The Crypto Company (CRCW) 10-Q 22 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 19, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2023
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	000-55726
Entity Registrant Name	THE CRYPTO COMPANY
Entity Central Index Key	0001688126
Entity Tax Identification Number	46-4212105
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	23823 Malibu Road
Entity Address, Address Line Two	# 50477
Entity Address, City or Town	Malibu
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90265
City Area Code	(424)
Local Phone Number	228-9955
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		30,402,320

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2023	Dec. 31, 2022
CURRENT ASSETS
Cash and cash equivalents	$ 16,677	$ 110,606
Prepaid expenses	57,717	81,317
Total current assets	74,394	191,923
Fixed assets		50,000
Goodwill	740,469	740,469
Intangible assets	563,336	574,169
TOTAL ASSETS	1,378,199	1,556,561
CURRENT LIABILITIES
Accounts payable and accrued expenses	2,457,771	2,265,548
Deferred revenue	60,000
Notes payable, net	2,361,218	2,211,353
Total current liabilities	4,878,989	4,476,901
Convertible debt	125,000	125,000
Notes payable - other	13,864	14,100
TOTAL LIABILITIES	5,017,853	4,616,001
STOCKHOLDERS’ DEFICIT
Common stock, $0.001 par value; 750,000,000 shares authorized, 25,740,537 and 23,950,380 shares issued and outstanding, respectively	25,741	23,950
Additional paid-in-capital	38,637,372	36,448,046
Accumulated deficit	(42,302,767)	(39,531,436)
TOTAL STOCKHOLDERS’ DEFICIT	(3,639,654)	(3,059,440)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$ 1,378,199	$ 1,556,561

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock shares authorized	750,000,000	750,000,000
Common stock, shares issued	25,740,537	23,950,380
Common stock, shares outstanding	25,740,537	23,950,380

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue:
Services	$ 156,893	$ 142,512
Cost of services	97,868	79,218
Gross profit	59,024	63,294
Operating expenses:
General and administrative expenses	431,049	631,390
Amortization	10,833	10,833
Depreciation		10,903
Share-based compensation - employee	6,761	163,000
Share-based compensation - non-employee	379,799	722,461
Total operating expenses	828,442	1,538,587
Operating loss	(769,418)	(1,475,293)
Other income
Loss on the sale of equipment	(31,000)
Other income - recovery of token investment		15,000
Interest expense	(1,970,913)	(1,023,883)
Loss before provision for income taxes	(2,771,331)	(2,484,176)
Provision for income taxes
Net loss	$ (2,771,331)	$ (2,484,176)
Net loss per share	$ (0.11)	$ (0.11)
Weighted average common shares outstanding – basic and diluted	25,097,908	22,502,177

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2021	$ 22,206	$ 32,830,497	$ (33,868,518)	$ (1,015,815)
Balance, shares at Dec. 31, 2021	22,205,248
Stock issued for cash	$ 8	26,232		26,240
Stock issued for cash, shares	8,000
Stock compensation expense in connection with issuance of common stock	$ 310	885,151		885,461
Stock compensation expense in connection with issuance of common stock, shares	309,650
Warrants issued in connection with promissory notes		979,304		979,304
Net loss			(2,484,176)	(2,484,176)
Balance at Mar. 31, 2022	$ 22,523	34,721,184	(36,352,694)	(1,608,987)
Balance, shares at Mar. 31, 2022	22,522,898
Balance at Dec. 31, 2022	$ 23,950	36,448,046	(39,531,436)	(3,059,440)
Balance, shares at Dec. 31, 2022	23,950,380
Stock issued for cash	$ 125	24,875		25,000
Stock issued for cash, shares	125,000
Stock compensation expense in connection with issuance of common stock	$ 1,666	384,894		386,560
Stock compensation expense in connection with issuance of common stock, shares	1,665,157
Net loss			(2,771,331)	(2,771,331)
Debt discount for warrants		1,779,557		1,779,557
Balance at Mar. 31, 2023	$ 25,741	$ 38,637,372	$ (42,302,767)	$ (3,639,654)
Balance, shares at Mar. 31, 2023	25,740,537

Consolidated Statements of St_2

Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2023	Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]
Shares issued, price per share	$ 5	$ 3.28

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net loss	$ (2,771,331)	$ (2,484,176)
Adjustments to reconcile net loss to net cash used in operations:
Depreciation and amortization	10,833	21,736
Share-based compensation	386,560	885,461
Debt discount for warrants	1,779,557	979,304
Loss on disposal of equipment	31,000
Change in operating assets and liabilities:
Prepaid expenses	23,600	27,157
Accounts payable and accrued expenses	192,224	65,749
Deferred revenue	60,000
Net (used in) operating activities	(287,557)	(504,769)
Cash flows from investing activities:
Purchase of computer equipment		(1,033,500)
Net cash (used in) investing activities		(1,033,500)
Cash flows from financing activities:
Payment of notes payable	(159,122)
Proceeds from issuance of notes payable	327,750	1,535,125
Proceeds from common stock issuance	25,000	26,241
Net cash provided by financing activities	193,628	1,561,366
Net (decrease) increase in cash and cash equivalents	(93,929)	23,097
Cash and cash equivalents at the beginning of the period	110,606	75,699
Cash and cash equivalents at the end of the period	$ 16,677	$ 98,796

