US Lighting (USLG) 10-Q 26 Nov 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Nov. 12, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Information [Line Items]
Entity Registrant Name	U.S. Lighting Group, Inc.
Entity Central Index Key	0001536394
Entity File Number	000-55689
Entity Tax Identification Number	46-3556776
Entity Incorporation, State or Country Code	FL
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	1148 East 222nd Street
Entity Address, City or Town	Euclid
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44117
Entity Phone Fax Numbers [Line Items]
City Area Code	(216)
Local Phone Number	896-7000
Entity Listings [Line Items]
Title of 12(b) Security	N/A
No Trading Symbol Flag	true
Entity Common Stock, Shares Outstanding		112,321,415

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current Assets:
Cash	$ 2,847
Accounts receivable	145,503	155,023
Prepaid expenses and other current assets	42,514	59,176
Inventory	102,210	151,136
Total Current Assets	293,074	365,335
Property and equipment, net	2,750,092	2,704,554
Total Assets	3,043,166	3,069,889
Current Liabilities:
Accounts payable	1,236,110	1,025,076
Accrued expenses	596,219	289,543
Accrued payroll to former officer	125,167	125,167
Deferred revenue	362,973	151,839
Loan payable, current	110,537	169,634
Total Current Liabilities	3,505,700	1,877,622
Loans payable, net of current portion	369,435	267,463
Total Liabilities	8,875,135	7,719,102
Shareholders’ Equity:
Preferred stock, $0.0001 par value, 10,000,000 shares authorized; no shares issued and outstanding
Common stock, $0.0001 par value, 500,000,000 shares authorized; 107,089,466 and 102,786,188 shares issued and outstanding, respectively	10,924	10,494
Additional paid-in-capital	21,994,782	21,976,581
Accumulated deficit	(27,837,675)	(26,636,288)
Total Shareholders’ Equity (Deficit)	(5,831,969)	(4,649,213)
Total Liabilities and Shareholders’ Equity (Deficit)	3,043,166	3,069,889
Related Party
Current Liabilities:
Loans payable, related party	1,074,694	116,362
Loans payable, related party	$ 5,000,000	$ 5,574,017

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	107,089,466	102,786,188
Common stock, shares outstanding	107,089,466	102,786,188

Consolidated Statement of Opera

Consolidated Statement of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Net sales	$ 151,798	$ 755,152	$ 517,235	$ 3,092,722
Cost of goods sold	196,841	688,585	718,855	2,210,820
Gross profit (loss)	(45,043)	66,567	(201,620)	881,902
Operating expenses:
Selling, general and administrative expenses	247,825	652,467	897,551	1,602,009
Total operating expenses	247,825	652,467	897,551	1,602,009
Loss from operations	(292,868)	(585,900)	(1,099,171)	(720,107)
Other income (expense):
Interest Income	223	301	705	1,099
Gain on sale of assets	6,828		6,828
Interest expense	(52,549)	(55,236)	(109,084)	(72,100)
Total other income	(45,498)	(54,935)	(101,552)	(71,001)
Loss before tax provision	(338,366)	(640,835)	(1,200,722)	(791,108)
Tax Provision	(614)		(664)
Net loss	$ (338,981)	$ (640,835)	$ (1,201,387)	$ (791,108)
Basic loss per share (in Dollars per share)	$ 0	$ 0	$ (0.01)	$ 0
Diluted loss per share (in Dollars per share)	$ 0	$ 0	$ (0.01)	$ 0
Weighted average common shares outstanding, basic (in Shares)	104,501,263	99,063,716	103,364,162	99,063,716
Weighted average common shares outstanding, diluted (in Shares)	104,501,263	99,063,716	103,364,162	99,063,716

