liabilities and Stockholders’ Equity (Deficit) | 1,682,134 | 1,620,170 |
Software Acquisition [Member] | ||
Current Liabilities | ||
Convertible notes payable – other | 854,250 | |
Other [Member] | ||
Current Liabilities | ||
Convertible notes payable – other | 25,000 | |
Related Party [Member] | ||
Current Assets | ||
Interest receivable, related party – current portion | 223,992 | 142,493 |
Allowance for doubtful accounts, related party | (223,992) | |
Notes receivable – current portion | 1,250,000 | 655,689 |
Allowance for doubtful accounts | (1,250,000) | |
Long-Term Assets | ||
Notes receivable, related party – long term portion | 594,311 | |
Current Liabilities | ||
Accounts payable and accrued expenses, related party | 486,580 | 43,557 |
Nonrelated Party [Member] | ||
Current Assets | ||
Notes receivable – current portion | 1,944,592 | |
Allowance for doubtful accounts | (1,944,592) | |
Current Liabilities | ||
Accounts payable and accrued expenses, related party | $ 865,990 | $ 1,251,051 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |
Common Stock, Shares Authorized | 400,000,000 | |
Common stock, shares issued | 108,807,923 | 78,145,066 |
Common stock, shares outstanding | 108,807,923 | 78,145,066 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenues | ||
Total revenues | $ 415,082 | $ 1,835,773 |
Operating expenses | ||
General and administrative expenses | 2,364,574 | 4,289,754 |
Service costs | 439,648 | 1,239,077 |
Total operating expenses | 2,804,222 | 5,528,831 |
Net loss from operations | (2,389,140) | (3,693,058) |
Other income (expense) | ||
Other income (expense) | (7,287) | |
Interest income - note receivable | 397,592 | 117,721 |
Interest expense - note payable | (253,473) | (6,601) |
Change in fair value of derivative liability | 440,065 | |
Loss on impairment of intangible | (2,625,000) | |
Loss on indirect write off – note receivable | (3,418,584) | |
Loss from investment write-off | (673) | (430,005) |
Total other income (expense) | (3,275,138) | (2,511,107) |
Provision for taxes | ||
Net loss | (5,664,278) | (6,204,165) |
Net profit (loss) from non-controlling interest | (14,175) | 8,122 |
Net loss attributable to MetaWorks | $ (5,650,103) | $ (6,212,287) |
Loss per common share - Basic | $ (0.06) | $ (0.08) |
Loss per common share - Diluted | $ (0.06) | $ (0.08) |
Weighted average number of common shares outstanding - Basic | 99,019,277 | 77,468,853 |
Weighted average number of common shares outstanding - Diluted | 99,019,277 | 77,468,853 |
Consulting Services [Member] | ||
Revenues | ||
Total revenues | $ 330,000 | $ 504,750 |
NFT [Member] | ||
Revenues | ||
Total revenues | 5,082 | 81,023 |
Movie Distribution [Member] | ||
Revenues | ||
Total revenues | $ 80,000 | $ 1,250,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating activities | ||
Net loss for the year | $ (5,664,278) | $ (6,204,165) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Stock-based compensation | 183,159 | (31,977) |
Stock-based compensation, related party | 494,679 | 1,887,737 |
Shares issued for services (consulting) | 404,000 | 29,997 |
Shares issued for services – related party (consulting) | 11,250 | |
Shares issued as compensation – related parties | 11,250 | |
Loss on impairment of intangible (movie rights) | 2,625,000 | |
Amortization | 300,000 | |
Bad debt expense | 195,688 | |
Loss on indirect write off – notes receivable | 3,418,584 | |
Change in fair value of investments | 32,648 | |
Interest income | (81,499) | (117,720) |
Loss from investment write off | 627 | 430,005 |
Change in fair value of derivative liability | (440,065) | |
(Increase) decrease in assets | ||
Accounts receivable | (143,587) | (167,213) |
Prepaid expenses | 15,200 | 80,895 |
Increase (decrease) in liabilities | ||
Accounts payable and accrued expenses | (385,061) | 223,536 |
Accounts payable and accrued expenses, related party | 516,941 | 43,557 |
Accrued interest on notes payable, related party | 7,292 | |
Deferred revenue | 77,700 | |
Net cash (used in) operating activities | (1,023,047) | (1,222,773) |
Investing activities | ||
Net cash provided by (used in) investing activities | ||
Financing activities | ||
Proceeds from issuance of notes payable | 515,891 | 221,250 |
Repayments of notes payable | (460,109) | (13,077) |
Proceeds from issuance of EnderbyWorks shares to minority shareholders | 4,900 | |
Proceeds from issuance of convertible notes | 25,000 | |
Proceeds from share issuance | 910,400 | 477,611 |
Net cash provided by financing activities | 991,182 | 690,684 |
Net changes in cash and equivalents | (31,865) | (532,089) |
Cash and equivalents at beginning of the year | 34,941 | 567,030 |
Cash and equivalents at end of the year | 3,076 | 34,941 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid in interest | 48,238 | 2,521 |
Cash paid for income taxes | ||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Acquisition of 100% interest in EnderbyWorks | 2,018,517 | |
Allocation of net income (loss) to non-controlling interest | (14,175) | 8,122 |
Acquisition of intangible assets – software | $ 1,554,250 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) | Dec. 31, 2023 |
EnderbyWorks, LLC [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Percentage of voting interests acquired | 100% |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance at Dec. 31, 2021 | $ 73,359 | $ 39,681,142 | $ (35,248,384) | $ (894,742) | $ 3,611,375 |
Beginning balance, shares at Dec. 31, 2021 | 73,359,430 | ||||
Stock-based compensation | (31,977) | (31,977) | |||
Stock-based compensation, related party | 1,855,233 | 1,855,233 | |||
Prior period adjustment – to correct error in share based compensation | 32,504 | 32,504 | |||
Other share issuances for cash | $ 2,814 | 441,297 | 444,111 | ||
Other share issuances for cash, shares | 2,813,593 | ||||
Share issuances for services | $ 239 | 29,758 | 29,997 | ||
Shares issuances for services, shares | 239,623 | ||||
EnderbyWorks shares issued to minority shareholders | 4,900 | 4,900 | |||
Derivative liability write-off for expired warrants | 34,530 | 34,530 | |||
Debt conversion | $ 1,569 | 220,820 | 222,389 | ||
Debt conversion, shares | 1,568,847 | ||||
Private placement for cash | $ 164 | 33,336 | 33,500 | ||
Private placement for cash, shares | 163,573 | ||||
Net income/(loss) for the year | (6,212,287) | 8,122 | (6,204,165) | ||
Ending balance at Dec. 31, 2022 | $ 78,145 | 42,264,139 | (41,428,167) | (881,720) | 32,397 |
Ending balance, shares at Dec. 31, 2022 | 78,145,066 | ||||
Stock-based compensation | 183,153 | 183,153 | |||
Stock-based compensation, related party | 494,679 | 494,679 | |||
Share issuances for services | $ 5,220 | 398,780 | 404,000 | ||
Shares issuances for services, shares | 5,220,000 | ||||
Private placement for cash | $ 18,057 | 892,342 | 910,399 | ||
Private placement for cash, shares | 18,057,143 | ||||
Net income/(loss) for the year | (5,664,278) | (5,664,278) | |||
Share issuance for service – software development | $ 7,000 | 693,000 | 700,000 | ||
Share issuance for service - software development, shares | 7,000,000 | ||||
Share issued as compensation – related party | $ 161 | 11,089 | 11,250 | ||
Share issued as compensation - related party, shares | 160,714 | ||||
Shares issuances for services – related party | $ 225 | 11,025 | 11,250 | ||
Shares issuances for services related party, Shares | 225,000 | ||||
Acquisition of non-controlling interest of EnderbyWorks | 1,283,880 | 734,637 | 2,018,517 | ||
Ending balance at Dec. 31, 2023 | $ 108,808 | $ 46,232,087 | $ (47,078,270) | $ (161,258) | $ (898,633) |
Ending balance, shares at Dec. 31, 2023 | 108,807,923 |
NATURE AND CONTINUANCE OF OPERA
NATURE AND CONTINUANCE OF OPERATIONS | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE AND CONTINUANCE OF OPERATIONS | 1. NATURE AND CONTINUANCE OF OPERATIONS MetaWorks Platforms, Inc. (the “Company”) was incorporated under the laws of the State of Nevada July 20, 2010 75,000,000 0.001 On August 1, 2017 the Company incorporated a Nevada subsidiary, AppCoin Innovations (USA) inc., which was formed to provide blockchain consulting services. On February 14, 2018, we effected a name change for our subsidiary from “AppCoin Innovations (USA) Inc.” to “ICOx USA, Inc.” On November 28, 2018, we incorporated a new Delaware subsidiary, Cathio, Inc, to provide blockchain technology opportunities to the Catholic community. Cathio was dissolved on October 20, 2020. On November 28, 2018, we incorporated a new Delaware subsidiary, GN Innovations, Inc. to provide blockchain technology opportunities to the sports and entertainment industry by working with large and well-established brands. Effective December 5, 2018, we effected a name change for our subsidiary from “GN Innovations, Inc.” to “GNI, Inc.” Effective February 6, 2019, we effected a name change for our subsidiary from “GN1, Inc.” to “sBetOne, Inc.”. On August 12, 2021, the Company’s subsidiary sBetOne, Inc. (“sBetOne”) entered into a business combination with a related party, VON Acquisition Inc. (“VON”), whereby sBetOne became a wholly owned subsidiary of VON. On September 3, 2019, the Company changed its name from “ICOx Innovations Inc.” to “CurrencyWorks Inc.” and a subsidiary of the Company changed its name from “ICOx USA, Inc.” to “CurrencyWorks USA Inc.”. On June 22, 2021, we incorporated a new Delaware subsidiary, Motoclub LLC, to create a marketplace for digital automotive collectibles. On June 22, 2021, we incorporated a new Delaware subsidiary, EnderbyWorks, LLC, (“EnderbyWorks”) to create a direct-to-consumer, feature-length film viewing and distribution platform delivering feature-length films and digital collectible entertainment content as NFTs. On August 24, 2022, the Company changed its name from CurrencyWorks Inc. to MetaWorks Platforms, Inc (“MWRKS”). The Company’s business model is to provide a turnkey set of services to develop and integrate Web 3.0 / Metaverse technologies, NFT, blockchain, and cryptocurrency technologies. The Company’s services include strategic planning, project planning, structure development and administration, business plan modeling, technology development support, whitepaper preparation, due diligence reporting, governance planning and management, and movie distribution. Going Concern These consolidated financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $ 47,078,270 41,428,167 5,664,278 6,204,165 MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 1. NATURE AND CONTINUANCE OF OPERATIONS (CONT’D) The financial statements do not include any adjustments relating to the recoverability and classification of assets or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principals generally accepted in the United States of America of (“US.GAAP”) as found in the Accounting Standards Codification (“ASC”), and the Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”) and are expressed in US Dollars. The consolidated financial statements should be read in conjunction with the notes contained herein as part of the Company’s Annual Report in its Form 10-K filing under the Securities Exchange Commission. Reclassification Certain reclassifications have been made to prior periods to conform with current reporting. Basis of Consolidation The consolidated statements include the accounts of the Company and its subsidiaries. CurrencyWorks USA Inc.(“CW”) (formerly ICOx USA, Inc.) and Enderby Works LLC (“EW”) are wholly owned subsidiaries. EW became a wholly owned subsidiary in 2023, see Note 6 Notes Receivable. MotoClub (“MB”) is a majority-owned subsidiary, 80 Use of Estimates The preparation of consolidated 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates and these differences could be material. The most significant estimates made by management in the preparation of the financial statements relate to the estimates used to calculate the fair value of certain liabilities, the derivative liability, present value of note payable and note receivable, the valuation of investments and any impairment and the net book value of long-lived assets. Management bases its estimates on historical experience and on other various assumptions 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 that are not readily apparent from other sources. Actual results could differ materially from such estimates under different assumptions and conditions. Cash and Cash Equivalents Cash and cash equivalents include short-term, highly liquid investments, such as cash on account with commercial banks, certificates of deposit or money market funds that are readily convertible to known amounts of cash and have original maturities of three months or less. All cash balances are held by major banking institutions. Contingent Liabilities The Company accounts for its contingent liabilities in accordance with ASC No. 450 “Contingencies”. A provision is recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. With respect to legal matters, provisions are reviewed and financial information is adjusted to reflect the impact of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. As of December 31, 2023 and 2022, the Company was not a party to any litigation that could have a material adverse effect on the Company’s business, financial position, results of operations or cash flows. Income Taxes The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) FASB Accounting Standards Codification Topic 740, Income Taxes (“ASC 740”), clarifies the accounting for uncertainty in income taxes recognized in the financial statements. ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. Income tax positions must meet a more-likely-than-not recognition threshold to be recognized. ASC 740 also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. We have determined that the Company does not have uncertain tax positions on its tax returns for the years 2022, and prior. Based on our evaluation of the 2023 transactions and events, the Company does not believe it has any material uncertain tax positions that require measurement. The 2023 tax return has not been filed as of he date of these financial statements were available for issuance, a filing extension has been elected. Our policy is to recognize interest and/or penalties related to income tax matters in income tax expense. We had no accrual for interest or penalties on our consolidated balance sheets at December 31, 2023 or 2022, and have not recognized interest and/or penalties in the consolidated statement of operations for the years ended December 31, 2023 or 2022. We are subject to taxation in the U.S. and the state of California. The Company’s tax returns for tax years from 2021 to recent filings remain subject to potential examination by the tax authorities. Accounts Receivable In considering the collectability of accounts receivable, the Company takes into account the legal obligation for payment by the customer, as well as the financial capacity of the customer to fund its obligation to the Company. The carrying amount of accounts receivable represents the maximum credit exposure on this balance. Accounts receivable balances relate to consulting services and are reported at their net realizable value. From management’s best estimate there is no Earnings per Share The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share” which requires presentation of both basic and diluted EPS on the face of the statement of operations. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period. 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 warrants or stock options (Note 10 and Note 16 respectively). Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. On December 31, 2023 the Company had convertible debt outstanding, warrants exercisable to 10,279,664 24,213,334 19,807,614 9,513,555 Stock-Based Compensation The Company has adopted FASB guidance on stock-based compensation. Under ASC 718-10-30-2 Stock Compensation, all share-based payments to employees, including grants of employee stock options, are to be recognized in the income statement based on their fair values. The fair value of the options is calculated using the Black Scholes valuation model (Note 16). The Company has issued stock options to employees and non-employees. Stock options granted to non-employees for services or performance not yet rendered would be expensed over the service period or until the goals had been reached. Stock options granted to employees are expensed over the vesting period of the options. The fair value of stock options is determined on the grant date. Forfeitures of options are recognized as they occur. Compensation cost previously recognized is reversed on the date of forfeiture for any options that are forfeited prior to the completion of the requisite service period or vesting period. Cancellation of an award accompanied by the concurrent grant of (or offer to grant) a replacement award of other valuable consideration is accounted for as a modification of the terms of the canceled award. The total compensation cost measured on the date of a cancellation and replacement id the portion of the grant-date fair value of the original award for which the requisite service is expected to be rendered (or has already been rendered) at that date plus the incremental cost resulting from the cancellation and replacement. A cancelation of an award that is not accompanied by the concurrent grant of (or offer to grant) a replacement award of other valuable consideration is accounted for as a repurchase for no consideration. Accordingly, any previously unrecognized compensation cost is recognized on the cancellation date. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) Fair Value of Financial Instruments The fair value is an exit price representing the amount that would be received to sell an asset or required to transfer a liability in an orderly transaction between market participants. As such, fair value of a financial instrument is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: ● Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2: Observable inputs that reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3: Unobservable inputs reflecting our own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participants assumptions that are reasonably available. The Company’s financial instruments consist of equity investments, note receivables, and notes payable. When determining fair value, whenever possible, the Company uses observable market data, and relies on unobservable inputs only when observable market data is not available. As of December 31, 2023, and 2022, the Company did not have any level 1 or 2 financial instruments. On December 31, 2023 and 2022 the Company’s level 3 financial instruments were notes payable and notes receivable valued at their present values. The following table presents the Company’s assets and liabilities that are measured at fair value on a non-recurring basis at December 31, 2023. SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE NON RECURRING Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level2) Significant Unobservable Inputs (Level3) Liabilities $ $ $ Notes payable - - 271,247 The following table presents the Company’s assets and liabilities that are measured at fair value on a non-recurring basis at December 31, 2022. Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level2) Significant Unobservable Inputs (Level3) Assets $ $ $ Notes receivable, related party - - 1,250,000 Investments, related party - - 627 Total - - 1,250,627 Liabilities Notes payable - - 215,465 Derivative Liabilities When the Company issues warrants, it evaluates the proper balance sheet classification of the warrant to determine whether the warrant should be classified as equity or as a derivative liability on the consolidated balance sheet. In accordance with ASC 815-40, Derivatives and Hedging – Contracts in the Entity’s Own Equity (ASC 815-40), the Company classifies a warrant as equity if it is indexed to the Company’s equity and several specific conditions for equity classification are met. A warrant is not considered indexed to the Company’s equity in general when it contains certain types of exercise contingencies or adjustments to exercise price. If a warrant is not indexed to the Company’s equity or it has net cash settlement that results in the warrants to be accounted for under ASC 480, Distinguishing Liabilities from Equity, or ASC 815-40, it is classified as a derivative liability which is carried on the consolidated balance sheet at fair value with any changes in its fair value recognized currently in the statement of operations. As of December 31, 2023 and 2022, the Company had warrants that were classified as liabilities and warrants that were classified as equity. Some of the warrants issued by the Company have strike prices denominated in Canadian dollars (“CAD”). The Company’s functional currency is USD. In accordance with ASC 815 and EITF Issue No. 07-5, when the strike price of warrants is denominated in a currency other than an entity’s functional currency, the warrants would not be considered indexed to the entity’s own stock and would consequently be evaluated for a derivative liability under the conditions that the strike price is indexed to a foreign currency. The derivative liability associated with these warrants was valued on the date of issuance and is revalued at each reporting period. Due to the stock price used as an input in valuing these instruments on the report date, the derivative liability was valued at zero Digital assets The Company applies accounting for digital assets in accordance with the AICPA Practice Aid “Accounting for and Auditing of Digital Assets”, the guide is dated as of June 30, 2022, and the SEC issued Staff Accounting Bulletin No. 121, which is effective for periods after June 15, 2022, which are the current nonauthoritative guidance for accounting for digital assets under U.S. generally accepted accounting principles (GAAP). The AICPA Practice Aid is non-authoritative guidance that represents the views of the Digital Assets Working Group and AICPA staff. There is currently no official pronouncement or authoritative guidance on accounting for digital assets and digital asset transactions. Accordingly digital assets that lack physical substance meet the definition of intangible assets and would generally be accounted for under FASB ASC 350, Intangibles — Goodwill and Other. The Company holds no digital assets on December 31, 2023, and 2022. Though its business is in the development of digital asset platforms and the creation of non-fungible tokens, digital asset balances are not regularly used to conduct transactions or held during the year. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) Revenue recognition The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: Step 1: Identify the contract with the customer Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognize revenue when the Company satisfies a performance obligation The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, the Company also considers the effects of all of the following: ● Variable consideration ● Constraining estimates of variable consideration ● The existence of a significant financing component in the contract ● Noncash consideration ● Consideration payable to a customer The Company generates revenues from three main sources, NFT sales, consulting services, and movie distribution. Consulting Services Consulting Service revenue is derived from providing professional knowledge and skills for creation of digital assets platforms and advisory services to third-party customers. The contract and performance obligations are created based on the needs of the customer and the abilities of the Company to provide the required services. The allocation of the transaction price to the individual performance obligations in the contract may be specified by task or by phase depending on the work being done. Revenue is recognized upon completion of the performance obligations. Revenues from ongoing services are recognized ratably over the related period. Revenue is recognized for the creation of software and web-based platforms upon completion and delivery. There are various tasks associated with providing this service for which customers are charged, nevertheless no single task has a standalone fair value and only is valuable to the customer when the project objective is accomplished. Therefore consulting services is considered a single revenue stream requiring all related tasks to accomplish a specified customer objective. NFT Revenue NFT revenue is derived from the sale of NFTs. These NFTs are created by the Company’s subsidiaries and are sold through an online sales platform or through an auction. Revenue is recognized when the Company transfers the ownership of the NFT to the customer. Movie Distribution Revenue Movie distribution revenue is derived from the use of the Company’s intangible asset (Note 7). Revenues earned to date are from nonrefundable minimum guaranteed payments recognized on the date distribution rights were granted to the purchaser and royalty revenues when certain cost recuperation thresholds and other contractual conditions are met. Future revenues may be recognized from revenue generated by the purchaser or by additional distribution sales over the term of the movie rights license. Funds received for unearned revenue are recognized as deferred revenue on the consolidated balance sheet and are recognized as revenue upon completion of milestones or specified tasks. Disaggregated Revenue Disclosure Principally all customers are located in the USA. Below is a table of revenues by type: SCHEDULE OF REVENUES Revenue Type Total Revenue Consulting Services 330,000 NFT Revenue 5,082 Movie Distribution Revenue 80,000 Total Revenue 415,082 Recent Accounting Pronouncements ASU 2022-01 “Derivatives and Hedging (Topic 815): Fair Value Hedging -- Portfolio Layer Method”. Effective for public companies for fiscal years beginning after 15 December 2022, including interim periods within those fiscal years. ASU 2021-08. “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” “ effective for public companies for fiscal years beginning after 15 December 2022, including interim periods within those fiscal years. ASU 2023-04. “ Liabilities (Topic 405): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 121”, Effective upon the issuance date, July 14, 2023. Management has not yet evaluated the impact that the adoption of these pronouncements will have on the Company’s consolidated financial statement presentation or disclosures. The Company periodically reviews new accounting standards that are issued. Although some of these accounting standards may be applicable to the Company, the Company has not identified any new standards that it believes merit further discussion, and the Company expects that none would have a significant impact on its financial statements. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 |