ORGANIZATION AND DESCRIPTION OF

ORGANIZATION AND DESCRIPTION OF THE BUSINESS	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
ORGANIZATION AND DESCRIPTION OF THE BUSINESS	NOTE 1 – ORGANIZATION AND DESCRIPTION OF THE BUSINESS The Crypto Company was incorporated in the State of Nevada on March 9, 2017. The Company is engaged in the business of providing consulting, training, and educational and related services for distributed ledger technologies (“blockchain”), for corporate and individual clients, enterprises for general blockchain education, as well as for the building of technological infrastructure and enterprise blockchain technology solutions. In recent periods the Company has generated revenues and incurred expenses primarily through these consulting and related operations. Unless expressly indicated or the context requires otherwise, the terms “Crypto,” the “Company,” “we,” “us,” and “our” in these consolidated financial statements refer to The Crypto Company and, where appropriate, its wholly-owned subsidiary Blockchain Training Alliance, Inc. (“BTA”) and an inactive subsidiary Coin Tracking, LLC (“CoinTracking”). The Company entered into a Stock Purchase Agreement (the “SPA”) effective as of March 24, 2021 with BTA and its stockholders. On April 8, 2021, the Company completed the acquisition of all of the issued and outstanding stock of BTA and BTA became a wholly-owned subsidiary of the Company. As a result of this acquisition, the operations of BTA became consolidated with Company operations on April 8, 2021. BTA is a blockchain training company and service provider that provides training and educational courses focused on blockchain technology and education as to the general understanding of blockchain to corporate and individual clients. The Company’s accounting year-end is December 31. COVID-19 On March 11, 2020, the World Health Organization declared the Covid-19 outbreak to be a global pandemic. In addition to the devastating effects on human life, the pandemic has, in general, had a negative ripple effect on the global economy, leading to disruptions and volatility in the global financial markets, and has contributed to inflation, supply chain constraints, labor shortages and other adverse economic effects. Most U.S. states and many countries have, at times, issued various policies intended to stop or slow the further spread of the disease. Covid-19 and the U.S.’s response to the pandemic has caused economic volatility since the pandemic’s outbreak. There are no recent comparable events that provide guidance as to the effect the Covid-19 pandemic may have, and, as a result, the ultimate effect of the pandemic is highly uncertain and subject to change. We do not yet know the full extent of the effects on the economy, the markets we serve, our business, or our operations.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Going Concern The Company’s consolidated financial statements are prepared using the accrual method of accounting in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company has incurred significant losses and experienced negative cash flows since inception. As of March 31, 2023, the Company had cash of $ 16,677 2,771,331 4,804,595 42,302,767 The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management is evaluating different strategies to obtain financing to fund the Company’s expenses and achieve a level of revenue adequate to support the Company’s current cost structure. Financing strategies may include, but are not limited to, private placements of capital stock, debt borrowings, partnerships and/or collaborations. There can be no assurance that any of these future-funding efforts will be successful. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. Management’s Representation of Interim Financial Statements The accompanying unaudited consolidated financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These consolidated financial statements include all of the adjustments, which in the opinion of management are necessary to a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of December 31, 2022. The Company prepares its consolidated financial statements based upon the accrual method of accounting, recognizing income when earned and expenses when incurred. Basis of Presentation and Principles of Consolidation Use of estimates The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the related disclosure of contingent assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The Company’s significant estimates and assumptions include but are not limited to the valuation allowances of deferred taxes, and share-based compensation expenses. Actual results may differ from these estimates. In addition, any change in these estimates or their related assumptions could have an adverse effect on the Company’s operating results. Cash and cash equivalents The Company defines its cash and cash equivalents to include only cash on hand and certain highly liquid investments with original maturities of ninety days or less. The Company maintains its cash and cash equivalents at financial institutions, the balances of which may, at times, exceed federally insured limits. Management believes that the risk of loss due to the concentration is minimal. Investments in cryptocurrency Investments were comprised of several cryptocurrencies the Company owned, of which a majority was Bitcoin, that were actively traded on exchanges. During 2018, the Company sold most of its investments and during 2019 wrote-off the remainder of all those investments because there was no method to obtain liquidity for those investments. The Company recorded this recovery as other income in its financial statements. As previously disclosed, the Company has ceased operations of its former cryptocurrency investment segment, and the Company liquidates newly issued/accessible assets from old investments as promptly as practicable for the sole purpose of winding down the Company’s legacy cryptocurrency investment segment. The Company records its investments as indefinite-lived intangible assets at cost less impairment and are reported as long-term assets in the consolidated balance sheets. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. The primary exchanges and principal markets the Company utilized for its trading were Kraken, Bittrex, Poloniex, and Bitstamp. As of March 31, 2023, the Company had written off the value of its investments in cryptocurrency. Investments non-cryptocurrency The Company previously invested in simple agreement for future tokens (“SAFT”) and a simple agreement for future equity (“SAFE”) agreements. The SAFT agreements provide for the issuance of tokens in anticipation of a future token generation event, with the number of tokens predetermined based on the price established in each respective agreement. The SAFE investment included provisions that provide for either equity or tokens or both. As of March 31, 2023, and December 31, 2022 the Company had written-off its investments in non- cryptocurrency. Business combination The purchase price of an acquired company is allocated between tangible and intangible assets acquired and liabilities assumed from the acquired business based on their estimated fair values with the residual of the purchase price recorded as goodwill. The results of operations of acquired businesses are included in our operating results from the dates of acquisition. Income taxes Deferred tax assets and liabilities are recognized for expected future consequences of events that have been included in the financial statements or tax returns. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities. 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. 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 exceed the amount measured as described above is reflected as a liability for unrecognized tax benefits along with any associated interest and penalties that would be payable to the taxing authorities upon examination. As of March 31, 2023, we are subject to federal taxation in the U.S., as well as state taxes. The Company has not been audited by the U.S. Internal Revenue Service. Fair value measurements The Company recognizes and discloses the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Each level of input has different levels of subjectivity and the difficulty involved in determining fair value. Level 1 Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurable date. Level 2 Inputs, other than quoted prices included in Level 1, which are observable for the asset or liability through corroboration with market data at the measurement date. Level 3 Unobservable inputs that reflect management’s best estimate of what participants would use in pricing the asset or liability at the measurement date. The carrying amounts of the Company’s financial assets and liabilities, including cash, accounts payable and accrued expenses approximate fair value because of the short maturity of these instruments. Revenue recognition The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers (“ASC 606”). The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the Company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. The Company adopted ASC 606 as of January 1, 2018, using the modified retrospective transition method for contracts as of the date of initial application. There was no cumulative impact on the Company’s retained earnings. During the period ended March 31, 2023, the Company’s main source of revenue was consulting and education services to numerous customers provided by and through BTA. The Company has determined that revenue should be recognized over time, as the service is provided. The Company considered the criteria in ASC 606 in reaching this determination, specifically: ● The customer receives and consumes the benefit provided by the Company’s performance as the Company performs. ● The Company’s performance enhances an asset controlled by the customer. ● The Company’s performance does not create an asset with alternative use, and the Company has an enforceable right to payment for performance completed to date. The consulting arrangement meets more than one of the criteria above. Revenues from Mining at Hosted Locations The Company has their mining equipment a hosting facility managed by a third party (“Host”). The equipment generating the hosting revenue is owned by the Company. Through the period ended March 31, 2023 the Host accepted the mining proceeds daily from a mining pool into a cold wallet address in the Host’s name. The Host sends the Company its portion daily, as the Host receives such proceeds. Hosting revenues consist of amounts received in U.S. dollars for a percentage of cryptocurrency generated by the Host. Share-based compensation In accordance with ASC No. 718, Compensation-Stock Compensation, the Company measures the compensation costs of share-based compensation arrangements based on the grant date fair value of granted instruments and recognizes the costs in financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options. On January 1, 2019, the Company adopted ASC No. 2018-07, Improvements to Nonemployee Share-Based Payment Accounting , The Company accounts for its share-based compensation using the Black-Scholes model to estimate the fair value of stock option awards. Using this model, fair value is calculated based on assumptions with respect to the (i) expected volatility of the Company’s common stock price, (ii) expected life of the award, which for options is the time over which employees and non- employees are expected to hold their options prior to exercise, and (iii) risk-free interest rate. Net loss per common share The Company reports earnings per share (“EPS”) with a dual presentation of basic EPS and diluted EPS. Basic EPS is computed as net income divided by the weighted average of common shares for the period. Diluted EPS reflects the potential dilution that could occur from common shares issued through stock options, or warrants. For the three-month periods ended March 31, 2023, and 2022, the Company had no potentially dilutive common stock equivalents. Therefore, the basic EPS and diluted EPS are the same.

RECENT ACCOUNTING PRONOUNCEMENT

RECENT ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Mar. 31, 2023
Accounting Changes and Error Corrections [Abstract]
RECENT ACCOUNTING PRONOUNCEMENTS	NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations.

