Samsara Luggage (SAML) 10-Q 14 May 21 2021 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2021	May 11, 2021
Document Information Line Items
Entity Registrant Name	Samsara Luggage, Inc.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		900,256
Amendment Flag	false
Entity Central Index Key	0001530163
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Mar. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity File Number	000-54649
Entity Incorporation, State or Country Code	NV
Entity Interactive Data Current	Yes

Condensed Balance Sheets

Condensed Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
CURRENT ASSETS:
Cash and cash equivalents	$ 8	$ 54
Accounts Receivables	4	4
Inventory	135	153
Other current assets
Total current assets	147	211
Property and Equipment, net	4	4
Total assets	151	215
CURRENT LIABILITIES:
Trade payable	143	125
Accrued Expense	95	74
Related party payables	151	126
Convertible notes and short-term loans (Note 3)	326	289
Fair Value of convertible component in convertible loan, net of discounts and debt issue costs (Note 3)	484	493
Fair value of warrants issued in convertible loan (Note 3)	32	20
Total current liabilities	1,231	1,127
TOTAL LIABILITIES	1,231	1,127
STOCKHOLDERS’ DEFICIT
Common stock subscribed
Common stock, authorized 7,500,000,000 shares, $0.0001 par value; 859,395 issued and outstanding as of March 31, 2021 and 786,700 issued and outstanding as of December 31, 2020.	86	78
Additional paid in capital	6,685	6,385
Services receivable	(840)	(999)
Accumulated deficit	(7,011)	(6,376)
Total stockholders’ deficit	(1,080)	(912)
Total liabilities and stockholders’ deficit	$ 151	$ 215

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parentheticals) - $ / shares	Mar. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Common stock, shares authorized	7,500,000,000	7,500,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares issued	859,395	786,700
Common stock, shares outstanding	859,395	786,700

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Revenues from sales of products	$ 75	$ 21
Cost of sales of products	37	14
GROSS PROFIT	38	7
OPERATING EXPENSES
Research and development expenses		35
Selling and marketing expenses	61	82
General and administrative	265	247
TOTAL OPERATING EXPENSES	326	364
OPERATING LOSS	(288)	(357)
FINANCING INCOME (EXPENSES)
Interest and amortization of issuance cost on note and short-term loan and other	(72)	(33)
Income (expenses) in respect of warrants issued and convertible component in convertible loan, net interest expenses	(275)	552
TOTAL FINANCING INCOME (EXPENSES)	(347)	519
NET INCOME (LOSS)	$ (635)	$ 162
Net income (loss) per basic and diluted share (in Dollars per share)	$ (0.76)	$ 0.32
Weighted average number of basic and diluted common shares outstanding (in Shares)	841,003	505,134

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash Flows from Operating Activities:
Net Income (loss)	$ (635)	$ 162
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Amortization of services receivable	159	161
Interest on convertible note and short-term loan and amortization of issuance cost	74	33
Expenses in respect of warrants issued and convertible component in convertible loan, net interest expenses	275	(552)
Depreciation and amortization expense		1
Changes in Operating Assets and Liabilities:
Inventory	18	(22)
Other current assets		7
Related parties, net	25
Accounts payable	38	(15)
Net Cash Used by Operating Activities	(46)	(225)
Cash Flows from Financing Activities:
Proceeds from loans payable
Net Cash Provided by Financing Activities
Net Decrease in Cash	(46)	(225)
Cash at Beginning of Period	54	477
Cash at End of Period	8	252
Supplemental disclosure of non-cash financing activities
Cash paid for interest
Common stock issued for conversion of convertible note and accrued interest	288
Common stock issued against accounts payables	$ 20