Consolidated Statements of Shar

Consolidated Statements of Shareholders’ Equity (Deficit) (Unaudited) - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2022		$ 10,209	$ 19,771,111	$ (25,531,321)	$ (5,750,001)
Balance (in Shares) at Dec. 31, 2022		99,934,825
Sale of common stock		$ 167	167,332		167,499
Sale of common stock (in Shares)		1,675,000
Net Income (Loss)				(154,728)	(154,728)
Balance at Mar. 31, 2023		$ 10,376	19,938,443	(25,686,049)	(5,737,230)
Balance (in Shares) at Mar. 31, 2023		101,609,825
Balance at Dec. 31, 2022		$ 10,209	19,771,111	(25,531,321)	(5,750,001)
Balance (in Shares) at Dec. 31, 2022		99,934,825
Net Income (Loss)					(791,108)
Balance at Sep. 30, 2023		$ 10,494	20,098,248	(26,322,428)	(623,686)
Balance (in Shares) at Sep. 30, 2023		102,786,188
Balance at Mar. 31, 2023		$ 10,376	19,938,443	(25,686,049)	(5,737,230)
Balance (in Shares) at Mar. 31, 2023		101,609,825
Sale of common stock		$ 6	5,619		5,625
Sale of common stock (in Shares)		56,250
Net Income (Loss)				4,456	4,456
Balance at Jun. 30, 2023		$ 10,382	19,944,062	(25,681,593)	(5,727,149)
Balance (in Shares) at Jun. 30, 2023		101,666,075
Sale of common stock		$ 112	15,890		16,002
Sale of common stock (in Shares)		1,120,113
Stock issued for services and compensation			12,000		12,000
Forgiveness of accrued interest on shareholder loan			126,296		126,296
Net Income (Loss)				(640,835)	(640,835)
Balance at Sep. 30, 2023		$ 10,494	20,098,248	(26,322,428)	(623,686)
Balance (in Shares) at Sep. 30, 2023		102,786,188
Balance at Dec. 31, 2023		$ 10,494	21,976,581	(26,636,288)	(4,649,213)
Balance (in Shares) at Dec. 31, 2023		102,786,188
Net Income (Loss)				(438,954)	(438,954)
Balance at Mar. 31, 2024		$ 10,494	21,976,581	(27,075,242)	(5,088,167)
Balance (in Shares) at Mar. 31, 2024		102,786,188
Balance at Dec. 31, 2023		$ 10,494	21,976,581	(26,636,288)	(4,649,213)
Balance (in Shares) at Dec. 31, 2023		102,786,188
Net Income (Loss)					(1,201,387)
Balance at Sep. 30, 2024		$ 10,924	21,994,782	(27,837,675)	(5,831,969)
Balance (in Shares) at Sep. 30, 2024		107,089,466
Balance at Mar. 31, 2024		$ 10,494	21,976,581	(27,075,242)	(5,088,167)
Balance (in Shares) at Mar. 31, 2024		102,786,188
Net Income (Loss)				(423,452)	(423,452)
Balance at Jun. 30, 2024		$ 10,494	21,976,581	(27,498,694)	(5,511,619)
Balance (in Shares) at Jun. 30, 2024		102,786,188
Net Income (Loss)				(338,981)	(338,981)
Stock issued for conversion of debt		$ 430	18,201		18,631
Stock issued for conversion of debt (in Shares)		4,303,278
Balance at Sep. 30, 2024		$ 10,924	$ 21,994,782	$ (27,837,675)	$ (5,831,969)
Balance (in Shares) at Sep. 30, 2024		107,089,466

Consolidated Statement of Cash

Consolidated Statement of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash Flows from Operating Activities:
Net loss	$ (1,201,387)	$ (791,108)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	112,877	142,319
Stock issued for services & compensation		17,625
Debt discount	4,134
Debt default premium added to principal	26,354
Gain on sale of assets	(6,828)
Changes in Assets and Liabilities:
Accounts receivable	9,520	(110,067)
Inventory	48,926	81,588
Prepaid expenses and other current assets	16,662	15,572
Accounts payable	211,034	295,435
Accrued expenses	305,307	72,633
Deferred revenue	211,134	79,498
Accrued interest on loans
Net cash used in operating activities	(262,267)	(196,505)
Cash Flows from Investing Activities:
Purchase of property and equipment	(151,588)	(521,467)
Net cash used by investing activities	(151,588)	(521,467)
Cash Flows from Financing Activities:
Proceeds from sale of common stock		167,500
Proceeds from loans payable	112,654	18,296
Proceeds from notes payable, related party	484,546	548,670
Payment of loans payable	(80,267)	(117,893)
Payments on notes payable related party	(100,231)	(19,014)
Net cash provided by financing activities	416,702	597,559
Net change in cash	2,847	(120,413)
Cash beginning of period		124,529
Cash end of period	2,847	4,116
Supplemental Cash Flow Information:
Interest paid		72,100
Taxes paid
Non-cash Financing Activities:
Proceeds from sale of common stock receivable		16,000
Forgiveness of accrued interest on shareholder loan		126,295
Common stock issued for debt conversion	$ 20,000

