Edgemode (EDGM) 10-Q 22 Nov 21 2021 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2021	Nov. 12, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	333-207047
Entity Registrant Name	FOURTH WAVE ENERGY, INC.
Entity Central Index Key	0001652958
Entity Tax Identification Number	47-4046237
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	75 E. Santa Clara,
Entity Address, Address Line Two	6th Floor
Entity Address, City or Town	San Jose
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95113
City Area Code	(408)
Local Phone Number	213-8874
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		47,710,140

Balance Sheets (Unaudited)

Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash	$ 113,555	$ 25,786
Prepaid assets	66,250	264,667
Note receivable	750,000	0
Total current assets	929,805	290,453
Deferred offering cost	123,545	0
Deposits	25,000	25,000
Total assets	1,078,350	315,453
Current liabilities:
Accounts payable and accrued expenses	319,592	657,806
Accounts payable - related party	3,011	21,837
Notes payable	35,000	235,900
Convertible notes, net of unamortized discount of $350,258 and $341,856, respectively	1,135,992	608,144
Derivative liability	813,490	676,022
Total current liabilities	2,307,085	2,199,709
Total liabilities	2,307,085	2,199,709
STOCKHOLDERS' DEFICIT
Preferred stock, $0.001 par value, 5,000,000 shares authorized, Series A Preferred stock, $0.001 par value, 1,000 shares authorized 1,000 shares issued and outstanding	1	1
Common stock, $0.001 par value, 200,000,000 shares authorized, 47,710,140 and 40,647,329 shares issued and outstanding, respectively	47,710	40,647
Additional paid in capital	7,190,579	4,379,732
Accumulated deficit	(8,467,025)	(6,304,636)
Total stockholders' deficit	(1,228,735)	(1,884,256)
Total liabilities and stockholders' deficit	$ 1,078,350	$ 315,453

Balance Sheets (Unaudited) (Par

Balance Sheets (Unaudited) (Parenthetical) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Convertible notes, unamortized discount	$ 350,258	$ 341,856
Preferred Stock, par value	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	1,000	1,000
Preferred Stock, Shares Outstanding	1,000	1,000
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Shares Issued	47,710,140	40,647,329
Common Stock, Shares Outstanding	47,710,140	40,647,329

Statements of Operations (Unaud

Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Operating expenses:
General and administrative	$ 190,303	$ 212,689	$ 855,899	$ 3,750,383
Total operating expenses	(190,303)	(212,689)	(855,899)	(3,750,383)
Other income (expense)
Interest expense	(60,340)	(103,587)	(598,722)	(248,231)
Loss on settlement of debt	0	0	(365,547)	0
Change in fair value of derivative liability	(146,322)	(309,671)	(342,221)	(385,997)
Total other expense	(206,662)	(413,258)	(1,306,490)	(634,228)
Net loss	$ (396,965)	$ (625,947)	$ (2,162,389)	$ (4,384,611)
Net loss per common share:
Basic	$ (0.01)	$ (0.02)	$ (0.05)	$ (0.13)
Diluted	$ (0.01)	$ (0.02)	$ (0.05)	$ (0.13)
Weighted average common shares outstanding:
Basic	47,318,382	36,478,230	44,166,917	34,206,503
Diluted	47,318,382	36,478,230	44,166,917	34,206,503