General

General	3 Months Ended
	Mar. 31, 2021
Organization and Description of Business [Abstract]
GENERAL	NOTE 1 – GENERAL A. Samsara Luggage, Inc. (the “Company”) The Company was incorporated on May 7, 2007 under the name, “Darkstar Ventures, Inc.” under the laws of the State of Nevada. The Company is a global smart luggage and smart travel brand. Samsara Luggage unveiled its Next Generation smart carry-on at the 2020 Consumer Electronics Show (CES). The Next Generation is the first to market a Wi-Fi Hotspot technology for travelers to access a secured network globally. Samsara Luggage also launched Essentials by Samsara, a safety kit providing commuters with a new layer of safety with protective items like facemasks, hand sanitizer, disposable gloves and alcohol wipes. These kits are sold individually and gifted to customers with purchase of the Carry-on Aluminum suitcase or Smart Weekender bag. During the last quarter of 2020, Samsara launched Sarah & Sam Fashion and Lifestyle Collection. Sarah & Sam is a part of Samsara Direct business model prompted by the travel limitations due to the coronavirus pandemic, leveraging the company’s established digital assets and manufacturing and fulfillment supply chain capabilities to offer additional consumer products that respond to the changing needs of the market. On November 12, 2019, the Company completed its merger with the Delaware corporation that was previously known as “Samsara Luggage, Inc.” (“Samsara Delaware”) in accordance with the terms of the Merger Agreement and Plan of Merger, dated as of May 10, 2019, (the “Merger Agreement”) by and among the Company, Samsara Delaware, and Avraham Bengio, pursuant to which Samsara Delaware merged with and into the Company, with the Company being the surviving corporation (the “Merger”). Following the completion of the Merger, the business of the Company going forward became the business of Samsara Delaware prior to the Merger, namely, designing, manufacturing, and selling high quality luggage products to meet the evolving needs of frequent travelers and also seeking to present new technologies within the aluminum luggage industry, including an aluminum “smart” suitcase. The Common Stock listed on the OTC Pink Marketplace, previously trading through the close of business on November 11, 2019 under the ticker symbol “DAVC,” commenced trading on the OTC Pink Marketplace under the ticker symbol “SAML” on November 12, 2019. The Common Stock has a new CUSIP number, 79589J101. On October 5, 2020 the Board of Directors of the Company has approved, and the holders of a majority of the outstanding shares of our common stock, par value $0.0001 per share (the “Common Stock”), have executed a written consent in lieu of a special meeting approving to amend the Company’s Articles of Incorporation to increase the number of authorized shares of common stock from 5,000,000,000 to 7,500,000,000 (the “Authorized Capital Increase”). B. GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As of March 31, 2021, the Company had approximately $8 in cash and cash equivalents, approximately $1,084 in deficit of working capital, a stockholders’ deficiency of approximately $1,080 and an accumulated deficit of approximately $7,011. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Company’s ability to continue as a going concern is dependent upon raising capital from financing transactions and revenue from operations. Management anticipates their business will require substantial additional investments that have not yet been secured. Management is continuing in the process of fund raising in the private equity and capital markets as the Company will need to finance future activities. These financial statements do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. C. REVERSE SPLIT On March 22, 2021, the Company completed a reverse stock split of its common stock. As a result of the reverse stock split, the following changes have occurred (i) every seven thousand shares of common stock have been combined into one share of common stock; (ii) the number of shares of common stock underlying each common stock option or common stock warrant have been proportionately decreased on a 7,000-for-1 basis, and the exercise price of each such outstanding stock option and common warrant has been proportionately increased on a 7,000 -for-1 basis. Accordingly, all option numbers, share numbers, warrant numbers, share prices, warrant prices, exercise prices and losses per share have been adjusted within these consolidated financial statements, on a retroactive basis, to reflect this 7,000 -for-1 reverse stock split.

Summary of Significant Accounti

Summary of Significant Accounting Policies and Basis of Presentation	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Unaudited Interim Financial Statements The accompanying unaudited financial statements include the accounts of the Company, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the financial condition, results of operations and cash flows for the for three-months ended March 31, 2021. However, these results are not necessarily indicative of results for any other interim period or for the year ended December 31, 2021. The preparation of financial statements in conformity with GAAP requires the Company to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual amounts could differ from these estimates. Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to the rules of the U.S. Securities and Exchange Commission (“SEC”). The accompanying unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on March 30, 2021 (the “Annual Report”). For further information, reference is made to the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. Use of Estimates The preparation of unaudited condensed financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. Estimates are used when accounting for Warrants and Convertible Note and Going Concern. Derivative and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company’s financial instruments including cash, accounts receivable, accounts payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. The Company’s financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: Balance as of March 31, 2021 Level 1 Level 2 Level 3 Total (U.S. dollars in thousands) Liabilities: Fair Value of convertible component in convertible loan, net of discounts and debt issue costs - - 484 484 Fair value of warrants issued in convertible loan - - 32 32 Total liabilities - - 516 516 Balance as of December 31, 2020 Level 1 Level 2 Level 3 Total (U.S. dollars in thousands) Liabilities: Fair Value of convertible component in convertible loan, net of discounts and debt issue costs - - 493 493 Fair value of warrants issued in convertible loan - - 20 20 Total liabilities - - 513 513 SAMSARA LUGGAGE, INC. NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity s Own Equity. ASU 2020-06 will simplify the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. ASU 2020-06 also amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. ASU 2020-06 will be effective for public companies for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of ASU 2020-06 will have on the Company’s consolidated financial statement presentation or disclosures. Other new pronouncements issued but not effective as of March 31, 2021 are not expected to have a material impact on the Company’s consolidated financial statements.