Organization

Organization	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION	NOTE 1 – ORGANIZATION US Lighting Group, Inc. (the “Company”) is a parent company comprised of four subsidiaries — Cortes Campers, LLC, a brand of high-end molded fiberglass campers, Futuro Houses, LLC, which is focused on design and sales of molded fiberglass homes, Fusion X Marine, LLC, a high-performance boat designer, Fusion X Automotive, LLC, manufacturing automotive aftermarket composite products, and MIG Marine Corporation, a composite manufacturing company that produces proprietary molded fiberglass products for our other business lines. On January 11, 2021, we formed Cortes Campers to operate our new brand of innovative travel trailers. During the second part of 2021, we invested heavily in research and development as well as production planning for the 17-foot camper and began selling campers in early 2022. The Company created a new wholly owned subsidiary called Fusion X Marine, LLC on April 12, 2021, domiciled in Wyoming, to sell boats and other related products to the recreational marine market. The subsidiary began production in the fourth quarter of 2023 and made its first deliveries in the first quarter of 2024. On January 12, 2022, we formed Futuro Houses, LLC, a Wyoming company, to design, market and distribute molded fiberglass homes. Throughout 2022, Futuro Houses engaged in engineering and development of our first “UFO” themed home model inspired by the original Futuro house designed by Finnish architect Matti Suuronen. On August 5, 2022, we acquired MIG Marine Corporation, a fiberglass manufacturing company founded in 2003. With the acquisition of Mig Marine, we were able to streamline our manufacturing processes, improve production cycles and scale to meet the demand of Cortes Campers generated order back-log. On October 6, 2023, we formed Fusion X Automotive, LLC to design, manufacture and distribute automotive aftermarket composite products, such as automotive body parts and light versions of sough-after vehicle replacement components. The subsidiary was in the design and R&D stage for most of the first half of the year before transitioning to production in late second quarter of 2024. The subsidiary began to make its first deliveries in the third quarter of 2024. We plan to expand our manufacturing footprint, enhance production techniques, and develop more products in the RV, marine, and composite housing sectors. Current R&D efforts are directed towards future tow-behind camper models under the Cortes Campers brand as well as prefabricated housing segment. As of September 30, 2024, our revenue was driven by shipments of fiberglass campers marketed under Cortes Campers. The Company is a Florida corporation founded in 2003. We are headquartered in Euclid, Ohio.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk in cash. Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. As of September 30, 2024 and December 31, 2023, we had no cash equivalents. Basis of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries Cortes Campers, LLC, Fusion X Marine, LLC, Futuro Houses, LLC, Fusion X Automotive, LLC, and Mig Marine Corp. All intercompany transactions and balances have been eliminated in consolidation. Basic and Diluted Earnings Per Share Basic earnings per share are computed by dividing net income (loss) available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings per share is computed by dividing the net income applicable to common shareholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued using the treasury stock method. Potential common shares are excluded from the computation when their effect is antidilutive. The dilutive effect of potentially dilutive securities is reflected in diluted net income per share if the exercise prices were lower than the average fair market value of common shares during the reporting period. Revenue Recognition Revenue is recognized as performance obligations under the terms of contracts with customers are satisfied. Unit Sales The Company’s primary source of revenue is generated through the sale of molded fiberglass campers and homes (units). Unit sales are recognized at a point- in-time when the performance obligation is satisfied and control of the promised goods or services is transferred to the customer, which generally occurs when the unit is shipped to or picked-up from our facility by the customer. Control refers to the ability of the customer to direct the use of, and obtain substantially all of, the remaining benefits from the goods or services. Unit payment terms include deposits payable prior to delivery or on terms of 60 days or less post-delivery. Net sales include shipping and handling charges billed directly to customers. Any shipping and handling costs that occur after the transfer of control are treated as fulfillment cost that are accrued when control is transferred. We also have made an accounting policy election to exclude from revenue sales and usage-based taxes collected. Warranty obligations associated with the sale of a unit are assurance-type warranties that are a guarantee of the unit’s intended functionality and, therefore, do not represent a distinct performance obligation within the context of the contract. Dealer Arrangement Fees Beginning in 2023, the Company began to enter into certain arrangements with dealers providing exclusive selling rights for geographic territories. The arrangements typically include provisions that in exchange for the territory rights, dealers pay an initial up-front one-time only fee. Subject to meeting minimum unit sale levels on an annual basis, the arrangement automatically renews for an additional year with no additional fee. The intellectual property subject to the exclusive territory rights is symbolic intellectual property as it does not have significant standalone functionality, and substantially all of the utility is derived from its association with the Company’s past or ongoing activities. The dealer arrangements are highly interrelated with the Company’s performance obligations to produce future units, further develop the brand and provide training and support to dealers and as such are considered to represent a single performance obligation. The Company recognizes dealer territory fees over the expected term of the arrangement which includes estimated annual renewal periods. Changes in the estimate of renewal periods are accounted for prospectively from the period of the change in estimate by adjusting the remaining unrecognized revenue over the remaining estimated term. As these fees are typically received in cash at or near the execution of the arrangement, the cash received is initially recorded as a contract liability in deferred revenue until recognized as revenue over time.

