Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 11, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | ADM ENDEAVORS, INC. | |
Entity Central Index Key | 0001588014 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 163,652,143 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash | $ 389,125 | $ 277,364 |
Accounts receivable, net | 250,025 | 66,305 |
Accounts receivable, related party | 110,050 | |
Inventory | 152,948 | 207,576 |
Prepaid expense | 64,522 | 106,565 |
Other receivable | 16,117 | 4,610 |
Total current assets | 872,737 | 772,470 |
Property and equipment, net | 1,104,122 | 1,120,553 |
Goodwill | 688,778 | 688,778 |
Total assets | 2,665,637 | 2,581,801 |
Current liabilities | ||
Accounts payable | 70,949 | 4,866 |
Accrued expenses | 218,821 | 172,923 |
Notes payable | 490,698 | 523,698 |
Current portion of convertible notes payable, net of discounts | 106,092 | 106,092 |
Derivative liabilities | 208,309 | 222,712 |
Total current liabilities | 1,094,869 | 1,030,291 |
Total liabilities | 1,094,869 | 1,030,291 |
Commitments and contingencies | ||
Stockholders' equity | ||
Preferred stock, $0.001 par value, 80,000,000 shares authorized, 2,000,000 shares outstanding as of March 31, 2021 and December 31, 2020 | 2,000 | 2,000 |
Common stock, $0.001 par value, 800,000,000 shares authorized, 163,652,143 shares issued and outstanding at March 31, 2021 and December 31, 2020 | 163,652 | 163,652 |
Additional paid-in capital | 1,307,747 | 1,307,747 |
Retained earnings | 97,369 | 78,111 |
Total stockholders' equity | 1,570,768 | 1,551,510 |
Total liabilities and stockholders' equity | $ 2,665,637 | $ 2,581,801 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 80,000,000 | 80,000,000 |
Preferred stock, shares outstanding | 2,000,000 | 2,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 800,000,000 | 800,000,000 |
Common stock, shares issued | 163,652,143 | 163,652,143 |
Common stock, shares outstanding | 163,652,143 | 163,652,143 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue | ||
Total revenue | $ 1,147,452 | $ 880,782 |
Operating expenses | ||
Direct costs of revenue | 654,918 | 570,349 |
General and administrative | 407,767 | 343,867 |
Marketing and selling | 64,560 | 25,259 |
Total operating expenses | 1,127,245 | 939,475 |
Operating (loss) | 20,207 | (58,693) |
Other income (expense) | ||
Gain (loss) on change in fair value of derivative liabilities | 14,403 | (10,917) |
Interest expense | (9,694) | |
Total other income (expense) | 4,709 | (10,917) |
Income (loss) before tax provision | 24,916 | (69,610) |
Provision for income taxes | 5,658 | |
Net income (loss) from continuing operations | 19,258 | (69,610) |
Net income from discontinued operations | 96,635 | |
Net income | $ 19,258 | $ 27,025 |
Net income per share for continuing operations - basic | $ 0 | $ 0 |
Net income per share for continuing operations - diluted | $ 0 | $ 0 |
Weighted average number of shares outstanding - basic | 163,652,143 | 137,846,923 |
Weighted average number of shares outstanding - diluted | 187,489,105 | 173,002,923 |
School Uniform Sales [Member] | ||
Revenue | ||
Total revenue | $ 91,230 | $ 66,296 |
Promotional Sales [Member] | ||
Revenue | ||
Total revenue | $ 1,056,222 | $ 814,486 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2019 | $ 2,000 | $ 136,270 | $ 539,629 | $ 101,398 | $ 779,297 |
Balance, shares at Dec. 31, 2019 | 2,000,000 | 136,270,000 | |||
Common stock issued for services | $ 1,750 | 33,250 | 35,000 | ||
Common stock issued for services, shares | 1,750,000 | ||||
Net income | 27,025 | 27,025 | |||
Balance at Mar. 31, 2020 | $ 2,000 | $ 138,020 | 572,879 | 128,423 | 841,322 |
Balance, shares at Mar. 31, 2020 | 2,000,000 | 138,020,000 | |||
Balance at Dec. 31, 2020 | $ 2,000 | $ 163,562 | 1,307,747 | 78,111 | 1,551,510 |
Balance, shares at Dec. 31, 2020 | 2,000,000 | 163,652,143 | |||
Net income | 19,258 | 19,258 | |||
Balance at Mar. 31, 2021 | $ 2,000 | $ 163,652 | $ 1,307,747 | $ 97,369 | $ 1,570,768 |
Balance, shares at Mar. 31, 2021 | 2,000,000 | 163,652,143 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||
Net income | $ 19,258 | $ 27,025 | |
Adjustments to reconcile net income to net cash provided by continuing operations: | |||
Depreciation and amortization | 16,431 | 16,817 | |
Stock-based compensation | 39,375 | 35,000 | |
Bad debt expense | 559 | $ 0 | |
Gain on disposal of ADM Enterprises, Inc. | (96,635) | ||
Change in derivative liability | (14,403) | 10,917 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | (184,279) | (184,013) | |
Accounts receivable, related party | 110,050 | ||
Inventory | 54,628 | (54,887) | |
Prepaid expenses and other assets | (8,839) | (1,776) | |
Accounts payable | 66,083 | 10,909 | |
Accrued expenses | 45,898 | (3,407) | |
Net cash provided by (used in) operating activities | 144,761 | (240,050) | |
Cash flows used in investing activities | |||
Disposal of ADM Enterprises, Inc. | (12,759) | ||
Net cash used in investing activities | (12,759) | ||
Cash flows used in financing activities: | |||
Repayments on notes payable | (33,000) | ||
Net cash used in financing activities | (33,000) | ||
Net change in cash | 111,761 | (252,809) | |
Cash at beginning of period | 277,364 | 275,422 | 275,422 |
Cash at end of period | 389,125 | 22,613 | 277,364 |
Cash included in discontinued operations | 12,758 | $ 12,758 | |
Cash at end of period, adjusted | 389,125 | 35,371 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | |||
Cash paid for taxes |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS On January 4, 2001, we incorporated in North Dakota as ADM Enterprises, Inc. On May 9, 2006, the Company changed both its name to ADM Endeavors, Inc. (“ADM Endeavors,” or the “Company,” “we,” “us,” or “our”) and its domicile to the state of Nevada. On July 1, 2008, the Company acquired all of the assets of ADM Enterprises, LLC (“ADM Enterprises”), a sole proprietorship owned by Ardell and Tammera Mees, in exchange for 10,000,000 newly issued shares of our common stock. As a result, ADM Enterprises became a wholly owned subsidiary of the Company. Even though the Company was incorporated on January 4, 2001, it had no operations until the share exchange agreement with ADM Enterprises on July 1, 2008. ADM provides installation services to grocery décor and design companies primarily in North Dakota. In May 2013, the Company amended its Articles of Incorporation to provide for an increase in its authorized share capital. The authorized common stock increased to 800,000,000 shares at a par value of $0.001 per share and preferred stock increased to 80,000,000 shares at a par value of $0.001 per share. On April 19, 2018, the Company acquired Just Right Products, Inc. (“JRP”), a Texas corporation. JRP was incorporated on January 17, 2010. The acquisition of 100% of JRP from its sole shareholder was through a stock exchange whereas the Company issued 2,000,000 shares of restricted Series A preferred stock (the “Acquisition Shares”). Each share of the Series A preferred stock is convertible into ten shares of common stock and each share has 100 votes on a fully diluted basis. The Acquisition Shares represents 61% of voting shares, thus there is a change of voting control. The transaction was accounted for as a reverse acquisition. JRP is focused on being an added value reseller with concentration in embroidery, screen printing, importing and uniforms for businesses, schools and individuals in the State of Texas. On January 1, 2020, the Company determined that it would