Convertible Notes

Convertible Notes	3 Months Ended
	Mar. 31, 2021
Debt Disclosure [Abstract]
CONVERTIBLE NOTES	NOTE 3 – CONVERTIBLE NOTES A. On June 5, 2019, the Company entered into a Securities Purchase Agreement (“SPA”) with YAII PN, Ltd. (the “Investor”), pursuant to which the Investor agreed to provide the Company with a convertible loan in the aggregate amount of $1,100,000 in three tranches, and the Company agreed to issue convertible debentures and a warrant to the Investor. The first tranche of the convertible debentures in the amount of $200,000 was provided upon execution of the SPA. The second tranche in the amount of $300,000 was provided on October 23, 2019 upon the Company filing of a Registration Statement on Form S-4 in connection with the Merger with Samsara Delaware. The third tranche in the amount of $600,000 was provided on November 18, 2019 upon consummation of the Merger with Samsara Delaware and the fulfillment of all conditions required for the Merger. The Company incurred issuance cost of $100,000 with connection to those convertible debentures. Each tranche of the loan will bear interest at an annual rate of ten percent (10%). The principal amount together with the accrued and unpaid interest will be repayable after two years. Each tranche of the loan together with the accrued and unpaid interest (or any portion at the discretion of the Investor) will be convertible at any time six months following the issuance date, into shares of Company’s common stock at a conversion price equal to the lower of $0.003 per share or 80% of the lowest volume-weighted average price (VWAP) of Company’s share during the period of 10 days preceding the conversion date. On December 9, 2019 and pursuant to the SPA, YAII exercised its option to convert the first Convertible Promissory Note principal amount of $200,000 and the accrued interest into 9,988 shares of Common Stock of the Company. On July 24, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal amount of $50,000 and the accrued interest in the amount of $22,684 into 12,979 shares of Common Stock of the Company. On August 5, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal amount of $75,000 and the accrued interest in the amount of $753 into 21,644 shares of Common Stock of the Company. On August 13, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal amount of $75,000 and the accrued interest in the amount of $481 into 21,522 shares of Common Stock of the Company. On October 12, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $50,000 and the accrued interest in the amount of $1,671 into 18,454 shares of Common Stock of the Company. On November 2, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $50,000 and the accrued interest in the amount of $288 into 23,947 shares of Common Stock of the Company. On November 16, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $10,000 and the accrued interest in the amount of $30,323 into 28,802 shares of Common Stock of the Company. On November 19, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $45,000 and the accrued interest in the amount of $159 into 32,256 shares of Common Stock of the Company. On December 17, 2020 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $45,000 and the accrued interest in the amount of $4,104 into 35,074 shares of Common Stock of the Company. On January 14, 2021 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $50,000 and the accrued interest in the amount of $3,625 into 38,303 shares of Common Stock of the Company. On February 11, 2021 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $55,000 and the accrued interest in the amount of $3,496 into 16,713 shares of Common Stock of the Company. In accordance with ASC 815-15-25 the conversion feature was considered embedded derivative instruments, and is to be recorded at their fair value as its fair value can be separated from the convertible loan and its conversion is independent of the underlying note value. The Company recorded finance expenses in respect of the convertible component in the convertible loan in the excess amount of the convertible component fair value over the face loan amount. The conversion liability is then marked to market each reporting period with the resulting gains or losses shown in the statements of operations. The fair value of the convertible component was estimated by third party appraiser using the Monte Carlo Simulation Model to compute the fair value of the derivative and to mark to market the fair value of the derivative at each balance sheet date. The following are the data and assumptions used as of the balance sheet dates: March 31, Common stock price 2.20 Expected volatility 349.98 % Expected term 0.18 Risk free rate 0.01 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 308 December 31, Common stock price 1.40 Expected volatility 227.88 % Expected term 0.43 Risk free rate 0.19 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 330 In addition, the Company issued to the Investor a warrant to purchase 13,095 shares of common stock, at an exercise price equal to $21.00. The warrants may be exercised within 5 years from the issuance date by cash payment or through cashless exercise by the surrender of warrants shares having a value equal to the exercise price of the portion of the warrant being exercised. The Company considered the provisions of ASC 815-40, “Derivatives and Hedging: Contracts in Entity’s Own Equity”, with respect to the detachable Warrants that were issued to the Convertible loan, and determined that as a result of the “cashless exercise” and variable exercise price that would adjust the number of Warrants and the exercise price of the Warrants based on the price at which the Company subsequently issues shares or other equity-linked financial instruments, such Warrants cannot be considered as indexed to the Company’s own stock. Accordingly, the Warrants were recognized as derivative liability at their fair value on initial recognition. In subsequent periods, the Warrants were marked to market with the changes in fair value recognized as financing expense or income in the consolidated statement of operations. The warrants were estimated by third party appraiser using the Black-Scholes option-pricing model to compute the fair value of the derivative and to mark to market the fair value of the derivative at each balance sheet date. The following are the data and assumptions used as of the balance sheet dates: March 31, Common stock price 2.20 Expected volatility 251.36 % Expected term 3.18 years Risk free rate 0.4 % Expected dividend yield 0 % Fair Market Value of Warrants $ 27 December 31, Common stock price 1.40 Expected volatility 227.88 % Expected term 3.43 years Risk free rate 0.19 % Expected dividend yield 0 % Fair Market Value of Warrants $ 16 B. On September 3, 2020, Samsara Luggage, Inc. (the “Company”) entered into a second Securities Purchase Agreement (“SPA”) with the “Investor, pursuant to which the Investor will invest an aggregate amount of $220 in two tranches, and the Company will issue convertible debentures and warrants to the Investor. The first tranche of the convertible