Statements of Changes in Stockh

Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($)	Preferred Stock Series A [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2019		$ 29,288	$ 348,680	$ (1,220,155)	$ (842,187)
Shares outstanding at Dec. 31, 2019		29,288,163
Stock based compensation	$ 1	$ 6,200	2,908,254		2,914,455
Stock based compensation, in shares	1,000	6,200,000
Ending balance, value at Mar. 31, 2020	$ 1	$ 35,488	3,256,934	(4,527,864)	(1,235,441)
Net loss				(3,307,709)	(3,307,709)
Shares outstanding at Mar. 31, 2020	1,000	35,488,163
Beginning balance, value at Dec. 31, 2019		$ 29,288	348,680	(1,220,155)	(842,187)
Shares outstanding at Dec. 31, 2019		29,288,163
Ending balance, value at Sep. 30, 2020	$ 1	$ 37,307	3,784,172	(5,604,766)	(1,783,286)
Net loss					(4,384,611)
Shares outstanding at Sep. 30, 2020	1,000	37,307,329
Beginning balance, value at Mar. 31, 2020	$ 1	$ 35,488	3,256,934	(4,527,864)	(1,235,441)
Shares outstanding at Mar. 31, 2020	1,000	35,488,163
Common share issued for conversion of debt		$ 438	32,424		32,862
Common shares issued for settlement of debt and accrued interest, in shares		438,166
Ending balance, value at Jun. 30, 2020	1	$ 36,126	3,505,238	(4,978,819)	(1,437,454)
Extinguishment of derivative liability due to conversion			166,080		166,080
Net loss				(450,955)	(450,955)
Shares outstanding at Jun. 30, 2020	1,000	36,126,329
Sale of common stock		$ 200	49,800		50,000
Sale of common stock, shares		200,000
Common share issued for conversion of debt		$ 981	172,557		173,538
Common shares issued for settlement of debt and accrued interest, in shares		981,000
Ending balance, value at Sep. 30, 2020	1	$ 37,307	3,784,172	(5,604,766)	(1,783,286)
Extinguishment of derivative liability due to conversion			56,577		56,577
Net loss				(625,947)	(625,947)
Shares outstanding at Sep. 30, 2020	1,000	37,307,329
Sale of common stock		$ 200	49,800		50,000
Sale of common stock, shares		200,000
Beginning balance, value at Dec. 31, 2020	$ 1	$ 40,647	4,379,732	(6,304,636)	(1,884,256)
Shares outstanding at Dec. 31, 2020	1,000	40,647,329
Stock based compensation		$ 800	181,200		182,000
Stock based compensation, in shares		800,000
Common shares issued with convertible notes payable		$ 100	9,900		10,000
Common shares issued for settlement of convertible note payable, in shares		100,000
Common share issued for conversion of debt		$ 218	97,634		97,852
Common shares issued for settlement of debt and accrued interest, in shares		217,447
Common shares issued for cash		$ 1,700	202,300		204,000
Common shares issued for cash, in shares		1,700,000
Ending balance, value at Mar. 31, 2021	1	$ 38,765	5,264,382	(7,761,280)	(2,458,132)
Returned common shares and liability extinguishment related to GeoSolar		$ (4,700)	384,550		379,850
Returned common shares and liability extinguishment related to GeoSolar, in shares		(4,700,000)
Extinguishment of derivative liability due to conversion			9,066		9,066
Net loss				(1,456,644)	(1,456,644)
Shares outstanding at Mar. 31, 2021	1,000	38,764,776
Beginning balance, value at Dec. 31, 2020	$ 1	$ 40,647	4,379,732	(6,304,636)	(1,884,256)
Shares outstanding at Dec. 31, 2020	1,000	40,647,329
Ending balance, value at Sep. 30, 2021	$ 1	$ 47,710	7,190,579	(8,467,025)	(1,228,735)
Net loss					(2,162,389)
Shares outstanding at Sep. 30, 2021	1,000	47,710,140
Beginning balance, value at Mar. 31, 2021	$ 1	$ 38,765	5,264,382	(7,761,280)	(2,458,132)
Shares outstanding at Mar. 31, 2021	1,000	38,764,776
Common shares issued with convertible notes payable		$ 4,386	435,614		440,000
Common shares issued for settlement of convertible note payable, in shares		4,386,364
Common shares issued for settlement of note payable		$ 1,809	468,531		470,340
Common shares issued for settlement of note payable, in shares		1,809,000
Common shares issued for cash		$ 1,700	202,300		204,000
Common shares issued for cash, in shares		1,700,000
Common stock issued for deferred offering costs		$ 500	123,045		123,545
Common stock issued for deferred offering costs, in Shares		500,000
Ending balance, value at Jun. 30, 2021	1	$ 47,160	7,094,179	(8,070,060)	(928,720)
Extinguishment of derivative liability due to conversion			600,307		600,307
Net loss				(308,780)	(308,780)
Shares outstanding at Jun. 30, 2021	1,000	47,160,140
Stock based compensation		$ 300	17,900		18,200
Stock based compensation, in shares		300,000
Common shares issued with convertible notes payable		$ 250	78,500		78,750
Common shares issued for settlement of note payable, in shares		250,000
Ending balance, value at Sep. 30, 2021	1	$ 47,710	7,190,579	(8,467,025)	(1,228,735)
Net loss				$ (396,965)	$ (396,965)
Shares outstanding at Sep. 30, 2021	1,000	47,710,140

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (2,162,389)	$ (4,384,611)
Adjustment to reconcile net loss to cash used in operating activities:
Stock based compensation	200,200	2,914,455
Amortization of debt discount	499,218	219,483
Loss on change in derivative liability	342,221	385,997
Loss on settlement of liabilities	365,547	0
Net change in:
Prepaid assets	198,417	52,010
Accounts payable and accrued expenses	43,381	503,049
Accounts payable - related party	(18,826)	(4,486)
CASH FLOWS USED IN OPERATING ACTIVITIES	(532,231)	(314,103)
CASH FLOWS FROM INVESTING ACTIVITIES
Issuance of note receivable	(750,000)	0
CASH FLOWS USED IN INVESTING ACTIVITIES	(750,000)	0
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock	408,000	100,000
Proceeds from convertible notes	1,137,000	214,850
Payments on convertible notes	(175,000)	0
Proceeds from notes payable		10,000
Payments on notes payable	0	(3,000)
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES	1,370,000	321,850
NET CHANGE IN CASH	87,769	7,747
Cash, beginning of period	25,786	1,691
Cash, end of period	113,555	9,438
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid on interest expenses	91,043	0
Cash paid for income taxes	0	0
NON-CASH TRANSACTIONS
Debt discount created by derivative liability	404,620	291,078
Common shares issued for settlement of convertible notes payable and accrued interest	450,000	206,400
Common shares issued for settlement of notes payable and accrued interest	202,645	0
Common stock issued for deferred offering costs	128,800	0
Deferred offering costs offset against additional paid in capital	5,255	0
Extinguishment of liability related to Geosolar	379,850	0
Extinguishment of derivative liability due to conversion	609,373	222,657
Prepaid expenses financed with convertible notes payable	0	390,000
Common stock issued with convertible debt	$ 78,750	$ 0

