Sadot (SDOT) 10-K 17 Mar 22 2021 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Mar. 16, 2022	Jun. 30, 2021
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2021
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	001-39223
Entity Registrant Name	Muscle Maker, Inc.
Entity Central Index Key	0001701756
Entity Tax Identification Number	47-2555533
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	2600 South Shore Blvd.
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	League City
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77573
City Area Code	(682)
Local Phone Number	708-8250
Title of 12(b) Security	Common Stock, $0,0001 par value
Trading Symbol	GRIL
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
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	false
Entity Shell Company	false
Entity Public Float				$ 21,006,142
Entity Common Stock, Shares Outstanding			28,620,355
Documents Incorporated by Reference [Text Block]	None
ICFR Auditor Attestation Flag	false
Auditor Firm ID	6651	34446
Auditor Name	Paris, Kreit & Chiu CPA LLP	Marcum LLP
Auditor Location	New York, NY	Melville, NY

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Current Assets:
Cash	$ 15,766,703	$ 4,195,932
Accounts receivable, net of allowance for doubtful accounts of $23,693 and $75,000 as of December 31, 2021 and December 31, 2020, respectively	155,167	140,305
Inventory	258,785	113,824
Current portion of loans receivable, net of allowance of $71,184 and $106,900 at December 31, 2021 and 2020, respectively		2,394
Prepaid expenses and other current assets	1,789,328	40,903
Total Current Assets	17,969,983	4,493,358
Property and equipment, net	2,280,267	2,342,723
Goodwill	2,626,399	656,348
Intangible assets, net	6,387,464	2,878,278
Loans receivable, non-current		996
Security deposits and other assets	167,770	131,916
Total Assets	29,431,883	10,503,619
Current Liabilities:
Accounts payable and accrued expenses	2,208,523	1,500,935
Convertible note payable to Former Parent	82,458	82,458
Convertible note payable	100,000	100,000
Other notes payable	165,052	701,552
Deferred revenue, current	49,728	62,858
Deferred rent, current	36,800	20,569
Other current liabilities	286,088	641,418
Total Current Liabilities	2,928,649	3,109,790
Other notes payable	1,005,027	575,140
Deferred revenue, non-current	1,013,645	944,271
Deferred rent, non-current	91,295	79,290
Total Liabilities	5,038,616	4,708,491
Commitments and Contingencies
Stockholders’ Equity:
Common stock, $0.0001 par value, 50,000,000 shares authorized, 26,110,268 and 11,725,764 shares issued and outstanding as of December 31, 2021, and December 31, 2020, respectively	2,611	1,172
Additional paid-in capital	95,760,493	68,987,663
Accumulated deficit	(71,369,837)	(63,193,707)
Total Stockholders’ Equity	24,393,267	5,795,128
Total Liabilities and Stockholders’ Equity	$ 29,431,883	$ 10,503,619

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivable	$ 23,693	$ 75,000
Financing Receivable, Allowance for Credit Loss, Current	$ 71,184	$ 106,900
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	26,110,268	11,725,764
Common stock, shares outstanding	26,110,268	11,725,764

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Total Revenues	$ 10,349,636	$ 4,473,447
Restaurant operating expenses:
Total restaurant operating expenses	9,074,669	5,214,704
Impairment of intangible asset	1,139,908	100,000
Impairment of goodwill	86,348
Depreciation and amortization	1,206,505	422,546
Franchise advertising fund expenses	188,539	61,053
Preopening expenses	31,829	56,362
General and administrative expenses	8,094,509	8,576,231
Total Costs and Expenses	19,822,307	14,430,896
Loss from Operations	(9,472,671)	(9,957,449)
Other Expenses (Income):
Other income	(9,097)	27,143
Interest income, net	(50,170)	(115,881)
Change in fair value of accrued compensation	127,500	(14,000)
Gain on debt extinguishment	1,228,308
Amortization of debt discounts		(38,918)
Total Other Expenses, Net	1,296,541	(141,656)
Loss Before Income Tax	(8,176,130)	(10,099,105)
Income tax provision
Net Loss	$ (8,176,130)	$ (10,099,105)
Net Loss Per Share:
Basic and Diluted	$ (0.50)	$ (1.33)
Weighted Average Number of Common Shares Outstanding:
Basic and Diluted	16,467,393	7,579,905
Company Restaurant Net Sales [Member]
Revenues:
Total Revenues	$ 9,320,920	$ 3,672,944
Franchise Royalties and Fees [Member]
Revenues:
Total Revenues	778,181	739,450
Franchise Advertising Fund Contributions [Member]
Revenues:
Total Revenues	188,539	61,053
Other Revenue [Member]
Revenues:
Total Revenues	61,996
Foodand Beverage Costs [Member]
Restaurant operating expenses:
Total restaurant operating expenses	3,532,907	1,467,799
Labor [Member]
Restaurant operating expenses:
Total restaurant operating expenses	1,917,979	1,908,476
Rent [Member]
Restaurant operating expenses:
Total restaurant operating expenses	1,261,096	691,986
Other Restaurant Operating Expenses [Member]