discontinue its business operations in North Dakota, specifically, ADM Enterprises (the “Disposed Company”). The Company has reached a settlement with Ardell Mees to provide him with the assets of the Disposed Company and in exchange, Mr. Mees will assume all liabilities of the Disposed Company. As part of the transaction, Mr. Mees resigned from all positions with the Company and, in a private transaction, sold a significant portion of his ownership in the Company to Marc Johnson. The Company and Mr. Mees entered into an indemnification agreement whereby Mr. Mees indemnified the Company for any liabilities of the Disposed Company. The Company has been affected negatively by COVID-19 as a significant portion of the Company’s sales are for school uniforms which, due to COVID-19 and the closing of schools nationwide, should have a negative impact on the Company’s financials. Additionally, the Company experienced delivery delays during the first quarter of 2020 due to slowed production in China due to COVID-19, but management does not expect this will significantly impact gross sales due to the diverse growth the Company is experiencing. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company follows the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and has a year-end of December 31. Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented. The unaudited consolidated financial statements of the Company for the three month periods ended March 31, 2021 and 2020 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation S-K. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of December 31, 2020 was derived from the audited financial statements included in the Company’s financial statements as of and for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 24, 2021. These financial statements should be read in conjunction with that report. Principles of Consolidation The accompanying unaudited consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiary, JRP, at March 31, 2021. All significant intercompany balances and transactions have been eliminated. Use of Estimates The preparation of the Consolidated Financial Statements in accordance with U.S. GAAP requires management to make use of certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reported periods. The Company bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Significant estimates are related to allowance for doubtful accounts, goodwill, derivative liability, stock-based compensation and deferred tax valuations. Stock-Based Compensation Stock-based compensation expense is recorded in accordance with FASB ASC Topic 718, Compensation – Stock Compensation, for stock and stock options awarded in return for services rendered. The expense is measured at the grant-date fair value of the award and recognized as compensation expense on a straight-line basis over the service period, which is the vesting period. The Company estimates forfeitures that it expects will occur and records expense based upon the number of awards expected to vest. Cash Equivalents The Company considers all highly liquid investments with an original maturity of nine months or less when purchased to be cash equivalents. At March 31, 2021 and December 31, 2020, the Company had no cash equivalents. Allowance for Doubtful Accounts The Company establishes an allowance for doubtful accounts to ensure trade and notes receivable are not overstated due to noncollectability. The Company’s allowance is based on a variety of factors, including age of the receivable, significant one-time events, historical experience, and other risk considerations. The Company had no allowance at March 31, 2021 and December 31, 2020. The Company had bad debt expense of $559 and $0 for the three months ended March 31, 2021 and 2020, respectively. Inventory Inventory is valued at the lower of cost or net realizable value. Cost is determined using a weighted-average cost method. The Company decreases the value of inventory for estimated obsolescence equal to the difference between the cost of inventory and the estimated market value, based upon an aging analysis of the inventory on hand, specifically known inventory-related risks, and assumptions about future demand and market conditions. The Company has inventory of $152,948 and $207,576 as of March 31, 2021 and December 31, 2020, respectively. Four vendors accounted for approximately 98% of inventory purchases during the three months ended March 31, 2021. Three vendors accounted for approximately 94% of inventory purchases during the three months ended March 31, 2020. These same vendors made up 36% and 0% of our accounts payable as of March 31, 2021 and December 31, 2020, respectively. Derivative Instruments Derivatives are measured at their fair value on the balance sheet. In determining the appropriate fair value, the Company uses the Black-Scholes-Merton option pricing model. Changes in fair value are recorded in the consolidated statements of operations. Fair Value of Financial Instruments The Company measures its financial assets and liabilities in accordance with U.S. GAAP. For certain of our financial instruments, including cash, accounts payable, accrued expenses, and short-term loans the carrying amounts approximate fair value due to their short maturities. We follow accounting guidance for financial and non-financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The Company adopted the provisions of FASB ASC 820 (the “Fair Value Topic”) which defines fair value, establishes a framework for measuring fair value under U.S. GAAP, and expands disclosures about fair value measurements. The Company had no assets or liabilities other than derivative liabilities measured at fair value on a recurring basis at March 31, 2021 and December 31, 2020. Fixed Assets Fixed assets are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method over the assets estimated useful life. Upon the sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in consolidated statements of operations. Classification Estimated Useful Lives Equipment 5 to 7 years Leasehold improvements Shorter of useful life or lease term Furniture and fixtures 4 to 7 years Websites 3 years Goodwill Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible assets of businesses acquired. Goodwill is not amortized, but instead assessed for impairment. We perform our annual impairment review of goodwill in our fiscal fourth quarter or when a triggering event occurs between annual impairment tests. No impairment was recorded in fiscal 2021 or 2020 as a result of our qualitative assessments over our single reporting segment. The Company performs a qualitative assessment for each of its reporting units to determine if the two-step process for impairment testing is required. If the Company determines that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would then evaluate the recoverability of goodwill using a two-step impairment test approach at the reporting unit level. In the first step, the fair value for the reporting unit is compared to its book value including goodwill. In the case that the fair value of the reporting unit is less than book value, a second step is performed which compares the implied fair value of the reporting unit’s goodwill to the book value of the goodwill. The fair value for the goodwill is determined based on the difference between the fair values of the reporting unit and the net fair values of the identifiable assets and liabilities of such reporting unit. If the implied fair value of the