Basis of Presentation

Basis of Presentation	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Note 1. Basis of Presentation The accompanying unaudited interim financial statements of Fourth Wave Energy, Inc. (“we”, “our”, “Fourth Wave” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for our interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2020, as reported in the Form 10-K of the Company, have been omitted. On March 20, 2020, shareholders owning a majority of the Company's outstanding shares of common stock amended the Company's Articles of Incorporation to change the name of the Company from Pierre Corp. to Fourth Wave Energy, Inc. In connection with the acquisition of Fourth Wave, Inc. (“FWAV”) in March 2020, the Company entered into consulting agreements with certain founders of FWAV. The consulting agreements require the Company to collectively pay $ 379,850 10,000,000 4,700,000 In March 2020 the Director General of the World Health Organization declared COVID-19 a pandemic. The extent to which the COVID-19 pandemic and global efforts to contain its spread will impact our operations will depend on future developments, which are highly uncertain and cannot be predicted at this time, and include the duration, severity and scope of the pandemic and the actions taken to contain or treat the COVID-19 pandemic. Significant Accounting Policies Fair Value of Financial Instruments The carrying value of short-term instruments, including cash, accounts payable and short-term notes approximate fair value due to the relatively short period to maturity for these instruments. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs. The Company utilizes a three-level valuation hierarchy for disclosures of fair value measurements, defined as follows: Level 1: inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments. Level 3: inputs to the valuation methodology are unobservable and significant to the fair value Fair Value Measurements The Company’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy. 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 September 30, 2021 and December 31, 2020: Schedule of Change in Fair Value of Derivative Liability Fair value measured at September 30, 2021 Total carrying value at September 30, 2021 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant Unobservable inputs (Level 3) Liabilities: Derivative liabilities $ 813,490 $ – $ – $ 813,490 Fair value measured at December 31, 2020 Total carrying value at December 31, 2020 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant Unobservable inputs (Level 3) Liabilities: Derivative liabilities $ 676,022 $ – $ – $ 676,022 There were no transfers between Level 1, 2 or 3 during the period. The table below presents the change in the fair value of the derivative liability during the nine months ended September 30, 2021: Schedule of change in the fair value of the derivative liability Fair value as of December 31, 2020 $ 676,022 Fair value on the date of issuance recorded as a debt discount 404,620 Extinguishment of liability to equity due to conversions (609,373 ) Loss on change in fair value of derivatives 342,221 Fair value as of September 30, 2021 $ 813,490 Convertible debt The Company records a beneficial conversion feature related to the issuance of convertible notes that have conversion features at fixed or adjustable rates. The beneficial conversion feature for the convertible instruments is recognized and measured by allocating a portion of the proceeds as an increase in additional paid-in capital and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features. The beneficial conversion feature will be accreted by recording additional noncash interest expense over the expected life of the convertible notes. Beneficial Conversion Features If the conversion feature of conventional convertible debt provides for a rate of conversion that is below market value, this feature is characterized as a beneficial conversion feature (“BCF”). A BCF is recorded by the Company as a debt discount pursuant to ASC Topic 470-20 “Debt with Conversion and Other Options.” In those circumstances, the convertible debt is recorded net of the discount related to the BCF and the Company amortizes the discount to interest expense over the life of the debt using the effective interest method. Derivative Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. The Company applies the guidance in ASC 815-40-35-12 to determine the order in which each convertible instrument would be evaluated for derivative classification. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Recent Accounting Pronouncements The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on its financial statements.

Going Concern

Going Concern	9 Months Ended
	Sep. 30, 2021
Going Concern
Going Concern	Note 2. Going Concern These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At September 30, 2021 the Company had not yet achieved profitable operations and expects to incur further losses in the development of its business, all of which raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available.

