Biostax (BTAX) 10-Q 14 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 14, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	000-54933
Entity Registrant Name	BIOSTAX CORP
Entity Central Index Key	0001559356
Entity Tax Identification Number	59-3226705
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	2431 Aloma Ave.
Entity Address, Address Line Two	Suite 124
Entity Address, City or Town	Winter Park
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32792
City Area Code	888
Local Phone Number	613-8802
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		83,657,853

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current Assets:
Cash	$ 4,531	$ 150,491
Total current assets	4,531	150,491
Intangible Assets:
Patents and licenses, net	721,969	762,500
Deposits	5,500	50,728
Total Assets	732,000	963,719
Current Liabilities:
Accounts payable	1,349,816	1,300,366
Accrued payroll	336,002	336,002
Notes payable, net of debt discount	1,118,978	696,478
Accrued interest	121,544	64,455
Accrued liabilities	136,057	136,057
License fees payable	284,630	549,079
Total current liabilities	4,211,861	3,477,173
Total Liabilities	4,211,861	3,477,173
Stockholders’ Deficit:
Common stock – par value $0.0001; 750,000,000 shares authorized; 83,620,764 and 83,045,857 shares issued and outstanding respectively	8,362	8,305
Additional paid in capital	380,779,078	380,436,432
Stock to be issued	10,303	10,303
Accumulated deficit	(384,277,604)	(382,968,494)
Total stockholders’ deficit	(3,479,861)	(2,513,454)
Total Liabilities and Stockholders’ Deficit	732,000	963,719
Related Party [Member]
Current Liabilities:
Due to related parties	$ 864,834	$ 394,736

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	750,000,000	750,000,000
Common stock, shares, issued	83,620,764	83,045,857
Common stock, shares, outstanding	83,620,764	83,045,857

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Operating expenses
Selling, general and administrative	$ 233,109	$ 420,862	$ 689,111	$ 894,596
Research and development expense	105,837		461,969
Depreciation and amortization expense	13,377		40,531
Total operating expense	352,323	420,862	1,191,611	894,596
Loss from operations	(352,323)	(420,862)	(1,191,611)	(894,596)
Other income (expense):
Gain on issuance of license agreement				3,165,151
Loss on settlement of obligations		(1,467,271)	(40,000)	(1,169,691)
Loss from warrant modification and debt settlement		(594,288)		(1,605,913)
Impairment loss investment in common stock				(2,645,000)
Interest expense	(36,437)	(11,034)	(77,499)	(107,102)
Total other expense, net	(36,437)	(2,072,593)	(117,499)	(2,362,555)
Net loss	(388,760)	(2,493,455)	(1,309,110)	(3,257,151)
Net loss attributable to common stockholders	$ (388,760)	$ (2,493,455)	$ (1,309,110)	$ (3,257,151)
Basic loss income per share attributable to common stockholders	$ 0	$ (0.04)	$ (0.02)	$ (0.16)
Diluted loss earnings per share attributable to common stockholders	$ 0	$ (0.04)	$ (0.02)	$ (0.16)
Basic weighted average number of shares outstanding	83,239,115	60,089,305	83,461,806	20,643,181
Diluted weighted average number of shares outstanding	83,239,115	60,089,305	83,461,806	20,643,181

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity/(Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Stock to be Issued [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2021	$ 49	$ 371,473,810	$ 10,303	$ (379,432,418)	$ (7,948,256)
Balance, shares at Dec. 31, 2021	483,714
Issuance of common stock upon settlement of notes and obligations	$ 6,403	6,196,516			6,202,919
Issuance of common stock upon settlement of notes and obligations, shares	64,028,803
Issuance of common stock for services	$ 10	95,963			95,973
Issuance of common stock for services, shares	99,500
Issuance of common stock upon warrant exercise	$ 1,758	696,566			698,324
Issuance of common stock upon warrant exercise, shares	17,586,680
Charge resulting from warrant modification		1,605,913			1,605,913
Net loss				(3,257,151)	(3,257,151)
Balance at Sep. 30, 2022	$ 8,220	380,068,768	10,303	(382,035,431)	(2,602,278)
Balance, shares at Sep. 30, 2022	82,198,697
Balance at Dec. 31, 2022	$ 8,305	380,436,432	10,303	(382,968,494)	(2,513,454)
Balance, shares at Dec. 31, 2022	83,045,857
Issuance of common stock upon settlement of notes and obligations	$ 7	42,696			42,703
Issuance of common stock upon settlement of notes and obligations, shares	74,907
Net loss				(1,309,110)	(1,309,110)
Issuance of common stock for extension of patent and license agreement	$ 50	299,950			300,000
Issuance of common stock for extension of patent and license agreement, shares	500,000
Balance at Sep. 30, 2023	$ 8,362	$ 380,779,078	$ 10,303	$ (384,277,604)	$ (3,479,861)
Balance, shares at Sep. 30, 2023	83,620,764