Liquidity

Liquidity	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
LIQUIDITY	NOTE 3 – LIQUIDITY The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. During the nine months ended September 30, 2024, the Company recognized a net loss of $1,201,387 and cash used in operating activities was $262,267. As the Company further develops its products and markets, the Company may need to raise additional capital or borrow additional funds to support increasing levels of working capital until it is able to generate sufficient revenues. Management plans to generate increasing revenues and as needed raise additional capital or borrow additional funds in order to provide liquidity and fund increasing levels of working capital to continue operations as a going concern. However, there is no assurance the Company will be successful in accomplishing its plans. These factors raise substantial doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Property and Equipment

Property and Equipment	9 Months Ended
	Sep. 30, 2024
Property and Equipment [Abstract]
PROPERTY AND EQUIPMENT	NOTE 4 – PROPERTY AND EQUIPMENT Property and equipment consists of the following at September 30, 2024, and December 31, 2023: September 30, December 31, 2024 2023 Building and improvements $ 676,025 $ 676,025 Land 96,000 96,000 Vehicles 98,690 127,262 Office equipment 18,421 18,421 Production molds and fixtures 1,408,160 1,408,160 Tooling and fixtures 854,596 733,001 Other equipment 194,844 90,132 Furniture and fixtures 4,746 4,746 Total property and equipment cost 3,351,482 3,153,747 Less: accumulated depreciation and amortization (601,390 ) (449,193 ) Property and equipment, net $ 2,750,092 $ 2,704,554

Accrued Payroll to Officer

Accrued Payroll to Officer	9 Months Ended
	Sep. 30, 2024
Accrued Payroll to Officer [Abstract]
ACCRUED PAYROLL TO OFFICER	NOTE 5 – ACCRUED PAYROLL TO OFFICER Beginning in January 2018, the Company’s former CEO voluntarily elected to defer payment of his employment compensation. The balance of the compensation owed to the Company’s former CEO was $125,167 as of September 30, 2024 and December 31, 2023. Deferral of wages ended on August 9, 2021, when the Company’s former CEO resigned from that position.

Loans Payable to Related Partie

Loans Payable to Related Parties	9 Months Ended
	Sep. 30, 2024
Loans Payable to Related Parties [Abstract]
LOANS PAYABLE TO RELATED PARTIES	NOTE 6 – LOANS PAYABLE TO RELATED PARTIES Loans payable to related parties consists of the following at September 30, 2024 and December 31, 2023: 2024 2023 On August 5, 2022, the Company acquired Mig Marine from Paul Spivak, for a delayed cash deposit payment of $638,333 and a 6.25% interest bearing seller note in the amount of $6,195,000. The balance outstanding as of December 31, 2022 includes accrued interest of $126,926. During 2023 an agreement was executed resulting in the forgiveness of the accrued interest as of December 31, 2022 and no interest accrual during 2023. As Paul Spivak is a related party and a significant shareholder of the Company, the forgiveness of the accrued interest was treated as an in-substance capital contribution in 2023. In March 2024, the Company executed another cancellation of debt agreement with Paul Spivak. Pursuant to that agreement, Spivak cancelled and forgave the $638,333 deposit and $1,195,000 of the principal of the note effective December 31, 2023. In addition, no interest will accrue on the remaining note in 2024, and the final payment of the note is due December 1, 2029. The agreement effective December 31, 2023, was also treated as an in-substance capital contribution in 2023. $ 5,000,000 $ 5,000,000 Loans payable to Paul Spivak issued at various dates in 2023 and 2024. The loans are at zero percent interest and are payable on demand. 553,223 153,167 Loans payable to Anthony R. Corpora issued in October and December 2022 and July and August 2023. $126,238 of the notes have a zero percent interest rate. The other notes are payable over terms of 48 to 84 months with interest rates ranging from 14.99% to 19.49%. The loan is currently in default and accordingly due on demand. 290,748 303,037 Loan payable to Olga Smirnova, Director of the Company, who on April 18, 2023 executed a $30,000 personal loan with First Electronic Bank and advanced the proceeds to the Company. The loan accrues interest at 13.49% and 60 payments of principal and interest through maturity in April 2028. The loan is currently in default and accordingly due on demand. 23,852 27,445 Loans payable to Michael A. Coates, the Company’s CFO, issued at various dates in 2023. The notes are payable over periods of 60 to 84 months with interest rates ranging from 11.42% to 19.49%. The loan is currently in default and accordingly due on demand. 206,871 206,730 Total loans payable to related parties 6,074,694 5,690,379 Less: current portion (1,074,694 ) (116,362 ) Loans payable to related parties - long-term $ 5,000,000 $ 5,574,017