Note Receivable

Note Receivable	9 Months Ended
	Sep. 30, 2021
Note Receivable
Note Receivable	Note 3. Note Receivable On August 20, 2021 the Company entered into a Letter of Intent with EdgeMode, Inc. (“EdgeMode”). Pursuant to the Letter of Intent, the Company will, at the closing, acquire all of the issued and outstanding shares of EdgeMode for that number of shares of the Company's common stock which, at closing, will represent 80% of the Company's outstanding shares of common stock. The Letter of Intent with EdgeMode is non-binding and may be terminated by either party. EdgeMode is a high performance computing infrastructure management platform. EdgeMode deploys Bitcoin mining data center containers fully-integrated into the locations of its energy asset partners. The acquisition of EdgeMode is subject to a number of conditions, including the execution of a definitive agreement between the parties. On September 30, 2021, the Company loaned EdgeMode $ 750,000 16 March 31, 2022

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2021
Related Party Transactions [Abstract]
Related Party Transactions	Note 4. Related Party Transactions Effective April 30, 2019, the Company agreed to increase the compensation to the President of the Company to $ 11,500 Fees earned during the period are as follows: Schedule of Related Party Transactions Nine months ended Nine months ended Prior period balance $ 21,837 $ 104,623 Management fees 103,500 103,500 Cash advances – 9,105 Expenses paid on behalf of Company 2,237 4,229 Repayments (124,563 ) (121,320 ) End of period balance $ 3,011 $ 100,137 On April 1, 2021, the Company entered into a services agreement with Axiom Group, which is owned by the President of the Company. The services agreement includes investor relation services for a term of eighteen months for compensation of $90,000. During the nine months ended September 30, 2021, the Company prepaid the $ 90,000 60,000

Notes Payable

Notes Payable	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
Notes Payable	Note 5. Notes Payable On January 15, 2020, the Company converted $ 20,000 8 January 15, 2021 20,000 1,745 217,447 180,900 1,809,000 0.10 365,547 35,000 235,900

Convertible Notes Payable and D

Convertible Notes Payable and Derivative Liability	9 Months Ended
	Sep. 30, 2021
Convertible Notes Payable And Derivative Liability
Convertible Notes Payable and Derivative Liability	Note 6. Convertible Notes Payable and Derivative Liability On June 4, 2019, the Company borrowed $ 55,000 5,000 10 March 4, 2020 33,615 15,000 136,364 40,000 11,310 28,690 0 0 On September 9, 2019, the Company borrowed $ 30,000 2,500 2,500 9 March 9, 2020 31,581 20,291 11,290 25,000 13,710 30,000 3,854 11,146 As of , 2021, the balance on the loan, net of unamortized discount of $ 0 0 On November 14, 2019, the Company entered into a debt agreement to borrow $ 85,000 20,000 9 89,071 24,071 65,000 0 85,000 On January 23, 2020, the Company entered into an agreement for up to $ 120,000 10,500 10 45,777 50,164 20,000 882 0 0 In 2020, the Company issued convertible notes in the principal amount of $ 285,000 8 254,317 10,317 244,000 10,000 100,000 0.10 275,000 2,750,000 0.10 0 0 On August 6, 2020, the Company issued a note in the principal amount of $ 390,000 August 6, 2023 158,542 0 390,000 On November 17, 2020, the Company entered into a debt agreement to borrow $ 85,000 3,500 8 130,303 48,803 81,500 85,000 1,453 21,590 0 0 On June 25, 2021, the Company entered into a debt agreement to borrow $ 88,750 3,750 8 2,753 85,997 On July 21, 2021, the Company entered into a debt agreement to borrow $ 58,750 3,750 8 3,021 55,729 On September 17, 2021, the Company entered into a debt agreement to borrow $ 150,000 8 300,000 7,378 52,279 97,721 On September 21, 2021, the Company entered into a debt agreement to borrow $ 110,000 13,000 8 220,000 6,391 56,207 53,793 On September 28, 2021, the Company entered into a debt agreement to borrow $ 500,000 1.67 0.25 250,000 78,750 158,623 232,269 267,731 On September 28, 2021, the Company entered into a debt agreement to borrow $ 103,750 3,750 8 3,729 100,021 During the nine months ended September 30, 2021, the Company issued other convertible notes in the principal amount of $ 150,000 8 360,675 213,495 150,000 1,500,000 0.10 0 0 As of September 30, 2021, the total derivative liability on the above notes was adjusted to a fair value of $ 813,490 499,218 350,258 0.16 0.48 42.59 58.56 0.50 5.00 0.03 0.95 0

