Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2020 | |
Document And Entity Information | ||
Entity Registrant Name | Global Boatworks Holdings, Inc. | |
Entity Central Index Key | 0001647705 | |
Document Type | 10-Q/A | |
Document Period End Date | Sep. 30, 2020 | |
Amendment Flag | true | |
Entity Tax Identification Number | 81-0750562 | |
Amendment Description | Amendment #1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 129,712,386 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 | |
Entity Current Reporting Status | Yes | |
Interactive Data Current | Yes | |
Incorporation State | DE | |
Entity File Number | 000-55646 | |
Entity Shell Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Cash | $ 30,487 | $ 96,406 |
Accounts receivable | 1,560 | 0 |
Total current assets | 32,047 | 96,406 |
PROPERTY AND EQUIPMENT | ||
Property and equipment | 2,250 | 2,250 |
Accumulated depreciation | (694) | (206) |
Net property and equipment | 1,556 | 2,044 |
OTHER ASSETS | ||
Intangible assets, net of accumulated amortization | 98,513 | 49,830 |
Assets of discontinued operations | 3,467,743 | 0 |
Total other assets | 3,566,256 | 49,830 |
Total Assets | 3,599,859 | 148,280 |
CURRENT LIABILITIES | ||
Accounts payable and accrued liabilities | 516,784 | 359,922 |
Short-term convertible debt | 13,500 | 13,500 |
Liability to issue common stock | 219,183 | 0 |
Short-term loans and advances from related parties | 374,567 | 110,000 |
Total current liabilities | 1,124,034 | 483,422 |
LONG TERM LIABILITIES | ||
Long term convertible debt | 552,000 | 305,000 |
SBA Paycheck Protection Program loan | 36,789 | 0 |
Total long term liabilities | 588,789 | 305,000 |
Total Liabilities | 1,712,823 | 788,422 |
Redeemable preferred stock series A, 1,000,000 shares designated; 1,000,000 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively ($1,000 redemption value) | 1,000 | 1,000 |
DEFICIENCY IN STOCKHOLDERS' EQUITY | ||
Preferred stock, par $0.0001, 10,000,000 shares authorized, 9,000,000 available for issuance | 0 | 0 |
Common stock, par $0.0001, 5,000,000,000 shares authorized, 114,307,062 and 71,244,696 shares issued and outstanding at September 30, 2020 and December 31, 2019 | 11,431 | 7,124 |
Additional paid-in capital | 6,716,812 | 167,947 |
Accumulated deficit | (4,842,207) | (816,213) |
Total deficiency in stockholders' equity | 1,886,036 | (641,142) |
Total Liabilities and Deficiency in Stockholders' Equity | $ 3,599,859 | $ 148,280 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Redeemable preferred stock series A, shares designated | 1,000,000 | 1,000,000 |
Redeemable preferred stock series A, shares issued | 1,000,000 | 1,000,000 |
Redeemable preferred stock series A, shares outstanding | 1,000,000 | 1,000,000 |
Redeemable preferred stock series A, redemption value | $ 1,000 | $ 1,000 |
Preferred stock, par value | $ .0001 | $ .0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares available for issuance | 9,000,000 | 9,000,000 |
Preferred Stock, shares issued | 1,000,000 | 1,000,000 |
Common stock, par value | $ .0001 | $ .0001 |
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 |
Common stock, shares issued | 114,307,062 | 71,244,696 |
Common stock, shares outstanding | 114,307,062 | 71,244,696 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
REVENUES | ||||
Revenues | $ 2,640 | $ 0 | $ 5,075 | $ 0 |
Total Revenues | 2,640 | 0 | 5,075 | 0 |
OPERATING EXPENSES | ||||
Salaries | 145,982 | 114,555 | 358,722 | 172,113 |
General and administrative | 32,172 | 52,130 | 94,571 | 79,198 |
Depreciation and amortization | 9,572 | 553 | 22,804 | 553 |
Professional fees | 3,544,766 | 38,655 | 3,573,908 | 169,025 |
Total operating expenses | 3,732,492 | 205,893 | 4,050,005 | 420,889 |
Loss from operations | 3,729,852 | 205,893 | 4,044,930 | 420,889 |
Other income (expense) | ||||
Interest income | 1 | 0 | 1 | 0 |
Interest expense | (31,523) | (5,016) | (19,423) | (9,030) |
Total other income (expense) | (31,523) | (5,016) | (19,422) | (9,030) |
Net loss from continuing operations | (3,761,375) | (210,909) | (4,064,352) | (429,919) |
Net income from discontinued operations | 38,361 | 0 | 38,361 | 0 |
Net loss | $ (3,723,014) | $ (210,909) | $ (4,025,994) | $ (429,919) |
Loss from continuing operations per weighted average common share, basic and diluted | $ (0.03) | $ 0 | $ (.05) | $ (.01) |
Income from discontinued operations per weighted average common share, basic and diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Number of weighted average common shares outstanding - Basic and Diluted | 113,838,993 | 69,392,253 | 85,546,431 | 54,185,305 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Deficit (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2018 | $ 3,421 | $ (2,625) | $ (283,052) | $ (282,256) |
Balance, shares at Dec. 31, 2018 | 34,214,073 | |||
Shares issued for services | $ 1,721 | 79,295 | 0 | 81,016 |
Shares issued for services, shares | 17,214,628 | |||
Net loss | (56,807) | (56,807) | ||
Balance at Mar. 31, 2019 | $ 5,142 | 76,670 | (339,859) | (258,047) |
Balance, shares at Mar. 31, 2019 | 51,428,701 | |||
Balance at Dec. 31, 2018 | $ 3,421 | (2,625) | (283,052) | (282,256) |
Balance, shares at Dec. 31, 2018 | 34,214,073 | |||
Shares issued for cash | (20,000) | |||
Shares issued to settle accrued liabilities | 0 | |||
Net loss | (429,919) | |||
Balance at Sep. 30, 2019 | (537,900) | |||
Balance at Mar. 31, 2019 | $ 5,142 | 76,670 | (339,859) | (258,047) |
Balance, shares at Mar. 31, 2019 | 51,428,701 | |||
Shares issued for services | $ 1,040 | 47,914 | 0 | 48,954 |
Shares issued for services, shares | 10,401,930 | |||
Shares issued for cash | $ 425 | 19,575 | 0 | 20,000 |
Shares issued for cash, shares | 4,249,677 | |||
Net loss | (162,203) | (162,203) | ||
Balance at Jun. 30, 2019 | $ 6,608 | 144,159 | (502,062) | (351,296) |
Balance, shares at Jun. 30, 2019 | 66,080,308 | |||
Shares issued for services | $ 516 | 23,789 | 0 | 24,305 |
Shares issued for services, shares | 5,164,388 | |||
Net loss | (210,909) | |||
Balance at Sep. 30, 2019 | (537,900) | |||
Balance at Dec. 31, 2019 | $ 7,124 | 167,948 | (816,213) | (641,142) |
Balance, shares at Dec. 31, 2019 | 71,244,696 | |||
Net loss | (88,772) | (88,772) | ||
Balance at Mar. 31, 2020 | $ 7,124 | 167,948 | (904,935) | (729,863) |
Balance, shares at Mar. 31, 2020 | 71,244,696 | |||
Balance at Dec. 31, 2019 | $ 7,124 | 167,948 | (816,213) | (641,142) |
Balance, shares at Dec. 31, 2019 | 71,244,696 | |||
Shares issued for cash | 0 | |||