debentures in the amount of $150 was provided upon execution of the SPA. The second tranche in the amount of $70 was provided on October 7, 2020. Each tranche of the loan bears interest at an annual rate of ten percent (10%). Each tranche of the investment bears interest at an annual rate of ten percent (10%) and will be repayable after two years. Each tranche of the investment will be convertible at any time into shares of the Company’s Common Stock at a conversion price equal to the lower of (a) $0.003 per share, or (b) 80% of the lowest the daily dollar volume-weighted average price for the Company’s Common Stock during the 10 trading days immediately preceding the conversion date. As part of the transaction, the Company will issue to the Investor warrants to purchase an aggregate of 2,619 shares of Common Stock, at an exercise price equal to $0.003. The term of each warrant is five years from the issue date. Each warrant may be exercised by cash payment or through cashless exercise by the surrender of warrant shares having a value equal to the exercise price of the portion of the warrant being exercised. The Company has undertaken to increase its authorized shares of Common Stock to at least 7,000,000,000 within 90 days of the closing. The SPA and the convertible debentures contain events of default, including, among other things, failure to repay the convertible debentures by the maturity date, and bankruptcy and insolvency events, that could result in the acceleration of the Investor’s right to convert the convertible debentures into shares of common stock. In accordance with ASC 815-15-25 the conversion feature was considered embedded derivative instruments, and is to be recorded at their fair value as its fair value can be separated from the convertible loan and its conversion is independent of the underlying note value. The Company recorded finance expenses in respect of the convertible component in the convertible loan in the excess amount of the convertible component fair value over the face loan amount. The conversion liability is then marked to market each reporting period with the resulting gains or losses shown in the statements of operations. The fair value of the convertible component was estimated by third party appraiser using the Monte Carlo Simulation Model to compute the fair value of the derivative and to mark to market the fair value of the derivative at each balance sheet dates: The following are the data and assumptions used as of the balance sheet date: March 31, Common stock price 2.20 Expected volatility 251.36 % Expected term 1.42 Risk free rate 0.12 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 176 December 31, Common stock price 1.39 Expected volatility 227.38 % Expected term 1.67 Risk free rate 0.12 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 157 In addition, the Company issued to the Investor a warrant to purchase 2,619 shares of common stock, at an exercise price equal to $21.00. The warrants may be exercised within 5 years from the issuance date by cash payment or through cashless exercise by the surrender of warrants shares having a value equal to the exercise price of the portion of the warrant being exercised. The Company considered the provisions of ASC 815-40, “Derivatives and Hedging: Contracts in Entity’s Own Equity”, with respect to the detachable Warrants that were issued to the Convertible loan, and determined that as a result of the “cashless exercise” and variable exercise price that would adjust the number of Warrants and the exercise price of the Warrants based on the price at which the Company subsequently issues shares or other equity-linked financial instruments, such Warrants cannot be considered as indexed to the Company’s own stock. Accordingly, the Warrants were recognized as derivative liability at their fair value on initial recognition. In subsequent periods, the Warrants were marked to market with the changes in fair value recognized as financing expense or income in the consolidated statement of operations. The warrants were estimated by third party appraiser using the Black-Scholes option-pricing model to compute the fair value of the derivative and to mark to market the fair value of the derivative at each balance sheet dates: The following are the data and assumptions used as of the balance sheet dates: March 31, Common stock price 2.20 Expected volatility 251.36 % Expected term 4.43 Risk free rate 0.19 % Expected dividend yield 0 % Fair Market Value of Warrants $ 5 December 31, Common stock price 1.39 Expected volatility 227.88 % Expected term 4.68 Risk free rate 0.19 % Expected dividend yield 0 % Fair Market Value of Warrants $ 4 C. On June 26, 2020, the Company entered into a Securities Purchase Agreement (“SPA”) with Power Up Lending Group Ltd. (the “Investor”), pursuant to which the Investor agreed to provide the Company with an initial investment in the form of a convertible loan in the principal amount of $67 (the “Initial Investment”). The SPA contemplates additional financing of up to $925 in the aggregate, subject to the agreement of both parties. The funds are expected to be used to finance the Company’s working capital needs. The convertible loan will bear interest at an annual rate of eight percent (8%) with a maturity date of June 25, 2021 (the “Maturity Date”). The loan will be convertible after six months into shares of the Company’s common stock at a conversion price equal to seventy-five percent (75%) of the average of the lowest trading price for the Company’s common stock during the twenty (20) trading day period prior to the conversion date. The Company agreed to an original issue discount of $9 and to reimburse the Investor for its costs in the amount of $3. Accordingly, the net proceeds to the Company from the Initial Investment amounted to $55. The SPA and the convertible note contain events of default, including, among other things, failure to repay the loan amount by the Maturity Date, and bankruptcy and insolvency events, that could result in the acceleration of the Investor’s right to convert the loan amount into shares of common stock. On December 28, 2020 and pursuant to the SPA, Power- Up exercised its option to convert the second Convertible Promissory Note principal in the amount of $38,100 into 36,286 shares of Common Stock of the Company. On December 31, 2020 and pursuant to the SPA, Power- Up exercised its option to convert the second Convertible Promissory Note principal in the amount of $23,100 into 22,000 shares of Common Stock of the Company. On January 11, 2021 and pursuant to the SPA, Power-up exercised its option to convert the Convertible Promissory Note principal in the amount of $ 7 and the accrued interest in the amount of $ 1 into 7,448 shares of Common Stock of the Company. The following table presents the changes in fair value of the level 3 liabilities for the period ended March 31, 2021: Warrants Convertible component (U.S. dollars in thousands) Outstanding at December 31, 2020 20 493 Fair value converted - (272) Fair value of issued level 3 liability - - Changes in fair value 12 263 Outstanding at December 31, 2021 32 484