Loans Payable

Loans Payable	9 Months Ended
	Sep. 30, 2024
Loans Payable [Abstract]
LOANS PAYABLE	NOTE 7 – LOANS PAYABLE We have the following outstanding loans as of September 30, 2024 and December 31, 2023: 2024 2023 On August 26, 2020, the Company entered into a loan agreement with Apex Commercial Capital Corp. in the principal amount of $265,339 with interest at 9.49% per annum and due on September 10, 2030. The loan requires 119 monthly payments of $2,322, with a final balloon payment of $224,835 due September 10, 2030. The loan is guaranteed by the Company, the Company’s former CEO, and secured by the Company’s real estate. $ 254,675 $ 256,184 The Company purchases vehicles for employees and research and development activities. Generally, vehicles are sold or traded in at the end of the vehicle loan period. There were two vehicle loans outstanding at December 31, 2023, with original loan periods of 72 and 144 months, and interest rates of zero percent to 10.99%. 36,935 45,109 On November 7, 2022, the Company entered into a $150,000 term loan with Fresh Funding related to working capital for the production of campers. The loan requires monthly payments over the term of 12 months, has an interest rate of 38% per annum, and is secured by the former CEO. 4,181 14,036 On May 26, 2023, the Company entered into a $17,200 term loan with North Star Leasing Company for the purchase of a router. The loan requires monthly payment of $475 over the term of 60 months and has an interest rate of 14.58%. 13,557 15,555 On November 2, 2023, the Company entered into a $120,750 note with 1800 Diagonal Lending LLC. The note bears interest at an effective rate of 60%. As amended, payments of principal and interest are payable in monthly installments through maturity of December 30, 2024. Upon an event of default, a charge equal to 50% of the outstanding balance is added to principal and the holder may convert all or part of the note and accrued interest into shares of the Company’s common stock at a discount of 39% from the lowest trading price during the 10-day period prior to conversion. Beginning in July 2024, the note was in default and the default charge of $26,354 was added to principal. In the third quarter of 2024, $20,000 was converted to common stock. 32,606 106,213 On July 24, 2024, the Company entered into a Mortgage note payable with Infinity Group LLC for $100,000, to be paid at 20% interest per annum in monthly installments of $10,000 commencing August 1, 2024 and monthly thereafter until July 31, 2025 when the principal balance shall become due and payable. Payments received after the 15th day of the month shall include a late payment fee of 5%. After default interest shall accrue at the rate of 24% per annum. Mortgagor shall be liable for all costs of collection and enforcement of this Note, including legal fees. 138,018 — Total loans payable 479,972 437,097 Less: current portion (110,537 ) (169,634 ) Loans payable, long term $ 369,435 $ 267,463

Shareholders_ Equity

Shareholders’ Equity	9 Months Ended
	Sep. 30, 2024
Shareholders’ Equity [Abstract]
SHAREHOLDERS' EQUITY	NOTE 8 – SHAREHOLDERS’ EQUITY Common Shares Issued for Cash During the nine months ended September 30, 2024, 1800 Diagonal Lending LLC converted $20,000 of their note payable into 4,303,278 shares of common stock.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2024
Income Taxes [Abstract]
INCOME TAXES	NOTE 9 – INCOME TAXES At December 31, 2023, the Company had available Federal and state net operating loss carryforwards to reduce future taxable income. The federal amount available is approximately $6,000,000. The carryforwards expire in various amounts through 2042. Given the Company’s history of net operating losses, management has determined that it is more likely than not that the Company will not be able to realize the tax benefit of the carryforwards. Accordingly, the Company has not recognized a deferred tax assets for this benefit. Section 382 generally limits the use of NOLs and credits following an ownership change, which occurs when one or more 5 percent shareholders increase their ownership, in aggregate, by more than 50 percentage points over the lowest percentage of stock owned by such shareholders at any time during the “testing period” (generally three years).