Shares issued to settle accrued liabilities | 926,035 | |||
Net loss | (4,025,994) | |||
Balance at Sep. 30, 2020 | $ 11,431 | 6,716,812 | (4,842,207) | 1,886,036 |
Balance, shares at Sep. 30, 2020 | 114,307,061 | |||
Balance at Mar. 31, 2020 | $ 7,124 | 167,948 | (904,935) | (729,863) |
Balance, shares at Mar. 31, 2020 | 71,244,696 | |||
Net loss | (214,258) | (214,258) | ||
Balance at Jun. 30, 2020 | $ 7,124 | 167,948 | (1,119,193) | (944,121) |
Balance, shares at Jun. 30, 2020 | 71,244,696 | |||
Shares issued for acquisition | $ 290 | 2,320,435 | 0 | $ 2,320,743 |
Shares issued for acquisition, shares | 2,901,291 | 2,910,291 | ||
Shares issued for services | $ 3,586 | 3,187,307 | 0 | $ 3,190,893 |
Shares issued for services, shares | 35,862,365 | 35,862,365 | ||
Shares issued upon debt conversion | $ 231 | 115,269 | 0 | $ 115,500 |
Shares issued upon debt conversion, shares | 2,310,000 | |||
Shares issued to settle accrued liabilities | $ 199 | 925,836 | 0 | $ 926,035 |
Shares issued to settle accrued liabilities, shares | 1,988,709 | |||
Net loss | (3,723,114) | $ (3,723,014) | ||
Balance at Sep. 30, 2020 | $ 11,431 | $ 6,716,812 | $ (4,842,207) | $ 1,886,036 |
Balance, shares at Sep. 30, 2020 | 114,307,061 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (4,025,994) | $ (429,919) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share based compensation | 3,190,893 | 154,275 |
Depreciation and amortization | 23,716 | 553 |
Changes in operating assets and liabilities | ||
(Increase) in accounts receivable | (1,560) | 0 |
Increase in accounts payable and accrued liabilities | 208,771 | 114,077 |
Increase in accrued interest expense | 19,423 | 9,031 |
Net cash provided by operating activities | (584,751) | (151,984) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property, plant and equipment | 0 | (2,250) |
Investment in intangible assets | (94,957) | (31,724) |
Net cash provided by investing activities | (94,957) | (33,974) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from related party advances | 5,000 | 0 |
Proceeds from third party loans | 572,000 | 275,000 |
Proceeds from SBA Paycheck Protection Program loan | 36,789 | 0 |
Common stock issued for cash | 0 | 20,000 |
Net cash provided by financing activities | 613,789 | 295,000 |
Net increase in cash | (65,919) | 109,042 |
CASH, beginning of period | 96,406 | 18,695 |
CASH, end of period | 30,487 | 127,737 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest paid in cash | 0 | 0 |
Income tax paid in cash | 0 | 0 |
Non-Cash Investing and Financing Activities: | ||
Conversion of debt to common stock | 115,000 | 0 |
Common stock issued to settle accrued expenses | 926,035 | 0 |
Common stock issued to effect reverse merger | $ 2,321,033 | $ 0 |
(1) Nature of Operations
(1) Nature of Operations | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
(1) Nature of Operations | (1) NATURE OF OPERATIONS Global Boatworks Holdings, Inc., (“the Company,” or “R3Score”), was formed on May 11, 2015, under the laws of the State of Florida. R3Score Technologies, Inc. was formed on May 2, 2018, under the laws of the State of Delaware. On September 4, 2020, R3Score entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Global Boatworks Holdings, Inc., (“Global”) a Florida corporation. Upon completion of the merger, the R3Score shareholders collectively own, as a group, on a fully diluted basis approximately 81% of the consolidated company. The Merger Agreement was consummated on September 23, 2020, but was reflected for accounting purposes as effective July 1, 2020. The merger was treated as a reverse acquisition (R3Score was the acquiring entity) followed by a recapitalization. R3Score has developed a financial analysis tool that uses artificial intelligence, machine learning, and human empathy together to provide an accurate assessment of a person’s credit worthiness and reputation without the bias that is inherent in traditional "scores" used by lenders and employers. The product produces a unique score ranging from 300 to 850, accompanied by a nuanced customer segmentation report that, together, provides actionable information to better align products and services to customers. The products offer more context than traditional criminal background screening tools and/or traditional credit scores. The Company’s products provide decision-makers with more actionable data than what is available on the open market. The products proprietary risk models leverage machine learning and existing cross-sector research in a unique manner for a more robust, holistic view of prospective employees and/or consumers. Activity to date has been focused mostly on the development of the algorithms and unique risk models for the product. The accompanying consolidated financial statements include the activities of R3Score Technologies, Inc., and Global effective July 1, 2020. |
(2) Basis of Presentation, Use
(2) Basis of Presentation, Use of Estimates and Going Concern | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
(2) Basis of Presentation, Use of Estimates and Going Concern | (2) BASIS OF PRESENTATION, USE OF ESTIMATES AND GOING CONCERN a) Basis of Presentation and Principles of Consolidation The Company’s consolidated financial statements include the financial statements of Global Boatworks Holdings, Inc. and its wholly owned subsidiary R3Score Technologies, Inc. All intercompany balances and transactions have been eliminated. The accompanying condensed consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Principles ("GAAP") in the United States of America ("U.S.") as promulgated by the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") and with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. The consolidated financial statements reflect all normal recurring adjustments, which, in the opinion of management, are considered necessary for a fair presentation of the results for the periods shown. The results of operations for the periods presented are not necessarily indicative of the results expected for any future period. The information included in these condensed consolidated financial statements should be read in conjunction with Management’s Discussion and Analysis and Results of Operations contained elsewhere in this report and the audited consolidated financial statements and accompanying notes filed in Form 8-K filed on December 31, 2020 with the U.S. Securities and Exchange Commission. b) Use of Estimates c) Going Concern: d) Discontinued Operations: |