Equity

Equity	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Equity	Note 7. Equity Common Stock On January 28, 2021, the Company entered into a purchase agreement with an investor, Tysadco Partners LLC, (the “Investor”) providing for the purchase of up to $ 10,000,000 1,700,000 204,000 1,700,000 204,000 5,255 123,545 On July 24, 2021, the Company entered into a six month consulting agreement for investor relation services. Upon signing the agreement, the Company agreed to pay the consultant 300,000 shares of common stock. On August 13, 2021, 300,000 shares of common stock were issued for services. The shares were valued at $0.18, the closing price of the Company’s stock on date of issuance. During the nine months ended September 30, 2021, the Company recognized $18,200 of expense and will recognize the remaining expense over the service period of the consulting agreement. On December 1, 2020, the Company entered into a three month consulting agreement for investor relation services. Upon signing the agreement, the Company agreed to pay the consultant a monthly fee of $10,000 plus 400,000 shares of common stock. In December 2020, 400,000 shares of common stock were issued for services. The shares were valued at $0.23, the closing price of the Company’s stock on December 1, 2020. During the nine months ended September 30, 2021, the Company issued the remaining 800,000 shares related to the agreement and recognized $182,000 of expense. On September 30, 2021, the Company issued 250,000 During the nine months ended September 30, 2021, the Company issued 4,486,364 450,000 During the nine months ended September 30, 2021, the Company settled notes payable of $ 200,900 1,745 2,026,447 During the nine months ended September 30, 2021, 4,700,000 Preferred Stock On March 26, 2020, the Company designated 1,000 5,000,000 0.001 Each Series A Preferred share entitles the holder to vote on all matters submitted to a vote of the Company’s shareholders or with respect to actions that may be taken by written consent. The 1,000 shares of Series A shares have the voting power of 250% of the outstanding common shares at the time of any vote. The holders of the Series A shares are entitled to receive, when, as and if declared by the Board of Directors out of funds legally available, annual dividends payable in cash on the 31st day of December in each year, commencing on December 31, 2020 at the rate of $0.10 per share per year. The Company's Chief Executive Officer is the holder of all Series A Preferred shares. Stock Warrants The following table summarizes the stock warrant activity for the nine months ended September 30, 2021: Schedule of stock warrant activity Warrants Weight-Average Exercise Price Per Share Outstanding, December 31, 2020 1,142,857 $ 0.035 Granted 520,000 $ 0.50 Exercised – Forfeited – Expired – Outstanding, September 30, 2021 1,662,857 $ 0.18 As of September 30, 2021, the outstanding stock warrants have a weighted average remaining term of 4.20 302,857

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	Note 8. Subsequent Events Subsequent to September 30, 2021 and through and including November 17,2021, the Company borrowed an aggregate of $1,500,000 from a number of unrelated parties. The loans are unsecured, bear interest at 8% per year, and are due and payable at various dates in October and November 2022. At the option of the lenders, the loans may be converted into shares of the Company's common stock at a conversion price of $0.25 per share. In conjunction with the issuance of such convertible notes, an aggregate of 3,000,000 warrants were issued to the lenders. The warrants have a five year term and an exercise price of $0.50 per share. Of the $1,500,000 in convertible notes, the Company has received $355,000 in cash proceeds. The remainder of the funds remain in an escrow account and will be released upon execution of a definitive merger agreement with EdgeMode, Inc. on or prior to December 31,2021. In furtherance of the proposed merger with EdgeMode, Inc., the Company has executed or is in the process of executing waivers with each of the persons that has outstanding notes with the Company wherein they have waived or will waive any and all defaults under their respective notes if a definitive merger agreement is executed with EdgeMode, Inc. on or prior to December 31,2021 and such merger closes on or before January 31,2022. In addition, subject to the Company meeting the above deadlines, the vast majority of the noteholders have or will be executing note conversion agreements with the Company wherein they have agreed or will agree to convert the principal and interest due on their notes in conjunction with the closing of the merger. Any persons not executing a conversion agreement will have their notes prepaid by the Company in conjunction with the closing under the merger agreement. On October 21, 2021, the Company loaned EdgeMode $100,000. The loan bears interest at 16% per annum and is due and payable on April 21, 2022. On November 3, 2021, the Company repaid $88,750 in principal, $2,548 in accrued interest and $28,874 additional interest expense on an unsecured convertible note payable.

Basis of Presentation (Policies

Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying value of short-term instruments, including cash, accounts payable and short-term notes approximate fair value due to the relatively short period to maturity for these instruments. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs. The Company utilizes a three-level valuation hierarchy for disclosures of fair value measurements, defined as follows: Level 1: inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liabilities, either directly or indirectly, for substantially the full term of the financial instruments. Level 3: inputs to the valuation methodology are unobservable and significant to the fair value
Fair Value Measurements	Fair Value Measurements The Company’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy. 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 September 30, 2021 and December 31, 2020: Schedule of Change in Fair Value of Derivative Liability Fair value measured at September 30, 2021 Total carrying value at September 30, 2021 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant Unobservable inputs (Level 3) Liabilities: Derivative liabilities $ 813,490 $ – $ – $ 813,490 Fair value measured at December 31, 2020 Total carrying value at December 31, 2020 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant Unobservable inputs (Level 3) Liabilities: Derivative liabilities $ 676,022 $ – $ – $ 676,022 There were no transfers between Level 1, 2 or 3 during the period. The table below presents the change in the fair value of the derivative liability during the nine months ended September 30, 2021: Schedule of change in the fair value of the derivative liability Fair value as of December 31, 2020 $ 676,022 Fair value on the date of issuance recorded as a debt discount 404,620 Extinguishment of liability to equity due to conversions (609,373 ) Loss on change in fair value of derivatives 342,221 Fair value as of September 30, 2021 $ 813,490
Convertible debt	Convertible debt The Company records a beneficial conversion feature related to the issuance of convertible notes that have conversion features at fixed or adjustable rates. The beneficial conversion feature for the convertible instruments is recognized and measured by allocating a portion of the proceeds as an increase in additional paid-in capital and as a reduction to the carrying amount of the convertible instrument equal to the intrinsic value of the conversion features. The beneficial conversion feature will be accreted by recording additional noncash interest expense over the expected life of the convertible notes.
Beneficial Conversion Features	Beneficial Conversion Features If the conversion feature of conventional convertible debt provides for a rate of conversion that is below market value, this feature is characterized as a beneficial conversion feature (“BCF”). A BCF is recorded by the Company as a debt discount pursuant to ASC Topic 470-20 “Debt with Conversion and Other Options.” In those circumstances, the convertible debt is recorded net of the discount related to the BCF and the Company amortizes the discount to interest expense over the life of the debt using the effective interest method.
Derivative Financial Instruments	Derivative Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. The Company applies the guidance in ASC 815-40-35-12 to determine the order in which each convertible instrument would be evaluated for derivative classification. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company does not believe that any recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on its financial statements.