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2021
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 4 – RELATED PARTY TRANSACTIONS Related party balances at March 31, 2021 and December 31, 2020 consisted of the following: Related Parties Payable March 31, December 31, (U.S. dollars in thousands) Related Parties Payable due to management fee 151 126 General and Administrative Expenses For the Period Ended 2021 2020 (U.S. dollars in thousands) Management Fee 25 25

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Mar. 31, 2021
Stockholders' Equity Note [Abstract]
STOCKHOLDERS' EQUITY	NOTE 5 – STOCKHOLDERS’ EQUITY Common Stock The following summarizes the Common Stock activity for the three months ended March 31, 2021: Summary of common stock activity for the three months ended March 31, 2021 Outstanding shares Balance, December 31, 2020 786,700 Shares issued due to conversion of Notes. 62,464 Shares issued for services 7,383 Roundup shares due to reverse split. 2,848 Balance, March 31, 2021 859,395 On January 14, 2021 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $50,000 and the accrued interest in the amount of $3,625 into 38,303 shares of Common Stock of the Company. The fair market value of the shares was $64. On January 21, 2021, the Company issued 7,383 shares of its Common Stock pursuant to a service Agreement between the Company and a service provider. The fair market value of the shares was $20. On February 11, 2021 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $55,000 and the accrued interest in the amount of $3,496 into 16,713 shares of Common Stock of the Company. The fair market value of the shares was $216. On March 22, 2021, the Company completed a reverse stock split of its common stock. As a result of the reverse stock split, the following changes have occurred (i) every seven thousand shares of common stock have been combined into one share of common stock; (ii) the number of shares of common stock underlying each common stock option or common stock warrant have been proportionately decreased on a 7,000-for-1 basis, and the exercise price of each such outstanding stock option and common warrant has been proportionately increased on a 7,000 -for-1 basis. Accordingly, all option numbers, share numbers, warrant numbers, share prices, warrant prices, exercise prices and losses per share have been adjusted within these consolidated financial statements, on a retroactive basis, to reflect this 7,000 -for-1 reverse stock split. On March 23, 2021, the Company issued 2,849 shares of its Common Stock due to a reverse split rounding up differences.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 6 - SUBSEQUENT EVENTS On April 6, 2021, the Company entered into a Securities Purchase Agreement (“SPA”) with YAII PN, Ltd. (the “Investor”), pursuant to which the Investor agreed to provide the Company with a convertible loan in the aggregate amount of $150, and the Company agreed to issue convertible debentures and a warrant to the Investor. The loan will bear interest at an annual rate of ten percent (10%) and will be repayable after two years. The investment will be convertible at any time into shares of the Company’s Common Stock at a conversion price equal to the lower of (a) $3.46, or (b) 80% of the lowest the daily dollar volume-weighted average price for the Company’s Common Stock during the 10 trading days immediately preceding the conversion date. As part of the transaction, the Company issued to the Investor warrants to purchase an aggregate of 10,838 shares of Common Stock, at an exercise price equal to $3.46. The term of each warrant is five years from the issue date. Each warrant may be exercised by cash payment or through cashless exercise by the surrender of warrant shares having a value equal to the exercise price of the portion of the warrant being exercised. On April 19, 2021 and pursuant to the SPA, YAII exercised its option to convert the second Convertible Promissory Note principal in the amount of $40,000 and the accrued interest in the amount of $7,067 into 40,861 shares of Common Stock of the Company. The fair market value of the shares was $62.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Unaudited Interim Financial Statements	Unaudited Interim Financial Statements The accompanying unaudited financial statements include the accounts of the Company, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the financial condition, results of operations and cash flows for the for three-months ended March 31, 2021. However, these results are not necessarily indicative of results for any other interim period or for the year ended December 31, 2021. The preparation of financial statements in conformity with GAAP requires the Company to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual amounts could differ from these estimates. Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to the rules of the U.S. Securities and Exchange Commission (“SEC”). The accompanying unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the SEC on March 30, 2021 (the “Annual Report”). For further information, reference is made to the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.
Use of Estimates	Use of Estimates The preparation of unaudited condensed financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. Estimates are used when accounting for Warrants and Convertible Note and Going Concern.
Derivative and Fair Value of Financial Instruments	Derivative and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company’s financial instruments including cash, accounts receivable, accounts payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. The Company’s financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: Balance as of March 31, 2021 Level 1 Level 2 Level 3 Total (U.S. dollars in thousands) Liabilities: Fair Value of convertible component in convertible loan, net of discounts and debt issue costs - - 484 484 Fair value of warrants issued in convertible loan - - 32 32 Total liabilities - - 516 516 Balance as of December 31, 2020 Level 1 Level 2 Level 3 Total (U.S. dollars in thousands) Liabilities: Fair Value of convertible component in convertible loan, net of discounts and debt issue costs - - 493 493 Fair value of warrants issued in convertible loan - - 20 20 Total liabilities - - 513 513
Recently Issued Accounting Standards	Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity s Own Equity. ASU 2020-06 will simplify the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. ASU 2020-06 also amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. ASU 2020-06 will be effective for public companies for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of ASU 2020-06 will have on the Company’s consolidated financial statement presentation or disclosures. Other new pronouncements issued but not effective as of March 31, 2021 are not expected to have a material impact on the Company’s consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies and Basis of Presentation (Tables)	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Schedule of financial assets and liabilities that are measured at fair value on a recurring basis	Balance as of March 31, 2021 Level 1 Level 2 Level 3 Total (U.S. dollars in thousands) Liabilities: Fair Value of convertible component in convertible loan, net of discounts and debt issue costs - - 484 484 Fair value of warrants issued in convertible loan - - 32 32 Total liabilities - - 516 516 Balance as of December 31, 2020 Level 1 Level 2 Level 3 Total (U.S. dollars in thousands) Liabilities: Fair Value of convertible component in convertible loan, net of discounts and debt issue costs - - 493 493 Fair value of warrants issued in convertible loan - - 20 20 Total liabilities - - 513 513

Convertible Notes (Tables)