CONCENTRATION AND CREDIT RISK
CONCENTRATION AND CREDIT RISK | 12 Months Ended |
Dec. 31, 2023 | |
Concentration And Credit Risk | |
CONCENTRATION AND CREDIT RISK | 3. CONCENTRATION AND CREDIT RISK Financial instruments which potentially subject the Company to credit risk, consist principally of cash. Cash is maintained with a major financial institution in the USA that is creditworthy. The Company maintains cash in a bank account insured up to $ 250,000 no During the year ended December 31, 2023, two customers individually made up 10 380,000 80,000 300,00 10 1,520,750 1,250,000 270,750 10 115,000 10 165,750 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE | 4. ACCOUNTS RECEIVABLE The Company had outstanding accounts receivables of $ 115,112 167,213 zero 195,688 0 |
PREPAID EXPENSES
PREPAID EXPENSES | 12 Months Ended |
Dec. 31, 2023 | |
Prepaid Expenses | |
PREPAID EXPENSES | 5. PREPAID EXPENSES For the years ended December 31, 2023 and 2022, prepaid expenses was comprised of: SCHEDULE OF PREPAID EXPENSES December 31, December 31, 2023 2022 Prepaid expenses $ 9,696 $ 24,896 Prepaid insurance - - Prepaid expenses total $ 9,696 $ 24,896 The balance of $ 9,696 |
NOTES RECEIVABLE _ RELATED PART
NOTES RECEIVABLE – RELATED PARTY | 12 Months Ended |
Dec. 31, 2023 | |
Notes Receivable Related Party | |
NOTES RECEIVABLE – RELATED PARTY | 6. NOTES RECEIVABLE – RELATED PARTY Effective as of May 5, 2021, we loaned $ 400,000 to Fogdog Energy Solutions Inc. (“Fogdog”), as a related party pursuant to convertible promissory note. The note bears interest at a rate of 4 % per annum Effective as of August 20, 2021, we loaned an additional $ 850,000 to Fogdog pursuant to convertible promissory note. The note bears interest at a rate of 10 % per annum on August 20, 2022 the note was amended making the maturity date December 31, 2028. The note may not be prepaid without the written consent of the Company. Accrued interest for both Fogdog note receivables total $ 223,992 and $ 142,493 on December 31, 2023 and 2022, respectively. Our Chief Financial Officer, Secretary and Treasurer, Swapan Kakumanu, is a director, chief financial officer and a shareholder of Fogdog. See subsequent event note for debt conversion. On April 10, 2024, the Company and Fogdog agreed to an extension of terms on the $ 850,000 December 31, 2029 There have been several extensions of the maturity dates of these notes from their issuance and we have deemed them potentially non collectible. In 2023 an allowance for potential non collections was allocated to these notes resulting in net realizable value of zero and an impairment loss of $ 1,473,992 On March 15, 2023, the Company signed an agreement with its partner in the jointly-owned subsidiary EnderbyWorks to become the 100 49 190,147 1,828,000 8 July 6, 2024 6,000,000 1,944,591 MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 |
INTANGIBLE ASSET
INTANGIBLE ASSET | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSET | 7. INTANGIBLE ASSET On July 7, 2023, MetaWorks acquired software, including a Web3 business metaverse platform, Chat GPT-powered AI avatar technology, and a domain portfolio, including UtopiaVR.com. The intended use of this software will be used to generate subscription-based fees for education and investor relations industries to start with. This acquisition also includes a patent-pending IP technology relating to metaverse haptics that will hold potential for future development and licensing opportunities. Consideration for the acquisition of the assets included: (i) the issuance of 7,000,000 Share 700,000 July 5, 2024 0.10 154,250 July 5, 2024 0.10 1,554,250 |
INVESTMENTS, RELATED PARTY
INVESTMENTS, RELATED PARTY | 12 Months Ended |
Dec. 31, 2023 | |
Investments in and Advances to Affiliates [Abstract] | |
INVESTMENTS, RELATED PARTY | 8. INVESTMENTS, RELATED PARTY On November 20, 2017, the Company entered into an agreement with WENN Digital to provide a loan. Upon acceptance of the loan agreement WENN Digital agreed to issue 375,000 0.0001 37 On August 12, 2021, the Company’s subsidiary sBetOne entered into a business combination with a related party, VON Acquisition Inc. (“VON”) whereby the Company exchanged its equity interest in sBetOne for equity interest in VON. The Company received 5,902,174 6.31 59.02 6.31 0.10 During the year ended December 31, 2021, the sBetOne carrying amount in liabilities of $ 824,041 350,942 120,478 At the conclusion of the exchange of VON’s shares for sBetOne’s shares, to reflect a reasonable value for shares held in sBetOne, the Company wrote-off previously held value attributable to the VON share price, resulting in sBetOne’s shares being held at par. SBetOne’s par value per share of common stock is $ 0.0001 5,902,174 590 SCHEDULE OF INVESTMENTS IN RELATED PARTY December 31, December 31, 2023 2022 Investments, related party – WENN $ - $ 37 Investment, related party – sBetOne, LLP - 590 Total - 627 MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | 9. NOTES PAYABLE On June 14, 2022, the Company issued a promissory note payable for $ 117,000 (“Note A”). The promissory note is unsecured, payable on demand, and was set to mature on August 13, 2022 . The promissory note bore interest at a rate per annum equal to the Bank of Canada’s Prime rate. On August 9, 2022, a promissory note extension was signed, extending the maturity date of the note payable to February 14, 2023 . On January 31, 2023, the Company signed an amendment to extend the maturity date of the loan from February 14, 2023 to February 14, 2024 at an interest rate equal to the Bank of Canada’s Prime rate plus 3%. Accrued interest of $ 12,741 and $ 2,289 was outstanding as at December 31, 2023 and December 31, 2022, respectively. On December 31, 2023, and December 31, 2022, the principal balance owed was $ 117,000 On November 8, 2022, the Company entered into a promissory note (“Note B”) agreement to raise $ 116,760 12,510 4,250 100,000 14,011 November 8, 2023 130,771 13,077 10,637 98,465 1,289 0 On April 19, 2023, we entered into a promissory note (“Note C”) agreement with one subscriber to raise a net amount of $ 75,000 88,760 13 11,538 April 19, 2024 9,510 100,298 ten payments 10,030 the first payment is due on May 30, 2023, with nine subsequent payments each month thereafter 26,188 In the event of a default, Note C, is convertible into shares of our common stock. In a default situation the subscriber will have the right to convert all or any part of the outstanding and unpaid amount of the promissory note into shares of our common stock at a conversion price that is equal to the lowest trading price for the shares of common stock during the 25 trading days prior to the conversion date. Upon the occurrence and during the continuation of any event of default, the promissory note will immediately become immediately and payable and, if we wish to repay the promissory note in cash, we must pay an amount equal to 200% of the then outstanding principal amount of the promissory note plus accrued and unpaid interest on the unpaid principal amount of the promissory note plus any default interest, if any. 10,030 On September 5, 2023, we entered into a promissory note (“Note D”)and entered into a promissory note agreement that was dated September 5, 2023 with one subscriber (the “Holder”) to raise a net amount of US$ 104,250 The principal of the Promissory Note is in the amount of US$ 119,887.50 11 13,187 July 15, 2024 15,637 The total amount of the Promissory Note of US$ 133,074 13,307 October 15, 2023 In the event of a default, the Promissory Note is convertible into shares of our common stock. In a default situation the Holder will have the right to convert all or any part of the outstanding and unpaid amount of the Promissory Note into shares of our common stock at a conversion price that is equal to the lowest trading price for the shares of common stock during the 25 trading days prior to the conversion date. Upon the occurrence and during the continuation of any event of default, the Promissory Note will immediately become immediately and payable and, if we wish to repay the Promissory Note in cash, we must pay an amount equal to 200 95,750 MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 On December 5, 2023, we entered into a promissory note agreement with one subscriber (the “Holder”) to raise a net amount of US$ 45,000 , pursuant to the terms and subject to the conditions of the unsecured promissory note issued to the Holder (the “Promissory Note”). The Promissory Note is in the amount of US$ 52,500 , plus a one-time interest charge of 10 % (US$ 3,697 ), which accrues on issuance of the Promissory Note, is unsecured and matures on September 15, 2024 . We also agreed to an original issuance discount of US$ 2,500 . The total amount of the Promissory Note of US$ 48,102 (including principal and interest) will be repayable on maturity on September 15, 2024 . There is a five day grace period on this payment. In the event of a default, the Promissory Note is convertible into shares of our common stock. In a default situation the Holder will have the right to convert all or any part of the outstanding and unpaid amount of the Promissory Note into shares of our common stock at a conversion price that is Variable Conversion Price (as defined herein) subject to equitable adjustment by the Borrower, combinations, recapitalization, reclassifications, extraordinary distributions and similar events). The “Variable Conversion Price” shall mean 61 39 We issued the Promissory Note and intend to issue shares of our common stock upon conversion of the Promissory Note to one U.S. person (as that term is defined in Regulation S of the Securities Act of 1933, as amended) and in issuing these securities, we relied or will rely on the exemptions from the registration requirements of the Securities Act of 1933 provided by Section 4(a)(2) of the Securities Act of 1933 and/or Rule 506 promulgated under the Securities Act of 1933. On April 28, 2023, the company received a $ 25,000 25,000 On July 5, 2023, MetaWorks has acquired software, including a Web3 business metaverse platform, Chat GPT-powered AI avatar technology, and domain portfolio, including UtopiaVR.com. This acquisition also includes a patent-pending IP technology relating to metaverse haptics that will hold potential for future development and licensing opportunities. Consideration for the acquisition of the assets included: (i) the issuance of 7,000,000 Share 700,000 July 5, 2024 0.10 154,250 July 5, 2024 0.10 854,000 |
DEFERRED REVENUE
DEFERRED REVENUE | 12 Months Ended |
Dec. 31, 2023 | |
Deferred Revenue | |