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS	NOTE 4 - GOODWILL AND INTANGIBLE ASSETS The Company entered into a Stock Purchase Agreement (the “SPA”) effective as of March 24, 2021 with BTA and its stockholders. On April 8, 2021, the Company completed the acquisition of all of the issued and outstanding stock of BTA and BTA became a wholly owned subsidiary of the Company. At the closing the Company delivered to the sellers a total of $ 600,000 150,000 1 201,439 604,317 4,860 As a result of the foregoing the Company initially recorded goodwill of $ 1,349,457 740,469 650,000 54,166 During the three months ended March 31, 2023 the Company recorded $ 10,833

NOTE PAYABLE

NOTE PAYABLE	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
NOTE PAYABLE	NOTE 5 – NOTE PAYABLE On April 3, 2018, CoinTracking entered into a Loan Agreement (the “Loan Agreement”) with CoinTracking GmbH, which provided for total borrowings of up to $ 3,000,000 1,500,000 300,000 700,000 500,000 1,200,000 1,500,000 300,000 March 31, 2023 3 Interest expense for Notes Payable was $ 189,816 223,965 ● On June 10, 2020, the Company received a loan from the Small Business Administration of $ 14,100 3.75 30 ● On February 24, 2022, the Company borrowed funds pursuant to the terms of a Securities Purchase Agreement (the “Feb. SPA”) entered into with AJB, and issued a Promissory Note in the principal amount of $ 300,000 275,000 10 Upon an event of default under the Feb. SPA or Feb. Note, the Feb. Note will bear interest at 18%, AJB may immediately accelerate the Feb. Note due date, AJB may convert the amount outstanding under the Feb. Note into shares of Company common stock at a discount to the market price of the stock, and AJB will be entitled to its costs of collection, among other penalties and remedies. ● On April 7, 2022, the Company borrowed funds pursuant to the terms of a Securities Purchase Agreement (the “April SPA”) entered into with Efrat Investments LLC (“Efrat”) and issued a Promissory Note in the principal amount of $ 220,000 198,000 The Efrat Note had a maturity date of September 7, 2022, although the maturity date may be extended for six months upon the consent of Efrat and the Company. The Efrat Note bears interest at 10 Upon an event of default under the April SPA or the Efrat Note, the Efrat Note will bear interest at 18%, Efrat may immediately accelerate the Efrat Note due date, Efrat may convert the amount outstanding under the Efrat Note into shares of Company common stock at a discount to the market price of the stock, and Efrat will be entitled to its costs of collection, among other penalties and remedies. ● On May 3, 2022, the Company borrowed funds pursuant to the terms of a Securities Purchase Agreement (the “May AJB SPA”) entered into with AJB, and issued a Promissory Note in the principal amount of $ 1,000,000 900,000 10 At the closing the Company repaid all obligations owed to AJB pursuant to a 10 750,000 138,125 The May AJB Note had a maturity date of November 3, 2022, but it may be extended by the Company for six months with the interest rate to increase during the extension period. The Company has extended the maturity date of the May AJB Note. The May AJB Note bears interest at 10% per year, and principal and accrued interest is due on the maturity date. The Company may prepay the May AJB Note at any time without penalty. Under the terms of the May AJB Note, the Company may not sell a significant portion of its assets without the approval of AJB, may not issue additional debt that is not subordinate to AJB, must comply with the Company’s reporting requirements under the Securities Exchange Act of 1934, and must maintain the listing of the Company’s common stock on the OTC Market or other exchange, among other restrictions and requirements. The Company’s failure to make required payments under the May AJB Note or to comply with any of these covenants, among other matters, would constitute an event of default. Upon an event of default under the May AJB SPA or May AJB Note, the May AJB Note will bear interest at 18%, AJB may immediately accelerate the May AJB Note due date, AJB may convert the amount outstanding under the May AJB Note into shares of Company common stock at a discount to the market price of the stock, and AJB will be entitled to its costs of collection, among other penalties and remedies. ● On July 8, 2022, the Company borrowed funds pursuant to a Securities Purchase Agreement (the “Diagonal SPA”) entered into with 1800 Diagonal Lending, LLC (“Diagonal”), and Diagonal purchased a convertible promissory note (the “July Note”) from the Company in the aggregate principal amount of $ 79,250 The maturity date of the Note is July 5, 2023 The July Note bears interest at a rate of 10 65 10 The conversion of the July Note is subject to a beneficial ownership limitation of 4.99% of the number of shares of common stock outstanding immediately after giving effect to such conversion. Prior to the 180th day of the issuance date July Note, the Company may prepay the July Note in whole or in part, however, if it does so between the issuance date and the date which is 60 days from the issuance date, the repayment percentage is 115%. If the Company prepays the July Note between the 61st day after issuance and the 120th day after issuance, the prepayment percentage is 120%. If the Company prepays the July Note between the 121st day after issuance and 180 days after issuance, the prepayment percentage is 125%. ● On July 27, 2022, The Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Coventry Enterprises, LLC (“Coventry”), pursuant to which Coventry purchased a 10 200,000 40,000 25,000 The Coventry Note bears interest at a rate of 10 20,000 July 15, 2023 31,428.57 Any or all of the principal amount and the Guaranteed Interest may be prepaid at any time and from time to time, in each case without penalty or premium. If an Event of Default (as defined in the Coventry Note) occurs, consistent with the terms of the Coventry Note, the Coventry Note will become convertible, in whole or in part, into shares of the Company’s common stock at Coventry’s option, subject to a 4.99% beneficial ownership limitation (which may be increased up to 9.99% by Coventry). The per share conversion price is 90% of the lowest volume-weighted average trading price during the 20-trading day period before conversion. In addition to certain other remedies, if an Event of Default occurs, consistent with the terms of the Coventry Note, the Coventry Note will bear interest on the aggregate unpaid principal amount and Guaranteed Interest at the rate of the lesser of 18 On April 24, 2023, the Company received a letter (the “Notice of Conversion”) from Coventry formally notifying the Company of an event of default under Section 7(a)(i) of the Coventry Note. The Company was in violation of covenants in the Note that require the Company make the payment of any principal amount, guaranteed interest, or any other interest due under the Coventry Note, when due, subject to a five day cure period. Upon an event of default, consistent with the terms of the Coventry Note, the Coventry Note becomes convertible, in whole or in part, into shares of the Company’s Common Stock at Coventry’s option. As set forth in the Notice of Conversion, Coventry elected to convert $ 17,916.94 2,083.06 ● On September 30, 2022, the Company borrowed funds pursuant to a Securities Purchase Agreement (the “SPA”) entered into with 1800 Diagonal Lending, LLC (“Diagonal”), and Diagonal purchased a convertible promissory note (the “Note”) from the Company in the aggregate principal amount of $ 108,936 A portion of the proceeds from the sale of the Note were used by the parties to satisfy all remaining amounts due under a convertible promissory note dated January 11, 2022, issued by the Company to Sixth Street Lending, LLC. After payment of fees, and after satisfaction of the January 11, 2022 convertible promissory note in favor of Sixth Street Lending, the net proceeds to the Company were $ 80,000 The Note has a maturity date of September 26, 2023 12.0 Following an event of default, and subject to certain limitations, the outstanding amount of the Note may be converted into shares of Company common stock. Amounts due under the Note would be converted into shares of the Company’s common stock at a conversion price equal to 75 4.99 On May 8, 2023, the Company received a letter (the “Notice of Conversion”) from Diagonal formally notifying the Company of an event of default under Article III of the Note. The Company is in violation of covenants in the Note that require the Company make the payment of any principal or interest due under the Note, when due, subject to a ten day cure period. Upon an event of default, consistent with the terms of the Note, the Note becomes convertible, in whole or in part, into shares of the Company’s Common Stock at Diagonal’s option. As set forth in the Notice of Conversion, Diagonal elected to convert $ 15,000 ● On December 15, 2022, the Company borrowed funds pursuant to a Securities Purchase Agreement (the “SPA”) entered into with 1800 Diagonal Lending, LLC (“Diagonal”), and Diagonal purchased a convertible promissory note (the “Note”) from the Company in the aggregate principal amount of $ 88,760 The Note has a maturity date of December 9, 2023 12.0 10,651 Following an event of default, and subject to certain limitations, the outstanding amount of the Note may be converted into shares of Company common stock. Amounts due under the Note would be converted into shares of the Company’s common stock at a conversion price equal to 75 4.99 ● On December 29, 2022, the Company entered into a First Amendment to Promissory Note (the “Amendment”) to amend certain terms of a the Note originally issued by the Company on or about May 3, 2022 in favor of AJB Capital Investments, LLC (“AJB”). Pursuant to the Amendment, AJB loaned the Company an additional $ 125,000 100,000 25,000 1,125,000 1,125,000 The Company used proceeds of the additional loan amount, in part, to satisfy in full all remaining obligations owed by the Company pursuant to a promissory note in the principal amount of $ 79,250 ● On January 10, 2023, the Company borrowed funds pursuant to a Securities Purchase Agreement (the “SPA”) entered into with 1800 Diagonal Lending, LLC (“Diagonal”), and Diagonal purchased a convertible promissory note (the “Note”) from the Company in the aggregate principal amount of $ 79,250 The maturity date of the Note is January 3, 2024 10 22 65 4.99 The Company may prepay the Note in whole, however, if it does so between the issuance date and the date which is 60 days from the issuance date, the repayment percentage is 115 120 125 Pursuant to the Note, as long as the Company has any obligations under the Note, the Company cannot without Diagonal’s written consent, sell, lease or otherwise dispose of any significant portion of its assets which would render the Company a “shell company” as such term is defined in SEC Rule 144. Additionally, under the Note, any consent to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition. The Note contains standard and customary events of default such as failing to timely make payments under the Note when due, the failure of the Company to timely comply with the Securities Exchange Act of 1934, as amended, reporting requirements and the failure to maintain a listing on the OTC Markets. The occurrence of any of the events of default, entitle Diagonal, among other things, to accelerate the due date of the unpaid principal amount of, and all accrued and unpaid interest on, the Note. Upon an “Event of Default”, interest shall accrue at a default interest rate of 22 150 ● On February 2, 2023, the Company borrowed funds pursuant to a Securities Purchase Agreement (the “SPA”) entered into with Fast Capital, LLC (“Fast Capital”), and Fast Capital purchased a 10 115,000 10,000 105,000 The maturity date of the Note is January 30, 2024 10 24 For the first six months, the Company has the right to prepay principal and accrued interest due under the Note at a premium of between 15% and 40% depending on when it is repaid. The Note may not be prepaid after the 180 th Fast Capital has the right at any time after the six-month anniversary of the date of issuance of the Note to convert all or any part of the outstanding and unpaid principal amount of the Note into Company common stock, subject to a beneficial ownership limitation. The conversion price of the Note equals 60 The Note contains various covenants standard and customary events of default such as failing to timely make payments under the Note when due, the failure to maintain a listing on the OTC Markets or the Company defaulting on any other note or similar debt obligation into which the Company has entered and failed to cure within the applicable grace period. The occurrence of any of the events of default, entitle First Capital, among other things, to accelerate the due date of the unpaid principal amount of, and all accrued and unpaid interest on, the Note. Upon an “Event of Default”, interest shall accrue at a default interest rate of 24 ● On March 7, 2023, the Company borrowed funds pursuant to a Securities Purchase Agreement (the “SPA”) entered into with 1800 Diagonal Lending, LLC (“Diagonal”), and Diagonal purchased a convertible promissory note (the “Note”) from the Company in the aggregate principal amount of $ 54,250 The maturity date of the Note is March 2, 2024 10 22 65 4.99 The Company may prepay the Note in whole, however, if it does so between the issuance date and the date which is 60 days from the issuance date, the repayment percentage is 115 120 125 Pursuant to the Note, as long as the Company has any obligations under the Note, the Company cannot without Diagonal’s written consent, sell, lease or otherwise dispose of any significant portion of its assets. The Note contains standard and customary events of default such as failing to timely make payments under the Note when due, the failure of the Company to timely comply with the Securities Exchange Act of 1934, as amended, reporting requirements and the failure to maintain a listing on the OTC Markets. The occurrence of any of the events of default, entitle Diagonal, among other things, to accelerate the due date of the unpaid principal amount of, and all accrued and unpaid interest on, the Note. Upon an “Event of Default”, interest shall accrue at a default interest rate of 22 150