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (1,309,110)	$ (3,257,151)
Adjustments to reconcile net loss to net cash flows used in operating activities:
Gain on issuance of license agreement		(3,165,151)
Loss on settlement of obligations	40,000	1,169,691
Loss on impairment on investment in common stock		2,645,000
Loss from warrant modification		1,605,913
Depreciation and amortization	40,531
Common stock issued for the extension of patent and license agreement	300,000
Changes in operating assets and liabilities:
Deposits	45,228	(5,500)
Accounts payable	39,450	(75,895)
License fees payable	(264,449)
Accrued payroll		4,620
Accrued interest	69,792	116,929
Accrued liabilities		(35,321)
Due to related parties	470,098
Net cash used in operating activities	(568,460)	(996,865)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from undocumented investor advances		6,369
Proceeds from related parties	100,000	417,058
Proceeds from issuance of notes payable	322,500	265,000
Net cash provided by financing activities	422,500	688,427
Decrease in cash	(145,960)	(308,438)
Cash, beginning of year	150,491	493,885
Cash, end of period	4,531	185,447
SUPPLEMENTAL DISCOSURE OF NON-CASH ACTIVITIES:
Conversion of debt and accrued interest to common stock	42,703	6,901,242
Stock issued for services		$ 95,973

Company Overview

Company Overview	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Company Overview	1. Company Overview Biostax Corp. (the “Company” or “BTAX”) is a Florida corporation trading on the OTC-Pink. The Company is a drug development and commercialization company. We identify, evaluate, and seek to acquire technologies in the medical device and drug development sectors with the intent to further develop them and move them to commercialization. On February 28, 2023, we received a written consent from a majority of our outstanding shareholders to change the name of our Company to “Biostax Corp.” On March 27, 2023, we filed a definitive information statement on Schedule 14C and mailed the information statement to shareholders on record as of the date of the filing. We filed our name change amendment with the Secretary of State of Florida on October 5, 2023 and our new Company name and trading symbol (BTAX) became effective on October 20, 2023. Going Concern As of September 30, 2023, the Company had $ 4,531 4,207,330 384,277,604 1,309,110 3,257,151 Historically the Company has relied on the funding of operations through private equity financing and management expects operating losses and negative cash flows to continue at more significant levels in the future. As the Company continues to incur losses, its transition to profitability is dependent upon the successful development, approval, and commercialization of its current or future product candidates as they become available and the achievement of a level of revenues adequate to support the Company’s cost structure. The Company may never achieve profitability, and unless and until it does, the Company will continue to need to raise additional cash. Management intends to fund future operations through additional private or public debt or equity offerings and may seek additional capital through arrangements with strategic partners or from other sources. Working capital at September 30, 2023 is not sufficient to meet the cash requirements to fund planned operations through the next twelve months without additional sources of cash. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern and do not include adjustments that might result from the outcome of this uncertainty. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. Management is continuing to develop strategies to re-capitalize the Company and position it for future growth. Key steps to this process include: ● Improve the condition of the consolidated balance sheet via license arrangements and capital infusions. ● Identify and acquire late-stage assets for commercialization. ● Build out operational infrastructure to generate revenue opportunities to grow shareholder value. There can be no guarantee that the Company will be successful in securing adequate capital to continue operations and in identifying and acquiring assets for future development. If the Company is unable to secure new working capital, other alternative strategies will be required. Historically, the Company’s strategy has been to acquire and develop assets; potentially spin them out and retain both an equity stake and royalties and milestone payments. In so doing, the Company would act as an incubator for late-stage drug development. Management believes that this strategy can be successful. At this time, the Company is reviewing several opportunities which it may pursue as soon as funding is available. At present, no definitive action has been taken. There can be no guarantees that the Company will be successful in: ● Executing its restructuring plan; ● Securing adequate capital to continue operations; or ● Identifying and acquiring assets for future development. Company History The Company was initially incorporated in Florida on December 2, 1993, as Resort Clubs International, Inc. (“Resort Clubs”). It was formed to manage and market golf course properties in resort markets throughout the United States. Galliano International Ltd. (“Galliano”) was incorporated in Delaware on May 27, 1998 and began trading in November 1999 through the filing of a 15C-211. On November 10, 2004, Galliano merged with Resort Clubs. Resort Clubs was the surviving corporation. On August 23, 2010, Resort Clubs changed its name to pH Environmental Inc. (“pH Environmental”). On April 23, 2012, pH Environmental completed a name change to TNI BioTech, Inc., and on April 24, 2012, we executed a share exchange agreement for the acquisition of all the outstanding shares of TNI BioTech IP, Inc. On September 4, 2014, a majority of our shareholders approved an amendment to our Amended and Restated Articles of Incorporation, as amended, to change our name to Immune Therapeutics, Inc. On February 28, 2023, we received a written consent from a majority of our outstanding shareholders to change the name of our Company to “Biostax Corp.” On March 27, 2023, we filed a definitive information statement on Schedule 14C and mailed the information statement to shareholders on record as of the date of the filing. We filed our name change amendment with the Secretary of State of Florida on October 5, 2023 and our new Company name and trading symbol (BTAX) became effective on October 20, 2023.