Basis of Presentation (Tables)

Basis of Presentation (Tables)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Schedule of Change in Fair Value of Derivative Liability	Schedule of Change in Fair Value of Derivative Liability Fair value measured at September 30, 2021 Total carrying value at September 30, 2021 Quoted prices in active markets (Level 1) Significant other observable inputs (Level 2) Significant Unobservable inputs (Level 3) Liabilities: Derivative liabilities $ 813,490 $ – $ – $ 813,490
Schedule of change in the fair value of the derivative liability	Schedule of change in the fair value of the derivative liability Fair value as of December 31, 2020 $ 676,022 Fair value on the date of issuance recorded as a debt discount 404,620 Extinguishment of liability to equity due to conversions (609,373 ) Loss on change in fair value of derivatives 342,221 Fair value as of September 30, 2021 $ 813,490

Related Party Transactions (Tab

Related Party Transactions (Tables)	9 Months Ended
	Sep. 30, 2021
Related Party Transactions [Abstract]
Schedule of Related Party Transactions	Schedule of Related Party Transactions Nine months ended Nine months ended Prior period balance $ 21,837 $ 104,623 Management fees 103,500 103,500 Cash advances – 9,105 Expenses paid on behalf of Company 2,237 4,229 Repayments (124,563 ) (121,320 ) End of period balance $ 3,011 $ 100,137

Equity (Tables)

Equity (Tables)	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Schedule of stock warrant activity	Schedule of stock warrant activity Warrants Weight-Average Exercise Price Per Share Outstanding, December 31, 2020 1,142,857 $ 0.035 Granted 520,000 $ 0.50 Exercised – Forfeited – Expired – Outstanding, September 30, 2021 1,662,857 $ 0.18

Basis of Presentation (Details

Basis of Presentation (Details - Derivative Liability) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities	$ 813,490	$ 676,022
Fair Value, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities	813,490	676,022
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities	$ 813,490	$ 676,022

Basis of Presentation (Detail_2

Basis of Presentation (Details - Change in fair value of derivative liability) - USD ($)	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Accounting Policies [Abstract]
Fair value at beginning	$ 676,022
Fair value on the date of issuance recorded as a debt discount	404,620
Extinguishment of liability to equity due to conversions	(609,373)	$ (222,657)
Gain on change in fair value of derivatives	342,221	$ 385,997
Fair value at ending	$ 813,490

Basis of Presentation (Detail_3

Basis of Presentation (Details Narrative) - USD ($)	1 Months Ended		9 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Sep. 30, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Number of shares exchange	10,000,000
Number of shares cancelled			4,700,000
Consulting Agreements [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Consulting fees		$ 379,850

Note Receivable (Details Narrat

Note Receivable (Details Narrative)	9 Months Ended
	Sep. 30, 2021USD ($)
Defined Benefit Plan Disclosure [Line Items]
Interest rate	16.00%
Edge Mode Inc [Member]
Defined Benefit Plan Disclosure [Line Items]
Face amount	$ 750,000
Due date	Mar. 31, 2022

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Related Party Transactions [Abstract]
Prior period balance	$ 21,837	$ 104,623
Management fees	103,500	103,500
Cash advances	0	9,105
Expenses paid on behalf of Company	2,237	4,229
Repayments	(124,563)	(121,320)
End of period balance	$ 3,011	$ 100,137

Related Party Transactions (D_2

Related Party Transactions (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Apr. 30, 2019	Sep. 30, 2021
Related Party Transaction [Line Items]
Payment for serives		$ 90,000
Prepaid services		$ 60,000
President [Member] | Management Service [Member]
Related Party Transaction [Line Items]
Management Services to President per month	$ 11,500