CONVERTIBLE NOTES

CONVERTIBLE NOTES	3 Months Ended
	Mar. 31, 2023
Convertible Notes
CONVERTIBLE NOTES	NOTE 6 – CONVERTIBLE NOTES The balance of outstanding Convertible Notes was $ 125,000 In June 2020, the Company issued Convertible Notes (“June 2020 Notes”) to an accredited investor for an aggregate amount of $ 5,000 mature in June 2025 5 50 In April 2020, the Company issued three Convertible Notes (“April 2020 Notes”) to three accredited investors for an aggregate amount of $ 22,500 mature in April 2025 5 50 In February 2020, the Company issued three Convertible Notes (“February 2020 Notes”) to three accredited investors for an aggregate amount of $ 22,500 mature in February 2025 5 50 Interest expense for Convertible Notes was $ 1,541

WARRANTS FOR COMMON STOCK

WARRANTS FOR COMMON STOCK	3 Months Ended
	Mar. 31, 2023
Warrants For Common Stock
WARRANTS FOR COMMON STOCK	NOTE 7 – WARRANTS FOR COMMON STOCK As of March 31, 2023, outstanding warrants to purchase shares of the Company’s common stock were as follows: SCHEDULE OF OUTSTANDING WARRANTS TO PURCHASE SHARES OF COMMON STOCK Issuance Date Exercisable for Expiration Date Exercise Price Number of Shares Outstanding Under Warrants September 2019 Common Shares September 24, 2022 $ 0.01 75,000 February 2020 Common Shares February 6, 2030 $ 0.01 10,000 February 2020 Common Shares February 12, 2030 $ 0.01 2,500 February 2020 Common Shares February 19, 2030 $ 0.01 10,000 April 2020 Common Shares April 20, 2030 $ 0.01 22,500 June 2020 Common Shares June 9, 2030 $ 0.01 5,000 March 2021 Common Shares February 28, 2026 $ 0.50 362,500 January 2022 Common Shares January 12, 2025 $ 5.25 500,000 February 2022 Common Shares February 24, 2025 $ 5.25 200,000 April 2022 Common Shares April 7, 2025 $ 5.25 146,667 May 2022 Common Stock May 3, 2025 $ 5.25 750,000 March 2023 Common Stock March 8, 2028 $ 0.00001 474,780 March 2023 Common Stock March 13, 2028 $ 0.00001 7,000,000 The exercise price of the warrants is subject to adjustment from time to time, as provided therein, to prevent dilution of purchase rights granted thereunder. The warrants are considered indexed to the Company’s own stock and therefore no subsequent remeasurement is required.