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been omitted. However, in the opinion of management, all adjustments (which include only normal recurring adjustments, unless otherwise indicated) necessary to present fairly the consolidated financial position and consolidated results of operations for the periods presented have been made. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2022 (including the notes thereto) set forth in the Company’s Annual Report on Form 10- K for that period. Use of Estimates The preparation of the Company’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from such estimates. Cash, Cash Equivalents, and Short-Term Investments The Company considers all highly liquid investments with original maturities at the date of purchase of three months or less to be cash equivalents. Cash and cash equivalents include bank demand deposits, marketable securities with maturities of three months or less at purchase, and money market funds that invest primarily in certificates of deposits, commercial paper and U.S. government and U.S. government agency obligations. Cash equivalents are reported at fair value. At September 30, 2023 and December 31, 2022, the Company had cash and cash equivalents of $ 4,531 150,491 Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents. The Company is exposed to credit risk, subject to federal deposit insurance, in the event of a default by the financial institutions holding its cash and cash equivalents to the extent of amounts recorded on the condensed consolidated balance sheets. The cash accounts are insured by the Federal Deposit Insurance Corporation up to $ 250,000 Segment and Geographic Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one operating segment and does not segment the business for internal reporting or decision making. Fair Value of Financial Instruments In accordance with the reporting requirements of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 825, “ Financial Instruments” Cash, cash equivalents and accounts payable are accounted for at cost which approximates fair value due to the relatively short maturity of these instruments. The carrying value of the Company’s investment in the common stock of Statera BioPharma, Inc. (“STAB”) reflects an asset impairment charge taken in the second quarter of 2022 and is carried at zero in the accompanying consolidated balance sheets. The carrying value of notes payable approximate fair value since they bear market rates of interest and other terms. None of these instruments are held for trading purposes. Research and Development Costs Research and development costs are charged to expense as incurred and are typically comprised of expenses associated with advancing the commercialization of our technologies. The Company incurred $ 461,969 Income Taxes The Company follows ASC Topic 740, “Income Taxes” The standard addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC Topic 740, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC Topic 740 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. At the date of adoption, and as of September 30, 2023 and 2022, the Company does not have a liability for unrecognized tax uncertainties. The Company’s policy is to record interest and penalties on uncertain tax positions as income tax expense. As of September 30, 2023, and 2022, the Company does no Stock-Based Compensation and Issuance of Common Stock for Non-Cash Consideration The Company measures and recognizes compensation expense for share-based awards based on estimated fair values equaling either the market value of the shares issued, or the value of consideration received, whichever is more readily determinable. Generally, the non-cash consideration pertains to services rendered by consultants and others and has been valued at the fair value of the Company’s common stock at the date of the agreement. The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of ASC Topic 718, “ Compensation-Stock Compensation The Company did no On September 20, 2022, the Company issued 50,000 93,500 1.87 49,500 0.05 2,463 Net Income per Share For the three and nine month periods ended September 30, 2023 and 2022, diluted income per share was calculated by dividing the net income by the weighted-average number of common shares outstanding for the period determined using the treasury-stock method. A reconciliation of the weighted average shares outstanding used in basic and diluted earnings per share for the periods ended September 30, 2023 and 2022 are as follows: Schedule of Basic and Diluted Earnings per Share Three Months ended September 30, 2023 2022 Basic EPS Income (loss) available to common shareholders (Numerator) $ (388,760 ) $ (2,493,455 ) Weighted average common shares (Denominator) 83,239,115 60,089,305 Basic EPS $ (0.00 ) $ (0.04 ) Diluted EPS Income (loss) available to common shareholders (Numerator) $ (388,760 ) $ (2,493,455 ) Weighted average common shares (Denominator) 83,239,115 60,089,305 Diluted EPS $ (0.00 ) $ (0.04 ) Nine Months ended September 30, 2023 2022 Basic EPS Income (loss) available to common shareholders (Numerator) $ (1,309,110 ) $ (3,257,151 ) Weighted average common shares (Denominator) 83,461,806 20,643,181 Basic EPS $ (0.02 ) $ (0.16 ) Diluted EPS Income (loss) available to common shareholders (Numerator) $ (1,309,110 ) $ (3,257,151 ) Weighted average common shares (Denominator) 83,461,806 20,643,181 Diluted EPS $ (0.02 ) $ (0.16 ) Recent Accounting Standards The Company has reviewed the accounting pronouncements issued by the FASB during the nine months ended September 30, 2023. Applicable pronouncements will be adopted by the Company in accordance with the accounting guidance and definition. Management does not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s consolidated financial statements. Management does not believe there are other significant accounting pronouncements which have had or will have a material impact on the Company’s consolidated financial statements.