goodwill is less than the book value, the difference is recognized as impairment. Impairment of Long-lived Assets The Company follows paragraph 360-10-05-4 of the FASB Accounting Standards Codification for its long-lived assets. The Company’s long-lived assets, such as intellectual property, are required to be reviewed for impairment annually, or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives. The Company determined that there were no impairments of long-lived assets at March 31, 2021 and December 31, 2020. Revenue Recognition We recognize revenue for merchandise sales, net of expected returns and sales tax, at the time of in-store purchase or delivery of the product to our customer. When merchandise is shipped to our guests, we estimate receipt based on historical experience. Revenue is deferred and a liability is established for sales returns based on historical return rates and sales for the return period. We recognize an asset and corresponding adjustment to cost of sales for our right to recover returned merchandise. At each financial reporting date, we assess our estimates of expected returns, refund liabilities and return assets. For merchandise sold in our stores and online, tender is accepted at the point of sale. When we receive payment before the guest has taken possession of the merchandise, the amount received is recorded as deferred revenue until the transaction is complete. Our performance obligations for unfulfilled merchandise orders are typically satisfied within one week. Shipping and handling fees charged to guests relate to fulfilment activities and are included in net sales with the corresponding costs recorded in cost of sales. Cost of Sales Cost of sales includes the actual cost of merchandise sold and services performed; the cost of transportation of merchandise from vendors to our distribution network, stores, or customers; shipping and handling costs from our stores or distribution network to customers; and the operating cost and depreciation of our sourcing and distribution network and online fulfilment centers. Net Income per Share The Company computes basic and diluted income per share amounts pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic income per share is computed by dividing net income available to common shareholders, by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted income per share is computed by dividing net income available to common shareholders by the diluted weighted average number of shares of common stock during the period. The diluted weighted average number of common shares outstanding is the basic weighted number of shares adjusted as of the first day of the year for any potentially diluted debt or equity. The dilutive effect of outstanding convertible securities and preferred stock is reflected in diluted earnings per share by application of the if-converted method. The following is a reconciliation of basic and diluted earnings per common share for the three months ended March 31, 2021 and 2020: For the Three Months Ended March 31, 2021 2020 Basic earnings per common share Numerator: Net earnings available to common shareholders $ 19,258 $ 27,025 Denominator: Weighted average common shares outstanding 163,652,143 137,846,923 Basic earnings per common share $ 0.00 $ 0.00 Diluted earnings per common share Numerator: Net income available to common shareholders $ 19,258 $ 27,025 Add convertible debt interest - - Net income available to common shareholders $ 19,258 $ 27,025 Denominator: Weighted average common shares outstanding 163,652,143 137,846,923 Preferred shares 20,000,000 20,000,000 Convertible debt 3,836,962 15,156,000 Adjusted weighted average common shares outstanding 187,489,105 173,002,923 Diluted earnings per common share $ 0.00 $ 0.00 Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carryforwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income (loss) in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions as of March 31, 2021 and December 31, 2020. Interest and penalties, if any, related to unrecognized tax benefits would be recognized as interest expense. The Company does not have any accrued interest or penalties associated with unrecognized tax benefits, nor was any significant interest expense recognized during the periods ended March 31, 2021 and 2020. Segment Information In accordance with the provisions of ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information,” the Company is required to report financial and descriptive information about its reportable operating segments. The Company has one operating segment as of March 31, 2021 and December 31, 2020. Effect of Recent Accounting Pronouncements Recently Issued Accounting Standards Not Yet Adopted The Company has reviewed all recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on its results of operations, financial position or cash flows. Based on that review, the Company believes that no other pronouncements will have a significant effect on its financial statements. |
Going Concern
Going Concern | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 3 – GOING CONCERN The accompanying unaudited financial statements and the factors within it, have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business and the ability of the Company to continue as a going concern for a reasonable period of time. The Company had a net income of $19,258 and cash provided by operating activities of $144,761 for the three months ended March 31, 2021. As of March 31, 2021, the Company had a working capital deficit of $222,132, and retained earnings of $97,369. The Company’s continuation as a going concern is dependent upon its ability to generate revenues and its ability to continue receiving investment capital and loans from third parties to sustain its current level of operations. The Company is in the process of securing working capital from investors for common stock, convertible notes payable, and/or strategic partnerships. No assurance can be given that the Company will be successful in these efforts. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 4 – COMMITMENTS AND CONTINGENCIES Legal Matters From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of May __, 2021, there were no pending or threatened lawsuits. Franchise Agreement The Company has a franchise agreement effective February 19, 2014 expiring in February 2024, with a right to renew for an additional 5 years to operate stores and websites in the Company’s exclusive territory. The Company is obligated to pay 5% of gross revenue for use of systems and manuals. During the three months ended March 31, 2021 and 2020 the Company paid $4,810 and $4,236, respectively, for the franchise agreement. Uniform Supply Agreement The Company has an agreement to be the exclusive provider of school uniforms and logos for a charter school. The Company is obligated to provide a 3% donation to the charter school each school year. The agreement is for each school year ending through May 31, 2021. During the three months ended March 31, 2021 and 2020, the Company paid $0 for the uniform supply agreement. |
Fixed Assets
Fixed Assets | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Finance Lease Right of Use Assets | NOTE 5 – FIXED ASSETS Fixed assets and finance lease right of use assets, stated at cost, less accumulated depreciation at March 31, 2021 and December 31, 2020 consisted of the following: March 31, 2021 December 31, 2020 Land $ 970,455 $ 970,455 Equipment 368,868 368,868 Autos and trucks 72,898 72,898 Less: accumulated depreciation (308,099 ) (291,668 ) Property and equipment, net $ 1,104,122 $ 1,120,553 Depreciation expense for the three months ended March 31, 2021 and 2020 was $16,431 and $16,817, respectively. |