SUMMARY OF STOCK OPTIONS

SUMMARY OF STOCK OPTIONS	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
SUMMARY OF STOCK OPTIONS	NOTE 8 - SUMMARY OF STOCK OPTIONS On July 21, 2017, the Company’s board of directors adopted The Crypto Company 2017 Equity Incentive Plan (the “Plan”), which was approved by its stockholders on August 24, 2017. The Plan is administered by the board of directors (the “Administrator”). Under the Plan, the Company may grant equity awards to eligible participants which may take the form of stock options (both incentive stock options and non-qualified stock options) and restricted stock awards. Awards may be granted to officers, employees, non-employee directors (as defined in the Plan) and other key persons (including consultants and prospective employees). The term of any stock option award may not exceed 10 Options granted generally vest over eighteen to thirty-six months. During the three-month period ended March 31, 2023, the Company did not issue any stock options. 5,000,000 2,281,429 2,718,571 SCHEDULE OF STOCK OPTIONS ACTIVITY Weighted Average Weighted Remaining Average Contractual Aggregate Number of Shares Exercise Price Term (years) Intrinsic Value Options outstanding, on December 31, 2022 2,281,429 $ 2.26 3.25 5,155,003 Options granted - - - - Options canceled - - - - Options exercised - - - - Options outstanding, on March 31, 2023 2,281,429 $ 2.26 3.00 $ 5,155,003 Vested and exercisable 2,281,429 $ 2.26 3.00 $ 5,155,003 The Company recognized $- 0 The Company granted 1,665,157 . The Company recognized $ 386,560 0

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 9- COMMITMENTS AND CONTINGENCIES Facility rent expense was $- 0

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 10 – SUBSEQUENT EVENTS Subsequent to March 31, 2023 the Company issued 6,286,783 162,154

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Going Concern	Going Concern The Company’s consolidated financial statements are prepared using the accrual method of accounting in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company has incurred significant losses and experienced negative cash flows since inception. As of March 31, 2023, the Company had cash of $ 16,677 2,771,331 4,804,595 42,302,767 The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management is evaluating different strategies to obtain financing to fund the Company’s expenses and achieve a level of revenue adequate to support the Company’s current cost structure. Financing strategies may include, but are not limited to, private placements of capital stock, debt borrowings, partnerships and/or collaborations. There can be no assurance that any of these future-funding efforts will be successful. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.
Management’s Representation of Interim Financial Statements	Management’s Representation of Interim Financial Statements The accompanying unaudited consolidated financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. These consolidated financial statements include all of the adjustments, which in the opinion of management are necessary to a fair presentation of financial position and results of operations. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of December 31, 2022. The Company prepares its consolidated financial statements based upon the accrual method of accounting, recognizing income when earned and expenses when incurred.
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation
Use of estimates	Use of estimates The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the related disclosure of contingent assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The Company’s significant estimates and assumptions include but are not limited to the valuation allowances of deferred taxes, and share-based compensation expenses. Actual results may differ from these estimates. In addition, any change in these estimates or their related assumptions could have an adverse effect on the Company’s operating results.
Cash and cash equivalents	Cash and cash equivalents The Company defines its cash and cash equivalents to include only cash on hand and certain highly liquid investments with original maturities of ninety days or less. The Company maintains its cash and cash equivalents at financial institutions, the balances of which may, at times, exceed federally insured limits. Management believes that the risk of loss due to the concentration is minimal.
Investments in cryptocurrency	Investments in cryptocurrency Investments were comprised of several cryptocurrencies the Company owned, of which a majority was Bitcoin, that were actively traded on exchanges. During 2018, the Company sold most of its investments and during 2019 wrote-off the remainder of all those investments because there was no method to obtain liquidity for those investments. The Company recorded this recovery as other income in its financial statements. As previously disclosed, the Company has ceased operations of its former cryptocurrency investment segment, and the Company liquidates newly issued/accessible assets from old investments as promptly as practicable for the sole purpose of winding down the Company’s legacy cryptocurrency investment segment. The Company records its investments as indefinite-lived intangible assets at cost less impairment and are reported as long-term assets in the consolidated balance sheets. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. The primary exchanges and principal markets the Company utilized for its trading were Kraken, Bittrex, Poloniex, and Bitstamp. As of March 31, 2023, the Company had written off the value of its investments in cryptocurrency.
Investments non-cryptocurrency	Investments non-cryptocurrency The Company previously invested in simple agreement for future tokens (“SAFT”) and a simple agreement for future equity (“SAFE”) agreements. The SAFT agreements provide for the issuance of tokens in anticipation of a future token generation event, with the number of tokens predetermined based on the price established in each respective agreement. The SAFE investment included provisions that provide for either equity or tokens or both. As of March 31, 2023, and December 31, 2022 the Company had written-off its investments in non- cryptocurrency.
Business combination	Business combination The purchase price of an acquired company is allocated between tangible and intangible assets acquired and liabilities assumed from the acquired business based on their estimated fair values with the residual of the purchase price recorded as goodwill. The results of operations of acquired businesses are included in our operating results from the dates of acquisition.
Income taxes	Income taxes Deferred tax assets and liabilities are recognized for expected future consequences of events that have been included in the financial statements or tax returns. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. The provision for income taxes represents the tax payable for the period and the change during the period in deferred tax assets and liabilities. 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. 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 exceed the amount measured as described above is reflected as a liability for unrecognized tax benefits along with any associated interest and penalties that would be payable to the taxing authorities upon examination. As of March 31, 2023, we are subject to federal taxation in the U.S., as well as state taxes. The Company has not been audited by the U.S. Internal Revenue Service.
Fair value measurements	Fair value measurements The Company recognizes and discloses the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Each level of input has different levels of subjectivity and the difficulty involved in determining fair value. Level 1 Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurable date. Level 2 Inputs, other than quoted prices included in Level 1, which are observable for the asset or liability through corroboration with market data at the measurement date. Level 3 Unobservable inputs that reflect management’s best estimate of what participants would use in pricing the asset or liability at the measurement date. The carrying amounts of the Company’s financial assets and liabilities, including cash, accounts payable and accrued expenses approximate fair value because of the short maturity of these instruments.
Revenue recognition	Revenue recognition The Company recognizes revenue under ASC 606, Revenue from Contracts with Customers (“ASC 606”). The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the Company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. The Company adopted ASC 606 as of January 1, 2018, using the modified retrospective transition method for contracts as of the date of initial application. There was no cumulative impact on the Company’s retained earnings. During the period ended March 31, 2023, the Company’s main source of revenue was consulting and education services to numerous customers provided by and through BTA. The Company has determined that revenue should be recognized over time, as the service is provided. The Company considered the criteria in ASC 606 in reaching this determination, specifically: ● The customer receives and consumes the benefit provided by the Company’s performance as the Company performs. ● The Company’s performance enhances an asset controlled by the customer. ● The Company’s performance does not create an asset with alternative use, and the Company has an enforceable right to payment for performance completed to date. The consulting arrangement meets more than one of the criteria above. Revenues from Mining at Hosted Locations The Company has their mining equipment a hosting facility managed by a third party (“Host”). The equipment generating the hosting revenue is owned by the Company. Through the period ended March 31, 2023 the Host accepted the mining proceeds daily from a mining pool into a cold wallet address in the Host’s name. The Host sends the Company its portion daily, as the Host receives such proceeds. Hosting revenues consist of amounts received in U.S. dollars for a percentage of cryptocurrency generated by the Host.
Share-based compensation	Share-based compensation In accordance with ASC No. 718, Compensation-Stock Compensation, the Company measures the compensation costs of share-based compensation arrangements based on the grant date fair value of granted instruments and recognizes the costs in financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options. On January 1, 2019, the Company adopted ASC No. 2018-07, Improvements to Nonemployee Share-Based Payment Accounting , The Company accounts for its share-based compensation using the Black-Scholes model to estimate the fair value of stock option awards. Using this model, fair value is calculated based on assumptions with respect to the (i) expected volatility of the Company’s common stock price, (ii) expected life of the award, which for options is the time over which employees and non- employees are expected to hold their options prior to exercise, and (iii) risk-free interest rate.
Net loss per common share	Net loss per common share The Company reports earnings per share (“EPS”) with a dual presentation of basic EPS and diluted EPS. Basic EPS is computed as net income divided by the weighted average of common shares for the period. Diluted EPS reflects the potential dilution that could occur from common shares issued through stock options, or warrants. For the three-month periods ended March 31, 2023, and 2022, the Company had no potentially dilutive common stock equivalents. Therefore, the basic EPS and diluted EPS are the same.