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 10 – SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, Subsequent Events Subsequent to September 30, 2024, 1800 Diagonal Lending LLC converted $15,000 of their note payable into 5,231,949 shares of common stock. The current balance with accrued interest is $44,069 as of October 3, 2024.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (338,981)	$ (423,452)	$ (438,954)	$ (640,835)	$ 4,456	$ (154,728)	$ (1,201,387)	$ (791,108)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	9 Months Ended
	Sep. 30, 2024
Summary of Significant Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates.
Concentrations of Credit Risk	Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk in cash.
Cash Equivalents	Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. As of September 30, 2024 and December 31, 2023, we had no cash equivalents.
Basis of Consolidation	Basis of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries Cortes Campers, LLC, Fusion X Marine, LLC, Futuro Houses, LLC, Fusion X Automotive, LLC, and Mig Marine Corp. All intercompany transactions and balances have been eliminated in consolidation.
Basic and Diluted Earnings Per Share	Basic and Diluted Earnings Per Share Basic earnings per share are computed by dividing net income (loss) available to common shareholders by the weighted-average number of common shares outstanding. Diluted earnings per share is computed by dividing the net income applicable to common shareholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued using the treasury stock method. Potential common shares are excluded from the computation when their effect is antidilutive. The dilutive effect of potentially dilutive securities is reflected in diluted net income per share if the exercise prices were lower than the average fair market value of common shares during the reporting period.
Revenue Recognition	Revenue Recognition Revenue is recognized as performance obligations under the terms of contracts with customers are satisfied.
Unit Sales	Unit Sales The Company’s primary source of revenue is generated through the sale of molded fiberglass campers and homes (units). Unit sales are recognized at a point- in-time when the performance obligation is satisfied and control of the promised goods or services is transferred to the customer, which generally occurs when the unit is shipped to or picked-up from our facility by the customer. Control refers to the ability of the customer to direct the use of, and obtain substantially all of, the remaining benefits from the goods or services. Unit payment terms include deposits payable prior to delivery or on terms of 60 days or less post-delivery. Net sales include shipping and handling charges billed directly to customers. Any shipping and handling costs that occur after the transfer of control are treated as fulfillment cost that are accrued when control is transferred. We also have made an accounting policy election to exclude from revenue sales and usage-based taxes collected. Warranty obligations associated with the sale of a unit are assurance-type warranties that are a guarantee of the unit’s intended functionality and, therefore, do not represent a distinct performance obligation within the context of the contract.
Dealer Arrangement Fees	Dealer Arrangement Fees Beginning in 2023, the Company began to enter into certain arrangements with dealers providing exclusive selling rights for geographic territories. The arrangements typically include provisions that in exchange for the territory rights, dealers pay an initial up-front one-time only fee. Subject to meeting minimum unit sale levels on an annual basis, the arrangement automatically renews for an additional year with no additional fee. The intellectual property subject to the exclusive territory rights is symbolic intellectual property as it does not have significant standalone functionality, and substantially all of the utility is derived from its association with the Company’s past or ongoing activities. The dealer arrangements are highly interrelated with the Company’s performance obligations to produce future units, further develop the brand and provide training and support to dealers and as such are considered to represent a single performance obligation. The Company recognizes dealer territory fees over the expected term of the arrangement which includes estimated annual renewal periods. Changes in the estimate of renewal periods are accounted for prospectively from the period of the change in estimate by adjusting the remaining unrecognized revenue over the remaining estimated term. As these fees are typically received in cash at or near the execution of the arrangement, the cash received is initially recorded as a contract liability in deferred revenue until recognized as revenue over time.

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Sep. 30, 2024
Property and Equipment [Abstract]
Schedule of Property and Equipment	Property and equipment consists of the following at September 30, 2024, and December 31, 2023: September 30, December 31, 2024 2023 Building and improvements $ 676,025 $ 676,025 Land 96,000 96,000 Vehicles 98,690 127,262 Office equipment 18,421 18,421 Production molds and fixtures 1,408,160 1,408,160 Tooling and fixtures 854,596 733,001 Other equipment 194,844 90,132 Furniture and fixtures 4,746 4,746 Total property and equipment cost 3,351,482 3,153,747 Less: accumulated depreciation and amortization (601,390 ) (449,193 ) Property and equipment, net $ 2,750,092 $ 2,704,554

Loans Payable to Related Part_2

Loans Payable to Related Parties (Tables)	9 Months Ended
	Sep. 30, 2024
Loans Payable to Related Parties [Abstract]
Schedule of Loans Payable to Related Parties	Loans payable to related parties consists of the following at September 30, 2024 and December 31, 2023: 2024 2023 On August 5, 2022, the Company acquired Mig Marine from Paul Spivak, for a delayed cash deposit payment of $638,333 and a 6.25% interest bearing seller note in the amount of $6,195,000. The balance outstanding as of December 31, 2022 includes accrued interest of $126,926. During 2023 an agreement was executed resulting in the forgiveness of the accrued interest as of December 31, 2022 and no interest accrual during 2023. As Paul Spivak is a related party and a significant shareholder of the Company, the forgiveness of the accrued interest was treated as an in-substance capital contribution in 2023. In March 2024, the Company executed another cancellation of debt agreement with Paul Spivak. Pursuant to that agreement, Spivak cancelled and forgave the $638,333 deposit and $1,195,000 of the principal of the note effective December 31, 2023. In addition, no interest will accrue on the remaining note in 2024, and the final payment of the note is due December 1, 2029. The agreement effective December 31, 2023, was also treated as an in-substance capital contribution in 2023. $ 5,000,000 $ 5,000,000 Loans payable to Paul Spivak issued at various dates in 2023 and 2024. The loans are at zero percent interest and are payable on demand. 553,223 153,167 Loans payable to Anthony R. Corpora issued in October and December 2022 and July and August 2023. $126,238 of the notes have a zero percent interest rate. The other notes are payable over terms of 48 to 84 months with interest rates ranging from 14.99% to 19.49%. The loan is currently in default and accordingly due on demand. 290,748 303,037 Loan payable to Olga Smirnova, Director of the Company, who on April 18, 2023 executed a $30,000 personal loan with First Electronic Bank and advanced the proceeds to the Company. The loan accrues interest at 13.49% and 60 payments of principal and interest through maturity in April 2028. The loan is currently in default and accordingly due on demand. 23,852 27,445 Loans payable to Michael A. Coates, the Company’s CFO, issued at various dates in 2023. The notes are payable over periods of 60 to 84 months with interest rates ranging from 11.42% to 19.49%. The loan is currently in default and accordingly due on demand. 206,871 206,730 Total loans payable to related parties 6,074,694 5,690,379 Less: current portion (1,074,694 ) (116,362 ) Loans payable to related parties - long-term $ 5,000,000 $ 5,574,017