Convertible Note Payable and No
Convertible Note Payable and Notes Payable | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Note Payable and Notes Payable | NOTE 6 – CONVERTIBLE NOTE PAYABLE AND NOTES PAYABLE Convertible Notes Payable On April 1, 2018, the Company assumed a convertible promissory note in connection with the reverse acquisition. The funding was in tranches whereby the Company assumed the first tranche of $48,697. The Company received the remaining tranches totaling $57,395 during the year ended December 31, 2018. The Company received total funding of $106,092 as of December 31, 2018. The note had fees of $53,046 which were recorded as a discount to the convertible promissory note and are being amortized over the life of the loan using the effective interest method. The original maturity of the note was March 5, 2019 and at that time, the note was extended to March 5, 2020. In March 2020, the note was extended to March 5, 2021. Subsequent to March 5, 2021, the note was extended to March 5, 2022. The note is convertible into common stock at a price of 35% of the lowest three trading prices during the ten days prior to conversion. As of March 31, 2021, the convertible debt would convert to 3,836,962 common shares. The note balance was $106,092 as of March 31, 2021 and December 31, 2020. Derivative liabilities The conversion features embedded in the convertible notes were evaluated to determine if such conversion feature should be bifurcated from its host instrument and accounted for as a freestanding derivative. In the convertible notes with variable conversion terms, the conversion feature was accounted for as a derivative liability. The derivatives associated with the term convertible notes were recognized as a discount to the debt instrument and the discount is amortized over the expected life of the notes with any excess of the derivative value over the note payable value recognized as additional interest expense at the issuance date. The following table presents information about the Company’s liabilities measured at fair value on a recurring basis and the Company’s estimated level within the fair value hierarchy of those assets and liabilities as of March 31, 2021 and December 31, 2020: Fair value at Level 1 Level 2 Level 3 March 31, 2021 Liabilities: Derivative liabilities $ - $ - $ 208,309 $ 208,309 Fair value at Level 1 Level 2 Level 3 December 31, 2020 Liabilities: Derivative liabilities $ - $ - $ 222,712 $ 222,712 As of March 31, 2021 and 2020, the derivative liability was calculated using the Black-Scholes method over the expected terms of the convertible debt and the following assumptions: volatility of 100%, exercise price of $0.0277 and $0.0265, risk-free rate of 0.07% and 0.17% and, respectively. Included in derivative income (loss) in the accompanying consolidated statements of operations is income (expense) arising from the change in fair value of the derivatives gain of $14,403 and loss of $10,917 during the three months ended March 31, 2021 and 2020, respectively. Fair value at December 31, 2020 $ 222,712 Gain on change in fair value of derivative liabilities (14,403 ) Fair value at March 31, 2020 $ 208,309 Notes Payable On April 5, 2020, the Company received a Small Business Administration (“SBA”) loan under the government’s assistance related to COVID-19. The SBA loan was for $169,495 with an interest rate of 0.98% and due in eight weeks. The SBA loan is to assist the Company in payroll during the COVID-19 time period. The SBA loan is forgivable if the Company payroll during this time utilizes all of the monies provided. In 2020, the Company applied for loan forgiveness under the provisions of Section 1106 of the CARES Act. The forgiveness applications will be reviewed by both the lending bank and SBA and a loan forgiveness amount, if any, will be determined. There can be no assurance, however, that any of the loan to the Company will be forgiven, or if forgiven, the amount of such forgiveness. As of March 31, 2021, the Company has not received a decision from the SBA or lending bank regarding the forgiveness of the loan. On October 16, 2020, the Company entered into an unsecured promissory note in the amount of $372,000. The note bears interest at 5% and is due on October 16, 2021. As of March 31, 2021 and December 31, 2020, the note balance was $321,303 and $354,203 with accrued interest of $3,279 and $0 included in accrued expenses, respectively. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | NOTE 7 – ACCRUED EXPENSES The Company had total accrued expenses of $218,821 and $172,923 as of March 31, 2021 and December 31, 2020, respectively. See breakdown below of accrued expenses as follows: March 31, 2021 December 31, 2020 Credit cards payable $ 81,779 $ 43,046 Accrued interest 56,740 54,292 Accrued taxes 23,053 - Other accrued expenses 57,249 75,585 Total accrued expenses $ 218,821 $ 172,923 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 8 – RELATED PARTY TRANSACTIONS The majority shareholder, director and officer, is the owner of M & M Real Estate, Inc. (“M & M”). M & M leases the Haltom City, Texas facility to the Company. The monthly lease payment, under a month to month lease, is currently $6,500. The Company incurred lease expense of $19,500 to M & M for the three months ended March 31, 2021 and 2020. The Company has accounts payable to M&M of $1,200 and $0 as of March 31, 2021 and December 31, 2020, respectively. The accounts payable is related to rent the Company owes M&M for two employees renting space during the three months ended March 31, 2021 and 2020, respectively. On July 28, 2020, Just Right Products, Inc., a wholly owned subsidiary of ADM Endeavors, Inc. (collectively, the “Company”) entered into an asset purchase agreement (the “APA”) with M&M Real Estate, Inc. (“M&M”). M&M is owned by Marc Johnson, the Company’s CEO, CFO and Chairman. The Company utilized the APA to acquire 10.4 acres of land with a cost basis of $498,000 from M&M. It is anticipated that this land will be used this year for the construction of the Company’s corporate office and expanded operational facilities. The Company compensated M&M in the amount of 22,232,143 shares of common stock of the Company. A Consultant engaged by the Company in 2020 is the owner of 24.7.365 Hockey, Inc., a customer of the Company. During the three ended March 31, 2020 , 24.7.365 Hockey, Inc. made up approximately 0% of revenue, respectively. As of March 31, 2021 and December 31, 2020, 24.7.365 Hockey, Inc. accounted for 0% and 62% of accounts receivable, respectively. Employment and Consulting Agreements On January 9, 2020, Motasem Khanfur, the controller of the Company, was appointed as chief financial officer of the Company. As part of his compensation, Mr. Khanfur was awarded 500,000 shares of common stock. On January 9, 2020, Sarah Nelson was appointed as chief operating officer and director of the Company. As part of her compensation, Ms. Nelson was awarded 1,000,000 shares of common stock. On January 9, 2020, Andreana McKelvey resigned as director. She was awarded 250,000 shares of common stock of the Company. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 9 – STOCKHOLDERS’ EQUITY Our Articles of Incorporation authorize the issuance of 800,000,000 shares of common stock and 80,000,000 shares of preferred stock with $0.001 par values per share. There were 163,652,143 outstanding shares of common stock at March 31, 2021 and December 31, 2020. There were 2,000,000 outstanding shares of preferred stock as of March 31, 2021 and December 31, 2020, respectively. Each share of preferred stock has 100 votes per share and is convertible into 10 shares of common stock. The preferred stock pays dividends equal with common stock and has preferential liquidation rights to common stockholders. |