WARRANTS FOR COMMON STOCK (Tabl

WARRANTS FOR COMMON STOCK (Tables)	3 Months Ended
	Mar. 31, 2023
Warrants For Common Stock
SCHEDULE OF OUTSTANDING WARRANTS TO PURCHASE SHARES OF COMMON STOCK	As of March 31, 2023, outstanding warrants to purchase shares of the Company’s common stock were as follows: SCHEDULE OF OUTSTANDING WARRANTS TO PURCHASE SHARES OF COMMON STOCK Issuance Date Exercisable for Expiration Date Exercise Price Number of Shares Outstanding Under Warrants September 2019 Common Shares September 24, 2022 $ 0.01 75,000 February 2020 Common Shares February 6, 2030 $ 0.01 10,000 February 2020 Common Shares February 12, 2030 $ 0.01 2,500 February 2020 Common Shares February 19, 2030 $ 0.01 10,000 April 2020 Common Shares April 20, 2030 $ 0.01 22,500 June 2020 Common Shares June 9, 2030 $ 0.01 5,000 March 2021 Common Shares February 28, 2026 $ 0.50 362,500 January 2022 Common Shares January 12, 2025 $ 5.25 500,000 February 2022 Common Shares February 24, 2025 $ 5.25 200,000 April 2022 Common Shares April 7, 2025 $ 5.25 146,667 May 2022 Common Stock May 3, 2025 $ 5.25 750,000 March 2023 Common Stock March 8, 2028 $ 0.00001 474,780 March 2023 Common Stock March 13, 2028 $ 0.00001 7,000,000

SUMMARY OF STOCK OPTIONS (Table

SUMMARY OF STOCK OPTIONS (Tables)	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
SCHEDULE OF STOCK OPTIONS ACTIVITY	SCHEDULE OF STOCK OPTIONS ACTIVITY Weighted Average Weighted Remaining Average Contractual Aggregate Number of Shares Exercise Price Term (years) Intrinsic Value Options outstanding, on December 31, 2022 2,281,429 $ 2.26 3.25 5,155,003 Options granted - - - - Options canceled - - - - Options exercised - - - - Options outstanding, on March 31, 2023 2,281,429 $ 2.26 3.00 $ 5,155,003 Vested and exercisable 2,281,429 $ 2.26 3.00 $ 5,155,003

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Accounting Policies [Abstract]
Cash	$ 16,677
Net loss	2,771,331	$ 2,484,176
Working capital	4,804,595
Accumulated deficit	$ 42,302,767		$ 39,531,436

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS (Details Narrative) - USD ($)		3 Months Ended
	Apr. 08, 2021	Mar. 31, 2023	Mar. 31, 2022
Restructuring Cost and Reserve [Line Items]
Intangible assets including good will		$ 1,349,457
Goodwill		740,469
Other Intangible Assets, Net		650,000
Amortizable intangibles amortized		54,166
Amortization expenses		$ 10,833	$ 10,833
Blockchain Training Alliance, Inc. [Member] | Stock purchase agreement [Member]
Restructuring Cost and Reserve [Line Items]
Payments to acquire business	$ 600,000
Aggregate shares of common stock	201,439
Aggregate shares of common stock value	$ 604,317
Cash acquired from acquisition	4,860
Blockchain Training Alliance, Inc. [Member] | Stock purchase agreement [Member] | Promissory Note [Member]
Restructuring Cost and Reserve [Line Items]
Debt instrument principal amount	$ 150,000
Debt instrument interest rate	1%

NOTE PAYABLE (Details Narrative

NOTE PAYABLE (Details Narrative)

1 Months Ended

3 Months Ended

9 Months Ended

May 08, 2023 USD ($)

Mar. 07, 2023 USD ($)

Feb. 02, 2023 USD ($)

Jan. 10, 2023 USD ($)

Dec. 29, 2022 USD ($)

Dec. 15, 2022 USD ($)

Nov. 03, 2022

Sep. 30, 2022 USD ($)

Sep. 07, 2022

Jul. 27, 2022 USD ($) shares

Jul. 08, 2022 USD ($) Days

May 03, 2022 USD ($)

Apr. 07, 2022 USD ($)

Feb. 24, 2022 USD ($)

Jun. 10, 2020 USD ($)

Jan. 02, 2019 USD ($)

Apr. 24, 2023 USD ($)

Jan. 31, 2022 USD ($)

Mar. 31, 2023 USD ($)

Mar. 31, 2022 USD ($)

Sep. 30, 2022 USD ($)

Dec. 31, 2018 USD ($)

Apr. 03, 2018 USD ($)

Debt Instrument [Line Items]

Default due and owing percentage

150%

150%

Purchase price

$ 1,033,500

Working capital

4,804,595

Converted principal

$ 15,000

$ 17,916.94

Interest incurred

$ 2,083.06

Debt conversion price, percentage

60%

Original issue discount

1,779,557

979,304

Gross proceeds

25,000

26,241

60 Days [Member]

Debt Instrument [Line Items]

Repayment percentage

115%

115%

61 And 90 Days [Member]

Debt Instrument [Line Items]