Convertible Notes (Tables)	3 Months Ended
	Mar. 31, 2021
Convertible Notes (Tables) [Line Items]
Schedule of changes in fair value of the level 3 liabilities	Warrants Convertible component (U.S. dollars in thousands) Outstanding at December 31, 2020 20 493 Fair value converted - (272) Fair value of issued level 3 liability - - Changes in fair value 12 263 Outstanding at December 31, 2021 32 484
Black-Scholes Option-Pricing Model One [Member]
Convertible Notes (Tables) [Line Items]
Schedule of the fair value of the derivative at each balance sheet	March 31, Common stock price 2.20 Expected volatility 251.36 % Expected term 4.43 Risk free rate 0.19 % Expected dividend yield 0 % Fair Market Value of Warrants $ 5 December 31, Common stock price 1.39 Expected volatility 227.88 % Expected term 4.68 Risk free rate 0.19 % Expected dividend yield 0 % Fair Market Value of Warrants $ 4
Monte Carlo Simulation Model [Member]
Convertible Notes (Tables) [Line Items]
Schedule of the fair value of the derivative at each balance sheet	March 31, Common stock price 2.20 Expected volatility 349.98 % Expected term 0.18 Risk free rate 0.01 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 308 December 31, Common stock price 1.40 Expected volatility 227.88 % Expected term 0.43 Risk free rate 0.19 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 330
Black-Scholes option-pricing model [Member]
Convertible Notes (Tables) [Line Items]
Schedule of the fair value of the derivative at each balance sheet	March 31, Common stock price 2.20 Expected volatility 251.36 % Expected term 3.18 years Risk free rate 0.4 % Expected dividend yield 0 % Fair Market Value of Warrants $ 27 December 31, Common stock price 1.40 Expected volatility 227.88 % Expected term 3.43 years Risk free rate 0.19 % Expected dividend yield 0 % Fair Market Value of Warrants $ 16
Monte Carlo Simulation Model One [Member]
Convertible Notes (Tables) [Line Items]
Schedule of the fair value of the derivative at each balance sheet	March 31, Common stock price 2.20 Expected volatility 251.36 % Expected term 1.42 Risk free rate 0.12 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 176 December 31, Common stock price 1.39 Expected volatility 227.38 % Expected term 1.67 Risk free rate 0.12 % Forfeiture rate 0 % Expected dividend yield 0 % Fair Market Value of Convertible component $ 157

Related Party Transactions (Tab

Related Party Transactions (Tables)	3 Months Ended
	Mar. 31, 2021
Related Party Transactions [Abstract]
Schedule of related parties payable	March 31, December 31, (U.S. dollars in thousands) Related Parties Payable due to management fee 151 126
Schedule of general and administrative expenses	For the Period Ended 2021 2020 (U.S. dollars in thousands) Management Fee 25 25

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	3 Months Ended
	Mar. 31, 2021
Stockholders' Equity Note [Abstract]
Schedule of common stock activity	Summary of common stock activity for the three months ended March 31, 2021 Outstanding shares Balance, December 31, 2020 786,700 Shares issued due to conversion of Notes. 62,464 Shares issued for services 7,383 Roundup shares due to reverse split. 2,848 Balance, March 31, 2021 859,395

General (Details)

General (Details) - USD ($) $ / shares in Units, $ in Thousands	Nov. 12, 2019	Mar. 22, 2021	Mar. 31, 2021	Dec. 31, 2020	Oct. 05, 2020
General (Details) [Line Items]
Common stock, par value (in Dollars per share)			$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized (in Shares)			7,500,000,000	7,500,000,000
Cash and cash equivalents			$ 8
Deficit of working capital			1,084
Stockholders’ deficiency			(1,080)	$ (912)
Accumulated deficit			$ (7,011)	$ (6,376)
Description of reverse stock split		the Company completed a reverse stock split of its common stock. As a result of the reverse stock split, the following changes have occurred (i) every seven thousand shares of common stock have been combined into one share of common stock; (ii) the number of shares of common stock underlying each common stock option or common stock warrant have been proportionately decreased on a 7,000-for-1 basis, and the exercise price of each such outstanding stock option and common warrant has been proportionately increased on a 7,000 -for-1 basis. Accordingly, all option numbers, share numbers, warrant numbers, share prices, warrant prices, exercise prices and losses per share have been adjusted within these consolidated financial statements, on a retroactive basis, to reflect this 7,000 -for-1 reverse stock split.
Common Stock [Member]
General (Details) [Line Items]
Percentage of issued and outstanding	2020.00%
Minimum [Member] | Common Stock [Member]
General (Details) [Line Items]
Common stock, shares authorized (in Shares)					5,000,000,000
Maximum [Member] | Common Stock [Member]
General (Details) [Line Items]
Common stock, shares authorized (in Shares)					7,500,000,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies and Basis of Presentation (Details) - Schedule of financial assets and liabilities that are measured at fair value on a recurring basis - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Summary of Significant Accounting Policies and Basis of Presentation (Details) - Schedule of financial assets and liabilities that are measured at fair value on a recurring basis [Line Items]
Fair Value of convertible component in convertible loan, net of discounts and debt issue costs	$ 484	$ 493
Fair value of warrants issued in convertible loan	32	20
Total liabilities	516	513
Level 1 [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Details) - Schedule of financial assets and liabilities that are measured at fair value on a recurring basis [Line Items]
Fair Value of convertible component in convertible loan, net of discounts and debt issue costs
Fair value of warrants issued in convertible loan
Total liabilities
Level 2 [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Details) - Schedule of financial assets and liabilities that are measured at fair value on a recurring basis [Line Items]
Fair Value of convertible component in convertible loan, net of discounts and debt issue costs
Fair value of warrants issued in convertible loan
Total liabilities
Level 3 [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Details) - Schedule of financial assets and liabilities that are measured at fair value on a recurring basis [Line Items]
Fair Value of convertible component in convertible loan, net of discounts and debt issue costs	484	493
Fair value of warrants issued in convertible loan	32	20
Total liabilities	$ 516	$ 513