DEFERRED REVENUE | 10. DEFERRED REVENUE Prior to December 31, 2023, the Company received $ 77,700 77,700 77,700 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 11. COMMITMENTS AND CONTINGENCIES Litigation From time to time, the Company may be subject to legal proceedings, claims, and liabilities that arise in the ordinary course of business. The Company is not aware of any pending litigation as of the date of this report, and therefore, in the opinion of management and based upon the advice of its outside counsels, the liability, if any, from any pending litigation is not expected to have a material effect in the Company’s financial position, result or operations, and cash flows. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 12. RELATED PARTY TRANSACTIONS On January 22, 2018, the Company appointed James Geiskopf as Lead Director. As of December 31, 2023 and 2022, the Company had accounts payable and accrued expenses owing to this related party of $ 102,744 6,302 On April 1, 2021, the Company appointed Cameron Chell as Executive Chairman. As of December 31, 2023 and 2022, the Company had accounts payable and accrued expenses owed to this related party of $ 143,067 567 On August 1, 2022, the Company appointed Scott Gallagher as President. As of December 31, 2023 and 2022, the Company had accounts payable and accrued expenses owing to this related party of $ 24,106 10,000 On December 4, 2018, the Company appointed Swapan Kakumanu as Chief Financial Officer. As of December 31, 2023 and 2022, the Company had accounts payable and accrued expenses owed to this related party of $ 0 1,688 On October 9, 2017, the Company signed an agreement with a company owned by Swapan Kakumanu to provide accounting services. As of December 31, 2023 and 2022, the Company had accounts payable and accrued expenses owed of $ 141,688 25,000 As of December 31, 2023, there is also a loan payable owed to the Company by this related party in the amount of $ 8,500 As of December 31, 2023, the Company owed balances to a related party for consulting services which amounted to approximately $ 75,000 On May 5, 2021, the Company loaned Fogdog $ 400,000 850,000 |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE LIABILITIES | 13. DERIVATIVE LIABILITIES All warrants that had an exercise price contingent on the Canadian exchange rate (CAD) had expired on February 4th, 2023 and therefore, no derivative recalculation was needed at December 31, 2023. During 2023, the Company issued debt with conversion features that required derivative liability evaluations. Management performed these calculations and determined the derivative liability to be $ 0 SCHEDULE OF DERIVATIVE LIABILITY EVALUATIONS April 28, 2023 June 16, 2023 Related debt balance $ 25,000 $ 854,250 Stock price $ 0.01 $ 0.01 Exercise price $ 0.04 $ 0.10 Volatility 59.73 % 62.16 % Risk-free interest rate 5.59 4.79 Time to maturity 0.16 1.00 Black Scholes fair value $ - $ - MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2022 and 2021 |
WARRANTS
WARRANTS | 12 Months Ended |
Dec. 31, 2023 | |
Warrants | |
WARRANTS | 14. WARRANTS The Company granted 10,128,571 and 3,813,593 common stock warrants, during the year ended December 31, 2023 and 2022, respectively. During 2023 warrant holders did not exercise any warrants, and 19,656,521 warrants expired. The weighted average exercise price of warrants outstanding on December 31, 2023, is $ 0.5569 , and the weighted average remaining contractual life is 1.36 2,108,750 warrants expired. The weighted average exercise price of warrants outstanding on December 31, 2022, is $ 0.6033 , and the weighted average remaining contractual life is 0.90 years. Since the expected life of the warrants was greater than the Company’s historical stock information available, the Company determined the expected volatility based on price fluctuations of comparable public companies. The following table summarizes changes in warrants outstanding in each year: SUMMARIZES CHANGES IN WARRANTS OUTSTANDING December 31, 2023 December 31, 2022 Outstanding at beginning of year 19,807,614 18,102,771 Issuances 10,128,571 3,813,593 Expirations (19,656,521 ) (2,108,750 ) Outstanding at end of year 10,279,664 19,807,614 Weighted Average Price $ 0.5569 $ 0.6033 |
SHARE CAPITAL
SHARE CAPITAL | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
SHARE CAPITAL | 15. SHARE CAPITAL On January 28, 2022, the Company issued 244,139 0.2048 50,000 33,500 16,500 On January 28, 2022, the Company completed a debt conversion where 488,281 0.2048 100,000 On January 28, 2022, the Company issued 1,221,001 200,000 0.1638 On February 11, 2022, the Company issued 47,614 0.21 9,999 On February 28, 2022, the Company issued 2,592,592 0.135 350,000 244,111 105,889 On May 9, 2022, the Company issued 83,325 0.12 9,999 On August 31, 2022, the Company issued 108,684 0.092 9,999 On February 10, 2023, the Company completed a private placement for 6,500,000 0.05 325,000 On March 7, 2023, the Company issued 1,000,000 0.10 100,000 On March 30, 2023, the Company completed a private placement for 8,600,000 0.04 378,400 On April 4, 2023, we issued 725,000 0.05 36,250 500,000 225,000 On April 25, 2023, the Company issued 3,720,000 2,000,000 0.05 1,720,000 0.075 279,000 On July 5, 2023, the Company issued 7,000,000 7,000,000 0.10 700,000 On July 28, 2023, the Company completed private placements for 2,957,143 0.07 207,000 On August 16, 2023, the Company issued 160,714 0.07 11,250 MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
STOCK-BASED COMPENSATION | 16. STOCK-BASED COMPENSATION The Company has adopted the 2017 Equity Incentive Plan (“the Plan”) under which non-transferable options to purchase common shares of the Company may be granted to directors, officers, employees, or consultants of the Company. The terms of the Plan provide that our board of directors may grant options to acquire common shares of the Company at not less than 100% of the greater of: (i) the fair market value of the shares underlying the options on the grant date and (ii) the fair market value of the shares underlying the options on the date preceding the grant date at terms of up to ten years 28,300,000 24,213,334 4,086,666 The Company has also granted stock options to non-employees. These stock options were granted to consultants who have provided their services for cash compensation below cost, with the stock options providing additional compensation in lieu of cash. On February 10, 2021, the Company granted a total of 2,066,666 1.17 ten years 1.09 (i) 1/3 on the first anniversary date; (ii) 1/3 on the second anniversary date; and (iii) 1/3 on the third anniversary date. On March 19, 2021, the Company granted a total of 180,000 3.19 ten years 2.88 (i) 1/3 on the first anniversary date; (ii) 1/3 on the second anniversary date; and (iii) 1/3 on the third anniversary date. On May 5, 2021, the Company granted a total of 180,000 1.78 ten years 1.65 (i) 1/3 on the first anniversary date; (ii) 1/3 on the second anniversary date; and (iii) 1/3 on the third anniversary date. On June 15, 2021, the Company granted a total of 2,900,000 1.16 ten years 1.07 (i) 1/3 on the first anniversary date; (ii) 1/3 on the second anniversary date; and (iii) 1/3 on the third anniversary date. On September 6, 2022, 180,000 On August 26, 2022, the Company granted a total of 8,300,000 0.09 ten years 0.0780 (i) 1/2 the date of the grant; and (ii) 1/2 on the first anniversary date; On August 26, 2022, the Company granted a total of 1,000,000 0.09 ten years 0.0780 (i) 1/3 the date of the grant; (ii) 1/3 on the first anniversary date; and (iii) 1/3 on the second anniversary date. On February 22, 2023, the Company granted a total of 750,000 0.11 ten years 0.083 (i) 1/3 the first anniversary date of the grant; (ii) 1/3 on the second anniversary date; and (iii) 1/3 on the third anniversary date. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 16. STOCK-BASED COMPENSATION (CONT’D) On April 21, 2023, the Company granted a total of 7,000,000 0.09 ten years 0.089 On April 21, 2023 the Company granted a total of 2,500,000 0.09 ten years 0.089 (i) 1/3 on the date of the grant; (ii) 1/3 on the first anniversary date; and (iii) 1/3 on the second anniversary date. On April 21, 2023 the Company granted a total of 1,500,000 0.09 ten years 0.089 (i) 500,000 (ii) 1,000,000 Stock-based compensation expense recognized for the period ended December 31, 2023, and year ended December 31, 2022, were $ 677,833 1,855,761 SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED Period ended December 31, 2023 Year ended December 31, 2022 Share price $ 0.09 $ 0.09 Exercise price $ 0.09 $ 0.09 Time to maturity (years) 10 10 Risk-free interest rate 3.3 % 3.04 % Expected volatility 86.4 % 89.92 % Dividend per share $ 0.00 $ 0.00 Forfeiture rate - - SCHEDULE OF STOCK OPTION ACTIVITY Number Weighted Average Weighted Weighted Options outstanding, December 31, 2022 12,730,000 0.17 0.19 8.60 Granted 11,750,001 0.08 0.09 9.30 Cancelled (266,667 ) 1.09 1.17 7.12 Options outstanding, December 31, 2023 24,213,334 0.11 0.13 8.41 Options exercisable, December 31, 2023 21,538,679 0.12 0.14 8.30 As vesting conditions are not wholly dependent on the employee and there is no timeline for them, for accounting purposes, the fair value is calculated and the expense is recognized upon the achievement of the milestones. Nonvested options are valued at the date of the grant at the fair value of the common stock and are expensed over the vesting period. As at the grant date of the nonvested options, the fair value of the common stock was based upon the issuance of the founder shares at $ 0.0001 MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2022 and 2021 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 17. INCOME TAXES For the fiscal years 2023 and 2022, there was no As of December 31, 2023 and 2022, the Company had net operating loss carry forwards of approximately $ 4,214,489 3,897,793 expire through the year 2043 The Tax Cuts and Jobs Act was enacted on December 22, 2017, which reduced the U.S. corporate statutory tax rate from 35% to 21% beginning on January 1, 2018. We used 21% as an effective rate. SCHEDULE OF TAX EXPENSE 2023 2022 For the years ended December 31, 2023 2022 Net operating loss before taxes $ (5,650,103 ) $ (6,212,287 ) The federal income tax rate 21 % 21 % Tax expense (benefit) at the statutory rate (1,186,522 ) (1,304,580 ) Non-deductible items Tax effect of stock-based compensation (non-qualifying options) 142,345 389,710 Change in Derivatives - (92,414 ) Change in the valuation allowance 1,044,177 1,007,284 Total $ - $ - The tax effects of the temporary differences between reportable financial statement income and taxable income are recognized as deferred tax assets and liabilities. The tax effect of significant components of the Company’s deferred tax assets at December 31, 2023 and 2022, respectively, are as follows: SCHEDULE OF COMPONENTS OF DEFERRED TAX ASSETS AND LIABILITIES 2023 2022 Deferred tax asset: Net operating loss carryforwards $ 4,941,970 $ 3,897,793 Total gross deferred tax assets 4,941,970 3,897,793 Less: Deferred tax asset valuation allowance (4,941,970 ) (3,897,793 ) Total net deferred tax assets $ - $ - In assessing the ability to realize the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. The returns filed from the year 2019 going-forward are subject to examination by the IRS. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 18. NON-CONTROLLING INTEREST On March 15, 2023, the Company signed an agreement with its partner in the jointly owned subsidiary EnderbyWorks, LLC to become the 100 1,828,000 8 July 6, 2024 6,000,000 The reported non-controlling interest represents that in MC the Company holds 80% interest in this was business which was acquired in June 22, 2021. The following table sets forth a summary of the changes in non-controlling interest: SUMMARY OF CHANGES IN NON-CONTROLLING INTEREST December 31, 2023 December 31, 2022 Non-controlling interest beginning of the period $ (881,720 ) (894,742 ) Issuance of shares by EnderbyWorks, LLC - 4,900 Net income (loss) (14,175 ) 8,122 Acquisition 734,637 - Non-controlling interest end of period $ (161,258 ) (881,720 ) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 19. SUBSEQUENT EVENTS On January 6, 2024, the Company granted a total of 9,000,000 0.02 ten years 0.01 On January 6, 2024, the Company issued 920,000 0.02 18,400 On March 1, 2024, we sold 2,500,000 0.02 50,000 On March 1, 2024 we converted $ 25,000 625,000 .04 On March 1, 2024 we agreed to issue 4,600,000 On March 4, 2024, we closed on a promissory note and entered into a promissory note agreement that was dated March 1, 2024 with one subscriber (the “Holder”) to raise a net amount of US$ 75,000 80,000 15 14,400 December 30, 2024 16,000 110,400 55,200 13,800 On March 22, 2024, the Company elected to convert the $ 400,000 46,071 11 On April 10, 2024, the Company and Fogdog agreed to an extension of terms on the $ 850,000 December 31, 2029 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principals generally accepted in the United States of America of (“US.GAAP”) as found in the Accounting Standards Codification (“ASC”), and the Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”) and are expressed in US Dollars. The consolidated financial statements should be read in conjunction with the notes contained herein as part of the Company’s Annual Report in its Form 10-K filing under the Securities Exchange Commission. |