(3) Summary of Significant Acco
(3) Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
(3) Summary of Significant Accounting Policies | (3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a) Cash and cash equivalents: b) Property and equipment: c) Impairment of long-lived assets: d) Financial instruments and Fair value measurements: ASC 825 also requires disclosures of the fair value of financial instruments. The carrying value of the Company’s current financial instruments, which include cash and cash equivalents, accounts payable and accrued liabilities approximates their fair values because of the short-term maturities of these instruments. FASB ASC 820 “Fair Value Measurement” clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. d) Financial instruments and Fair value measurements: e) Revenue recognition: f) Stock compensation for services rendered: The Company adopted ASU 2018-07 on January 1, 2019 and accounts for non-employee share-based awards in accordance with the measurement and recognition criteria of ASC 718. The Company used the modified prospective method of adoption. There was no cumulative effect of adoption on January 1, 2019. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. g) Income Taxes: The Company follows the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for unrecognized tax benefits in the accompanying consolidated balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. As of September 30, 2020 tax years 2018 and 2019 for the R3Score and 2017, 2018 and 2019 for the corporation remain open for IRS audit. The Company has received no notice of audit or any notifications from the IRS for any of the open tax years. h) Convertible Notes With Fixed Rate Conversion Features: i) Debt issue costs: j) Business combinations: k) Net income (loss) per share: l) Derivatives: Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date. m) Leases n) Recent accounting pronouncements: |
(4) Busines Combination
(4) Busines Combination | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
(4) Busines Combination | (4) BUSINESS COMBINATION On September 4, 2020, R3Score entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Global Boatworks Holdings, Inc., a Florida corporation. Upon completion of the merger, R3Score’s shareholders collectively own, as a group, on a fully diluted basis approximately 81% of the combined company. The Merger Agreement was consummated on September 23, 2020, with a July 1, 2020 date for accounting purposes. Stockholders’ Equity Business Combinations The Company acquired approximately 81% of the equity of Global pursuant to the Merger by issuing 2,901,291 shares of Common Stock of Global. Total value of equity for the transaction was $2.3 million.. In addition, the Company issued 2,310,000 shares of common stock to settle $115,500 of debt, 1,988,709 shares of common stock to settle $ The acquired assets and assumed liabilities of Global were recorded at their estimated fair values. The following table summarizes the consideration paid for Global and the fair value of the assets acquired and liabilities assumed at the acquisition date on July 1, 2020. Assets acquired: Cash and equivalents $ - Intangibles, net of accumulated amortization 5,015 Goodwill 4,367,459 Total identifiable assets acquired 4,372,474 Liabilities assumed: Accounts payable and accrued liabilities 1,349,451 Short term debt plus current portion of long term debt 389,300 Fair value of derivative liability 92,338 Long term debt 220,352 Total liabilities assumed 2,051,441 Total consideration $ 2,321,033 As of the date of the Business Combination, the weighted-average useful life of total identifiable intangible assets acquired in the Business Combination, excluding goodwill, is 2.75 years. Approximately $2.3 million of the goodwill recorded is tax deductible Transaction Costs The Company incurred approximately $3.0 million in advisory, legal, accounting and management fees in conjunction with the Business Combination as of September 30, 2020. |
(5) Property and Equipment
(5) Property and Equipment | 9 Months Ended |
Sep. 30, 2020 | |
PROPERTY AND EQUIPMENT | |
(5) Property and Equipment | (5) PROPERTY AND EQUIPMENT Property and Equipment consists of the following: September 30, 2020 December 31, 2019 Equipment $ 2,250 $ 2,250 Less: accumulated amortization (694) (207) Total P&E $ 1,556 $ 2,043 The Company capitalized the cost of equipment purchased and is amortizing the cost over their estimated useful life of three years, beginning September 2019. |
(6) Intangible Assets and Goodw
(6) Intangible Assets and Goodwill | 9 Months Ended |
Sep. 30, 2020 | |
Loan Agreement [Member] | |
(6) Intangible Assets and Goodwill | (6) INTANGIBLE ASSETS AND GOODWILL Intangible assets consists of the following: September 30, 2020 December 31, 2019 Software $ 118,281 $ 52,474 Website 8,400 3,000 Less: accumulated amortization (28,168) (5,645) Total $ 98,513 $ 49,829 Amortization expense was $23,229 and $5,645 for the six months ended September 30, 2020 and the year ended December 31, 2019, respectively. Amortization expense will be $13,304 for the fourth quarter 2020; $53,264; $31,993; $0; $0 and $0 for the years ended December 31, 2021; 2022, 2023, 2024 and 2025, respectively. Pursuant to the merger agreement, R3Score recorded $4,367,459 in Goodwill. When management determined to divest the luxury floating living vessel business 100% impairment of the goodwill was recorded in assets of discontinued operations. |
(7) Accrued Expenses
(7) Accrued Expenses | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
(7) Accrued Expenses | (7) ACCRUED EXPENSES The major components of accrued expenses are: September 30, 2020 December 31, 2019 Accrued wages $ 61,458 $ 21,492 Accrued interest 23,307 17,987 Total accrued expenses $ 84,765 $ 39,479 |
(8) Convertible Notes
(8) Convertible Notes | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