Convertible Notes (Details)

Convertible Notes (Details) - USD ($) $ / shares in Units, $ in Thousands	Feb. 11, 2021	Jan. 14, 2021	Jan. 11, 2021	Dec. 17, 2020	Nov. 19, 2020	Nov. 16, 2020	Nov. 02, 2020	Oct. 12, 2020	Sep. 03, 2020	Aug. 13, 2020	Aug. 05, 2020	Jul. 24, 2020	Jun. 05, 2019	Jun. 26, 2020	Mar. 31, 2021	Mar. 22, 2021	Dec. 31, 2020	Dec. 28, 2020	Dec. 09, 2019
Convertible Notes (Details) [Line Items]
Convertible terms, description														The convertible loan will bear interest at an annual rate of eight percent (8%) with a maturity date of June 25, 2021 (the “Maturity Date”). The loan will be convertible after six months into shares of the Company’s common stock at a conversion price equal to seventy-five percent (75%) of the average of the lowest trading price for the Company’s common stock during the twenty (20) trading day period prior to the conversion date.
Principal amount	$ 55,000	$ 50,000	$ 7	$ 45,000	$ 45,000	$ 10,000	$ 50,000	$ 50,000										$ 38,100
Issuance of common stock (in Shares)	16,713	38,303	7,448	35,074	32,256	28,802	23,947	18,454								7,000		36,286
Accrued interest	$ 3,496	$ 3,625	$ 1	$ 4,104	$ 159	$ 30,323	$ 288	$ 1,671
Exercise price (in Dollars per share)															$ 2,619
Exercisable term															5 years
Conversion price (in Dollars per share)															$ 21
Original discount amount														$ 9
Reimburse cost														3
Initial investment amount														55
Convertible Promissory Note [Member]
Convertible Notes (Details) [Line Items]
Principal amount																	$ 23,100
Warrants to purchase (in Shares)															13,095
Exercise price (in Dollars per share)															$ 21
Exercisable term															5 years
Securities Purchase Agreement [Member]
Convertible Notes (Details) [Line Items]
Convertible debt													$ 1,100,000
Debt instrument description													The first tranche of the convertible debentures in the amount of $200,000 was provided upon execution of the SPA. The second tranche in the amount of $300,000 was provided on October 23, 2019 upon the Company filing of a Registration Statement on Form S-4 in connection with the Merger with Samsara Delaware. The third tranche in the amount of $600,000 was provided on November 18, 2019 upon consummation of the Merger with Samsara Delaware and the fulfillment of all conditions required for the Merger. The Company incurred issuance cost of $100,000 with connection to those convertible debentures.
Interest rate													10.00%
Convertible terms, description													The principal amount together with the accrued and unpaid interest will be repayable after two years. Each tranche of the loan together with the accrued and unpaid interest (or any portion at the discretion of the Investor) will be convertible at any time six months following the issuance date, into shares of Company’s common stock at a conversion price equal to the lower of $0.003 per share or 80% of the lowest volume-weighted average price (VWAP) of Company’s share during the period of 10 days preceding the conversion date.
Principal amount										$ 75,000	$ 75,000	$ 50,000		67					$ 200,000
Issuance of common stock (in Shares)										21,522	21,644	12,979							9,988
Accrued interest										$ 481	$ 753	$ 22,684
Description of convertible notes									Investor, pursuant to which the Investor will invest an aggregate amount of $220 in two tranches, and the Company will issue convertible debentures and warrants to the Investor. The first tranche of the convertible debentures in the amount of $150 was provided upon execution of the SPA. The second tranche in the amount of $70 was provided on October 7, 2020. Each tranche of the loan bears interest at an annual rate of ten percent (10%). Each tranche of the investment bears interest at an annual rate of ten percent (10%) and will be repayable after two years. Each tranche of the investment will be convertible at any time into shares of the Company’s Common Stock at a conversion price equal to the lower of (a) $0.003 per share, or (b) 80% of the lowest the daily dollar volume-weighted average price for the Company’s Common Stock during the 10 trading days immediately preceding the conversion date. As part of the transaction, the Company will issue to the Investor warrants to purchase an aggregate of 2,619 shares of Common Stock, at an exercise price equal to $0.003. The term of each warrant is five years from the issue date. Each warrant may be exercised by cash payment or through cashless exercise by the surrender of warrant shares having a value equal to the exercise price of the portion of the warrant being exercised. The Company has undertaken to increase its authorized shares of Common Stock to at least 7,000,000,000 within 90 days of the closing. The SPA and the convertible debentures contain events of default, including, among other things, failure to repay the convertible debentures by the maturity date, and bankruptcy and insolvency events, that could result in the acceleration of the Investor’s right to convert the convertible debentures into shares of common stock.
Additional financing amount														$ 925
Common Stock [Member]
Convertible Notes (Details) [Line Items]
Issuance of common stock (in Shares)																	22,000