Restaurant operating expenses:
Total restaurant operating expenses	$ 2,362,687	$ 1,146,443

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2019	$ 571	$ 53,339,793	$ (53,094,602)	$ 245,762
Beginning balance, shares at Dec. 31, 2019	5,714,464
Issuance of restricted stock
Issuance of restricted stock, shares	1,226
Common stock issued upon offering on February 12, 2020, net of underwriter’s discount and offering costs of $920,000	$ 154	6,779,846		6,780,000
Common stock issued upon offering on February 12, 2020, net of underwriter's discount and offering costs, shares	1,540,000
Common stock issued in exchange for accrued interest	$ 5	357,730		357,735
Common stock issued in exchange for accrued interest, shares	51,105
Restricted common stock cancelled by executive team	$ (22)	(1,083,893)		(1,083,915)
Restricted Common stock cancelled by executive team, shares	(216,783)
Common stock issued as compensation for services as part of settlement	$ 30			30
Common stock issued as compensation for services as part of settlement, shares	300,000
Common stock cancelled by consultant issued for prior services	$ (30)			(30)
Common stock cancelled by consultant issued for prior services, shares	(300,000)
Offering on September 10, 2020, net of underwriter’s discount and offering cost	$ 329	4,939,672		4,940,001
Offering on September 10, 2020, net of underwriter's discount and offering cost, shares	3,294,118
Over-allotment exercised on October 27, 2020, net of underwriter’s discount and offering cost	$ 49	764,350		764,399
Over-allotment exercised on October 27, 2020, net of underwriter's discount and offering cost, shares	494,117
Restricted common stock issued as compensation to executives and employees	$ 22	1,083,893		1,083,915
Restricted common stock issued as compensation to executives and employees, shares	216,783
Common stock issued as compensation to board of directors	$ 4	149,817		149,821
Common stock issued as compensation to board of directors, shares	35,900
Common stock issued as compensation for services	$ 60	2,457,983		2,458,043
Common stock issued as compensation for services, shares	594,834
Stock-based compensation: Restricted common stock		80,472		80,472
Stock-based compensation: Warrants - Issued as compensation for services		191,000		191,000
Stock-based compensation: Warrants - Cancelled by consultant for prior services		(191,000)		(191,000)
Stock-based compensation: Options		118,000		118,000
Net loss			(10,099,105)	(10,099,105)
Common stock issued upon offering on February 12, 2020, net of underwriter’s discount and offering costs	$ 154	6,779,846		6,780,000
Common stock issued upon offering on February 12, 2020, net of underwriter's discount and offering costs, shares	1,540,000
Ending balance, value at Dec. 31, 2020	$ 1,172	68,987,663	(63,193,707)	5,795,128
Ending balance, shares at Dec. 31, 2020	11,725,764
Issuance of restricted stock
Issuance of restricted stock, shares	1,200
Common stock issued in connection of the acquisition of SuperFit Foods on March 25, 2021	$ 27	624,973		625,000
Common stock issued in connection of the acquisition of SuperFit Foods on March 25, 2021, shares	268,240
Common stock, pre-funded warrants and warrant issued in private placement on April 7, 2021	$ 125	9,181,224		9,181,349
Common stock, pre-funded warrants and warrant issued in private placement on April 7, 2021, shares	1,250,000
Common stock issued in connection of the acquisition of Pokemoto on May 14, 2021	$ 88	1,249,912		1,250,000
Common stock issued in connection of the acquisition of Pokemoto on May 14, 2021, shares	880,282
Common stock, pre-funded warrants and warrant issued in private placement on November 22, 2021	$ 677	13,708,924		13,709,601
Common stock, pre-funded warrants and warrant issued in private placement on November 22, 2021, shares	6,772,000
Restricted common stock issued as compensation to executives and employees	$ 22	636,495		636,517
Restricted common stock issued as compensation to executives and employees, shares	221,783
Common stock issued as compensation to board of directors	$ 7	114,029		114,036
Common stock issued as compensation to board of directors, shares	73,941
Common stock issued as compensation for services	$ 86	1,326,941		1,327,027
Common stock issued as compensation for services, shares	852,500
Exercise of pre-funded warrants	$ 408	28,365		28,773
Exercise of pre-funding warrants, shares	4,075,337
Cancellation of share per agreement with shareholder	$ (1)	(99,999)		(100,000)
Cancellation of share per agreement with shareholder,Shares	(11,879)
Common stock issued to investor		1,540		1,540
Common stock issued to investor, shares	1,100
Amortization of restricted common stock		426		426
Net loss			(8,176,130)	(8,176,130)
Ending balance, value at Dec. 31, 2021	$ 2,611	$ 95,760,493	$ (71,369,837)	$ 24,393,267
Ending balance, shares at Dec. 31, 2021	26,110,268

Consolidated Statements of Ch_2

Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - USD ($)	Nov. 22, 2021	Apr. 07, 2021	Oct. 27, 2020	Sep. 10, 2020	Feb. 12, 2020
Statement of Stockholders' Equity [Abstract]
Offering costs	$ 1,289,965	$ 790,000	$ 75,600	$ 660,000	$ 920,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash Flows from Operating Activities
Net loss	$ (8,176,130)	$ (10,099,105)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,206,505	422,546
Stock-based compensation	2,207,046	2,806,336
Gain on extinguishments of debt	(1,228,308)
Impairment of intangible asset	1,139,908	100,000
Impairment of goodwill	86,348
Amortization of debt discounts		38,918
Change in fair value of compensation	(127,500)	14,000
Write off of property and equipment	193,405	41,480
Bad debt expense	6,663	112,715
Changes in operating assets and liabilities:
Accounts receivable, net	(21,525)	(56,543)
Inventory	(125,461)	(35,402)
Prepaid expenses and other current assets	(1,748,425)	7,161
Security deposits and other assets	(274)	(92,454)
Accounts payable and accrued expenses	622,828	(786,278)
Deferred rent	(3,081)	20,521
Deferred revenue	(69,380)	(268,543)
Other current liabilities	(355,330)	(11,225)
Total Adjustments	1,783,419	2,313,232
Net Cash Used in Operating Activities	(6,392,711)	(7,785,873)
Cash Flows from Investing Activities
Purchases of property and equipment	(262,019)	(781,041)
Collections from loans receivable	1,600	5,707
Net Cash Used in Investing Activities	(3,575,809)	(850,334)
Cash Flows from Financing Activities
Proceeds from offerings, net of underwriter’s discount and offering costs of $1,580,000		11,720,001
Proceeds from over-allotment, net of underwriter’s discount and offering costs of $75,600		764,399
Proceeds from PPP loan		866,300
Repayments of convertible note payable		(550,000)
Proceeds from Private Placement Offering, net of underwriter’s discount and offering costs of $2,079,965	22,890,950
Proceeds from exercise of pre-funded warrants	28,773
Cash paid in connection with cancellation of shares	(100,000)
Repayments of other notes payable - related parties		(91,000)
Repayments of other notes payables	(1,280,432)	(506,415)
Proceeds from other notes payable		150,000
Net Cash Provided by Financing Activities	21,539,291	12,353,285
Net Increase in Cash	11,570,771	3,717,078
Cash - Beginning of Period	4,195,932	478,854
Cash - End of Period	15,766,703	4,195,932
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	80,697	395,695
Supplemental disclosures of non-cash investing and financing activities
Common stock issued in exchange for accrued interest		357,735
Acquisition of Chelsea NY - loans receivable settled as consideration for the acquisition of Chelsea		68,292
Superfit Foods LLC [Member]
Cash Flows from Investing Activities
Cash paid in connection with the acquisition	(500,000)
Pokemoto LLC [Member]
Cash Flows from Investing Activities
Cash paid in connection with the acquisition	(2,815,390)
Philadelphia [Member]
Cash Flows from Investing Activities
Cash paid in connection with the acquisition		$ (75,000)

Consolidated Statements of Ca_2

Consolidated Statements of Cash Flows (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Offering cost		$ 1,580,000
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Offering cost		$ 75,600
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Offering cost	$ 2,079,965

BUSINESS ORGANIZATION AND NATUR

BUSINESS ORGANIZATION AND NATURE OF OPERATIONS	12 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BUSINESS ORGANIZATION AND NATURE OF OPERATIONS	NOTE 1 – BUSINESS ORGANIZATION AND NATURE OF OPERATIONS Muscle Maker, Inc. (“MMI”), a Nevada corporation was incorporated in Nevada on October 25, 2019. MMI was a wholly owned subsidiary of Muscle Maker, Inc (“MMI-Cal”), a California corporation incorporated on December 8, 2014, but the two merged on November 13, 2019 with MMI as the surviving entity. MMI wholly owns Muscle Maker Development, LLC (“MMD”), Muscle Maker Corp, LLC (“MMC”) and Muscle Maker USA, Inc (“Muscle USA”). MMD was formed on July 18, 2017, in the State of Nevada for the purpose of running our existing franchise operations and continuing to franchise the Muscle Maker Grill name and business system to qualified franchisees. MMC was formed on July 18, 2017, in the State of Nevada for the purpose of developing new corporate stores and operating new and existing corporate stores of MMI. Muscle USA was formed on March 14, 2019 in the State of Texas for the purpose of opening additional new corporate stores. Muscle Maker Development International. LLC, a directly wholly owned subsidiary, which was formed in Nevada on November 13, 2020 to franchise the Muscle Maker Grill name and business system to qualified franchisees internationally. MMI is a fast-casual restaurant concept that specializes in preparing healthy-inspired, high-quality, fresh, made-to-order lean, protein-based meals featuring