Loans Payable (Tables)

Loans Payable (Tables)	9 Months Ended
	Sep. 30, 2024
Loans Payable [Abstract]
Schedule of Loans Payable	We have the following outstanding loans as of September 30, 2024 and December 31, 2023: 2024 2023 On August 26, 2020, the Company entered into a loan agreement with Apex Commercial Capital Corp. in the principal amount of $265,339 with interest at 9.49% per annum and due on September 10, 2030. The loan requires 119 monthly payments of $2,322, with a final balloon payment of $224,835 due September 10, 2030. The loan is guaranteed by the Company, the Company’s former CEO, and secured by the Company’s real estate. $ 254,675 $ 256,184 The Company purchases vehicles for employees and research and development activities. Generally, vehicles are sold or traded in at the end of the vehicle loan period. There were two vehicle loans outstanding at December 31, 2023, with original loan periods of 72 and 144 months, and interest rates of zero percent to 10.99%. 36,935 45,109 On November 7, 2022, the Company entered into a $150,000 term loan with Fresh Funding related to working capital for the production of campers. The loan requires monthly payments over the term of 12 months, has an interest rate of 38% per annum, and is secured by the former CEO. 4,181 14,036 On May 26, 2023, the Company entered into a $17,200 term loan with North Star Leasing Company for the purchase of a router. The loan requires monthly payment of $475 over the term of 60 months and has an interest rate of 14.58%. 13,557 15,555 On November 2, 2023, the Company entered into a $120,750 note with 1800 Diagonal Lending LLC. The note bears interest at an effective rate of 60%. As amended, payments of principal and interest are payable in monthly installments through maturity of December 30, 2024. Upon an event of default, a charge equal to 50% of the outstanding balance is added to principal and the holder may convert all or part of the note and accrued interest into shares of the Company’s common stock at a discount of 39% from the lowest trading price during the 10-day period prior to conversion. Beginning in July 2024, the note was in default and the default charge of $26,354 was added to principal. In the third quarter of 2024, $20,000 was converted to common stock. 32,606 106,213 On July 24, 2024, the Company entered into a Mortgage note payable with Infinity Group LLC for $100,000, to be paid at 20% interest per annum in monthly installments of $10,000 commencing August 1, 2024 and monthly thereafter until July 31, 2025 when the principal balance shall become due and payable. Payments received after the 15th day of the month shall include a late payment fee of 5%. After default interest shall accrue at the rate of 24% per annum. Mortgagor shall be liable for all costs of collection and enforcement of this Note, including legal fees. 138,018 — Total loans payable 479,972 437,097 Less: current portion (110,537 ) (169,634 ) Loans payable, long term $ 369,435 $ 267,463

Liquidity (Details)

Liquidity (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ (338,981)	$ (423,452)	$ (438,954)	$ (640,835)	$ 4,456	$ (154,728)	$ (1,201,387)	$ (791,108)
Net cash used in operating activities							$ (262,267)	$ (196,505)

Property and Equipment (Details

Property and Equipment (Details) - Schedule of Property and Equipment - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Schedule of property and equipment [Line Items]
Total property and equipment cost	$ 3,351,482	$ 3,153,747
Less: accumulated depreciation and amortization	(601,390)	(449,193)
Property and equipment, net	2,750,092	2,704,554
Building and Improvements [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	676,025	676,025
Land [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	96,000	96,000
Vehicles [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	98,690	127,262
Office equipment [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	18,421	18,421
Production molds and fixtures [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	1,408,160	1,408,160
Tooling and fixtures [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	854,596	733,001
Other equipment [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	194,844	90,132
Furniture and fixtures [Member]
Schedule of property and equipment [Line Items]
Total property and equipment cost	$ 4,746	$ 4,746

Accrued Payroll to Officer (Det

Accrued Payroll to Officer (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Accrued Payroll to Officer [Abstract]
Compensation owed to the Company’s former CEO	$ 125,167	$ 125,167

Loans Payable to Related Part_3

Loans Payable to Related Parties (Details) - Schedule of Loans Payable to Related Parties - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Schedule of Loans Payable to Related Parties [Line Items]
Total loans payable to related parties	$ 6,074,694	$ 5,690,379
Mig Marine [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Total loans payable to related parties	5,000,000	5,000,000
Paul Spivak [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Total loans payable to related parties	553,223	153,167
Anthony R. Corpora [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Total loans payable to related parties	290,748	303,037
Olga Smirnova [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Total loans payable to related parties	23,852	27,445
Michael A [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Total loans payable to related parties	206,871	206,730
Related Party [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Less: current portion	(1,074,694)	(116,362)
Loans payable to related parties - long-term	$ 5,000,000	$ 5,574,017