Notes Payable

Notes Payable	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Notes Payable	3. Notes Payable During the nine-month period ended September 30, 2023 the Company reported the following activity in notes and accrued interest: On July 14, 2023, the Company issued a $ 7,500 8.5 On June 2, 2023, the Company issued a $ 15,000 matures in 90 days 8 On April 13, 2023, the Company issued a $ 250,000 18 May 30, 2023 On March 24, 2023, the Company issued $ 150,000 100,000 mature in 90 days 8 Notes outstanding as of September 30, 2023 and December 31, 2022 are as follows: Schedule of Notes Payable September 30, 2023 December 31, 2022 Promissory note $ 231,478 $ 231,478 Promissory note issued in the first quarter of 2019. The note accrues interest at 6 February 2020 $ 231,478 $ 231,478 Promissory note issued in 2019 for the settlement of debt in the same amount and matured in 2021. Lender earns interest at 15 September 2023 150,000 150,000 Promissory note issued in 2022 and matures in July 2023 6 65,000 65,000 Promissory note issued in 2022 and matures in July 2023 6 200,000 200,000 Promissory note issued in 2022 and matures in December 2023 7.75 50,000 50,000 Promissory note issued in March 2023 and matured in May 2023 8 100,000 - Promissory note issued in March 2023 and matured in June 2023 8 50,000 - Promissory note issued in April 2023 and matured in May 2023 18 250,000 - Promissory note issued in June 2023 and matures in June 2024 8 15,000 - Promissory note issued in July 2023 and matures in July 2025 8.5 7,500 - $ 1,118,978 $ 696,478 At September 30, 2023 and December 31, 2022, the Company had accrued $ 121,544 64,455

Capital Structure _ Common Stoc

Capital Structure – Common Stock and Stock Purchase Warrants	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Capital Structure – Common Stock and Stock Purchase Warrants	4 Capital Structure – Common Stock and Stock Purchase Warrants Each holder of common stock is entitled to vote on all matters and is entitled to one vote for each share held. No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock or any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend. Stock Warrants During the nine-month period ended September 30, 2023 no common stock warrants were issued, exercised or modified. During the nine-month period ended September 30, 2022 warrant holders exercised 17,225,000 2,283,850 The following is a summary of outstanding common stock warrants as of September 30, 2023. Schedule of Outstanding Common Stock Warrants Expiration Date Number of Exercise Price Remaining Third Quarter 2028 3,000 $ 70 5.0 Second Quarter 2032 28,995 $ 10 70 8.67 31,995 $ 10 70 Following is a summary of stock warrant activity for the nine months ended September 30 2023: Schedule of Stock Outstanding Warrants Activity Number of Exercise Weighted Warrants as of December 31, 2022 38,495 $ 10 200 $ 59.42 Issued - $ - $ - Expired and forfeited (6,500 ) $ 30 200 $ 73.85 Exercised - $ - $ - Warrants as of September 30, 2023 31,995 $ 10 70 $ 56.49