(8) Convertible Notes | (8) CONVERTIBLE NOTES Convertible notes were, as follows: September 30, December 31, 2019 Note 1 $ - $ 100,000 Note 2 - 10,000 Note 3 100,000 100,000 Note 4 15,000 15,000 Note 5 42,500 42,500 Note 6 57,500 57,500 Note 7 50,000 50,000 Note 8 25,000 25,000 Note 9 200,000 - Note 10 10,000 - Note 11 12,000 - Note 12 25,000 - Note 13 60,000 - Note 14 50,000 - Note 15 25,000 - Note 16 10,000 - Note 17 20,000 - Note 18 5,000 - Note 19 77,500 - Note 20 7,067 - Note 21 75,000 - Note 22 60,000 - Total convertible notes 926,567 400,000 Less current maturities (374,567) (110,000) Long term portion $ 552,000 $ 290,000 NOTE 1: On September 18, 2018, the company entered into a eighteen month loan agreement in the amount of $100,000 with a third party. The note bears interest at the rate of 8%. At maturity, March 17, 2020 the Company recorded the note plus accrued interest of $11,989 as a liability to issue 6,195,192 shares of the Company’s common stock. NOTE 2: On April 18, 2019, the company entered into a eighteen month loan agreement in the amount of $10,000 with a third party. The note bears interest at the rate of 8%. At maturity, September 17, 2020 the lender converted the note plus accrued interest of $1,148 into 470,669 shares of the Company’s common stock. NOTE 3: On June 27, 2019, the company entered into a two year loan agreement in the amount of $100,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $6,315. This note is convertible into 4,842,624 shares of the Company’s common stock. NOTE 4: On July 1, 2019, the company entered into a two year loan agreement in the amount of $15,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $925 and is convertible into 726,021 shares of the Company’s common stock. NOTE 5: On July 12, 2019, the company entered into a two year loan agreement in the amount of $42,500 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $2,597 and is convertible into 2,054,158 shares of the Company’s common stock. NOTE 6: On July 12, 2019, the company entered into a two year loan agreement in the amount of $57,500 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $2,597 and is convertible into 2,779,155 shares of the Company’s common stock. NOTE 7: On August 27, 2019, the company entered into a two year loan agreement in the amount of $50,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $2,740 and is convertible into 2,467,967 shares of the Company’s common stock. NOTE 8: On October 1, 2019, the company entered into a two year loan agreement in the amount of $25,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $1,216 and is convertible into 1,195,293 shares of the Company’s common stock. NOTE 9: On March 25, 2020, the company entered into a two year loan agreement in the amount of $200,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $4,986 and is convertible into 5,607,539 shares of the Company’s common stock. NOTE 10: On April 9, 2020, the company entered into a two year loan agreement in the amount of $10,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $229 and is convertible into 279,818 shares of the Company’s common stock. NOTE 11: On July 3, 2020, the company entered into a two year loan agreement in the amount of $12,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $135 and is convertible into 331,984 shares of the Company’s common stock. NOTE 12: On July 8, 2020, the company entered into a two year loan agreement in the amount of $25,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $264 and is convertible into 691,168 shares of the Company’s common stock. NOTE 13: On July 16, 2020, the company entered into a two year loan agreement in the amount of $60,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $567 and is convertible into 1,657,016 shares of the Company’s common stock. NOTE 14: On July 16, 2020, the company entered into a two year loan agreement in the amount of $50,000 with a third party. The note bears interest at the rate of 5%. On September 23, 2020 the lender converted the note plus accrued interest of $473 into 1,380,847 shares of the Company’s common stock. NOTE 15: On August 14, 2020, the company entered into a two year loan agreement in the amount of $25,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $161and is convertible into 687,724 shares of the Company’s common stock. NOTE 16: On September 15, 2020, the company entered into a two year loan agreement in the amount of $10,000 with a third party. The note bears interest at the rate of 5%.At September 30, 2020, this note has accrued interest of $11and is convertible into 226,551 shares of the Company’s common stock. NOTE 17: On September 15, 2020, the company entered into a two year loan agreement in the amount of $20,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $22 and is convertible into 453,103 shares of the Company’s common stock. NOTE 18: On September 22, 2020, the company entered into a two year loan agreement in the amount of $5,000 with a third party. The note bears interest at the rate of 5%. At September 30, 2020, this note has accrued interest of $0 and is convertible into 54,113 shares of the Company’s common stock. NOTE 19: On September 23, 2020 the Company entered into a 45 day loan agreement in the amount of $77,500 with a third party, replacing a previously undocumented loan. The note bears interest at the rate of 0%. At September 30, 2020, this note has accrued interest of $0 and is convertible into 500,000 shares of the Company’s common stock. NOTE 20: On September 23, 2020 the Company entered into a 45 day loan agreement in the amount of $7,067 with a third party, to settle accrued expenses. The note bears interest at the rate of 0%. At September 30, 2020, this note has accrued interest of $0 and is convertible into 50,000 shares of the Company’s common stock. NOTE 21: On September 23, 2020, the company entered into a two year loan agreement in the amount of $75,000 with a third party. The note bears interest at the rate of 6%. At September 30, 2020, this note has accrued interest of $86 and is convertible into 202,703 shares of the Company’s common stock. NOTE 22: On September 23, 2020, the company entered into a two year loan agreement in the amount of $60,000 with a third party. The note bears interest at the rate of 6%. At September 30, 2020, this note has accrued interest of $69 and is convertible into 162,162 shares of the Company’s common stock. |
(9) Short Term Loans - Related
(9) Short Term Loans - Related Party | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
(9) Short Term Loans - Related Party | (9) SHORT TERM LOANS - RELATED PARTY During the period ended December 31, 2018, the CEO advanced $8,500 to the Company under an undocumented advance which carries no interest and has no stated maturity. During the year ended December 31, 2019, the CEO advanced an additional $5,000 under this undocumented advance . |
(10) Liability to Issue Common
(10) Liability to Issue Common Shares | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