Reclassification | Reclassification Certain reclassifications have been made to prior periods to conform with current reporting. |
Basis of Consolidation | Basis of Consolidation The consolidated statements include the accounts of the Company and its subsidiaries. CurrencyWorks USA Inc.(“CW”) (formerly ICOx USA, Inc.) and Enderby Works LLC (“EW”) are wholly owned subsidiaries. EW became a wholly owned subsidiary in 2023, see Note 6 Notes Receivable. MotoClub (“MB”) is a majority-owned subsidiary, 80 |
Use of Estimates | Use of Estimates The preparation of consolidated 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates and these differences could be material. The most significant estimates made by management in the preparation of the financial statements relate to the estimates used to calculate the fair value of certain liabilities, the derivative liability, present value of note payable and note receivable, the valuation of investments and any impairment and the net book value of long-lived assets. Management bases its estimates on historical experience and on other various assumptions 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 that are not readily apparent from other sources. Actual results could differ materially from such estimates under different assumptions and conditions. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include short-term, highly liquid investments, such as cash on account with commercial banks, certificates of deposit or money market funds that are readily convertible to known amounts of cash and have original maturities of three months or less. All cash balances are held by major banking institutions. |
Contingent Liabilities | Contingent Liabilities The Company accounts for its contingent liabilities in accordance with ASC No. 450 “Contingencies”. A provision is recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. With respect to legal matters, provisions are reviewed and financial information is adjusted to reflect the impact of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. As of December 31, 2023 and 2022, the Company was not a party to any litigation that could have a material adverse effect on the Company’s business, financial position, results of operations or cash flows. |
Income Taxes | Income Taxes The Company follows the liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) FASB Accounting Standards Codification Topic 740, Income Taxes (“ASC 740”), clarifies the accounting for uncertainty in income taxes recognized in the financial statements. ASC 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. Income tax positions must meet a more-likely-than-not recognition threshold to be recognized. ASC 740 also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. We have determined that the Company does not have uncertain tax positions on its tax returns for the years 2022, and prior. Based on our evaluation of the 2023 transactions and events, the Company does not believe it has any material uncertain tax positions that require measurement. The 2023 tax return has not been filed as of he date of these financial statements were available for issuance, a filing extension has been elected. Our policy is to recognize interest and/or penalties related to income tax matters in income tax expense. We had no accrual for interest or penalties on our consolidated balance sheets at December 31, 2023 or 2022, and have not recognized interest and/or penalties in the consolidated statement of operations for the years ended December 31, 2023 or 2022. We are subject to taxation in the U.S. and the state of California. The Company’s tax returns for tax years from 2021 to recent filings remain subject to potential examination by the tax authorities. |
Accounts Receivable | Accounts Receivable In considering the collectability of accounts receivable, the Company takes into account the legal obligation for payment by the customer, as well as the financial capacity of the customer to fund its obligation to the Company. The carrying amount of accounts receivable represents the maximum credit exposure on this balance. Accounts receivable balances relate to consulting services and are reported at their net realizable value. From management’s best estimate there is no |
Earnings per Share | Earnings per Share The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share” which requires presentation of both basic and diluted EPS on the face of the statement of operations. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period. 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 warrants or stock options (Note 10 and Note 16 respectively). Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. On December 31, 2023 the Company had convertible debt outstanding, warrants exercisable to 10,279,664 24,213,334 19,807,614 9,513,555 |
Stock-Based Compensation | Stock-Based Compensation The Company has adopted FASB guidance on stock-based compensation. Under ASC 718-10-30-2 Stock Compensation, all share-based payments to employees, including grants of employee stock options, are to be recognized in the income statement based on their fair values. The fair value of the options is calculated using the Black Scholes valuation model (Note 16). The Company has issued stock options to employees and non-employees. Stock options granted to non-employees for services or performance not yet rendered would be expensed over the service period or until the goals had been reached. Stock options granted to employees are expensed over the vesting period of the options. The fair value of stock options is determined on the grant date. Forfeitures of options are recognized as they occur. Compensation cost previously recognized is reversed on the date of forfeiture for any options that are forfeited prior to the completion of the requisite service period or vesting period. Cancellation of an award accompanied by the concurrent grant of (or offer to grant) a replacement award of other valuable consideration is accounted for as a modification of the terms of the canceled award. The total compensation cost measured on the date of a cancellation and replacement id the portion of the grant-date fair value of the original award for which the requisite service is expected to be rendered (or has already been rendered) at that date plus the incremental cost resulting from the cancellation and replacement. A cancelation of an award that is not accompanied by the concurrent grant of (or offer to grant) a replacement award of other valuable consideration is accounted for as a repurchase for no consideration. Accordingly, any previously unrecognized compensation cost is recognized on the cancellation date. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value is an exit price representing the amount that would be received to sell an asset or required to transfer a liability in an orderly transaction between market participants. As such, fair value of a financial instrument is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tier fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: ● Level 1: Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. ● Level 2: Observable inputs that reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. ● Level 3: Unobservable inputs reflecting our own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participants assumptions that are reasonably available. The Company’s financial instruments consist of equity investments, note receivables, and notes payable. When determining fair value, whenever possible, the Company uses observable market data, and relies on unobservable inputs only when observable market data is not available. As of December 31, 2023, and 2022, the Company did not have any level 1 or 2 financial instruments. On December 31, 2023 and 2022 the Company’s level 3 financial instruments were notes payable and notes receivable valued at their present values. The following table presents the Company’s assets and liabilities that are measured at fair value on a non-recurring basis at December 31, 2023. SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE NON RECURRING Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level2) Significant Unobservable Inputs (Level3) Liabilities $ $ $ Notes payable - - 271,247 The following table presents the Company’s assets and liabilities that are measured at fair value on a non-recurring basis at December 31, 2022. Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level2) Significant Unobservable Inputs (Level3) Assets $ $ $ Notes receivable, related party - - 1,250,000 Investments, related party - - 627 Total - - 1,250,627 Liabilities Notes payable - - 215,465 |
Derivative Liabilities | Derivative Liabilities When the Company issues warrants, it evaluates the proper balance sheet classification of the warrant to determine whether the warrant should be classified as equity or as a derivative liability on the consolidated balance sheet. In accordance with ASC 815-40, Derivatives and Hedging – Contracts in the Entity’s Own Equity (ASC 815-40), the Company classifies a warrant as equity if it is indexed to the Company’s equity and several specific conditions for equity classification are met. A warrant is not considered indexed to the Company’s equity in general when it contains certain types of exercise contingencies or adjustments to exercise price. If a warrant is not indexed to the Company’s equity or it has net cash settlement that results in the warrants to be accounted for under ASC 480, Distinguishing Liabilities from Equity, or ASC 815-40, it is classified as a derivative liability which is carried on the consolidated balance sheet at fair value with any changes in its fair value recognized currently in the statement of operations. As of December 31, 2023 and 2022, the Company had warrants that were classified as liabilities and warrants that were classified as equity. Some of the warrants issued by the Company have strike prices denominated in Canadian dollars (“CAD”). The Company’s functional currency is USD. In accordance with ASC 815 and EITF Issue No. 07-5, when the strike price of warrants is denominated in a currency other than an entity’s functional currency, the warrants would not be considered indexed to the entity’s own stock and would consequently be evaluated for a derivative liability under the conditions that the strike price is indexed to a foreign currency. The derivative liability associated with these warrants was valued on the date of issuance and is revalued at each reporting period. Due to the stock price used as an input in valuing these instruments on the report date, the derivative liability was valued at zero |
Digital assets | Digital assets The Company applies accounting for digital assets in accordance with the AICPA Practice Aid “Accounting for and Auditing of Digital Assets”, the guide is dated as of June 30, 2022, and the SEC issued Staff Accounting Bulletin No. 121, which is effective for periods after June 15, 2022, which are the current nonauthoritative guidance for accounting for digital assets under U.S. generally accepted accounting principles (GAAP). The AICPA Practice Aid is non-authoritative guidance that represents the views of the Digital Assets Working Group and AICPA staff. There is currently no official pronouncement or authoritative guidance on accounting for digital assets and digital asset transactions. Accordingly digital assets that lack physical substance meet the definition of intangible assets and would generally be accounted for under FASB ASC 350, Intangibles — Goodwill and Other. The Company holds no digital assets on December 31, 2023, and 2022. Though its business is in the development of digital asset platforms and the creation of non-fungible tokens, digital asset balances are not regularly used to conduct transactions or held during the year. MetaWorks Platforms, Inc. (formerly CurrencyWorks Inc.) Notes to Consolidated Financial Statements December 31, 2023 and 2022 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D) |