Concentration of Customers
Concentration of Customers | 3 Months Ended |
Mar. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Customer Concentration | NOTE 10 – CONCENTRATION OF CUSTOMERS Concentration of Revenue For the three months ended March 31, 2021, one customer made up 55% of revenues and for the three months ended March 31, 2020 two customers made up 55% of revenues, respectively. One customer accounted for 42% of accounts receivable as of March 31, 2020. There were no customers that accounted for more than 10% of accounts receivable as of December 31, 2020. |
Lease Liability
Lease Liability | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Lease Liability | NOTE 11 – LEASE LIABILITY Operating Leases The Company leases office space. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Leases with initial terms in excess of 12 months are recorded as operating or financing leases in our consolidated balance sheet. Lease expense is recognized on a straight-line basis over the term of the lease. For leases beginning in 2018 and later, the Company accounts for lease components separately from the non-lease components. Most leases include one or more options to renew. The exercise of the lease renewal options is at the sole discretion of the Company. The depreciable life of the assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. The Company leases approximately 18,000 square feet of space in Haltom City, Texas, pursuant to a month to month lease. This facility serves as our corporate headquarters, manufacturing facility and showroom. The lease is with M & M Real Estate, Inc. (“M & M”), a company owned solely by our majority shareholder and director of the Company. The Company has approximately 6,000 square feet of space in Arlington, Texas which serves as an academic showroom, pursuant to a lease that expired on June 1, 2020. The Company is leasing this space on a month-to-month basis beginning June 1, 2020. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 12 – DISCONTINUED OPERATIONS On January 1, 2020, the Company determined that it would discontinue its business operations in North Dakota, specifically, ADM Enterprises LLC (the “Disposed Company”). The Company has made a settlement with Ardell Mees to provide him with the assets of the Disposed Company and in exchange, Mr. Mees will assume all liabilities of the Disposed Company. As part of the transaction, Mr. Mees resigned from all positions with the Company and, in a private transaction, sold a significant portion of his ownership in the Company to Marc Johnson. The Company and Mr. Mees entered into an indemnification agreement whereby Mr. Mees indemnified the Company for any liabilities of the Disposed Company. Reconciliation of the Items Constituting Profit and (Loss) from Discontinued Operations For the Three Months Ended March 31, (unaudited) 2021 2020 Revenue $ - $ - Direct costs of revenue - - General and administrative - - Marketing and selling - - Income from operations - - Gain from forgiveness of debt - - Gain on disposal - 96,635 Net income $ - $ 96,635 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company follows the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and has a year-end of December 31. Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented. The unaudited consolidated financial statements of the Company for the three month periods ended March 31, 2021 and 2020 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Regulation S-K. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of December 31, 2020 was derived from the audited financial statements included in the Company’s financial statements as of and for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 24, 2021. These financial statements should be read in conjunction with that report. |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiary, JRP, at March 31, 2021. All significant intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of the Consolidated Financial Statements in accordance with U.S. GAAP requires management to make use of certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reported periods. The Company bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Significant estimates are related to allowance for doubtful accounts, goodwill, derivative liability, stock-based compensation and deferred tax valuations. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense is recorded in accordance with FASB ASC Topic 718, Compensation – Stock Compensation, for stock and stock options awarded in return for services rendered. The expense is measured at the grant-date fair value of the award and recognized as compensation expense on a straight-line basis over the service period, which is the vesting period. The Company estimates forfeitures that it expects will occur and records expense based upon the number of awards expected to vest. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with an original maturity of nine months or less when purchased to be cash equivalents. At March 31, 2021 and December 31, 2020, the Company had no cash equivalents. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company establishes an allowance for doubtful accounts to ensure trade and notes receivable are not overstated due to noncollectability. The Company’s allowance is based on a variety of factors, including age of the receivable, significant one-time events, historical experience, and other risk considerations. The Company had no allowance at March 31, 2021 and December 31, 2020. The Company had bad debt expense of $559 and $0 for the three months ended March 31, 2021 and 2020, respectively. |
Inventory | Inventory Inventory is valued at the lower of cost or net realizable value. Cost is determined using a weighted-average cost method. The Company decreases the value of inventory for estimated obsolescence equal to the difference between the cost of inventory and the estimated market value, based upon an aging analysis of the inventory on hand, specifically known inventory-related risks, and assumptions about future demand and market conditions. The Company has inventory of $152,948 and $207,576 as of March 31, 2021 and December 31, 2020, respectively. Four vendors accounted for approximately 98% of inventory purchases during the three months ended March 31, 2021. Three vendors accounted for approximately 94% of inventory purchases during the three months ended March 31, 2020. These same vendors made up 36% and 0% of our accounts payable as of March 31, 2021 and December 31, 2020, respectively. |