Loans Payable to Related Part_4

Loans Payable to Related Parties (Details) - Schedule of Loans Payable to Related Parties (Parentheticals) - Loan Payable [Member] - USD ($)			12 Months Ended
	Apr. 18, 2023	Aug. 05, 2022	Dec. 31, 2023	Sep. 30, 2024	Dec. 31, 2022
Paul Spivak [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Cash deposit payment		$ 638,333
Interest bearing		6.25%
Seller amount		$ 6,195,000
Accrued interest					$ 126,926
Deposit			$ 638,333
Principal amount			$ 1,195,000
Anthony R. Corpora [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Loans payable				$ 126,238
Interest rates				0%
Olga Smirnova [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Interest rates	13.49%
Personal loan	$ 30,000
Minimum [Member] | Anthony R. Corpora [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Interest rates				14.99%
Minimum [Member] | Michael A [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Interest rates				11.42%
Maximum [Member] | Anthony R. Corpora [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Interest rates				19.49%
Maximum [Member] | Michael A [Member]
Schedule of Loans Payable to Related Parties [Line Items]
Interest rates				19.49%

Loans Payable (Details) - Sched

Loans Payable (Details) - Schedule of Loans Payable - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Total loans payable	$ 479,972	$ 437,097
Less: current portion	(110,537)	(169,634)
Loans payable, long term	369,435	267,463
Real Estate Loans [Member]
Debt Instrument [Line Items]
Total loans payable	254,675	256,184
Vehicle Loans [Member]
Debt Instrument [Line Items]
Total loans payable	36,935	45,109
Working Capital [Member]
Debt Instrument [Line Items]
Total loans payable	4,181	14,036
Router [Member]
Debt Instrument [Line Items]
Total loans payable	13,557	15,555
Convertible Note Payable [Member]
Debt Instrument [Line Items]
Total loans payable	32,606	106,213
Mortgage Note Payable [Member]
Debt Instrument [Line Items]
Total loans payable	$ 138,018

Loans Payable (Details) - Sch_2

Loans Payable (Details) - Schedule of Loans Payable (Parentheticals)					9 Months Ended	12 Months Ended
	Nov. 02, 2023 USD ($) Days	May 26, 2023 USD ($)	Nov. 07, 2022 USD ($)	Aug. 26, 2020 USD ($)	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Real Estate Loans [Member]
Debt Instrument [Line Items]
Loan term amount				$ 265,339
Interest rate				9.49%
Due date				Sep. 10, 2030
Monthly payments				119 months
Monthly payments amount				$ 2,322
Final balloon payment				$ 224,835
Vehicle Loans [Member]
Debt Instrument [Line Items]
Interest rate						10.99%
Working Capital [Member]
Debt Instrument [Line Items]
Loan term amount			$ 150,000
Interest rate			38%
Monthly payments			12 months
Router [Member]
Debt Instrument [Line Items]
Loan term amount		$ 17,200
Interest rate		14.58%
Monthly payments		60 months
Monthly payments amount		$ 475
Convertible Note Payable [Member]
Debt Instrument [Line Items]
Loan term amount	$ 120,750
Interest rate	60%
Discount rate	39%
Conversion period (in Days) | Days	10
Mortgage Note Payable [Member]
Debt Instrument [Line Items]
Loan term amount					$ 100,000	$ 100,000
Interest rate					20%	20%
Due date					Aug. 01, 2024	Aug. 01, 2024
Discount rate					5%	5%
Monthly installments					$ 10,000	$ 10,000
Minimum [Member] | Vehicle Loans [Member]
Debt Instrument [Line Items]
Loan periods						72 months
Maximum [Member] | Vehicle Loans [Member]
Debt Instrument [Line Items]
Loan periods						144 months

Shareholders_ Equity (Details)

Shareholders’ Equity (Details) - 1800 Diagonal Lending LLC [Member]	9 Months Ended
	Sep. 30, 2024 USD ($) shares
ShareholdersEquity [Line Items]
Shares of common stock | shares	4,303,278
Converted Note Payable [Member]
ShareholdersEquity [Line Items]
Conversion amount | $	$ 20,000

Income Taxes (Details)

Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2024
Income Taxes [Line Items]
Federal amount	$ 6,000,000
Ownership Change [Member]
Income Taxes [Line Items]
Shareholders ownership, percentage		50%

Subsequent Events (Details)

Subsequent Events (Details) - Note Payable [Member] - 1800 Diagonal Lending LLC [Member] - USD ($)		9 Months Ended
	Oct. 03, 2024	Sep. 30, 2024
Subsequent Events [Line Items]
Converted amount		$ 15,000
Subsequent Event [Member]
Subsequent Events [Line Items]
Accrued interest	$ 44,069
Common Stock [Member]
Subsequent Events [Line Items]
Conversion of note payable into shares (in Shares)		5,231,949