Income Taxes _ Results of Opera

Income Taxes – Results of Operations	9 Months Ended
	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes – Results of Operations	5. Income Taxes – Results of Operations There was no income tax expense reflected in the results of operations for the periods ended September 30, 2023 and 2022 because the Company has significant net loss operating carryforwards available to offset the potential tax liabilities. Our tax rate can be affected by recurring items, such as tax rates in foreign jurisdictions and the relative amount of income we earn in jurisdictions. It may also be affected by discrete items that may occur in any given year but are not consistent from year to year. For U.S. federal purposes the corporate statutory income tax rate was 21 ASC Topic 740 requires that a valuation allowance be provided if it is more likely than not that some portion or all a deferred tax asset will not be realized. The Company’s ability to realize the benefit of its deferred tax asset will depend on the generation of future taxable income. Because the Company has yet to recognize revenue, we believe that the full valuation allowance should be provided.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	6. Subsequent Events Management of the Company has performed a review of events and transactions occurring after the condensed consolidated balance sheet date to determine if there were any such events or transactions requiring adjustment to or disclosure in the accompanying condensed consolidated financial statements and has noted none, other than the following: On November 8, 2023, the Company appointed Mr. Craig Suro, age 49, to the board of directors. On October 24, 2023, the Company appointed Ms. Clay Caperton Reynolds, age 61, to the board of directors. Amendment 2 to License with Cytocom Inc. (which is now Statera Biopharma Inc.) In December 2013, the Company formed Cytocom Inc., which changed its name to Statera Biopharma Inc. (“Statera”) or STAB, on September 1, 2021, as a subsidiary of the Company, and transferred rights, titles and interests to the Company as follows: (i) Patents, patent applications, and all divisional, continuations and continuations-in-part thereof, together with all reissues, reexaminations, renewals, and extensions thereof and all rights to obtain such divisional, continuations and continuations-in-part, reissues, reexaminations, renewals and extensions, and all utility models and statutory invention registrations and any other such analogous rights. (ii) Trademarks, service marks, internet domain names, trade dress, trade styles, logos, trade names, services names, brand names, corporate names, assumed business names and general intangibles and other source identifiers of a like nature, together with the goodwill associated with any of the foregoing, and all registrations and applications for registrations thereof, together with all renewals and extensions thereof and all rights to obtain such renewals and extensions. (iii) Copyrights, mask work rights, database and design rights, moral rights and rights in internet websites, whether registered or unregistered and whether published or unpublished, all registrations and recordings thereof and all applications in connection therewith, together with all renewals, continuations, reversions and extensions thereof and all rights to obtain such renewals, continuations, reversions and extensions. (iv) Confidential and proprietary information, including, trade secrets and know-how. On May 1, 2018, the Company entered into an amended and restated licensing agreement (the “Restated Agreement”) with STAB. The Restated Agreement restates the licensing arrangement between the Company and STAB and grants the Company distribution and marketing rights for Lodonal™ and meta enkephalin (MENK) for humans in certain emerging markets. In addition, the Company was granted the rights to distribute and market Lodonal™ and MENK for animal use in the United States. The royalty due to STAB was reduced from 5 1 On April 8, 2019, the Company signed a second amendment to its licensing agreement (the “Second Amendment”) with STAB. The Second Amendment confirmed that, (as of its effective date December 31, 2018) the Company owned 15.57 On May 13, 2020, the Company and STAB entered into an Amendment to the Second Amendment (“Third Amendment”) that was effective December 31, 2018. The Third Amendment provides STAB with the Company’s previously licensed rights for LDN and MENK in emerging markets. The original terms for consideration for the sublicense were not finalized until August 12, 2020, at which time STAB and the Company signed a letter agreement in which STAB agreed to assume a combination of defaulted notes plus certain other liabilities. Such terms were amended, and the Company agreed to transfer all the rights, title, and interests to STAB in technology licensed from Penn State Research Foundation (“ PSU On July 20, 2021, STAB and the Company agreed to modify the terms of the original sublicense. The renegotiated terms are presented below. The assignment of the notes and associated accrued interest and penalties in default was fully executed in the third quarter of 2020 with the transfer of the notes upon the creditors’ signoff. The Company recognized a gain upon the assignment of these notes in the third quarter of 2020. Consideration for License to STAB as of December 31, 2022: Schedule of Consideration Consideration / Assumption of: Notes and associated accrued interest in default $ 3,302,209 Accounts payable and accruals 230,000 Past Due Employee Obligations 1,110,567 Total anticipated Consideration $ 4,642,776 Recognized through December 31, 2020 (3,302,209 ) To Be Recognized upon Execution $ 1,340,567 As of December 31, 2022, the Notes transaction has not been fully executed. The notes in default have been assigned and the transfer signed off by the creditors, but STAB still has not completed the assumption of the agreed upon obligations. On March 24, 2023, the Company and STAB entered into an amendment to the licensing agreement (“Third License Amendment”). The Third License Amendment: ● Restates the licensing arrangement between the Company and STAB and grants the Company manufacturing, distribution and marketing rights for LDN and MENK in humans for all indications except Crohn’s Disease (worldwide), and in animals (US only). ● Grants the Company the right grant sublicenses to third parties for the manufacturing, distribution and marketing of these products. ● Updates the royalty rates as follows: Schedule of Royalty Rate Annual Sales of Royalty Qualifying Licensed Products Royalty Rate <$500,000,000 2 % 500,000,000 to < $1,000,000,000 4 % > $1,000,000,000) 6 % This agreement has been on hold, pending the outcome of Statera’s Involuntary Chapter 11 Bankruptcy case pending in the United States Bankruptcy Court for the District of Colorado. On September 20, 2023 the Bankruptcy Court dismissed the involuntary case and has cleared all parties to proceed with this License Amendment.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The condensed consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been omitted. However, in the opinion of management, all adjustments (which include only normal recurring adjustments, unless otherwise indicated) necessary to present fairly the consolidated financial position and consolidated results of operations for the periods presented have been made. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company for the year ended December 31, 2022 (including the notes thereto) set forth in the Company’s Annual Report on Form 10- K for that period.