Derivative Instruments | Derivative Instruments Derivatives are measured at their fair value on the balance sheet. In determining the appropriate fair value, the Company uses the Black-Scholes-Merton option pricing model. Changes in fair value are recorded in the consolidated statements of operations. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures its financial assets and liabilities in accordance with U.S. GAAP. For certain of our financial instruments, including cash, accounts payable, accrued expenses, and short-term loans the carrying amounts approximate fair value due to their short maturities. We follow accounting guidance for financial and non-financial assets and liabilities. This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The Company adopted the provisions of FASB ASC 820 (the “Fair Value Topic”) which defines fair value, establishes a framework for measuring fair value under U.S. GAAP, and expands disclosures about fair value measurements. The Company had no assets or liabilities other than derivative liabilities measured at fair value on a recurring basis at March 31, 2021 and December 31, 2020. |
Fixed Assets | Fixed Assets Fixed assets are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method over the assets estimated useful life. Upon the sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in consolidated statements of operations. Classification Estimated Useful Lives Equipment 5 to 7 years Leasehold improvements Shorter of useful life or lease term Furniture and fixtures 4 to 7 years Websites 3 years |
Goodwill | Goodwill Goodwill represents the excess of purchase price and related costs over the value assigned to the net tangible assets of businesses acquired. Goodwill is not amortized, but instead assessed for impairment. We perform our annual impairment review of goodwill in our fiscal fourth quarter or when a triggering event occurs between annual impairment tests. No impairment was recorded in fiscal 2021 or 2020 as a result of our qualitative assessments over our single reporting segment. The Company performs a qualitative assessment for each of its reporting units to determine if the two-step process for impairment testing is required. If the Company determines that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would then evaluate the recoverability of goodwill using a two-step impairment test approach at the reporting unit level. In the first step, the fair value for the reporting unit is compared to its book value including goodwill. In the case that the fair value of the reporting unit is less than book value, a second step is performed which compares the implied fair value of the reporting unit’s goodwill to the book value of the goodwill. The fair value for the goodwill is determined based on the difference between the fair values of the reporting unit and the net fair values of the identifiable assets and liabilities of such reporting unit. If the implied fair value of the goodwill is less than the book value, the difference is recognized as impairment. |
Impairment of Long-Lived Assets | Impairment of Long-lived Assets The Company follows paragraph 360-10-05-4 of the FASB Accounting Standards Codification for its long-lived assets. The Company’s long-lived assets, such as intellectual property, are required to be reviewed for impairment annually, or whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives. The Company determined that there were no impairments of long-lived assets at March 31, 2021 and December 31, 2020. |
Revenue Recognition | Revenue Recognition We recognize revenue for merchandise sales, net of expected returns and sales tax, at the time of in-store purchase or delivery of the product to our customer. When merchandise is shipped to our guests, we estimate receipt based on historical experience. Revenue is deferred and a liability is established for sales returns based on historical return rates and sales for the return period. We recognize an asset and corresponding adjustment to cost of sales for our right to recover returned merchandise. At each financial reporting date, we assess our estimates of expected returns, refund liabilities and return assets. For merchandise sold in our stores and online, tender is accepted at the point of sale. When we receive payment before the guest has taken possession of the merchandise, the amount received is recorded as deferred revenue until the transaction is complete. Our performance obligations for unfulfilled merchandise orders are typically satisfied within one week. Shipping and handling fees charged to guests relate to fulfilment activities and are included in net sales with the corresponding costs recorded in cost of sales. |
Cost of Sales | Cost of Sales Cost of sales includes the actual cost of merchandise sold and services performed; the cost of transportation of merchandise from vendors to our distribution network, stores, or customers; shipping and handling costs from our stores or distribution network to customers; and the operating cost and depreciation of our sourcing and distribution network and online fulfilment centers. |
Net Income per Share | Net Income per Share The Company computes basic and diluted income per share amounts pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic income per share is computed by dividing net income available to common shareholders, by the weighted average number of shares of common stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted income per share is computed by dividing net income available to common shareholders by the diluted weighted average number of shares of common stock during the period. The diluted weighted average number of common shares outstanding is the basic weighted number of shares adjusted as of the first day of the year for any potentially diluted debt or equity. The dilutive effect of outstanding convertible securities and preferred stock is reflected in diluted earnings per share by application of the if-converted method. The following is a reconciliation of basic and diluted earnings per common share for the three months ended March 31, 2021 and 2020: For the Three Months Ended March 31, 2021 2020 Basic earnings per common share Numerator: Net earnings available to common shareholders $ 19,258 $ 27,025 Denominator: Weighted average common shares outstanding 163,652,143 137,846,923 Basic earnings per common share $ 0.00 $ 0.00 Diluted earnings per common share Numerator: Net income available to common shareholders $ 19,258 $ 27,025 Add convertible debt interest - - Net income available to common shareholders $ 19,258 $ 27,025 Denominator: Weighted average common shares outstanding 163,652,143 137,846,923 Preferred shares 20,000,000 20,000,000 Convertible debt 3,836,962 15,156,000 Adjusted weighted average common shares outstanding 187,489,105 173,002,923 Diluted earnings per common share $ 0.00 $ 0.00 |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carryforwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income (loss) in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions as of March 31, 2021 and December 31, 2020. Interest and penalties, if any, related to unrecognized tax benefits would be recognized as interest expense. The Company does not have any accrued interest or penalties associated with unrecognized tax benefits, nor was any significant interest expense recognized during the periods ended March 31, 2021 and 2020. |
Segment Information | Segment Information In accordance with the provisions of ASC 280-10, “Disclosures about Segments of an Enterprise and Related Information,” the Company is required to report financial and descriptive information about its reportable operating segments. The Company has one operating segment as of March 31, 2021 and December 31, 2020. |