chicken, seafood, pasta, hamburgers, wraps and flat breads. In addition, our restaurants feature freshly prepared entrée salads and an appealing selection of sides, protein shakes and fruit smoothies. MMI operates in the fast-casual restaurant segment. MMI is the owner of the trade name and service mark Muscle Maker Grill®, Healthy Joe’s and other trademarks and intellectual property we use in connection with the operation of Muscle Maker Grill® restaurants. We license the right to use the Muscle Maker Grill® and Healthy Joe’s trademarks and intellectual property to our wholly-owned subsidiaries, MMD, MMC and Muscle USA, and to further sublicense them to our franchisees for use in connection with Muscle Maker Grill® and Healthy Joe’s restaurants. On March 25, 2021, MMI acquired the assets of SuperFit Foods, a subscription based fresh-prepared meal prep business located in Jacksonville, Florida. With this acquisition, we are also the owner of the trade name SuperFit Foods that we use in connection with the operations of SuperFit Foods. In 2020 SuperFit Foods produced overs 220,000 fresh-prepared meals. SuperFit Foods is differentiated from other meal prep services by allowing customers in the Jacksonville Florida market to order online via the Company’s website or mobile app and pick up their fully prepared meals from 28 Company-owned coolers located in gyms and wellness centers. On May 14, 2021, MMI acquired PKM Stamford, LLC, Poke Co., LLC, LB Holdings LLC, TNB Holdings, LLC, Poke Co Holdings LLC, GLL Enterprises, LLC, and TNB Holdings II, LLC, each a Connecticut limited liability company (collectively, Pokemoto”), a healthier modern culinary twist on the traditional Hawaiian poke classic. Pokemoto had thirteen locations in four states – Connecticut, Rhode Island, Massachusetts, and Georgia and offers up chef-driven contemporary flavors with fresh delectable and healthy ingredients such as Atlantic salmon, sushi-grade tuna, fresh mango, roasted cashews and black caviar tobiko that appeals to foodies, health enthusiasts, and sushi-lovers everywhere. The colorful dishes and modern chic dining rooms provide an uplifting dining experience for guests of all ages. Customers can dine in-store or order online via third party delivery apps for contactless delivery. MMI and its subsidiaries are hereinafter referred to as the “Company”. As of December 31, 2021, MMI consisted of three operating segments: ● Muscle Maker Grill Division ● Pokemoto Division ● SuperFit Foods Division MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 1 – BUSINESS ORGANIZATION AND NATURE OF OPERATIONS The Company operates under the name Muscle Maker Grill, Pokemoto and SuperFit Foods and is a franchisor and owner operator of Muscle Maker Grill, Healthy Joe’s and Pokemoto restaurants. As of December 31, 2021, the Company’s restaurant system included twenty-two Company-owned restaurants, including the SuperFit Foods kitchen, and twenty franchise restaurants. COVID-19 In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic which continues to spread throughout the United States. In response to the COVID-19 outbreak, “shelter in place” orders and other public health measures have been implemented across much of the United States. The COVID-19 global pandemic continues to rapidly evolve. The Company is continually monitoring the outbreak of COVID-19 and the related business and travel restrictions and changes to behavior intended to reduce its spread, and its impact on operations, financial position, cash flows, inventory, supply chains, labor shortages resulting from various factors including mandatory vaccination requirements, purchasing trends, customer payments, and the industry in general, in addition to the impact on its employees. The pandemic has resulted in a negative impact on the Company’s operations during the year ended December 31, 2020 and continued into the year ended December 31, 2021. However, due to the rapid development and fluidity of this situation, the magnitude and duration of the pandemic and its impact on the Company’s operations and liquidity is uncertain as of the date of this report. While there could ultimately be an additional material impact on operations and liquidity of the Company, the full impact could not be determined, as of the date of this report. Liquidity Our primary source of liquidity is cash on hand. As of December 31, 2021, the Company had a cash balance, a working capital surplus and an accumulated deficit of $ 15,766,703 15,041,334 71,369,837 8,176,130 6,392,711