Use of Estimates	Use of Estimates The preparation of the Company’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from such estimates.
Cash, Cash Equivalents, and Short-Term Investments	Cash, Cash Equivalents, and Short-Term Investments The Company considers all highly liquid investments with original maturities at the date of purchase of three months or less to be cash equivalents. Cash and cash equivalents include bank demand deposits, marketable securities with maturities of three months or less at purchase, and money market funds that invest primarily in certificates of deposits, commercial paper and U.S. government and U.S. government agency obligations. Cash equivalents are reported at fair value. At September 30, 2023 and December 31, 2022, the Company had cash and cash equivalents of $ 4,531 150,491
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents. The Company is exposed to credit risk, subject to federal deposit insurance, in the event of a default by the financial institutions holding its cash and cash equivalents to the extent of amounts recorded on the condensed consolidated balance sheets. The cash accounts are insured by the Federal Deposit Insurance Corporation up to $ 250,000
Segment and Geographic Information	Segment and Geographic Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one operating segment and does not segment the business for internal reporting or decision making.
Fair Value of Financial Instruments	Fair Value of Financial Instruments In accordance with the reporting requirements of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 825, “ Financial Instruments” Cash, cash equivalents and accounts payable are accounted for at cost which approximates fair value due to the relatively short maturity of these instruments. The carrying value of the Company’s investment in the common stock of Statera BioPharma, Inc. (“STAB”) reflects an asset impairment charge taken in the second quarter of 2022 and is carried at zero in the accompanying consolidated balance sheets. The carrying value of notes payable approximate fair value since they bear market rates of interest and other terms. None of these instruments are held for trading purposes.
Research and Development Costs	Research and Development Costs Research and development costs are charged to expense as incurred and are typically comprised of expenses associated with advancing the commercialization of our technologies. The Company incurred $ 461,969
Income Taxes	Income Taxes The Company follows ASC Topic 740, “Income Taxes” The standard addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC Topic 740, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC Topic 740 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. At the date of adoption, and as of September 30, 2023 and 2022, the Company does not have a liability for unrecognized tax uncertainties. The Company’s policy is to record interest and penalties on uncertain tax positions as income tax expense. As of September 30, 2023, and 2022, the Company does no
Stock-Based Compensation and Issuance of Common Stock for Non-Cash Consideration	Stock-Based Compensation and Issuance of Common Stock for Non-Cash Consideration The Company measures and recognizes compensation expense for share-based awards based on estimated fair values equaling either the market value of the shares issued, or the value of consideration received, whichever is more readily determinable. Generally, the non-cash consideration pertains to services rendered by consultants and others and has been valued at the fair value of the Company’s common stock at the date of the agreement. The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of ASC Topic 718, “ Compensation-Stock Compensation The Company did no On September 20, 2022, the Company issued 50,000 93,500 1.87 49,500 0.05 2,463
Net Income per Share	Net Income per Share For the three and nine month periods ended September 30, 2023 and 2022, diluted income per share was calculated by dividing the net income by the weighted-average number of common shares outstanding for the period determined using the treasury-stock method. A reconciliation of the weighted average shares outstanding used in basic and diluted earnings per share for the periods ended September 30, 2023 and 2022 are as follows: Schedule of Basic and Diluted Earnings per Share Three Months ended September 30, 2023 2022 Basic EPS Income (loss) available to common shareholders (Numerator) $ (388,760 ) $ (2,493,455 ) Weighted average common shares (Denominator) 83,239,115 60,089,305 Basic EPS $ (0.00 ) $ (0.04 ) Diluted EPS Income (loss) available to common shareholders (Numerator) $ (388,760 ) $ (2,493,455 ) Weighted average common shares (Denominator) 83,239,115 60,089,305 Diluted EPS $ (0.00 ) $ (0.04 ) Nine Months ended September 30, 2023 2022 Basic EPS Income (loss) available to common shareholders (Numerator) $ (1,309,110 ) $ (3,257,151 ) Weighted average common shares (Denominator) 83,461,806 20,643,181 Basic EPS $ (0.02 ) $ (0.16 ) Diluted EPS Income (loss) available to common shareholders (Numerator) $ (1,309,110 ) $ (3,257,151 ) Weighted average common shares (Denominator) 83,461,806 20,643,181 Diluted EPS $ (0.02 ) $ (0.16 )
Recent Accounting Standards	Recent Accounting Standards The Company has reviewed the accounting pronouncements issued by the FASB during the nine months ended September 30, 2023. Applicable pronouncements will be adopted by the Company in accordance with the accounting guidance and definition. Management does not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s consolidated financial statements. Management does not believe there are other significant accounting pronouncements which have had or will have a material impact on the Company’s consolidated financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Schedule of Basic and Diluted Earnings per Share	Schedule of Basic and Diluted Earnings per Share Three Months ended September 30, 2023 2022 Basic EPS Income (loss) available to common shareholders (Numerator) $ (388,760 ) $ (2,493,455 ) Weighted average common shares (Denominator) 83,239,115 60,089,305 Basic EPS $ (0.00 ) $ (0.04 ) Diluted EPS Income (loss) available to common shareholders (Numerator) $ (388,760 ) $ (2,493,455 ) Weighted average common shares (Denominator) 83,239,115 60,089,305 Diluted EPS $ (0.00 ) $ (0.04 ) Nine Months ended September 30, 2023 2022 Basic EPS Income (loss) available to common shareholders (Numerator) $ (1,309,110 ) $ (3,257,151 ) Weighted average common shares (Denominator) 83,461,806 20,643,181 Basic EPS $ (0.02 ) $ (0.16 ) Diluted EPS Income (loss) available to common shareholders (Numerator) $ (1,309,110 ) $ (3,257,151 ) Weighted average common shares (Denominator) 83,461,806 20,643,181 Diluted EPS $ (0.02 ) $ (0.16 )