Effect of Recent Accounting Pronouncements | Effect of Recent Accounting Pronouncements Recently Issued Accounting Standards Not Yet Adopted The Company has reviewed all recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on its results of operations, financial position or cash flows. Based on that review, the Company believes that no other pronouncements will have a significant effect on its financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Life of Assets | Classification Estimated Useful Lives Equipment 5 to 7 years Leasehold improvements Shorter of useful life or lease term Furniture and fixtures 4 to 7 years Websites 3 years |
Schedule of Basic and Diluted Earnings Per Common Share | For the Three Months Ended March 31, 2021 2020 Basic earnings per common share Numerator: Net earnings available to common shareholders $ 19,258 $ 27,025 Denominator: Weighted average common shares outstanding 163,652,143 137,846,923 Basic earnings per common share $ 0.00 $ 0.00 Diluted earnings per common share Numerator: Net income available to common shareholders $ 19,258 $ 27,025 Add convertible debt interest - - Net income available to common shareholders $ 19,258 $ 27,025 Denominator: Weighted average common shares outstanding 163,652,143 137,846,923 Preferred shares 20,000,000 20,000,000 Convertible debt 3,836,962 15,156,000 Adjusted weighted average common shares outstanding 187,489,105 173,002,923 Diluted earnings per common share $ 0.00 $ 0.00 |
Fixed Assets (Tables)
Fixed Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Fixed Assets and Finance Lease Right of Use Assets | March 31, 2021 December 31, 2020 Land $ 970,455 $ 970,455 Equipment 368,868 368,868 Autos and trucks 72,898 72,898 Less: accumulated depreciation (308,099 ) (291,668 ) Property and equipment, net $ 1,104,122 $ 1,120,553 |
Convertible Note Payable and _2
Convertible Note Payable and Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Fair Value Liabilities Measured on Recurring Basis | The following table presents information about the Company’s liabilities measured at fair value on a recurring basis and the Company’s estimated level within the fair value hierarchy of those assets and liabilities as of March 31, 2021 and December 31, 2020: Fair value at Level 1 Level 2 Level 3 March 31, 2021 Liabilities: Derivative liabilities $ - $ - $ 208,309 $ 208,309 Fair value at Level 1 Level 2 Level 3 December 31, 2020 Liabilities: Derivative liabilities $ - $ - $ 222,712 $ 222,712 |
Schedule of Derivative Liabilities at Fair Value | Fair value at December 31, 2020 $ 222,712 Gain on change in fair value of derivative liabilities (14,403 ) Fair value at March 31, 2020 $ 208,309 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | The Company had total accrued expenses of $218,821 and $172,923 as of March 31, 2021 and December 31, 2020, respectively. See breakdown below of accrued expenses as follows: March 31, 2021 December 31, 2020 Credit cards payable $ 81,779 $ 43,046 Accrued interest 56,740 54,292 Accrued taxes 23,053 - Other accrued expenses 57,249 75,585 Total accrued expenses $ 218,821 $ 172,923 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Reconciliation of Items Constituting Profit and Loss from Discontinued Operations | 2021 2020 Revenue $ - $ - Direct costs of revenue - - General and administrative - - Marketing and selling - - Income from operations - - Gain from forgiveness of debt - - Gain on disposal - 96,635 Net income $ - $ 96,635 |
Organization and Description _2
Organization and Description of Business (Details Narrative) - $ / shares | Apr. 19, 2018 | Jul. 01, 2008 | Mar. 31, 2021 | Dec. 31, 2020 | May 31, 2013 |
Common stock, shares authorized | 800,000,000 | 800,000,000 | 800,000,000 | ||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||
Preferred stock, shares authorized | 80,000,000 | 80,000,000 | 80,000,000 | ||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||
Preferred stock voting rights description | Each share of preferred stock has 100 votes per share and is convertible into 10 shares of common stock. | ||||
Common Stock [Member] | |||||
Shares issued for assets acquired | 10,000,000 | ||||
Just Right Products, Inc. [Member] | |||||
Business acquisition, percentage | 100.00% | ||||
Acquisition percentage of voting shares | 61.00% | ||||
Just Right Products, Inc. [Member] | Series A Preferred Stock [Member] | |||||
Issuance of restricted shares | 2,000,000 | ||||
Preferred stock voting rights description | Each share of the Series A preferred stock is convertible into ten shares of common stock and each share has 100 votes on a fully diluted basis. | ||||
ADM Enterprises, Inc [Member] | |||||
Entity incorporation, date of incorporation | Jan. 4, 2001 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021USD ($)Segment | Mar. 31, 2020USD ($)Segment | Dec. 31, 2020USD ($) | |
Cash equivalents | |||
Allowance for doubtful accounts receivable | |||
Bad debt expenses | 559 | 0 | |
Inventory | 152,948 | 207,576 | |
Assets or liabilities other than derivative liabilities measured at fair value | |||
Impairments of long-lived assets | |||
Uncertain tax positions | |||
Accrued interest or penalties | |||
Number of reporting segments | Segment | 1 | 1 | |
Revenues [Member] | Four Vendor [Member] | |||
Concentration risk, percentage | 98.00% | ||
Revenues [Member] | Three Vendor [Member] | |||
Concentration risk, percentage | 94.00% | ||
Accounts Payable [Member] | Four Vendor [Member] | |||
Concentration risk, percentage | 36.00% | ||
Accounts Payable [Member] | Three Vendor [Member] | |||
Concentration risk, percentage | 0.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Estimated Useful Life of Assets (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets estimated useful life | 5 years |
Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets estimated useful life | 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life of asset, description | Shorter of useful life or lease term |
Furniture and Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets estimated useful life | 4 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets estimated useful life | 7 years |
Websites [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed assets estimated useful life | 3 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Basic and Diluted Earnings Per Common Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | |
Accounting Policies [Abstract] | ||||
Numerator: Net earnings available to common shareholders | $ 19,258 | $ 27,025 | ||
Denominator: Weighted average common shares outstanding | 163,652,143 | 137,846,923 | 163,652,143 | 137,846,923 |
Denominator: Basic earnings per common share | $ 0 | $ 0 | $ 0 | $ 0 |
Numerator: Net income available to common shareholders | $ 19,258 | $ 27,025 | ||
Numerator: Add convertible debt interest | ||||
Numerator: Net income available to common shareholders | $ 19,258 | $ 27,025 | ||
Denominator: Weighted average common shares outstanding | 163,652,143 | 137,846,923 | ||
Denominator: Preferred shares | 20,000,000 | 20,000,000 | ||
Denominator: Convertible debt | 3,836,962 | 15,156,000 | ||
Denominator: Adjusted weighted average common shares outstanding | 187,489,105 | 173,002,923 | 187,489,105 | 173,002,923 |
Denominator: Diluted earnings per common share | $ 0 | $ 0 | $ 0 | $ 0 |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net income from continuing operations | $ 19,258 | $ (69,610) | |
Cash provided by operating activities | 144,761 | $ (240,050) | |
Working capital deficit | $ 222,132 | $ 97,369 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Lease expiration date | Jun. 1, 2020 | |
Franchise Agreement [Member] | ||
Lease expiration date | Feb. 29, 2024 | |