(10) Liability to Issue Common Shares | (10) LIABILITY TO ISSUE COMMON SHARES In March 2020, a convertible note matured in the amount of $100,000 plus accrued interest of $11,989. By contract this note is convertible into 6,195,192 shares of common stock. As the shares have not yet been issued, they are accounted for as a liability to issue shares. In September 2020, a convertible note matured in the amount of $10,000 plus accrued interest of $1,164. By contract this note is convertible into 470,669 shares of common stock. As the shares have not yet been issued, they are accounted for as a liability to issue shares. During the third quarter the Company recorded a liability to issue 20,405,000 shares of common stock in exchange for services valued at $96,031, or $0.005 per share. |
(11) Commitments and Contingenc
(11) Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
(11) Commitments and Contingencies | (11) COMMITMENTS AND CONTINGENCIES a) Leases: d) Legal Matters: |
(12) Stockholders' Equity
(12) Stockholders' Equity | 9 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
(12) STOCKHOLDERS' EQUITY | (12) STOCKHOLDERS’ EQUITY At September 30, 2020 and December 31, 2019, the Company has 5,000,000,000 shares of par value $0.0001 common stock authorized and 114,307,062 and 71,244,696 issued and outstanding, respectively. At September 30, 2020 and December 31, 2019, the Company has 10,000,000 shares of par value $0.0001 preferred stock authorized and 1,000,000 Redeemable Series A preferred shares issued and outstanding. In the third quarter 2020, the Company issued 2,310,000 shares of common stock to six individuals/legal entities in exchange for the conversion of debt valued at $115,500, or $0.05 per share. The Company also issued 2,901,291 shares of common stock to consummate the acquisition. The Company issued 35,862,365 shares of common stock in exchange for services valued at $3,190,893, or $0.09 per share. The Company issued 1,988,709 shares of common stock to settle accrued expenses in the amount of $926,035, or $0.05 per share. In the first quarter 2020, the Company issued 6,195,192 shares of common stock exchange for the conversion of debt valued at $111,989, or $0.02 per share. In the third quarter 2019, the Company issued 5,164,388 shares of common stock in exchange for services valued at $24,305, or $0.005 per share. In the second quarter 2019, the Company issued 10,401,930 shares of common stock in exchange for services valued at $48,954, or $0.005 per share. The Company also issued 4,249,676 shares of common stock in exchange for $20,000 cash, or $0.005 per share. In the first quarter 2019, the Company issued 1,214,628 shares of common stock in exchange for services valued at $81,016, or $0.005 per share. |
(13) Discontinued Operations
(13) Discontinued Operations | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operation, Additional Disclosures [Abstract] | |
(13) Discontinued operations | (13) DISCONTINUED OPERATIONS Subsequent to the merger agreement, management initiated a plan to divest the luxury living vessel business. As a result this segment is classified as discontinued operations. R3Score recorded $38,361 as the results of discontinued operations for the period ended September 30, 2020. |
(14) Concentrations of Risk
(14) Concentrations of Risk | 9 Months Ended |
Sep. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
(14) Concentrations of Risk | (14) CONCENTRATIONS OF RISK The Company maintains its cash in bank deposit accounts, which may, at times, may exceed federally insured limits. The Company had no cash balances in excess of FDIC insured limits at September 30, 2020 and December 31, 2019, respectively. |
(15) Covid-19 Pandemic
(15) Covid-19 Pandemic | 9 Months Ended |
Sep. 30, 2020 | |
Proceeds from officer advances | |
(15) Covid-19 Pandemic | (15) COVID-19 PANDEMIC The Company’s management is unable to predict the full impact of COVID-19 on the Company. The corona virus pandemic and subsequent State of Maryland ordered shut down did not have a significant effect upon the Company’s operations. The Company’s access to capital was moderately curtailed , during the pandemic. The Company, as yet, does not know what the ultimate consequences of the pandemic will be upon its business model. Because of COVID-19 and the uncertainty surrounding economic conditions moving forward the Company cannot predict the full impact, although it has had only a moderate impact to date. The Company’s staff and outside professionals were already working remotely prior to the onset of the pandemic. |
(16) Subsequent Events
(16) Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
(16) Subsequent Events | (16) SUBSEQUENT EVENTS a) Convertible debt: In November 2020, NOTE 20 was amended to extend the maturity date to the latter of June 7,2021 or the date that the Company raises $1.5 million or more in new capital. b) Liability to issue common shares: c) Stockholder’s equity: |
(2) Basis of Presentation, Us_2
(2) Basis of Presentation, Use of Estimates and Going Concern (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | a) Basis of Presentation and Principles of Consolidation The Company’s consolidated financial statements include the financial statements of Global Boatworks Holdings, Inc. and its wholly owned subsidiary R3Score Technologies, Inc. All intercompany balances and transactions have been eliminated. The accompanying condensed consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Principles ("GAAP") in the United States of America ("U.S.") as promulgated by the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") and with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. The consolidated financial statements reflect all normal recurring adjustments, which, in the opinion of management, are considered necessary for a fair presentation of the results for the periods shown. The results of operations for the periods presented are not necessarily indicative of the results expected for any future period. The information included in these condensed consolidated financial statements should be read in conjunction with Management’s Discussion and Analysis and Results of Operations contained elsewhere in this report and the audited consolidated financial statements and accompanying notes filed in Form 8-K filed on December 31, 2020 with the U.S. Securities and Exchange Commission. |
Use of Estimates | b) Use of Estimates |
Going Concern | c) Going Concern: |
Discontinued Operations | d) Discontinued Operations: |
(3) Summary of Significant Ac_2