Revenue recognition | Revenue recognition The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: Step 1: Identify the contract with the customer Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognize revenue when the Company satisfies a performance obligation The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, the Company also considers the effects of all of the following: ● Variable consideration ● Constraining estimates of variable consideration ● The existence of a significant financing component in the contract ● Noncash consideration ● Consideration payable to a customer The Company generates revenues from three main sources, NFT sales, consulting services, and movie distribution. Consulting Services Consulting Service revenue is derived from providing professional knowledge and skills for creation of digital assets platforms and advisory services to third-party customers. The contract and performance obligations are created based on the needs of the customer and the abilities of the Company to provide the required services. The allocation of the transaction price to the individual performance obligations in the contract may be specified by task or by phase depending on the work being done. Revenue is recognized upon completion of the performance obligations. Revenues from ongoing services are recognized ratably over the related period. Revenue is recognized for the creation of software and web-based platforms upon completion and delivery. There are various tasks associated with providing this service for which customers are charged, nevertheless no single task has a standalone fair value and only is valuable to the customer when the project objective is accomplished. Therefore consulting services is considered a single revenue stream requiring all related tasks to accomplish a specified customer objective. NFT Revenue NFT revenue is derived from the sale of NFTs. These NFTs are created by the Company’s subsidiaries and are sold through an online sales platform or through an auction. Revenue is recognized when the Company transfers the ownership of the NFT to the customer. Movie Distribution Revenue Movie distribution revenue is derived from the use of the Company’s intangible asset (Note 7). Revenues earned to date are from nonrefundable minimum guaranteed payments recognized on the date distribution rights were granted to the purchaser and royalty revenues when certain cost recuperation thresholds and other contractual conditions are met. Future revenues may be recognized from revenue generated by the purchaser or by additional distribution sales over the term of the movie rights license. Funds received for unearned revenue are recognized as deferred revenue on the consolidated balance sheet and are recognized as revenue upon completion of milestones or specified tasks. Disaggregated Revenue Disclosure Principally all customers are located in the USA. Below is a table of revenues by type: SCHEDULE OF REVENUES Revenue Type Total Revenue Consulting Services 330,000 NFT Revenue 5,082 Movie Distribution Revenue 80,000 Total Revenue 415,082 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements ASU 2022-01 “Derivatives and Hedging (Topic 815): Fair Value Hedging -- Portfolio Layer Method”. Effective for public companies for fiscal years beginning after 15 December 2022, including interim periods within those fiscal years. ASU 2021-08. “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” “ effective for public companies for fiscal years beginning after 15 December 2022, including interim periods within those fiscal years. ASU 2023-04. “ Liabilities (Topic 405): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 121”, Effective upon the issuance date, July 14, 2023. Management has not yet evaluated the impact that the adoption of these pronouncements will have on the Company’s consolidated financial statement presentation or disclosures. The Company periodically reviews new accounting standards that are issued. Although some of these accounting standards may be applicable to the Company, the Company has not identified any new standards that it believes merit further discussion, and the Company expects that none would have a significant impact on its financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE NON RECURRING | The following table presents the Company’s assets and liabilities that are measured at fair value on a non-recurring basis at December 31, 2023. SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE NON RECURRING Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level2) Significant Unobservable Inputs (Level3) Liabilities $ $ $ Notes payable - - 271,247 The following table presents the Company’s assets and liabilities that are measured at fair value on a non-recurring basis at December 31, 2022. Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level2) Significant Unobservable Inputs (Level3) Assets $ $ $ Notes receivable, related party - - 1,250,000 Investments, related party - - 627 Total - - 1,250,627 Liabilities Notes payable - - 215,465 |
SCHEDULE OF REVENUES | Principally all customers are located in the USA. Below is a table of revenues by type: SCHEDULE OF REVENUES Revenue Type Total Revenue Consulting Services 330,000 NFT Revenue 5,082 Movie Distribution Revenue 80,000 Total Revenue 415,082 |
PREPAID EXPENSES (Tables)
PREPAID EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Prepaid Expenses | |
SCHEDULE OF PREPAID EXPENSES | For the years ended December 31, 2023 and 2022, prepaid expenses was comprised of: SCHEDULE OF PREPAID EXPENSES December 31, December 31, 2023 2022 Prepaid expenses $ 9,696 $ 24,896 Prepaid insurance - - Prepaid expenses total $ 9,696 $ 24,896 The balance of $ 9,696 |
INVESTMENTS, RELATED PARTY (Tab
INVESTMENTS, RELATED PARTY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investments in and Advances to Affiliates [Abstract] | |
SCHEDULE OF INVESTMENTS IN RELATED PARTY | SCHEDULE OF INVESTMENTS IN RELATED PARTY December 31, December 31, 2023 2022 Investments, related party – WENN $ - $ 37 Investment, related party – sBetOne, LLP - 590 Total - 627 |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
SCHEDULE OF DERIVATIVE LIABILITY EVALUATIONS | SCHEDULE OF DERIVATIVE LIABILITY EVALUATIONS April 28, 2023 June 16, 2023 Related debt balance $ 25,000 $ 854,250 Stock price $ 0.01 $ 0.01 Exercise price $ 0.04 $ 0.10 Volatility 59.73 % 62.16 % Risk-free interest rate 5.59 4.79 Time to maturity 0.16 1.00 Black Scholes fair value $ - $ - |
WARRANTS (Tables)
WARRANTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Warrants | |
SUMMARIZES CHANGES IN WARRANTS OUTSTANDING | The following table summarizes changes in warrants outstanding in each year: SUMMARIZES CHANGES IN WARRANTS OUTSTANDING December 31, 2023 December 31, 2022 Outstanding at beginning of year 19,807,614 18,102,771 Issuances 10,128,571 3,813,593 Expirations (19,656,521 ) (2,108,750 ) Outstanding at end of year 10,279,664 19,807,614 Weighted Average Price $ 0.5569 $ 0.6033 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED | SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED Period ended December 31, 2023 Year ended December 31, 2022 Share price $ 0.09 $ 0.09 Exercise price $ 0.09 $ 0.09 Time to maturity (years) 10 10 Risk-free interest rate 3.3 % 3.04 % Expected volatility 86.4 % 89.92 % Dividend per share $ 0.00 $ 0.00 Forfeiture rate - - |
SCHEDULE OF STOCK OPTION ACTIVITY | SCHEDULE OF STOCK OPTION ACTIVITY Number Weighted Average Weighted Weighted Options outstanding, December 31, 2022 12,730,000 0.17 0.19 8.60 Granted 11,750,001 0.08 0.09 9.30 Cancelled (266,667 ) 1.09 1.17 7.12 Options outstanding, December 31, 2023 24,213,334 0.11 0.13 8.41 Options exercisable, December 31, 2023 21,538,679 0.12 0.14 8.30 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF TAX EXPENSE | SCHEDULE OF TAX EXPENSE 2023 2022 For the years ended December 31, 2023 2022 Net operating loss before taxes $ (5,650,103 ) $ (6,212,287 ) The federal income tax rate 21 % 21 % Tax expense (benefit) at the statutory rate (1,186,522 ) (1,304,580 ) Non-deductible items Tax effect of stock-based compensation (non-qualifying options) 142,345 389,710 Change in Derivatives - (92,414 ) Change in the valuation allowance 1,044,177 1,007,284 Total $ - $ - |
SCHEDULE OF COMPONENTS OF DEFERRED TAX ASSETS AND LIABILITIES | SCHEDULE OF COMPONENTS OF DEFERRED TAX ASSETS AND LIABILITIES 2023 2022 Deferred tax asset: Net operating loss carryforwards $ 4,941,970 $ 3,897,793 Total gross deferred tax assets 4,941,970 3,897,793 Less: Deferred tax asset valuation allowance (4,941,970 ) (3,897,793 ) Total net deferred tax assets $ - $ - |
SUMMARY OF CHANGES IN NON-CONTROLLING INTEREST | The following table sets forth a summary of the changes in non-controlling interest: SUMMARY OF CHANGES IN NON-CONTROLLING INTEREST December 31, 2023 December 31, 2022 Non-controlling interest beginning of the period $ (881,720 ) (894,742 ) Issuance of shares by EnderbyWorks, LLC - 4,900 Net income (loss) (14,175 ) 8,122 Acquisition 734,637 - Non-controlling interest end of period $ (161,258 ) (881,720 ) |
NATURE AND CONTINUANCE OF OPE_2
NATURE AND CONTINUANCE OF OPERATIONS (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Jul. 20, 2010 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
State or country of incorporation | NV | ||
Date of incorporation | Jul. 20, 2010 | ||
Common stock, shares authorized | 400,000,000 | 75,000,000 | |
Common stock, par value | $ 0.001 | $ 0.001 | |
Accumulated deficit | $ 47,078,270 | $ 41,428,167 | |
Net losses | $ 5,664,278 | $ 6,204,165 |
SCHEDULE OF ASSETS AND LIABILIT
SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE NON RECURRING (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Platform Operator, Crypto-Asset [Line Items] | ||
Investments, related party | $ 627 | |
Related Party [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes receivable, related party | 1,250,000 | 655,689 |
Fair Value, Inputs, Level 1 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes payable | ||
Total | ||
Fair Value, Inputs, Level 1 [Member] | Related Party [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes receivable, related party | ||
Investments, related party | ||
Fair Value, Inputs, Level 2 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes payable | ||
Total | ||
Fair Value, Inputs, Level 2 [Member] | Related Party [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes receivable, related party | ||
Investments, related party | ||
Fair Value, Inputs, Level 3 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes payable | $ 271,247 | 215,465 |
Total | 1,250,627 | |
Fair Value, Inputs, Level 3 [Member] | Related Party [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Notes receivable, related party | 1,250,000 | |
Investments, related party | $ 627 |
SCHEDULE OF REVENUES (Details)
SCHEDULE OF REVENUES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Product Information [Line Items] | ||
Total Revenue | $ 415,082 | $ 1,835,773 |
Consulting Services [Member] | ||
Product Information [Line Items] | ||
Total Revenue | 330,000 | 504,750 |
NFT [Member] | ||
Product Information [Line Items] | ||
Total Revenue | 5,082 | 81,023 |
Movie Distribution [Member] | ||
Product Information [Line Items] | ||
Total Revenue | $ 80,000 | $ 1,250,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Allowance for doubtful accounts | $ 0 | $ 0 |
Derivative liability | $ 0 | $ 0 |
Conversion of Debt [Member] | ||
Antidilutive securities | 10,279,664 | 19,807,614 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive securities | 24,213,334 | 9,513,555 |
Meta Works [Member] | ||
Ownership interest | 80% |
CONCENTRATION AND CREDIT RISK (
CONCENTRATION AND CREDIT RISK (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Product Information [Line Items] | |||
Cash, FDIC insured amount | $ 250,000 | ||
Cash | 0 | $ 0 | |
Total revenue | 415,082 | 1,835,773 | |
Accounts receivables | 115,112 | 167,213 | $ 0 |
Movie Distribution [Member] | |||
Product Information [Line Items] | |||
Total revenue | 80,000 | 1,250,000 | |
Consulting Services [Member] | |||
Product Information [Line Items] | |||
Total revenue | 330,000 | 504,750 | |
Two Customer [Member] | Movie Distribution [Member] | |||
Product Information [Line Items] | |||
Total revenue | 80,000 | 1,250,000 | |
Two Customer [Member] | Consulting Services [Member] | |||
Product Information [Line Items] | |||
Total revenue | $ 300 | $ 270,750 | |
Revenue from Contract with Customer Benchmark [Member] | Revenue from Rights Concentration Risk [Member] | Two Customer [Member] | |||
Product Information [Line Items] | |||
Concentration risk, percentage | 10% | 10% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Two Customer [Member] | |||
Product Information [Line Items] | |||
Concentration risk, percentage | 10% | 10% | |
Total revenue | $ 380,000 | $ 1,520,750 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Two Customer [Member] | |||
Product Information [Line Items] | |||
Accounts receivables | $ 115,000 | $ 165,750 |
ACCOUNTS RECEIVABLE (Details Na
ACCOUNTS RECEIVABLE (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Receivables [Abstract] | |||
Accounts receivable | $ 115,112 | $ 167,213 | $ 0 |
Bad debt expense | $ 195,688 |
SCHEDULE OF PREPAID EXPENSES (D
SCHEDULE OF PREPAID EXPENSES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Prepaid Expenses | ||
Prepaid expenses | $ 9,696 | $ 24,896 |