Lease renewal term | 5 years | |
Lease description | The Company is obligated to pay 5% of gross revenue for use of systems and manuals. | |
Amount paid under agreement | $ 4,810 | $ 4,236 |
Uniform Supply Agreement [Member] | ||
Lease description | The Company is obligated to provide a 3% donation to the charter school for each school year. The agreement is for each school year ending through May 31, 2021. | |
Amount paid under agreement | $ 0 | $ 0 |
Fixed Assets (Details Narrative
Fixed Assets (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 16,431 | $ 16,817 |
Schedule of Fixed Assets and Fi
Schedule of Fixed Assets and Finance Lease Right of Use Assets (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Less: accumulated depreciation | $ (308,099) | $ (291,668) |
Property and equipment, net | 1,104,122 | 1,120,553 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, Gross | 970,455 | 970,455 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, Gross | 368,868 | 368,868 |
Autos and Trucks [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, Gross | $ 72,898 | $ 72,898 |
Convertible Note Payable and _3
Convertible Note Payable and Notes Payable (Details Narrative) | Mar. 05, 2021 | Apr. 05, 2020USD ($) | Apr. 01, 2018USD ($) | Mar. 31, 2020 | Mar. 31, 2021USD ($)Daysshares | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||||||||
Proceeds from convertible promissory note | $ 106,092 | |||||||
Debt instrument, fee amount | $ 53,046 | |||||||
Interest expense debt | $ 0 | |||||||
Debt instrument, maturity date | Mar. 5, 2019 | |||||||
Common stock lowest percentage | 35.00% | |||||||
Debt converted into number of shares | shares | 3,836,962 | |||||||
Threshold trading days | Days | 10 | |||||||
Note balance | $ 106,092 | $ 106,092 | ||||||
Change in fair value of derivative liability | $ 14,403 | $ (10,917) | ||||||
Small Business Administration ("SBA") [Member] | Government's Assistance Related to COVID-19 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from loan | $ 169,495 | |||||||
Interest rate | 0.98% | |||||||
Debt instrument term, description | Due in eight weeks | |||||||
Volatility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of embedded derivative liability measurement input | 100.00% | 100.00% | 100.00% | |||||
Exercise Price [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Embedded derivative liability, measurement input | 0.0265 | 0.0277 | 0.0265 | |||||
Risk Free Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of embedded derivative liability measurement input | 0.17% | 0.07% | 0.17% | |||||
Extended Maturity [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, maturity date | Mar. 5, 2022 | Mar. 5, 2021 | Mar. 5, 2020 | |||||
First Tranche [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from convertible promissory note | $ 48,697 | $ 57,395 |
Convertible Note Payable and _4
Convertible Note Payable and Notes Payable - Schedule of Fair Value Liabilities Measured on Recurring Basis (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Derivative liabilities | $ 208,309 | $ 222,712 |
Level 1 [Member] | ||
Debt Instrument [Line Items] | ||
Derivative liabilities | ||
Level 2 [Member] | ||
Debt Instrument [Line Items] | ||
Derivative liabilities | ||
Level 3 [Member] | ||
Debt Instrument [Line Items] | ||
Derivative liabilities | $ 208,309 | $ 222,712 |
Convertible Note Payable and _5
Convertible Note Payable and Notes Payable - Schedule of Derivative Liabilities at Fair Value (Details) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Debt Disclosure [Abstract] | |
Fair value beginning | $ 222,712 |
Gain on change in fair value of derivative liabilities | (14,403) |
Fair value ending | $ 208,309 |
Accrued Expenses (Details Narra
Accrued Expenses (Details Narrative) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued expenses | $ 218,821 | $ 172,923 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Credit cards payable | $ 81,779 | $ 43,046 |
Accrued interest | 56,740 | 54,292 |
Accrued taxes | 23,053 | |
Other accrued expenses | 57,249 | 75,585 |
Total accrued expenses | $ 218,821 | $ 172,923 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Dec. 31, 2020USD ($) | Jul. 28, 2020USD ($)ashares | Jan. 09, 2020shares | Mar. 31, 2021USD ($)ft² | Mar. 31, 2020USD ($) |
Related Party Transaction [Line Items] | |||||
Accounts payable | $ 4,866 | $ 70,949 | |||
Hockey, Inc [Member] | Accounts Receivable [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percentage of concentration risk | 62.00% | 0.00% | |||
Consulting Agreement [Member] | Motasem Khanfur [Member] | |||||
Related Party Transaction [Line Items] | |||||
Number of shares issued, shares | shares | 500,000 | ||||
Consulting Agreement [Member] | Sarah Nelson [Member] | |||||
Related Party Transaction [Line Items] | |||||
Number of shares issued, shares | shares | 1,000,000 | ||||
Consulting Agreement [Member] | Andreana McKelvey [Member] | |||||
Related Party Transaction [Line Items] | |||||
Number of shares issued, shares | shares | 250,000 | ||||
M&M Real Estate, Inc [Member] | |||||
Related Party Transaction [Line Items] | |||||
Lease expense | $ 19,500 | $ 19,500 | |||
Accounts payable | $ 0 | 1,200 | |||
Number of shares issued, shares | shares | 22,232,143 | ||||
M&M Real Estate, Inc [Member] | Asset Purchase Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
Area of land | a | 10.4 | ||||
Cost basis | $ 498,000 | ||||
Haltom City [Member] | |||||
Related Party Transaction [Line Items] | |||||
Monthly lease payment | $ 6,500 | ||||
Area of land | ft² | 18,000 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - $ / shares | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | May 31, 2013 | |
Equity [Abstract] | |||
Common stock, shares authorized | 800,000,000 | 800,000,000 | 800,000,000 |
Preferred stock, shares authorized | 80,000,000 | 80,000,000 | 80,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares outstanding | 163,652,143 | 163,652,143 | |
Preferred stock, shares outstanding | 2,000,000 | 2,000,000 | |
Preferred stock shares voting rights description | Each share of preferred stock has 100 votes per share and is convertible into 10 shares of common stock. | ||
Number of preferred stock shares converted | 10 |
Concentration of Customers (Det
Concentration of Customers (Details Narrative) | 3 Months Ended |
Mar. 31, 2021 | |
Revenues [Member] | One Customer [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 55.00% |
Revenues [Member] | Two Customers [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 55.00% |
Accounts Receivable [Member] | One Customer [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 42.00% |
Accounts Receivable [Member] | No Customers [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 10.00% |
Lease Liability (Details Narrat
Lease Liability (Details Narrative) | 3 Months Ended |
Mar. 31, 2021ft² | |
Lessee, Lease, Description [Line Items] | |
Lease expiration date | Jun. 1, 2020 |
Haltom City [Member] | |
Lessee, Lease, Description [Line Items] | |
Office area | 18,000 |
Arlington [Member] | |
Lessee, Lease, Description [Line Items] | |
Office area | 6,000 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Reconciliation of Items Constituting Profit and Loss from Discontinued Operations (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Revenue | ||
Direct costs of revenue | ||
General and administrative | ||
Marketing and selling | ||
Income from operations | ||
Gain from forgiveness of debt | ||
Gain on disposal | 96,635 | |
Net income | $ 96,635 |