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)	Jan. 15, 2020	Apr. 16, 2021	Feb. 16, 2021	Sep. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Interest rate				16.00%
Notes Payable				$ 35,000	$ 235,900
Promissory Note [Member] | Third Party [Member]
Debt Instrument [Line Items]
Debt conversion, converted instrument, amount	$ 20,000	$ 180,900
Interest rate	8.00%
Maturity date	Jan. 15, 2021
Promissory note			$ 20,000
Accrued interest			1,745
Share issued for debt settlement			$ 217,447
Number of shares converted		1,809,000
Conversion price		$ 0.10
Loss on settlement of debt		$ 365,547

Convertible Notes Payable and_2

Convertible Notes Payable and Derivative Liability (Details Narrative) - USD ($)	Jul. 02, 2021	Feb. 11, 2021	Feb. 03, 2021	Jan. 15, 2021	Aug. 06, 2020	Nov. 14, 2019	Sep. 09, 2019	Jun. 04, 2019	Sep. 28, 2021	Sep. 21, 2021	Aug. 17, 2021	Jul. 02, 2021	Jun. 02, 2021	May 31, 2021	Feb. 03, 2021	Nov. 17, 2020	Jan. 23, 2020	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Jun. 04, 2021	Jul. 21, 2021	Jun. 25, 2021	Jan. 04, 2019
Short-term Debt [Line Items]
Interest rate																				16.00%
Derivative liability																		$ 813,490		$ 813,490
Loan																		499,218		499,218
Unamortized discount																		350,258		350,258		$ 341,856
Loss on derivative liability																		146,322	$ 309,671	$ 342,221	$ 385,997
Fair value stock minimum																				16.00%
Fair value stock maximum																				48.00%
Volatility minimum																				42.59%
Volatility maximum																				58.56%
Risk free interest rate minimum																				0.03%
Risk free interest rate maximum																				0.95%
Dividend yield																				0.00%
Minimum [Member]
Short-term Debt [Line Items]
Expected term																				6 months
Maximum [Member]
Short-term Debt [Line Items]
Expected term																				5 years
Convertible Notes Payable [Member]
Short-term Debt [Line Items]
Original issuance discount																										$ 5,000
Convertible Notes Payable 1 [Member]
Short-term Debt [Line Items]
Original issuance discount							$ 2,500
Convertible Notes Payable [Member]
Short-term Debt [Line Items]
Principal amount								$ 55,000
Interest rate								10.00%
Due date								Mar. 4, 2020
Derivative liability								$ 33,615
Repayment of debt		$ 30,000		$ 20,000
Loan																		0		$ 0
Unsecured Convertible Note [Member]
Short-term Debt [Line Items]
Debt Conversion, Converted Instrument, Amount													$ 15,000
Number of shares converted													136,364
Convertible Note Payable [Member]
Short-term Debt [Line Items]
Repayment of debt	$ 40,000
Interest paid	$ 11,310
Interest expense		11,146										$ 28,690
Unamortized discount																		0		0
Convertible Notes Payable 1 [Member]
Short-term Debt [Line Items]
Principal amount							$ 30,000
Interest rate																							9.00%
Due date							Mar. 9, 2020
Derivative liability							$ 31,581
Interest paid		$ 3,854
Loan																		0		0
Transaction fees							2,500
Loss on derivative liability							20,291
Interest expense							11,290
Debt discount							$ 13,710
Convertible Notes Payable 1 [Member] | Note Holder [Member]
Short-term Debt [Line Items]
Number of shares issued							25,000
ConvertibleNotesPayable2Member
Short-term Debt [Line Items]
Principal amount						$ 85,000
Original issuance discount						$ 20,000
Interest rate						9.00%
Derivative liability						$ 89,071
Loan																		0		0
Unamortized discount																		85,000		85,000
Loss on derivative liability						24,071
Interest expense						$ 65,000
Convertible Notes Payable 3 [Member]
Short-term Debt [Line Items]
Principal amount																	$ 120,000					285,000
Derivative liability																	50,164
Interest paid				882
Loan																		0		0
Unamortized discount																	$ 10,500	0		0
Interest rate																	10.00%
Warrant issued																	45,777
Promissory Note from Unrelated Third Party
Short-term Debt [Line Items]
Derivative liability																						254,317
Debt Conversion, Converted Instrument, Amount				$ 10,000										$ 275,000
Number of shares converted				100,000										2,750,000
Loan																		0		0
Unamortized discount																		0		0
Loss on derivative liability																						10,317
Interest expense																						$ 244,000
Interest rate																						8.00%
Conversion price				$ 0.10										$ 0.10
Convertible Notes Payable 5 [Member]
Short-term Debt [Line Items]
Principal amount					$ 390,000
Due date					Aug. 6, 2023
Derivative liability					$ 158,542
Loan																		0		0
Unamortized discount																		390,000		390,000
Convertible Notes Payable 6 [Member]
Short-term Debt [Line Items]
Principal amount																$ 85,000
Derivative liability																130,303
Repayment of debt			$ 85,000
Interest paid			$ 1,453
Loan																		0		0
Unamortized discount																3,500		0		0
Loss on derivative liability																48,803
Interest expense															$ 21,590	$ 81,500
Interest rate																8.00%
Convertible Notes Payable 7 [Member]
Short-term Debt [Line Items]
Principal amount																									$ 88,750
Loan																		2,753		2,753
Unamortized discount																		85,997		85,997					$ 3,750
Interest rate																									8.00%
Convertible Notes Payable 8 [Member]
Short-term Debt [Line Items]
Principal amount																								$ 58,750
Loan																		3,021		3,021
Unamortized discount																		55,729		55,729				$ 3,750
Interest rate											8.00%													8.00%
Convertible Notes Payable 9 [Member]
Short-term Debt [Line Items]
Principal amount											$ 150,000
Loan																		52,279		52,279
Unamortized discount																		97,721		97,721
Number of shares issued											300,000
Fair Value Adjustment of Warrants											$ 7,378
Convertible Notes Payable 10 [Member]
Short-term Debt [Line Items]
Principal amount										$ 110,000
Loan																		56,207		56,207
Unamortized discount										$ 13,000								53,793		53,793
Number of shares issued										220,000
Interest rate										8.00%
Fair Value Adjustment of Warrants										$ 6,391
Convertible Notes Payable 11 [Member]
Short-term Debt [Line Items]
Principal amount									$ 500,000
Loan																		232,269		232,269
Unamortized discount																		267,731		267,731
Loss on derivative liability									$ 158,623
Number of shares issued									250,000
Interest rate									1.67%
Conversion price									$ 0.25
Fair Value Adjustment of Warrants									$ 78,750
Convertible Notes Payable 12 [Member]
Short-term Debt [Line Items]
Principal amount									103,750
Loan																		3,729		3,729
Unamortized discount									$ 3,750									100,021		100,021
Interest rate									8.00%
Convertible Notes Payable 13 [Member]
Short-term Debt [Line Items]
Principal amount																		150,000		150,000
Derivative liability																		360,675		360,675
Loan																		0		0
Unamortized discount																		$ 0		0
Loss on derivative liability																				$ 213,495
Interest rate																		8.00%		8.00%
Conversion price																		$ 0.10		$ 0.10
converted Amount																				$ 150,000
Conversion of Stock, Shares Converted																				1,500,000