Notes Payable (Tables)

Notes Payable (Tables)	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Schedule of Notes Payable	Notes outstanding as of September 30, 2023 and December 31, 2022 are as follows: Schedule of Notes Payable September 30, 2023 December 31, 2022 Promissory note $ 231,478 $ 231,478 Promissory note issued in the first quarter of 2019. The note accrues interest at 6 February 2020 $ 231,478 $ 231,478 Promissory note issued in 2019 for the settlement of debt in the same amount and matured in 2021. Lender earns interest at 15 September 2023 150,000 150,000 Promissory note issued in 2022 and matures in July 2023 6 65,000 65,000 Promissory note issued in 2022 and matures in July 2023 6 200,000 200,000 Promissory note issued in 2022 and matures in December 2023 7.75 50,000 50,000 Promissory note issued in March 2023 and matured in May 2023 8 100,000 - Promissory note issued in March 2023 and matured in June 2023 8 50,000 - Promissory note issued in April 2023 and matured in May 2023 18 250,000 - Promissory note issued in June 2023 and matures in June 2024 8 15,000 - Promissory note issued in July 2023 and matures in July 2025 8.5 7,500 - $ 1,118,978 $ 696,478

Capital Structure _ Common St_2

Capital Structure – Common Stock and Stock Purchase Warrants (Tables)	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of Outstanding Common Stock Warrants	The following is a summary of outstanding common stock warrants as of September 30, 2023. Schedule of Outstanding Common Stock Warrants Expiration Date Number of Exercise Price Remaining Third Quarter 2028 3,000 $ 70 5.0 Second Quarter 2032 28,995 $ 10 70 8.67 31,995 $ 10 70
Schedule of Stock Outstanding Warrants Activity	Following is a summary of stock warrant activity for the nine months ended September 30 2023: Schedule of Stock Outstanding Warrants Activity Number of Exercise Weighted Warrants as of December 31, 2022 38,495 $ 10 200 $ 59.42 Issued - $ - $ - Expired and forfeited (6,500 ) $ 30 200 $ 73.85 Exercised - $ - $ - Warrants as of September 30, 2023 31,995 $ 10 70 $ 56.49

Subsequent Events (Tables)

Subsequent Events (Tables)	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
Schedule of Consideration	Consideration for License to STAB as of December 31, 2022: Schedule of Consideration Consideration / Assumption of: Notes and associated accrued interest in default $ 3,302,209 Accounts payable and accruals 230,000 Past Due Employee Obligations 1,110,567 Total anticipated Consideration $ 4,642,776 Recognized through December 31, 2020 (3,302,209 ) To Be Recognized upon Execution $ 1,340,567
Schedule of Royalty Rate	Schedule of Royalty Rate Annual Sales of Royalty Qualifying Licensed Products Royalty Rate <$500,000,000 2 % 500,000,000 to < $1,000,000,000 4 % > $1,000,000,000) 6 %

Company Overview (Details Narra

Company Overview (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash on hand	$ 4,531		$ 4,531
Working capital	4,207,330		4,207,330
Accumulated deficit	384,277,604		384,277,604		$ 382,968,494
Net loss attributable to common stockholders	$ 388,760	$ 2,493,455	$ 1,309,110	$ 3,257,151

Schedule of Basic and Diluted E

Schedule of Basic and Diluted Earnings per Share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Accounting Policies [Abstract]
Income (loss) available to common shareholders (Numerator)	$ (388,760)	$ (2,493,455)	$ (1,309,110)	$ (3,257,151)
Weighted average common shares (Denominator)	83,239,115	60,089,305	83,461,806	20,643,181
Basic EPS	$ 0	$ (0.04)	$ (0.02)	$ (0.16)
Income (loss) available to common shareholders (Numerator)	$ (388,760)	$ (2,493,455)	$ (1,309,110)	$ (3,257,151)
Weighted average common shares (Denominator)	83,239,115	60,089,305	83,461,806	20,643,181
Diluted EPS	$ 0	$ (0.04)	$ (0.02)	$ (0.16)

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details Narrative) - USD ($)		3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 20, 2022	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Cash and cash equivalents		$ 4,531			$ 4,531		$ 150,491
Cash at federal deposit		250,000			250,000
Research and development costs		$ 105,837			461,969
Interest or penalties related to uncertain tax position					0	0
Stock-based compensation					$ 0	0
Issuance of common stock for services, shares	50,000
Stock compensation	$ 93,500
Share price	$ 1.87
Issuance of common stock for services, value						$ 95,973
Common Stock [Member]
Issuance of common stock for services, shares				49,500		99,500
Shares issued price per share				$ 0.05
Issuance of common stock for services, value				$ 2,463		$ 10

Schedule of Notes Payable (Deta

Schedule of Notes Payable (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Notes payable	$ 1,118,978	$ 696,478
Notes Payable [Member]
Short-Term Debt [Line Items]
Notes payable	231,478	231,478
Notes Payable One [Member]
Short-Term Debt [Line Items]
Notes payable	150,000	150,000
Notes Payable Two [Member]
Short-Term Debt [Line Items]
Notes payable	65,000	65,000
Notes Payable Three [Member]
Short-Term Debt [Line Items]
Notes payable	200,000	200,000
Notes Payable Four [Member]
Short-Term Debt [Line Items]
Notes payable	50,000	50,000
Notes Payable Five [Member]
Short-Term Debt [Line Items]
Notes payable	100,000
Notes Payable Six [Member]
Short-Term Debt [Line Items]
Notes payable	50,000
Notes Payable Seven [Member]
Short-Term Debt [Line Items]
Notes payable	250,000
Notes Payable Eight [Member]
Short-Term Debt [Line Items]
Notes payable	15,000
Notes Payable Nine [Member]
Short-Term Debt [Line Items]
Notes payable	$ 7,500