Repayment percentage

120%

180 Days [Member]

Debt Instrument [Line Items]

Repayment percentage

125%

125%

March 2, 2024 [Member]

Debt Instrument [Line Items]

Repayment percentage

120%

January 03, 2023 [Member]

Debt Instrument [Line Items]

Maturity date

Jan. 03, 2024

Note bear interest rate

10%

Repayment percentage

24%

22%

Debt conversion price, percentage

65%

January 03, 2023 [Member] | Common Stock [Member]

Debt Instrument [Line Items]

Debt conversion price, percentage

4.99%

January 30, 2024 [Member]

Debt Instrument [Line Items]

Maturity date

Jan. 30, 2024

Note bear interest rate

10%

March 2, 2024 [Member]

Debt Instrument [Line Items]

Maturity date

Mar. 02, 2024

Note bear interest rate

10%

Repayment percentage

22%

Debt conversion price, percentage

65%

March 2, 2024 [Member] | Common Stock [Member]

Debt Instrument [Line Items]

Debt conversion price, percentage

4.99%

Coin Tracking [Member]

Debt Instrument [Line Items]

Loans Payable, Noncurrent

$ 1,500,000

Notes Payable [Member]

Debt Instrument [Line Items]

Interest expense for notes payable

$ 189,816

$ 223,965

Convertible Promissory Note [Member]

Debt Instrument [Line Items]

Principal amount

$ 79,250

$ 10,651

$ 108,936

$ 108,936

Maturity date

Dec. 09, 2023

Sep. 26, 2023

Default due and owing percentage

12%

12%

Net proceeds

$ 80,000

Common stock conversion price percentage

75%

75%

Percentage of outstanding shares

4.99%

4.99%

4.99%

Repayment percentage

12%

CoinTracking GmbH [Member] | Coin Tracking [Member]

Debt Instrument [Line Items]

Repayments of Debt

$ 1,200,000

AJB Capital Investments LLC [Member] | Promissory Note [Member]

Debt Instrument [Line Items]

Principal amount

$ 300,000

Default due and owing percentage

10%

Purchase price

$ 275,000

AJB Capital Investments LLC [Member] | Convertible Promissory Note [Member]

Debt Instrument [Line Items]

Principal amount

1,125,000

Original issue discount

25,000

Net proceeds

100,000

Additional loan

125,000

Notes payable

$ 1,125,000

1800 Diagonal Lending,LLC Loan [Member] | Convertible Promissory Note [Member]

Debt Instrument [Line Items]

Principal amount

$ 79,250

Maturity date

Jul. 05, 2023

Default interest rate description

The July Note bears interest at a rate of 10% per annum, and a default interest of 22% per annum.

Note bear interest rate

10%

Debt instrument convertible percentage of stockprice

65%

Debt Instrument, Convertible, Threshold Trading Days | Days

10

Debt instrument conversion terms description

The conversion of the July Note is subject to a beneficial ownership limitation of 4.99% of the number of shares of common stock outstanding immediately after giving effect to such conversion.

Debt instrument payment term description

Prior to the 180th day of the issuance date July Note, the Company may prepay the July Note in whole or in part, however, if it does so between the issuance date and the date which is 60 days from the issuance date, the repayment percentage is 115%. If the Company prepays the July Note between the 61st day after issuance and the 120th day after issuance, the prepayment percentage is 120%. If the Company prepays the July Note between the 121st day after issuance and 180 days after issuance, the prepayment percentage is 125%.

Coventry Enter Prise LLC Loan [Member]

Debt Instrument [Line Items]

Maturity date

Jul. 15, 2023

Debt description

If an Event of Default (as defined in the Coventry Note) occurs, consistent with the terms of the Coventry Note, the Coventry Note will become convertible, in whole or in part, into shares of the Company’s common stock at Coventry’s option, subject to a 4.99% beneficial ownership limitation (which may be increased up to 9.99% by Coventry). The per share conversion price is 90% of the lowest volume-weighted average trading price during the 20-trading day period before conversion.

Bearing interest rate

10%

Debt guaranteed interest

$ 20,000

Debt monthy payments

$ 31,428.57

Pecentage of unpaid guaranteed interest

0.18

Coventry Enter Prise LLC Loan [Member] | Unsecured Convertible Promissory Note [Member]

Debt Instrument [Line Items]

Principal amount

$ 200,000

Default due and owing percentage

10%

Original issue discount

$ 40,000

Restricted common shares | shares

25,000

Diagonal Lending LLC [Member]

Debt Instrument [Line Items]

Principal amount

$ 54,250

$ 79,250

Repayment percentage

22%

Default interest rate

22%

Fast Capital LLC [Member]

Debt Instrument [Line Items]

Principal amount

$ 115,000

Debt instrument payment term description

For the first six months, the Company has the right to prepay principal and accrued interest due under the Note at a premium of between 15% and 40% depending on when it is repaid. The Note may not be prepaid after the 180th day of its issuance.

Repayment percentage

24%

Debt conversion price, percentage

10%

Original issue discount

$ 10,000

Gross proceeds

$ 105,000

Loan Agreement [Member] | CoinTracking GmbH [Member]

Debt Instrument [Line Items]

Loans Payable, Noncurrent

$ 1,500,000

Long-Term Debt, Gross

$ 300,000

$ 300,000

Maturity date

Mar. 31, 2023

Default due and owing percentage

3%

3%

Loan Agreement [Member] | CoinTracking GmbH [Member] | Promissory Note One [Member]

Debt Instrument [Line Items]

Loans Payable, Noncurrent

300,000

Loan Agreement [Member] | CoinTracking GmbH [Member] | Promissory Note Two [Member]

Debt Instrument [Line Items]

Loans Payable, Noncurrent

700,000

Loan Agreement [Member] | CoinTracking GmbH [Member] | Promissory Note Three [Member]

Debt Instrument [Line Items]

Loans Payable, Noncurrent

$ 500,000

Loan Agreement [Member] | CoinTracking GmbH [Member] | Maximum [Member]

Debt Instrument [Line Items]

Principal amount

$ 3,000,000

Small Business Administration [Member]

Debt Instrument [Line Items]

Default due and owing percentage

3.75%

Loans payable

$ 14,100

Debt instrument, term

30 years

AJB Lending [Member]

Debt Instrument [Line Items]

Principal amount

$ 1,000,000

$ 750,000

Default due and owing percentage

10%

10%

Purchase price

$ 900,000

Debt description

Upon an event of default under the May AJB SPA or May AJB Note, the May AJB Note will bear interest at 18%, AJB may immediately accelerate the May AJB Note due date, AJB may convert the amount outstanding under the May AJB Note into shares of Company common stock at a discount to the market price of the stock, and AJB will be entitled to its costs of collection, among other penalties and remedies.

Upon an event of default under the April SPA or the Efrat Note, the Efrat Note will bear interest at 18%, Efrat may immediately accelerate the Efrat Note due date, Efrat may convert the amount outstanding under the Efrat Note into shares of Company common stock at a discount to the market price of the stock, and Efrat will be entitled to its costs of collection, among other penalties and remedies.