(3) Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | a) Cash and cash equivalents: |
Property and Equipment | b) Property and equipment: |
Impairment of Long-lived Assets | c) Impairment of long-lived assets: |
Financial Instruments and Fair Value Measurements | d) Financial instruments and Fair value measurements: ASC 825 also requires disclosures of the fair value of financial instruments. The carrying value of the Company’s current financial instruments, which include cash and cash equivalents, accounts payable and accrued liabilities approximates their fair values because of the short-term maturities of these instruments. FASB ASC 820 “Fair Value Measurement” clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. d) Financial instruments and Fair value measurements: |
Revenue Recognition | e) Revenue recognition: |
Stock Compensation for Services Rendered | f) Stock compensation for services rendered: The Company adopted ASU 2018-07 on January 1, 2019 and accounts for non-employee share-based awards in accordance with the measurement and recognition criteria of ASC 718. The Company used the modified prospective method of adoption. There was no cumulative effect of adoption on January 1, 2019. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. |
Income Taxes | g) Income Taxes: The Company follows the provisions of ASC 740-10, Accounting for Uncertain Income Tax Positions. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. In accordance with the guidance of ASC 740-10, the benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for unrecognized tax benefits in the accompanying consolidated balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. As of September 30, 2020 tax years 2018 and 2019 for the R3Score and 2017, 2018 and 2019 for the corporation remain open for IRS audit. The Company has received no notice of audit or any notifications from the IRS for any of the open tax years. |
Convertible Notes with Fixed Rate Conversion Features | h) Convertible Notes With Fixed Rate Conversion Features: |
Debt Issue Costs | i) Debt issue costs: |
Business combinations | j) Business combinations: |
Net Income (Loss) Per Share | k) Net income (loss) per share: |
Derivatives | l) Derivatives: Equity instruments that are initially classified as equity that become subject to reclassification under this accounting standard are reclassified to liability at the fair value of the instrument on the reclassification date. |
Leases | m) Leases |
Recent Accounting Pronouncements | n) Recent accounting pronouncements: |
(4) Busines Combination (Tables
(4) Busines Combination (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Value of Assets Transferred in Merger | Assets acquired: Cash and equivalents $ - Intangibles, net of accumulated amortization 5,015 Goodwill 4,367,459 Total identifiable assets acquired 4,372,474 Liabilities assumed: Accounts payable and accrued liabilities 1,349,451 Short term debt plus current portion of long term debt 389,300 Fair value of derivative liability 92,338 Long term debt 220,352 Total liabilities assumed 2,051,441 Total consideration $ 2,321,033 |
(5) Property and Equipment (Tab
(5) Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
PROPERTY AND EQUIPMENT | |
Schedule of Property, Plant and Equipment | September 30, 2020 December 31, 2019 Equipment $ 2,250 $ 2,250 Less: accumulated amortization (694) (207) Total P&E $ 1,556 $ 2,043 |
(6) Intangible Assets and Goo_2
(6) Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Loan Agreement [Member] | |
Intangible Assets and Goodwill | September 30, 2020 December 31, 2019 Software $ 118,281 $ 52,474 Website 8,400 3,000 Less: accumulated amortization (28,168) (5,645) Total $ 98,513 $ 49,829 |
(7) Accrued Expenses (Tables)
(7) Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Major Components of Accrued Expenses | September 30, 2020 December 31, 2019 Accrued wages $ 61,458 $ 21,492 Accrued interest 23,307 17,987 Total accrued expenses $ 84,765 $ 39,479 |
(8) Convertible Notes (Tables)
(8) Convertible Notes (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Short Term Convertible Debt | September 30, December 31, 2019 Note 1 $ - $ 100,000 Note 2 - 10,000 Note 3 100,000 100,000 Note 4 15,000 15,000 Note 5 42,500 42,500 Note 6 57,500 57,500 Note 7 50,000 50,000 Note 8 25,000 25,000 Note 9 200,000 - Note 10 10,000 - Note 11 12,000 - Note 12 25,000 - Note 13 60,000 - Note 14 50,000 - Note 15 25,000 - Note 16 10,000 - Note 17 20,000 - Note 18 5,000 - Note 19 77,500 - Note 20 7,067 - Note 21 75,000 - Note 22 60,000 - Total convertible notes 926,567 400,000 Less current maturities (374,567) (110,000) Long term portion $ 552,000 $ 290,000 |
(1) Nature of Operations (Detai
(1) Nature of Operations (Details Narrative) | Jul. 01, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
R3Score shareholders own equity, percent | 83.00% |
(2) Basis of Presentation, Us_3
(2) Basis of Presentation, Use of Estimates and Going Concern (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||||||||||
Working capital deficit | $ 600,000 | $ 600,000 | ||||||||
Accumulated deficit | (4,842,207) | (4,842,207) | $ (816,213) | |||||||
Total stockholders' (deficit) | 1,886,036 | $ (944,121) | $ (729,863) | $ (537,900) | $ (351,296) | $ (258,047) | 1,886,036 | $ (537,900) | $ (641,142) | $ (282,256) |
Net loss | $ (3,723,014) | $ (214,258) | $ (88,772) | $ (210,909) | $ (162,203) | $ (56,807) | $ (4,025,994) | $ (429,919) |
(3) Summary of Significant Ac_3
(3) Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Income taxes, tax years open for IRS audit | 2017 2018 2019 | |
Cash equivalents | $ 0 | |
R3Score [Member] | ||
Income taxes, tax years open for IRS audit | 2018 2019 |
(4) Busines Combination (Detail
(4) Busines Combination (Details Narrative) | Sep. 30, 2020USD ($) |
Business Combinations [Abstract] | |
Weighted-average useful life of total identifiable intangible assets acquired in the Business Combination, excluding goodwill, in years | 2.75 |
Advisory, legal, accounting and management fees in conjunction with the Business Combination | $ 3,000,000 |
Tax deductible goodwill | $ 2,300,000 |
(4) Busines Combination - Value
(4) Busines Combination - Value of Assets Transferred in Merger (Details) - USD ($) | Sep. 30, 2020 | Jul. 01, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Assets acquired: | |||||
Cash and equivalents | $ 30,487 | $ 0 | $ 96,406 | $ 127,737 | $ 18,695 |
Intangibles, net of accumulated amortization | 5,015 | ||||
Goodwill | 4,367,459 | ||||
Total identifiable assets acquired | 4,372,474 | ||||