Schedule of Notes Payable (De_2

Schedule of Notes Payable (Details) (Parenthetical)	1 Months Ended				3 Months Ended	12 Months Ended
	Jul. 31, 2023	Jun. 30, 2023	Apr. 30, 2023	Mar. 31, 2023	Mar. 31, 2019	Dec. 31, 2022	Dec. 31, 2019
Notes Payable [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum					6%
Debt instrument maturity date					February 2020
Notes Payable One [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum							15%
Debt instrument maturity date							September 2023
Notes Payable Two [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum						6%
Debt instrument maturity date						July 2023
Notes Payable Three [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum						6%
Debt instrument maturity date						July 2023
Notes Payable Four [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum						7.75%
Debt instrument maturity date						December 2023
Notes Payable Five [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum				8%
Debt instrument maturity date				May 2023
Notes Payable Six [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum				8%
Debt instrument maturity date				June 2023
Notes Payable Seven [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum			18%
Debt instrument maturity date			May 2023
Notes Payable Eight [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum		8%
Debt instrument maturity date		June 2024
Notes Payable Nine [Member]
Short-Term Debt [Line Items]
Percentage of interest rate per annum	8.50%
Debt instrument maturity date	July 2025

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)	Jun. 02, 2023	Apr. 13, 2023	Mar. 24, 2023	Sep. 30, 2023	Jul. 14, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Interest payable				$ 121,544		$ 64,455
Promissory Notes [Member]
Short-Term Debt [Line Items]
Interest rate	8%	18%	8%		8.50%
Maturity date description			mature in 90 days
Maturity date		May 30, 2023
Promissory Notes [Member] | Intellectual Property License Agreement [Member]
Short-Term Debt [Line Items]
Promissory notes		$ 250,000
Global Reverb Corporation [Member] | Promissory Notes [Member]
Short-Term Debt [Line Items]
Promissory notes					$ 7,500
One Lender [Member] | Promissory Notes [Member]
Short-Term Debt [Line Items]
Promissory notes	$ 15,000
Maturity date description	matures in 90 days
Two Lender [Member] | Promissory Notes [Member]
Short-Term Debt [Line Items]
Promissory notes			$ 150,000
H Louis Salomonsky [Member] | Promissory Notes [Member]
Short-Term Debt [Line Items]
Promissory notes			$ 100,000

Schedule of Outstanding Common

Schedule of Outstanding Common Stock Warrants (Details)	Sep. 30, 2023 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares | shares	31,995
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price	$ 10
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price	$ 70
Third Quarter 2028 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares | shares	3,000
Exercise Price	$ 70
Remaining Life	5 years
Second Quarter 2032 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares | shares	28,995
Remaining Life	8 years 8 months 1 day
Second Quarter 2032 [Member] | Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price	$ 10
Second Quarter 2032 [Member] | Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price	$ 70

Schedule of Stock Outstanding W

Schedule of Stock Outstanding Warrants Activity (Details)	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares Warrants, Beginning balance | shares	38,495
Weighted Average Price, Beginning balance	$ 59.42
Number of Shares Warrants, Issued | shares
Exercise Price, Issued
Weighted Average Price, issued
Number of Shares Warrants, Expired and forfeited | shares	(6,500)
Weighted Average Price, Expired and forfeited	$ 73.85
Number of Shares Warrants, Exercised | shares
Exercise Price, Exercised
Weighted Average Price, Exercised
Number of Shares Warrants, Ending balance | shares	31,995
Weighted Average Price, Ending balance	$ 56.49
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price, Beginning balance	10
Exercise Price, Expired and forfeited	30
Exercise Price, Ending balance	10
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price, Beginning balance	200
Exercise Price, Expired and forfeited	200
Exercise Price, Ending balance	$ 70

Capital Structure _ Common St_3

Capital Structure – Common Stock and Stock Purchase Warrants (Details Narrative) - Warrant [Member]	9 Months Ended
	Sep. 30, 2022 shares
Stock issued during period new issues	17,225,000
Warrants forefeited	2,283,850

Income Taxes _ Results of Ope_2

Income Taxes – Results of Operations (Details Narrative)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Statutory income tax rate	21%	21%

Schedule of Consideration (Deta

Schedule of Consideration (Details) - Statera [Member]	12 Months Ended
	Dec. 31, 2022 USD ($)
Notes and associated accrued interest in default	$ 3,302,209
Accounts payable and accruals	230,000
Past Due Employee Obligations	1,110,567
Total anticipated Consideration	4,642,776
Recognized through December 31, 2020	(3,302,209)
Total Consideration to be Recognized Upon Execution	$ 1,340,567

Schedule of Royalty Rate (Detai

Schedule of Royalty Rate (Details)	Mar. 24, 2023
Less than 500,000,000 [Member]
Royalty Rate	2%
From 500,000,000 to less than 1,000,000,000 [Member]
Royalty Rate	4%
Greater than 1,000,000,000 [Member]
Royalty Rate	6%

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Statera [Member]	Apr. 08, 2019	May 01, 2018
Common stock shares issued and outstanding	15.57%
Maximum [Member]
Royalty due		5%
Minimum [Member]
Royalty due		1%