Equity (Details)

Equity (Details) - Warrant [Member]	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding	1,142,857
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares	$ 0.035
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	520,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares	$ 0.50
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised	0
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period	0
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations	0
Class of Warrant or Right, Outstanding	1,662,857
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares	$ 0.18

Equity (Details Narrative)

Equity (Details Narrative) - USD ($)	Mar. 26, 2020	Apr. 16, 2021	Feb. 28, 2021	Jan. 28, 2021	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Class of Stock [Line Items]
Deferred offering cost were charged against paid-in capital					$ 5,255	$ 0
Unamortized deferred offering costs					$ 123,545
Common stock shares cancelled					4,700,000
Preferred Stock, Shares Issued					1,000		1,000
Preferred stock, shares authorized					5,000,000		5,000,000
Preferred stock, par value					$ 0.001		$ 0.001
Warrant [Member]
Class of Stock [Line Items]
Weighted Average Remaining Term, Warrants					4 years 2 months 12 days
Intrinsic Value, Warrants					$ 302,857
Convertible Notes Payable [Member]
Class of Stock [Line Items]
Convertible common stock shares					4,486,364
Convertible common stock amount					$ 450,000
Notes payable					200,900
Accrued interest					$ 1,745
Consideration common stock shares					2,026,447
Common Stock [Member]
Class of Stock [Line Items]
Proceeds from common stock			$ 204,000
Common Stock [Member]
Class of Stock [Line Items]
Proceeds from common stock			$ 204,000	$ 10,000,000
Number of share purchase		1,700,000	1,700,000
Common Stock [Member] | Convertible Notes Payable [Member]
Class of Stock [Line Items]
Convertible common stock shares					250,000
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Preferred Stock, Shares Issued	1,000
Preferred stock, shares authorized	5,000,000
Preferred stock, par value	$ 0.001
Series A Preferred Stock [Member] | Preferred Stock [Member] | Management [Member]
Class of Stock [Line Items]
Voting Rights	Each Series A Preferred share entitles the holder to vote on all matters submitted to a vote of the Company’s shareholders or with respect to actions that may be taken by written consent. The 1,000 shares of Series A shares have the voting power of 250% of the outstanding common shares at the time of any vote. The holders of the Series A shares are entitled to receive, when, as and if declared by the Board of Directors out of funds legally available, annual dividends payable in cash on the 31st day of December in each year, commencing on December 31, 2020 at the rate of $0.10 per share per year. The Company's Chief Executive Officer is the holder of all Series A Preferred shares.