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries and majority-owned subsidiary. Any intercompany transactions and balances have been eliminated in consolidation. Reclassifications Certain prior year balances have been reclassified in order to conform to current year presentation. These reclassifications have no effect on the previously reported results of operations or loss per share. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Significant estimates include: ● the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets; ● the estimated useful lives of intangible and depreciable assets; ● estimates and assumptions used to value warrants and options; ● the recognition of revenue; and ● the recognition, measurement and valuation of current and deferred income taxes. Estimates and assumptions are periodically reviewed, and the effects of any material revisions are reflected in the financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. Cash and Cash Equivalents The Company considers all highly-liquid instruments with an original maturity of three months or less when purchased to be cash equivalents. There were no Inventory Inventories, which are stated at the lower of cost or net realizable value, consist primarily of perishable food items and supplies. Cost is determined using the first-in, first out method. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Major improvements are capitalized, and minor replacements, maintenance and repairs are charged to expense as incurred. Depreciation and amortization are calculated on the straight-line basis over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the estimated useful life or the lease term of the related asset. The estimated useful lives are as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT Furniture and equipment 5 7 Leasehold improvements 1 11 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Intangible Assets The Company accounts for recorded intangible assets in accordance with ASC 350 “Intangibles - Goodwill and Other”. In accordance with ASC 350, the Company does not amortize intangible assets having indefinite useful lives. The Company’s goodwill and trademarks are deemed to have indefinite lives, and accordingly are not amortized, but are evaluated for impairment at least annually, or more often whenever changes in facts and circumstances may indicate that the carrying value may not be recoverable. The Accounting Standards Codification (“ASC”) requires that goodwill be tested for impairment at the reporting unit level (operating segment or one level below an operating segment). Application of the goodwill impairment test requires judgment, including the identification of reporting units, assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value. Significant judgment is required to estimate the fair value of reporting units which includes estimating future cash flows, determining appropriate discount rates and other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value and/or goodwill impairment. Other intangible assets include a trademark with an indefinite useful life. The other intangible assets estimated original useful lives are as follows: SCHEDULE OF OTHER INTANGIBLE ASSETS USEFUL LIVES Franchisee agreements 13 Franchise license 10 Trademark – SuperFit, Trademark – Pokemoto Domain name, customer list and Proprietary recipes 5 7 Non-compete agreement 2 3 Impairment of Long-Lived Assets When circumstances, such as adverse market conditions, indicate that the carrying value of a long-lived asset may be impaired, the Company performs an analysis to review the recoverability of the asset’s carrying value, which includes estimating the undiscounted cash flows (excluding interest charges) from the expected future operations of the asset. These estimates consider factors such as expected future operating income, operating trends and prospects, as well as the effects of demand, competition and other factors. If the analysis indicates that the carrying value is not recoverable from future cash flows, an impairment loss is recognized to the extent that the carrying value exceeds the estimated fair value. Any impairment losses are recorded as operating expenses, which reduce net income. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Convertible Instruments The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). If the instrument is determined not to be a derivative liability, the Company then evaluates for the existence of a beneficial conversion feature by comparing the market price of the Company’s common stock as of the commitment date to the effective conversion price of the instrument. As of December 31, 2021 and December 31, 2020, the Company Revenue Recognition The Company’s revenues consist of restaurant sales, franchise royalties and fees, franchise advertising fund contributions, and other revenues. The Company recognized revenues according to Topic 606 “Revenue from Contracts with Customers”. Under the guidance, revenue is recognized in accordance with a five-step revenue model, as follows: (1) identifying the contract with the customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations; and (5) recognizing revenue when (or as) the entity