Prepaid insurance | ||
Prepaid expenses total | $ 9,696 | $ 24,896 |
PREPAID EXPENSES (Details Narra
PREPAID EXPENSES (Details Narrative) | Dec. 31, 2023 USD ($) |
Prepaid Expenses | |
Retainage deposits | $ 9,696 |
NOTES RECEIVABLE _ RELATED PA_2
NOTES RECEIVABLE – RELATED PARTY (Details Narrative) - USD ($) | Apr. 10, 2024 | Mar. 04, 2024 | Mar. 15, 2023 | Aug. 20, 2021 | Mar. 22, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | May 05, 2021 |
Promissory Note Agreement [Member] | ||||||||
Debt instrument maturity date | Jul. 06, 2024 | |||||||
Impairment loss | $ 1,944,591 | |||||||
Notes payable | $ 1,828,000 | |||||||
Debt instrument interest rate | 8% | |||||||
Net revenues | $ 6,000,000 | |||||||
Enderby Entertainment Inc [Member] | ||||||||
Ownership interest percentage | 49% | |||||||
Enderby Entertainment [Member] | ||||||||
Forgiveness of outstanding payables | $ 190,147 | |||||||
EnderbyWorks, LLC [Member] | ||||||||
Ownership percent | 100% | |||||||
Subsequent Event [Member] | Promissory Note Agreement [Member] | ||||||||
Debt instrument maturity date | Dec. 30, 2024 | |||||||
Debt instrument face amount | $ 80,000 | |||||||
Debt instrument interest rate | 15% | |||||||
Fogdog Energy Solutions Inc [Member] | ||||||||
Financing Receivable, after Allowance for Credit Loss, Current | $ 850,000 | $ 400,000 | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 10% | 4% | ||||||
Debt instrument maturity date | Aug. 20, 2022 | |||||||
Interest Receivable, Current | $ 223,992 | $ 142,493 | ||||||
Fogdog Energy Solutions Inc [Member] | Subsequent Event [Member] | ||||||||
Financing Receivable, after Allowance for Credit Loss, Current | $ 400,000 | |||||||
Debt instrument maturity date | Dec. 31, 2029 | |||||||
Debt instrument face amount | $ 850,000 | |||||||
Impairment loss | $ 1,473,992 |
INTANGIBLE ASSET (Details Narra
INTANGIBLE ASSET (Details Narrative) - USD ($) | Jul. 07, 2023 | Jul. 05, 2023 | Dec. 31, 2023 | Dec. 31, 2022 |
Asset Acquisition [Line Items] | ||||
Number of shares Acquired | 7,000,000 | 7,000,000 | ||
Intangible asset, net | $ 1,554,250 | |||
Software One [Member] | ||||
Asset Acquisition [Line Items] | ||||
Convertible promissory note principal amount | $ 700,000 | $ 700,000 | ||
Convertible maturity date | Jul. 05, 2024 | Jul. 05, 2024 | ||
Conversion price | $ 0.10 | $ 0.10 | ||
Software Two [Member] | ||||
Asset Acquisition [Line Items] | ||||
Convertible promissory note principal amount | $ 154,250 | $ 154,250 | $ 854,000 | |
Convertible maturity date | Jul. 05, 2024 | Jul. 05, 2024 | ||
Conversion price | $ 0.10 | $ 0.10 |
SCHEDULE OF INVESTMENTS IN RELA
SCHEDULE OF INVESTMENTS IN RELATED PARTY (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Restructuring Cost and Reserve [Line Items] | ||
Total | $ 627 | |
WENN [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | 37 | |
SBetOne Inc [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Total | $ 590 |
INVESTMENTS, RELATED PARTY (Det
INVESTMENTS, RELATED PARTY (Details Narrative) | 12 Months Ended | ||||||||
Jul. 07, 2023 shares | Jul. 05, 2023 shares | Aug. 12, 2021 $ / shares shares | Nov. 20, 2017 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) | Dec. 31, 2023 USD ($) $ / shares | Mar. 07, 2023 $ / shares | Jan. 28, 2022 $ / shares | |
Number of shares issued | shares | 7,000,000 | ||||||||
Share issued price per share | (per share) | $ 0.10 | $ 0.10 | $ 0.2048 | ||||||
Investment | $ 627 | ||||||||
Common shares received | shares | 7,000,000 | 7,000,000 | |||||||
SBetOne Inc [Member] | |||||||||
Ownership percentage | 59.02% | ||||||||
VON Acquisition Inc [Member] | |||||||||
Ownership percentage | 6.31% | ||||||||
VON Acquisition Inc [Member] | |||||||||
Common shares received | shares | 5,902,174 | ||||||||
Outstanding common shares percentage | 6.31% | ||||||||
SBetOne Inc [Member] | |||||||||
Share issued price per share | $ / shares | $ 0.0001 | ||||||||
Investment | $ 590 | $ 590 | |||||||
Number of shares issued | shares | 5,902,174 | ||||||||
WENN [Member] | |||||||||
Number of shares issued | shares | 375,000 | ||||||||
Share issued price per share | $ / shares | $ 0.0001 | ||||||||
Investment | $ 37 | ||||||||
SBetOne Inc [Member] | |||||||||
Recognized identifiable assets acquired and liabilities assumed | $ 824,041 | ||||||||
Net income (loss) from real estate investment partnership | 350,942 | ||||||||
Deconsolidation, gain (loss), amount | $ 120,478 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |||||||||||||||
Dec. 05, 2023 | Oct. 06, 2023 | Jul. 07, 2023 | Jul. 05, 2023 | May 30, 2023 | Apr. 28, 2023 | Apr. 19, 2023 | Mar. 15, 2023 | Jan. 31, 2023 | Dec. 30, 2022 | Nov. 08, 2022 | Aug. 09, 2022 | Jun. 14, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 05, 2023 | |
Short-Term Debt [Line Items] | ||||||||||||||||
Interest expense, debt | $ 253,473 | $ 6,601 | ||||||||||||||
Proceeds from related party debt | $ 25,000 | 25,000 | ||||||||||||||
Number of shares Acquired | 7,000,000 | 7,000,000 | ||||||||||||||
Software One [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Convertible maturity date | Jul. 05, 2024 | Jul. 05, 2024 | ||||||||||||||
Debt face amount | $ 700,000 | $ 700,000 | ||||||||||||||
Conversion price | $ 0.10 | $ 0.10 | ||||||||||||||
Software Two [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Convertible maturity date | Jul. 05, 2024 | Jul. 05, 2024 | ||||||||||||||
Debt face amount | $ 154,250 | $ 154,250 | 854,000 | |||||||||||||
Conversion price | $ 0.10 | $ 0.10 | ||||||||||||||
Promissory Note [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Debt face amount | $ 45,000 | $ 104,250 | ||||||||||||||
Promissory Note One [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Convertible maturity date | Sep. 15, 2024 | Jul. 15, 2024 | ||||||||||||||
Debt face amount | $ 52,500 | $ 119,887.50 | 95,750 | |||||||||||||
Debt issuance discount | 2,500 | 15,637 | ||||||||||||||
Loan amount including principal and interest | $ 48,102 | $ 133,074 | ||||||||||||||
Debt interest rate | 10% | 11% | ||||||||||||||
Debt periodic payment | $ 3,697 | $ 13,187 | ||||||||||||||
Repayment of loan amount including principal and interest | $ 13,307 | |||||||||||||||
Date of first required payment | Sep. 15, 2024 | Oct. 15, 2023 | ||||||||||||||
Percentage of outstanding principal amount | 200% | |||||||||||||||
Percentage of conversion price | 61% | |||||||||||||||
Percentage of discount rate | 39% | |||||||||||||||
Promissory Note A Agreement [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Notes Payable | $ 117,000 | |||||||||||||||
Convertible maturity date | Feb. 14, 2023 | Aug. 13, 2022 | ||||||||||||||
Debt Instrument, Description | the Company signed an amendment to extend the maturity date of the loan from February 14, 2023 to February 14, 2024 at an interest rate equal to the Bank of Canada’s Prime rate plus 3%. | |||||||||||||||
Accrued interest payable | 12,741 | 2,289 | ||||||||||||||
Debt face amount | 117,000 | |||||||||||||||
Promissory Note B Agreement [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Convertible maturity date | Nov. 08, 2023 | |||||||||||||||
Accrued interest payable | 1,289 | 0 | ||||||||||||||
Debt face amount | $ 116,760 | 10,637 | $ 98,465 | |||||||||||||
Debt issuance discount | 12,510 | |||||||||||||||
Debt instrument, fee amount | 4,250 | |||||||||||||||
Net proceeds of notes payable | 100,000 | |||||||||||||||
Interest expense, debt | 14,011 | |||||||||||||||
Debt instrument, annual principal payment | $ 130,771 | |||||||||||||||
Loan amount including principal and interest | $ 13,077 | |||||||||||||||
Promissory Note C Agreement [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Convertible maturity date | Apr. 19, 2024 | |||||||||||||||
Debt face amount | $ 88,760 | $ 26,188 | ||||||||||||||
Debt issuance discount | 9,510 | |||||||||||||||
Net proceeds of notes payable | 75,000 | |||||||||||||||
Interest expense, debt | 11,538 | |||||||||||||||
Debt instrument, annual principal payment | 100,298 | |||||||||||||||
Loan amount including principal and interest | $ 10,030 | $ 10,030 | ||||||||||||||
Interest rate | 13% | |||||||||||||||
Debt instrument, payment terms | ten payments | |||||||||||||||
Periodic payment, description | the first payment is due on May 30, 2023, with nine subsequent payments each month thereafter | |||||||||||||||
Promissory Note Agreement [Member] | ||||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||||
Notes Payable | $ 1,828,000 | |||||||||||||||
Convertible maturity date | Jul. 06, 2024 | |||||||||||||||
Interest rate | 8% | |||||||||||||||
Debt default, description | Upon the occurrence and during the continuation of any event of default, the promissory note will immediately become immediately and payable and, if we wish to repay the promissory note in cash, we must pay an amount equal to 200% of the then outstanding principal amount of the promissory note plus accrued and unpaid interest on the unpaid principal amount of the promissory note plus any default interest, if any. |
DEFERRED REVENUE (Details Narra
DEFERRED REVENUE (Details Narrative) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Revenue | ||
Customer deposit | $ 77,700 | |
Deferred revenue | $ 77,700 | $ 77,700 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Aug. 20, 2021 | May 05, 2021 |
Fogdog Energy Solutions Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Notes receivable – current portion | $ 850,000 | $ 400,000 | ||
James Geiskopf [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts payable and accrued expenses | $ 102,744 | $ 6,302 | ||
Cameron Chell [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts payable and accrued expenses | 143,067 | 567 | ||
Scott Gallagher [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts payable and accrued expenses | 24,106 | 10,000 | ||
Swapan Kakumanu [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts payable and accrued expenses | 0 | 1,688 | ||
Swapan Kakumanu [Member] | Loan Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts payable and accrued expenses | 141,688 | 25,000 | ||
Other receivable | 8,500 | |||
Consulting Services [Member] | Loan Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Owed balances to related party | 75,000 | |||
Related Party [Member] | ||||
Related Party Transaction [Line Items] | ||||
Notes receivable – current portion | $ 1,250,000 | $ 655,689 | ||
Related Party [Member] | Fogdog Energy Solutions Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Notes receivable – current portion | $ 850,000 | $ 400,000 |
SCHEDULE OF DERIVATIVE LIABILIT
SCHEDULE OF DERIVATIVE LIABILITY EVALUATIONS (Details) | Jun. 16, 2023 USD ($) | Apr. 28, 2023 USD ($) |
Measurement Input, Conversion Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Related debt balance | $ 854,250 | $ 25,000 |
Measurement Input, Share Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 0.01 | 0.01 |
Measurement Input, Exercise Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 0.10 | 0.04 |
Measurement Input, Price Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 62.16 | 59.73 |
Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 4.79 | 5.59 |
Measurement Input, Maturity [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 1 | 0.16 |
Measurement Input Fair Value [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input |
DERIVATIVE LIABILITIES (Details
DERIVATIVE LIABILITIES (Details Narrative) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative liability | $ 0 | $ 0 |
SUMMARIZES CHANGES IN WARRANTS
SUMMARIZES CHANGES IN WARRANTS OUTSTANDING (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Warrants | ||
Outstanding at beginning of year | $ 19,807,614 | $ 18,102,771 |
Warrant issuances | 10,128,571 | 3,813,593 |
Warrant expiration | (19,656,521) | (2,108,750) |
Outstanding at end of year | $ 10,279,664 | $ 19,807,614 |
Weighted Average Price | $ 0.5569 | $ 0.6033 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Common stock warrants | 10,128,571 | 3,813,593 |
Warrants expired | 19,656,521 | 2,108,750 |
Weighted average exercise price | $ 0.5569 | $ 0.6033 |
Warrant [Member] | ||
Common stock warrants | 10,128,571 | 3,813,593 |
Warrants expired | 19,656,521 | 2,108,750 |
Weighted average exercise price | $ 0.5569 | $ 0.6033 |
Weighted average remaining contractual life | 1 year 4 months 9 days | 10 months 24 days |
SHARE CAPITAL (Details Narrativ
SHARE CAPITAL (Details Narrative) | 3 Months Ended | 12 Months Ended | ||||||||||||||