Liabilities assumed: | |||||
Accounts payable and accrued liabilities | 516,784 | 1,349,451 | 359,922 | ||
Short term debt plus current portion of long term debt | 389,300 | ||||
Fair value of derivative liability | 92,338 | ||||
Long term debt | $ 552,000 | 220,352 | $ 290,000 | ||
Total liabilities assumed | 2,051,441 | ||||
Total consideration | $ 2,321,033 |
(5) Property and Equipment (Det
(5) Property and Equipment (Details Narrative) | 9 Months Ended |
Sep. 30, 2020 | |
PROPERTY AND EQUIPMENT | |
Useful life of the asset | 3 years |
(5) Property and Equipment - Sc
(5) Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
PROPERTY AND EQUIPMENT | ||
Equipment | $ 2,250 | $ 2,250 |
Less: accumulated depreciation | (694) | (206) |
Total | $ 1,556 | $ 2,044 |
(6) Intangible Assets and Goo_3
(6) Intangible Assets and Goodwill (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2025 | Dec. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 | |
Debt Disclosure [Abstract] | ||||||||
Amortization expense | $ 13,304 | $ 23,229 | $ 0 | $ 0 | $ 0 | $ 31,993 | $ 53,264 | $ 5,645 |
Impairment of Goodwill, percent | 100.00% |
(6) Intangible Assets and Goo_4
(6) Intangible Assets and Goodwill (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Software | $ 118,281 | $ 52,474 |
Website | 8,400 | 3,000 |
Less: accumulated amortization | (28,168) | (5,645) |
Total | $ 98,513 | $ 49,830 |
(7) Short Term Loans and Short
(7) Short Term Loans and Short Term Convertible Notes (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jul. 01, 2020 | Dec. 31, 2019 | |
Number of common stock issued, value | $ 20,000 | $ 0 | $ (20,000) | |||
Interest paid | 0 | 0 | ||||
Short term debt | $ 374,567 | 374,567 | $ 110,000 | |||
Debt instrument conversion value | 115,000 | $ 0 | ||||
Accrued interest | $ 13,153 | $ 13,153 | ||||
Common stock, par value | $ .0001 | $ .0001 | $ .0001 | |||
Fair value of derivative liability | $ 92,338 | |||||
Number of common stock to settle, value | $ 115,500 |
(7) Accrued Expenses - Schedule
(7) Accrued Expenses - Schedule of Major Components of Accrued Expenses (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Payroll liabilities | $ 61,458 | $ 21,492 |
Accrued interest | 23,307 | 17,987 |
Total accrued expenses | $ 84,765 | $ 39,479 |
(8) Convertible Notes- Schedule
(8) Convertible Notes- Schedule of Short Term Convertible Debt (Details Narrative ) - USD ($) | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 23, 2020 | Sep. 22, 2020 | Sep. 15, 2020 | Aug. 14, 2020 | Jul. 16, 2020 | Jul. 08, 2020 | Jul. 03, 2020 | Apr. 09, 2020 | Mar. 25, 2020 | Dec. 31, 2019 | Oct. 01, 2019 | Aug. 27, 2019 | Jul. 12, 2019 | Jul. 01, 2019 | Jun. 27, 2019 | Apr. 18, 2019 | Sep. 18, 2018 | |
Short term debt | $ 374,567 | $ 110,000 | |||||||||||||||||
Interest paid on debt | 23,307 | $ 17,987 | |||||||||||||||||
Debt instrument conversion value | $ 115,000 | $ 0 | |||||||||||||||||
Short Term Convertible Note 1 [Member] | |||||||||||||||||||
Debt term | 18 months | ||||||||||||||||||
Short term debt | $ 100,000 | ||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||
Interest paid on debt | $ 11,989 | ||||||||||||||||||
Shares to be issued for debt | 6,195,192 | ||||||||||||||||||
Short Term Convertible Note 2 [Member] | |||||||||||||||||||
Debt term | 18 months | ||||||||||||||||||
Short term debt | $ 10,000 | ||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||
Interest paid on debt | $ 1,148 | ||||||||||||||||||
Shares to be issued for debt | 470,669 | ||||||||||||||||||
Short Term Convertible Note 3 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 100,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 6,315 | ||||||||||||||||||
Shares to be issued for debt | 4,842,624 | ||||||||||||||||||
Short Term Convertible Note 4 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 15,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 925 | ||||||||||||||||||
Shares to be issued for debt | 726,021 | ||||||||||||||||||
Short Term Convertible Note 5 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 42,500 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 2,597 | ||||||||||||||||||
Shares to be issued for debt | 2,054,158 | ||||||||||||||||||
Short Term Convertible Note 6 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 57,500 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 2,597 | ||||||||||||||||||
Shares to be issued for debt | 2,779,155 | ||||||||||||||||||
Short Term Convertible Note 7 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 50,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 2,740 | ||||||||||||||||||
Shares to be issued for debt | 2,467,967 | ||||||||||||||||||
Short Term Convertible Note 8 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 25,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 1,216 | ||||||||||||||||||
Shares to be issued for debt | 1,195,293 | ||||||||||||||||||
Short Term Convertible Note 9 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 200,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 4,986 | ||||||||||||||||||
Shares to be issued for debt | 5,607,539 | ||||||||||||||||||
Short Term Convertible Note 10 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 10,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 229 | ||||||||||||||||||
Shares to be issued for debt | 279,818 | ||||||||||||||||||
Short Term Convertible Note 11 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 12,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 135 | ||||||||||||||||||
Shares to be issued for debt | 331,984 | ||||||||||||||||||
Short Term Convertible Note 12 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 25,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 364 | ||||||||||||||||||
Shares to be issued for debt | 691,168 | ||||||||||||||||||
Short Term Convertible Note 13 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 60,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 567 | ||||||||||||||||||
Shares to be issued for debt | 1,657,016 | ||||||||||||||||||
Short Term Convertible Note 14 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 50,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 473 | ||||||||||||||||||
Shares to be issued for debt | 1,380,847 | ||||||||||||||||||
Short Term Convertible Note 15 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 25,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 161 | ||||||||||||||||||
Shares to be issued for debt | 687,724 | ||||||||||||||||||