Upon an event of default under the Feb. SPA or Feb. Note, the Feb. Note will bear interest at 18%, AJB may immediately accelerate the Feb. Note due date, AJB may convert the amount outstanding under the Feb. Note into shares of Company common stock at a discount to the market price of the stock, and AJB will be entitled to its costs of collection, among other penalties and remedies.

Working capital

$ 138,125

EFRAT Investment [Member]

Debt Instrument [Line Items]

Principal amount

$ 220,000

Default due and owing percentage

10%

Purchase price

$ 198,000

Securities Purchase Agreement [Member] | Convertible Promissory Note [Member]

Debt Instrument [Line Items]

Principal amount

$ 88,760

CONVERTIBLE NOTES (Details Narr

CONVERTIBLE NOTES (Details Narrative) - USD ($)		1 Months Ended			3 Months Ended
	Feb. 02, 2023	Jun. 30, 2020	Apr. 30, 2020	Feb. 29, 2020	Mar. 31, 2023	Mar. 31, 2022	Mar. 07, 2023	Jan. 10, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
Convertible notes					$ 125,000				$ 125,000
Debt instrument, interest rate, stated percentage							150%	150%
Debt conversion, converted instrument, rate	60%
Convertible Notes [Member]
Short-Term Debt [Line Items]
Interest expense					$ 1,541	$ 1,541
Convertible Notes [Member] | Accredited Investors [Member]
Short-Term Debt [Line Items]
Debt instrument, face amount		$ 5,000
Debt instrument maturity date		mature in June 2025
Debt instrument, interest rate, stated percentage		5%
Debt conversion, converted instrument, rate		50%
Convertible Notes [Member] | Three Accredited Investors [Member] | Three Convertible Notes [Member]
Short-Term Debt [Line Items]
Debt instrument, face amount			$ 22,500	$ 22,500
Debt instrument maturity date			mature in April 2025	mature in February 2025
Debt instrument, interest rate, stated percentage			5%	5%
Debt conversion, converted instrument, rate			50%	50%

SCHEDULE OF OUTSTANDING WARRANT

SCHEDULE OF OUTSTANDING WARRANTS TO PURCHASE SHARES OF COMMON STOCK (Details)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Warrant One [Member]
Issuance date	September 2019
Exercisable for	Common Shares
Expiration date	Sep. 24, 2022
Exercise price | $ / shares	$ 0.01
Number of shares outstanding under warrants | shares	75,000
Warrant Two [Member]
Issuance date	February 2020
Exercisable for	Common Shares
Expiration date	Feb. 06, 2030
Exercise price | $ / shares	$ 0.01
Number of shares outstanding under warrants | shares	10,000
Warrant Three [Member]
Issuance date	February 2020
Exercisable for	Common Shares
Expiration date	Feb. 12, 2030
Exercise price | $ / shares	$ 0.01
Number of shares outstanding under warrants | shares	2,500
Warrant Four [Member]
Issuance date	February 2020
Exercisable for	Common Shares
Expiration date	Feb. 19, 2030
Exercise price | $ / shares	$ 0.01
Number of shares outstanding under warrants | shares	10,000
Warrant Five [Member]
Issuance date	April 2020
Exercisable for	Common Shares
Expiration date	Apr. 20, 2030
Exercise price | $ / shares	$ 0.01
Number of shares outstanding under warrants | shares	22,500
Warrant Six [Member]
Issuance date	June 2020
Exercisable for	Common Shares
Expiration date	Jun. 09, 2030
Exercise price | $ / shares	$ 0.01
Number of shares outstanding under warrants | shares	5,000
Warrant Seven [Member]
Issuance date	March 2021
Exercisable for	Common Shares
Expiration date	Feb. 28, 2026
Exercise price | $ / shares	$ 0.50
Number of shares outstanding under warrants | shares	362,500
Warrant Eight [Member]
Issuance date	January 2022
Exercisable for	Common Shares
Expiration date	Jan. 12, 2025
Exercise price | $ / shares	$ 5.25
Number of shares outstanding under warrants | shares	500,000
Warrant Nine [Member]
Issuance date	February 2022
Exercisable for	Common Shares
Expiration date	Feb. 24, 2025
Exercise price | $ / shares	$ 5.25
Number of shares outstanding under warrants | shares	200,000
Warrant Ten [Member]
Issuance date	April 2022
Exercisable for	Common Shares
Expiration date	Apr. 07, 2025
Exercise price | $ / shares	$ 5.25
Number of shares outstanding under warrants | shares	146,667
Warrant Eleven [Member]
Issuance date	May 2022
Exercisable for	Common Stock
Expiration date	May 03, 2025
Exercise price | $ / shares	$ 5.25
Number of shares outstanding under warrants | shares	750,000
Warrant Twelve [Member]
Issuance date	March 2023
Exercisable for	Common Stock
Expiration date	Mar. 08, 2028
Exercise price | $ / shares	$ 0.00001
Number of shares outstanding under warrants | shares	474,780
Warrant Thirteen [Member]
Issuance date	March 2023
Exercisable for	Common Stock
Expiration date	Mar. 13, 2028
Exercise price | $ / shares	$ 0.00001
Number of shares outstanding under warrants | shares	7,000,000

SCHEDULE OF STOCK OPTIONS ACTIV

SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]
Number of options outstanding, Beginning balance	2,281,429
Weighted average exercise price, options outstanding, beginning balance	$ 2.26
Weighted Average Remaining Contractual Term (Years), Options Outstanding, Beginning		3 years 3 months
Aggregate intrinsic value, options outstanding, beginning balance	$ 5,155,003
Number of options outstanding, options granted
Weighted average exercise price, options granted
Number of options outstanding, Options cancelled
Weighted average exercise price, options canceled
Number of options outstanding, Options exercised
Weighted average exercise price, options exercised
Number of options vested and outstanding, Ending balance	2,281,429	2,281,429
Weighted average exercise price, options outstanding, ending balance	$ 2.26	$ 2.26
Weighted Average Remaining Contractual Term (Years), Options Vested and Outstanding, Ending	3 years
Aggregate intrinsic value, options outstanding, ending balance	$ 5,155,003	$ 5,155,003
Number of options outstanding, vested and exercisable	2,281,429
Weighted average exercise price, options vested and exercisable	$ 2.26
Weighted average remaining contractual term years, options exercisable	3 years
Aggregate intrinsic value, options vested and exercisable	$ 5,155,003

SUMMARY OF STOCK OPTIONS (Detai

SUMMARY OF STOCK OPTIONS (Details Narrative) - USD ($)		3 Months Ended
	Jul. 21, 2017	Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock option exercised
Unrecognized compensation costs		$ 0
Equity Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation		$ 0
2017 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock option award vesting, description	Options granted generally vest over eighteen to thirty-six months.
2017 Equity Incentive Plan [Member] | Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock option award vesting period	10 years
2017 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of stock option remain reserved for future issuance	5,000,000	2,281,429
Common stock remaining reserved for future issuance		2,718,571
Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock option exercised		1,665,157
Stock granted		386,560

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Facility rent expense	$ 0	$ 0

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member]	2 Months Ended
	May 22, 2023 USD ($) shares
Subsequent Event [Line Items]
Number of convertible securities issued | shares	6,286,783
Number of convertible securities issued, value | $	$ 162,154