Aug. 16, 2023 USD ($) $ / shares shares | Jul. 28, 2023 USD ($) $ / shares shares | Jul. 05, 2023 USD ($) $ / shares shares | Apr. 25, 2023 USD ($) $ / shares shares | Apr. 04, 2023 USD ($) $ / shares shares | Mar. 07, 2023 USD ($) $ / shares shares | Feb. 10, 2023 USD ($) $ / shares shares | Aug. 31, 2022 USD ($) $ / shares shares | May 09, 2022 USD ($) $ / shares shares | Feb. 28, 2022 USD ($) $ / shares shares | Feb. 11, 2022 USD ($) $ / shares shares | Jan. 28, 2022 USD ($) $ / shares shares | Mar. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) $ / shares | Aug. 12, 2021 $ / shares | |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 7,000,000 | |||||||||||||||
Issued price per share | (per share) | $ 0.10 | $ 0.2048 | $ 0.10 | |||||||||||||
Proceeds from issuance of private placement | $ | $ 700,000 | $ 279,000 | $ 910,400 | $ 477,611 | ||||||||||||
Debt conversion value | $ | $ 100,000 | |||||||||||||||
Number of common shares issued in debt conversion | 488,281 | |||||||||||||||
Stock issued during period shares | 160,714 | 3,720,000 | 725,000 | 1,000,000 | ||||||||||||
Proceeds from issuance of common stock | $ | $ 244,111 | |||||||||||||||
Share price | $ / shares | $ 0.07 | $ 0.05 | $ 0.09 | $ 0.09 | ||||||||||||
Stock issued during period value | $ | $ 11,250 | $ 36,250 | $ 100,000 | $ 404,000 | $ 29,997 | |||||||||||
Scott Gallagher [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 225,000 | |||||||||||||||
GSD Group LLC [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 500,000 | |||||||||||||||
Common Shares One [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 7,000,000 | 2,000,000 | ||||||||||||||
Issued price per share | $ / shares | $ 0.10 | $ 0.05 | ||||||||||||||
Common Shares Two [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 1,720,000 | |||||||||||||||
Issued price per share | $ / shares | $ 0.075 | |||||||||||||||
Private Placement [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 2,957,143 | 6,500,000 | 2,592,592 | 244,139 | 8,600,000 | |||||||||||
Issued price per share | $ / shares | $ 0.092 | $ 0.12 | $ 0.135 | $ 0.21 | $ 0.2048 | |||||||||||
Stock issued during period, value | $ | $ 50,000 | |||||||||||||||
Proceeds from issuance of private placement | $ | $ 207,000 | $ 325,000 | $ 9,999 | $ 9,999 | $ 350,000 | $ 9,999 | 33,500 | $ 378,400 | ||||||||
Debt conversion value | $ | $ 105,889 | $ 16,500 | ||||||||||||||
Stock issued during period shares | 108,684 | 83,325 | 47,614 | |||||||||||||
Share price | $ / shares | $ 0.07 | $ 0.05 | $ 0.04 | |||||||||||||
Private Placement [Member] | One Share Of Common Stock And Oneshare Of Warrant [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issued price per share | $ / shares | $ 0.1638 | |||||||||||||||
Private Placement One [Member] | ||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||
Issuance of shares | 1,221,001 | |||||||||||||||
Stock issued during period, value | $ | $ 200,000 |
SCHEDULE OF WEIGHTED AVERAGE AS
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS USED (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Aug. 16, 2023 | Apr. 04, 2023 | |
Retirement Benefits [Abstract] | ||||
Share price | $ 0.09 | $ 0.09 | $ 0.07 | $ 0.05 |
Exercise price | $ 0.09 | $ 0.09 | ||
Time to maturity (years) | 10 years | 10 years | ||
Risk-free interest rate | 3.30% | 3.04% | ||
Expected volatility | 86.40% | 89.92% | ||
Dividend per share | $ 0 | $ 0 | ||
Forfeiture rate |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - Share-Based Payment Arrangement, Option [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Option Indexed to Issuer's Equity [Line Items] | ||
Number of Options, Outstanding Beginning Balance | 12,730,000 | |
Weighted Average Grant-Date Fair Value, Options Outstanding, Beginning Balance | $ 0.17 | |
Weighted Average Exercise Price, Options Outstanding, Beginning Balance | $ 0.19 | |
Weighted Average Remaining Life (Yrs), Options Outstanding | 8 years 4 months 28 days | 8 years 7 months 6 days |
Number of Options, Granted | 11,750,001 | |
Weighted Average Grant-Date Fair Value, Options Granted | $ 0.08 | |
Weighted Average Exercise Price, Options Granted | $ 0.09 | |
Weighted Average Remaining Life (Yrs), Granted | 9 years 3 months 18 days | |
Number of Options, Cancelled | (266,667) | |
Weighted Average Grant-Date Fair Value, Options Cancelled | $ 1.09 | |
Weighted Average Exercise Price, Options Cancelled | $ 1.17 | |
Weighted Average Remaining Life (Yrs), Granted | 7 years 1 month 13 days | |
Number of Options, Outstanding Ending Balance | 24,213,334 | 12,730,000 |
Weighted Average Grant-Date Fair Value, Options Outstanding, Ending Balance | $ 0.11 | $ 0.17 |
Weighted Average Exercise Price, Options Outstanding, Ending Balance | $ 0.13 | $ 0.19 |
Number of Options, Outstanding Ending Balance | 21,538,679 | |
Weighted Average Grant-Date Fair Value, Options Outstanding, Ending Balance | $ 0.12 | |
Weighted Average Exercise Price, Options Outstanding, Ending Balance | $ 0.14 | |
Weighted Average Remaining Life (Yrs), Options Exercisable | 8 years 3 months 18 days |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details Narrative) - USD ($) | 12 Months Ended | ||||||||||
Apr. 21, 2023 | Feb. 22, 2023 | Sep. 06, 2022 | Aug. 26, 2022 | Jun. 15, 2021 | May 05, 2021 | Mar. 19, 2021 | Feb. 10, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Stock based compensation | $ 183,159 | $ (31,977) | |||||||||
Share-Based Payment Arrangement, Option [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 11,750,001 | ||||||||||
Stock options exercise price | $ 0.14 | ||||||||||
Stock based compensation | $ 677,833 | $ 1,855,761 | |||||||||
Consultant [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 2,900,000 | 180,000 | 180,000 | 2,066,666 | |||||||
Stock options exercise price | $ 1.16 | $ 1.78 | $ 3.19 | $ 1.17 | |||||||
Stock options exercisable term | 10 years | 10 years | 10 years | 10 years | |||||||
Weighted average grant date fair value | $ 1.07 | $ 1.65 | $ 2.88 | $ 1.09 | |||||||
Number of options, forfeited | 180,000 | ||||||||||
Officers and Directors [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 7,000,000 | 8,300,000 | |||||||||
Stock options exercise price | $ 0.09 | $ 0.09 | |||||||||
Stock options exercisable term | 10 years | 10 years | |||||||||
Weighted average grant date fair value | $ 0.089 | $ 0.0780 | |||||||||
Officer [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 750,000 | 1,000,000 | |||||||||
Stock options exercise price | $ 0.11 | $ 0.09 | |||||||||
Stock options exercisable term | 10 years | 10 years | |||||||||
Weighted average grant date fair value | $ 0.083 | $ 0.0780 | |||||||||
Consultants [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 2,500,000 | ||||||||||
Stock options exercise price | $ 0.09 | ||||||||||
Stock options exercisable term | 10 years | ||||||||||
Weighted average grant date fair value | $ 0.089 | ||||||||||
Consultants One [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 1,500,000 | ||||||||||
Stock options exercise price | $ 0.09 | ||||||||||
Stock options exercisable term | 10 years | ||||||||||
Weighted average grant date fair value | $ 0.089 | ||||||||||
Board of Directors [Member] | SBetOne Inc [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Weighted average grant date fair value | $ 0.0001 | ||||||||||
2017 Equity Incentive Plan [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Equity incentive plan description | The terms of the Plan provide that our board of directors may grant options to acquire common shares of the Company at not less than 100% of the greater of: (i) the fair market value of the shares underlying the options on the grant date and (ii) the fair market value of the shares underlying the options on the date preceding the grant date at terms of up to ten years | ||||||||||
Number of options grant | 28,300,000 | ||||||||||
Number of options, granted | 24,213,334 | ||||||||||
Stock option unissued | 4,086,666 | ||||||||||
Anniversary [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 500,000 | ||||||||||
Third Anniversary [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of options, granted | 1,000,000 |
SCHEDULE OF TAX EXPENSE (Detail
SCHEDULE OF TAX EXPENSE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Net operating loss before taxes | $ (5,650,103) | $ (6,212,287) |
The federal income tax rate | 21% | 21% |
Tax expense (benefit) at the statutory rate | $ (1,186,522) | $ (1,304,580) |
Tax effect of stock-based compensation (non-qualifying options) | 142,345 | 389,710 |
Change in Derivatives | (92,414) | |
Change in the valuation allowance | 1,044,177 | 1,007,284 |
Total |
SCHEDULE OF COMPONENTS OF DEFER
SCHEDULE OF COMPONENTS OF DEFERRED TAX ASSETS AND LIABILITIES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax asset: | ||
Net operating loss carryforwards | $ 4,941,970 | $ 3,897,793 |
Total gross deferred tax assets | 4,941,970 | 3,897,793 |
Less: Deferred tax asset valuation allowance | (4,941,970) | (3,897,793) |
Total net deferred tax assets |
SUMMARY OF CHANGES IN NON-CONTR
SUMMARY OF CHANGES IN NON-CONTROLLING INTEREST (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Non-controlling interest beginning of the period | $ (881,720) | $ (894,742) |
Issuance of shares by EnderbyWorks, LLC | 4,900 | |
Net income (loss) | (14,175) | 8,122 |
Acquisition | 734,637 | |
Non-controlling interest end of period | $ (161,258) | $ (881,720) |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 15, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Provision for taxes | |||
Operating loss carryforwards | $ 4,214,489 | $ 3,897,793 | |
Carry forwards expire | expire through the year 2043 | ||
Income tax examination description | The Tax Cuts and Jobs Act was enacted on December 22, 2017, which reduced the U.S. corporate statutory tax rate from 35% to 21% beginning on January 1, 2018. We used 21% as an effective rate. | ||
Promissory Note Agreement [Member] | |||
Notes payable | $ 1,828,000 | ||
Debt instrument interest rate | 8% | ||
Debt instrument maturity date | Jul. 06, 2024 | ||
Net revenues | $ 6,000,000 | ||
EnderbyWorks, LLC [Member] | |||
Secured promissory note | 100% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 12 Months Ended | |||||||||||||
Apr. 10, 2024 | Mar. 04, 2024 | Mar. 01, 2024 | Jan. 06, 2024 | Jul. 05, 2023 | Mar. 15, 2023 | Jan. 28, 2022 | Aug. 20, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 22, 2024 | Aug. 16, 2023 | Apr. 04, 2023 | May 05, 2021 | |
Subsequent Event [Line Items] | ||||||||||||||
Shares issued | 7,000,000 | |||||||||||||
Share price | $ 0.09 | $ 0.09 | $ 0.07 | $ 0.05 | ||||||||||
Converted debt | $ 100,000 | |||||||||||||
Converted debt shares | 488,281 | |||||||||||||
Interest expense, debt | $ 253,473 | $ 6,601 | ||||||||||||
Fogdog Energy Solutions Inc [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Debt instrument maturity date | Aug. 20, 2022 | |||||||||||||
Notes receivable – current portion | $ 850,000 | $ 400,000 | ||||||||||||
Promissory Note Agreement [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Debt instrument interest rate | 8% | |||||||||||||
Debt instrument maturity date | Jul. 06, 2024 | |||||||||||||
Subsequent Event [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Stock options, granted | 9,000,000 | |||||||||||||
Stock options, exercisable, exercise price | $ 0.02 | |||||||||||||
Stock options exercisable term | 10 years | |||||||||||||
Stock options, fair value | $ 0.01 | |||||||||||||
Shares issued | 4,600,000 | 920,000 | ||||||||||||
Share price | $ 0.04 | $ 0.02 | ||||||||||||
Value issued | $ 18,400 | |||||||||||||
Sold shares | 2,500,000 | |||||||||||||
Stock price | $ 0.02 | |||||||||||||
Gross proceeds | $ 50,000 | |||||||||||||
Converted debt | $ 25,000 | |||||||||||||
Converted debt shares | 625,000 | |||||||||||||
Equity stake percentage | 11% | |||||||||||||
Subsequent Event [Member] | Fogdog Energy Solutions Inc [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Debt instrument face amount | $ 850,000 | |||||||||||||
Debt instrument maturity date | Dec. 31, 2029 | |||||||||||||
Notes receivable – current portion | $ 400,000 | |||||||||||||
Accrued interest | $ 46,071 | |||||||||||||
Subsequent Event [Member] | Promissory Note Agreement [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Net amount | $ 75,000 | |||||||||||||
Debt instrument face amount | $ 80,000 | |||||||||||||
Debt instrument interest rate | 15% | |||||||||||||
Interest expense, debt | $ 14,400 | |||||||||||||
Debt instrument maturity date | Dec. 30, 2024 | |||||||||||||
Original issuance discount | $ 16,000 | |||||||||||||
Promissory note, including principal and interest | 110,400 | |||||||||||||
Subsequent Event [Member] | Promissory Note Agreement [Member] | August 30, 2024 [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Balloon payment | 55,200 | |||||||||||||
Subsequent Event [Member] | Promissory Note Agreement [Member] | September 30, 2024 [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Balloon payment | $ 13,800 |