Convertible Notes (Details) - S

Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet - Monte Carlo Simulation Model [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet [Line Items]
Common stock price (in Dollars per share)	$ 2.20	$ 1.40
Expected volatility	349.98%	227.88%
Expected term	65 days	156 days
Risk free rate	0.01%	0.19%
Forfeiture rate	0.00%	0.00%
Expected dividend yield	0.00%	0.00%
Fair Market Value of Convertible component (in Dollars)	$ 308	$ 330

Convertible Notes (Details) -_2

Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet - Black-Scholes option-pricing model [Member] - USD ($) $ / shares in Units, $ in Thousands	Sep. 03, 2020	Mar. 31, 2021	Dec. 31, 2020
Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet [Line Items]
Common stock price (in Dollars per share)	$ 2.20		$ 1.40
Expected volatility	251.36%		227.88%
Expected term	3 years 65 days		3 years 156 days
Risk free rate	0.40%		0.19%
Expected dividend yield	0.00%		0.00%
Fair Market Value of Warrants (in Dollars)		$ 27	$ 16

Convertible Notes (Details) -_3

Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet - Monte Carlo Simulation Model [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet [Line Items]
Common stock price (in Dollars per share)	$ 2.20	$ 1.39
Expected volatility	251.36%	227.38%
Expected term	1 year 153 days	1 year 244 days
Risk free rate	0.12%	0.12%
Forfeiture rate	0.00%	0.00%
Expected dividend yield	0.00%	0.00%
Fair Market Value of Convertible component (in Dollars)	$ 176	$ 157

Convertible Notes (Details) -_4

Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet - Black-Scholes option-pricing model [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Convertible Notes (Details) - Schedule of the fair value of the derivative at each balance sheet [Line Items]
Common stock price (in Dollars per share)	$ 2.20	$ 1.39
Expected volatility	251.36%	227.88%
Expected term	4 years 156 days	4 years 248 days
Risk free rate	0.19%	0.19%
Expected dividend yield	0.00%	0.00%
Fair Market Value of Warrants (in Dollars)	$ 5	$ 4

Convertible Notes (Details) -_5

Convertible Notes (Details) - Schedule of changes in fair value of the level 3 liabilities $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)
Convertible Notes (Details) - Schedule of changes in fair value of the level 3 liabilities [Line Items]
Outstanding, beginning balance	$ 493
Fair value converted	(272)
Fair value of issued level 3 liability
Changes in fair value	263
Outstanding, ending balance	484
Warrants [Member]
Convertible Notes (Details) - Schedule of changes in fair value of the level 3 liabilities [Line Items]
Outstanding, beginning balance	20
Fair value converted
Fair value of issued level 3 liability
Changes in fair value	12
Outstanding, ending balance	$ 32

Related Party Transactions (Det

Related Party Transactions (Details) - Schedule of related parties payable - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Schedule of related parties payable [Abstract]
Related Parties Payable due to management fee	$ 151	$ 126

Related Party Transactions (D_2

Related Party Transactions (Details) - Schedule of general and administrative expenses - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Schedule of general and administrative expenses [Abstract]
Management Fee	$ 25	$ 25

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - USD ($) $ in Thousands	Feb. 11, 2021	Jan. 14, 2021	Jan. 11, 2021	Dec. 17, 2020	Nov. 19, 2020	Nov. 16, 2020	Nov. 02, 2020	Oct. 12, 2020	Mar. 23, 2021	Mar. 22, 2021	Jan. 21, 2021	Dec. 28, 2020
Stockholders’ Equity (Details) [Line Items]
Principal amount	$ 55,000	$ 50,000	$ 7	$ 45,000	$ 45,000	$ 10,000	$ 50,000	$ 50,000				$ 38,100
Accrued interest	$ 3,496	$ 3,625	$ 1	$ 4,104	$ 159	$ 30,323	$ 288	$ 1,671
Shares issued (in Shares)	16,713	38,303	7,448	35,074	32,256	28,802	23,947	18,454		7,000		36,286
Second Convertible Promissory Note [Member]
Stockholders’ Equity (Details) [Line Items]
Principal amount	$ 55,000	$ 50,000									$ 7,383
Accrued interest	$ 3,496	$ 3,625
Shares of common stock (in Shares)	16,713	38,303
Fair market value	$ 216	$ 64									$ 20
Shares issued (in Shares)									2,849

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - Schedule of common stock activity	Mar. 31, 2021shares
Schedule of common stock activity [Abstract]
Balance, December 31, 2020	786,700
Shares issued due to conversion of Notes.	62,464
Shares issued for services	7,383
Roundup shares due to reverse split.	2,848
Balance, March 31, 2021	859,395

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	1 Months Ended	3 Months Ended
	Apr. 19, 2021	Mar. 31, 2021	Apr. 06, 2021
Subsequent Events (Details) [Line Items]
Subsequent events, description		The loan will bear interest at an annual rate of ten percent (10%) and will be repayable after two years. The investment will be convertible at any time into shares of the Company’s Common Stock at a conversion price equal to the lower of (a) $3.46, or (b) 80% of the lowest the daily dollar volume-weighted average price for the Company’s Common Stock during the 10 trading days immediately preceding the conversion date. As part of the transaction, the Company issued to the Investor warrants to purchase an aggregate of 10,838 shares of Common Stock, at an exercise price equal to $3.46. The term of each warrant is five years from the issue date.
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Aggregate amount	$ 40,000
Accrued interest	$ 7,067
Common stock (in Shares)	40,861
Fair market value	$ 62
Convertible Notes Payable [Member] | Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Aggregate amount			$ 150,000