Short Term Convertible Note 16 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 10,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 11 | ||||||||||||||||||
Shares to be issued for debt | 226,551 | ||||||||||||||||||
Short Term Convertible Note 17 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 20,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 22 | ||||||||||||||||||
Shares to be issued for debt | 453,103 | ||||||||||||||||||
Short Term Convertible Note 18 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 5,000 | ||||||||||||||||||
Debt interest rate | 5.00% | ||||||||||||||||||
Interest paid on debt | $ 0 | ||||||||||||||||||
Shares to be issued for debt | 54,113 | ||||||||||||||||||
Short Term Convertible Note 19 [Member] | |||||||||||||||||||
Debt term | 45 days | ||||||||||||||||||
Short term debt | $ 77,500 | ||||||||||||||||||
Debt interest rate | 0.00% | ||||||||||||||||||
Interest paid on debt | $ 0 | ||||||||||||||||||
Shares to be issued for debt | 500,000 | ||||||||||||||||||
Short Term Convertible Note 20 [Member] | |||||||||||||||||||
Debt term | 45 days | ||||||||||||||||||
Short term debt | $ 7,067 | ||||||||||||||||||
Debt interest rate | 0.00% | ||||||||||||||||||
Interest paid on debt | $ 0 | ||||||||||||||||||
Shares to be issued for debt | 50,000 | ||||||||||||||||||
Short Term Convertible Note 21 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 75,000 | ||||||||||||||||||
Debt interest rate | 6.00% | ||||||||||||||||||
Interest paid on debt | $ 86 | ||||||||||||||||||
Shares to be issued for debt | 202,703 | ||||||||||||||||||
Short Term Convertible Note 22 [Member] | |||||||||||||||||||
Debt term | 2 years | ||||||||||||||||||
Short term debt | $ 60,000 | ||||||||||||||||||
Debt interest rate | 6.00% | ||||||||||||||||||
Interest paid on debt | $ 69 | ||||||||||||||||||
Shares to be issued for debt | 162,162 |
(8) Convertible Notes- Schedu_2
(8) Convertible Notes- Schedule of Short Term Convertible Debt (Details) - USD ($) | Sep. 30, 2020 | Jul. 01, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | |||
Convertible notes | $ 926,567 | $ 400,000 | |
Less current maturities | (374,567) | (110,000) | |
Long term portion | $ 552,000 | $ 220,352 | $ 290,000 |
(9) Short Term Loans - Relate_2
(9) Short Term Loans - Related Party (Details Narrative) - USD ($) | 11 Months Ended | 12 Months Ended |
Dec. 12, 2018 | Dec. 31, 2019 | |
CEO [Member] | ||
Proceeds from related party | $ 8,500 | $ 5,000 |
(10) Liability to Issue Commo_2
(10) Liability to Issue Common Shares (Details Narrative) | Sep. 30, 2020USD ($)shares |
Debt Disclosure [Abstract] | |
Loans payable | $ 110,000 |
Debt interest | $ 13,153 |
Liability to issue shares for services | shares | 6,665,861 |
Liability to issue shares for services | shares | 20,405,000 |
Service liability converted to shares | $ 96,031 |
(11) Commitments and Continge_2
(11) Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Shares issued during period related to accrued liabilities | ||||
Professional fees | $ 3,544,766 | $ 38,655 | $ 3,573,908 | $ 169,025 |
(12) Stockholders' Equity (Deta
(12) Stockholders' Equity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Dec. 31, 2020 | Nov. 30, 2020 | Oct. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |||||||||||
Common stock, shares authorized | 5,000,000,000 | 5,000,000,000 | 5,000,000,000 | ||||||||
Common stock, par value | $ .0001 | $ .0001 | $ .0001 | ||||||||
Common stock, shares issued | 114,307,062 | 114,307,062 | 71,244,696 | ||||||||
Common stock, shares outstanding | 114,307,062 | 114,307,062 | 71,244,696 | ||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||
Preferred stock, par value | $ .0001 | $ .0001 | $ .0001 | ||||||||
Redeemable preferred stock series A, shares issued | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||
Redeemable preferred stock series A, shares outstanding | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||
Stock issued during period for convertible debt, shares | 350,000 | 5,164,388 | 6,195,192 | 2,310,000 | 10,401,930 | 1,214,628 | |||||
Stock issued during period for convertible debt | $ 42,500 | $ 24,305 | $ 111,989 | $ 115,500 | $ 48,954 | $ 81,016 | |||||
Stock issued during period for convertible debt, price per share | $ .005 | $ 0.05 | $ .05 | $ .005 | $ .005 | ||||||
Stock issued during period for merger, shares | 2,910,291 | ||||||||||
Stock issued during period for services, shares | 6,195,192 | 20,405,000 | 35,862,365 | ||||||||
Stock issued during period for services | $ 111,989 | $ 96,031 | $ 3,190,893 | $ 24,305 | $ 48,954 | $ 81,016 | |||||
Stock issued during period for services, price per share | $ .05 | $ 0.09 | |||||||||
Stock issued during period for accrued expenses, shares | |||||||||||
Stock issued during period for accrued expenses | $ 926,035 | $ 926,035 | $ 0 | ||||||||
Stock issued during period for accrued expenses, price per share | $ .05 |
(13) Discontinued Operations (D
(13) Discontinued Operations (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Discontinued Operation, Additional Disclosures [Abstract] | ||||
Discontinued operations | $ 38,361 | $ 0 | $ 38,361 | $ 0 |
(14) Concentrations of Risk (De
(14) Concentrations of Risk (Details Narrative) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Risks and Uncertainties [Abstract] | ||
Cash balances in excess of FDIC insured limits | $ 0 | $ 0 |
(16) Subsequent Events (Details
(16) Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | ||||||
Dec. 31, 2020 | Nov. 30, 2020 | Oct. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | |
Subsequent Events [Abstract] | ||||||||
Stock issued during period for services, shares | 6,195,192 | 20,405,000 | 35,862,365 | |||||
Stock issued during period for services | $ 111,989 | $ 96,031 | $ 3,190,893 | $ 24,305 | $ 48,954 | $ 81,016 | ||
Stock issued during period for services, price per share | $ .05 | $ 0.09 | ||||||
Stock issued during period for convertible debt, shares | 350,000 | 5,164,388 | 6,195,192 | 2,310,000 | 10,401,930 | 1,214,628 | ||
Stock issued during period for convertible debt | $ 42,500 | $ 24,305 | $ 111,989 | $ 115,500 | $ 48,954 | $ 81,016 | ||
Stock issued during period for convertible debt, price per share | $ .005 | $ 0.05 | $ .05 | $ .005 | $ .005 | |||
Redeemable preferred stock series B, shares authorized | 1,000,000 | |||||||
Redeemable preferred stock series B, dividend rate | 6.00% | |||||||
Redeemable preferred stock series B, convertible to common at market rate discount | 35.00% |