satisfies a performance obligation. In applying this five-step model, we made significant judgments in identifying the promised goods or services in our contracts with franchisees that are distinct, and which represent separate performance obligations. Restaurant Sales Retail store revenue at Company-operated restaurants is recognized when payment is tendered at the point of sale, net of sales tax, discounts and other sales related taxes. The Company recorded retail store revenues of $ 9,320,920 3,672,944 The Company sells gift cards which do not have an expiration date, and it does not deduct dormancy fees from outstanding gift card balances. The Company recognizes revenues from gift cards as restaurant revenues once the Company performs its obligation to provide food and beverage to the customer simultaneously with the redemption of the gift card or through gift card breakage, as discussed in Other Revenues below. Franchise Royalties and Fees Franchise revenues consists of royalties, franchise fees and rebates. Royalties are based on a percentage of franchisee net sales revenue. The Company recognizes the royalties as the underlying sales occur. The Company recorded revenue from royalties of $ 434,849 331,694 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Franchise Royalties and Fees, continued The Company provides the franchisees with management expertise, training, pre-opening assistance, and restaurant operating assistance in exchange for the multi-unit development fees and franchise fees. The Company capitalizes these fees upon collection from the franchisee, these fees are then recognized as franchise fee revenue on a straight-line basis over the life of the related franchise agreements and any exercised renewal periods. Cash payments are due upon the execution of the related franchise agreement. The Company’s performance obligation with respect to franchise fee revenues consists of a license to utilize the Company’s brand for a specified period of time, which is satisfied equally over the life of each franchise agreement. The Company recorded revenue from franchise fees of $ 263,215 277,255 The Company has supply agreements with certain food and beverage vendors. Pursuant to the terms of these agreements, rebates are provided to the Company based upon the dollar volume of purchases for all company-owned and franchised restaurants from these vendors. Rebates earned on purchases by franchise stores are recorded as revenue during the period in which the related food and beverage purchases are made. The Company recorded revenue from rebates of $ 80,117 130,501 Franchise Advertising Fund Contributions Under the Company’s franchise agreements, the Company and its franchisees are required to contribute a certain percentage of revenues to a national advertising fund. The Company’s national advertising services are provided on a system-wide basis and therefore, not considered distinct performance obligations for individual franchisees. In accordance with Topic 606, the Company recognizes these sales-based advertising contributions from franchisees as franchise revenue when the underlying franchisee Company incurs the corresponding advertising expense. The Company records the related advertising expenses as incurred under general and administrative expenses. When an advertising contribution fund is over-spent at year end, advertising expenses will be reported on the consolidated statement of operations in an amount that is greater than the revenue recorded for advertising contributions. Conversely, when an advertising contribution fund is under-spent at a period end, the Company will accrue advertising costs up to advertising contributions recorded in revenue. The Company recorded contributions from franchisees of $ 188,539 61,053 Other Revenues Gift card breakage is recognized when the likelihood of a gift card being redeemed by the customer is remote and the Company determines there is not a legal obligation to remit the unredeemed gift card balance to the relevant jurisdiction. The determination of the gift card breakage rate is based upon the Company’s specific historical redemption patterns. Gift card liability is recorded in other current liabilities on the consolidated balance sheet. The Company recorded $ 61,996 gift card breakage for the year ended December 31, 2021. For the year ended December 31, 2020, the Company did not record any gift card breakage. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Deferred Revenue Deferred revenue primarily includes initial franchise fees received by the Company, which are being amortized over the life of the Company’s franchise agreements, as well as unearned vendor rebates. Deferred revenue is recognized in income over the life of the franchise agreements and vendor rebates are recognized in income as performance obligations are satisfied. Advertising Advertising costs are charged to expense as incurred. Advertising costs were approximately $ 134,073 175,378 Net Loss per Share Basic loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of potential common shares, if dilutive, resulting from the exercise of warrants, options or the conversion of convertible notes payable. The following securities are excluded from the calculation of weighted average diluted common shares at December 31, 2021 and 2020, respectively, because their inclusion would have been anti-dilutive: SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE December 31, 2021 2020 Warrants 20,284,016 2,582,857 Options 100,000 300,000 Convertible debt 32,350 32,350 Total potentially dilutive shares 20,416,366 2,915,207 Major Vendor The Company engages various vendors to distribute food products to their Company-owned restaurants. Purchases from the Company’s largest supplier totaled 54 87 Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”). ASC 820 defines fair value 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. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Fair Value of Financial Instruments, continued Level 1 — quoted prices in active markets for identical assets or liabilities Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 — inputs that are unobservable (for example, cash flow modeling inputs based on assumptions) The carrying amounts of accrued liabilities approximate fair value due to the short-term nature of these instruments. The carrying amounts of our short–term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates, taken together with other features such as concurrent issuance of common stock and warrants, are comparable to rates of returns for instruments of similar credit risk. See Note 16 – Equity – Warrant and Options Valuation for details related to accrued compensation liability being fair valued using Level 1 inputs. Income Taxes The Company accounts for income taxes under Accounting Standards Codification (“ASC”) 740 Income Taxes (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities and net operating loss and credit carryforwards using enacted tax rates in effect for the year in which the differences are expected to impact taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Tax benefits claimed or expected to be claimed on a tax return are recorded in the Company’s financial statements. A tax benefit from an uncertain tax position is only recognized if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. Uncertain tax positions have had no impact on the Company’s financial condition, results of operations or cash flows. The Company does not expect any significant changes in its unrecognized tax benefits within years of the reporting date. The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the consolidated statements of operations. Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and directors, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally recorded on the grant date and re-measured on financial reporting dates and vesting dates until the service period is complete. The fair value amount of the award is then recognized over the period services are required to be provided in exchange for the award, usually the vesting period. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which requires companies to recognize lease liabilities and corresponding right-of-use leased assets on the balance sheets and to disclose key information about leasing arrangements. Qualitative and quantitative disclosures will be enhanced to better understand the amount, timing, and uncertainty of cash flows arising from leases. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2022, with early adoption permitted. Additionally, in 2018 and 2019, the FASB issued the following Topic 842–related ASUs: ● ASU 2018-01, Land Easement Practical Expedient for Transition to Topic 842, which clarifies the applicability of Topic 842 to land easements and provides an optional transition practical expedient for existing land easements; ● ASU 2018-10, Codification Improvements to Topic 842, Leases, which makes certain technical corrections to Topic 842; ● ASU 2018-11, Leases (Topic 842): Targeted Improvements, which allows companies to adopt Topic 842 without revising comparative period reporting or disclosures and provides an optional practical expedient to lessors to not separate lease and non-lease components of a contract if certain criteria are met; and ● ASU 2019-01, Leases (Topic 842): Codification Improvements, which provides guidance for certain lessors on determining the fair value of an underlying asset in a lease and on the cash flow statement presentation of lease payments received; ASU No. 2019-01 also clarifies disclosures required in interim periods after adoption of ASU No. 2016-02 in the year of adoption. The Company will adopt Topic 842 as of December 31, 2022 and will recognize a cumulative-effect adjustment to the opening balance of accumulated deficit as of the adoption date. The Company is still currently evaluating the aforementioned ASUs and its impact on its consolidated financial statements and disclosure. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718),” (“ASU 2018-07”). ASU 2018-07 is intended to reduce cost and complexity and to improve financial reporting for nonemployee share-based payments. Currently, the accounting requirements for nonemployee and employee share-based payment transactions are significantly different. ASU 2018-07 expands the scope of Topic 718, Compensation — Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity — Equity-Based Payments to Nonemployees. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted, but no earlier than a Company’s adoption date of Topic 606, Revenue from Contracts with Customers. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements and related disclosures. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Recent Accounting Pronouncements, continued In October 2021, the FASB issued ASU 2021-08 Business Combinations (“Topic 805”): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The ASU requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers, as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities were recognized by the acquirer at fair value on the acquisition date. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. We are currently evaluating the extent of the impact of this ASU, but do not expect the adoption of this standard to have a significant impact on our consolidated financial statements. Subsequent Events The Company evaluated events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation and transactions, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed in Note 17 – Subsequent Events.

ACQUISITIONS

ACQUISITIONS	12 Months Ended
	Dec. 31, 2021
Business Combination and Asset Acquisition [Abstract]
ACQUISITIONS	NOTE 3 – ACQUISITIONS Chelsea Acquisition On October 19, 2020, the Company acquired a franchisee store in Chelsea, New York, as a corporate store (the “Chelsea Acquisition”). The purchase price of the store was $ 68,292 34,146 34,146 68,292 11,000 16,105 13,431 The unaudited pro-forma financial information in the table below summarizes the consolidated results of operations of the Company and the Chelsea franchisee store as though the acquisition had occurred as of January 1, 2020. The pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the earliest period presented, nor does it intend to be a projection of future results. SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION Pro Forma (Unaudited) For the Year Ended December 31, 2020 Revenues $ 4,723,815 Restaurant operating expenses 5,440,040 Total cost and expenses 14,650,196 Loss from Operations (9,926,382 ) MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 3 – ACQUISITIONS, continued Philadelphia Acquisition On November 2, 2020, the Company acquired a franchisee store in Philadelphia, Pennsylvania, as a corporate store (the “Philadelphia Acquisition”). The purchase price of the store was $ 250,000 125,000 125,000 75,000 175,000 7 The unaudited pro-forma financial information in the table below summarizes the combined results of operations of the Company and the Philadelphia franchisee store as though the acquisition had occurred as of January 1, 2020. The pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the earliest period presented, nor does it intend to be a projection of future results. SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION Pro Forma (Unaudited) For the Year Ended December 31, 2020 Revenues $ 4,877,003 Restaurant operating expenses 5,548,238 Total cost and expenses 14,758,430 Loss from Operations (9,881,427 ) SuperFit Foods Acquisition On March 25, 2021, the Company entered into an asset purchase agreement with SuperFit Foods, LLC, a Florida limited liability company and SuperFit Foods, LLC, a Nevada limited liability company (the “SuperFit Acquisition”). The purchase price of the assets and rights was $ 1,150,000 . 500,000 25,000 625,000 268,240 The remaining $25,000, which was to be issued in the Company’s common stock, was forfeited as the Company and former owner agreed that not all obligations were met. The Company acquired the following assets as part of the purchase agreement, adjusted for purchase accounting adjustments to reflect our estimate of the fair value of the net assets acquired during the year ended December 31, 2021: SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS Furniture and equipment $ 82,000 Vehicles 55,000 Tradename 45,000 Customer list 140,000 Domain name 125,000 Proprietary Recipes 160,000 Non-compete agreement 260,000 Goodwill 258,000 Total assets acquired $ 1,125,000 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 3 – ACQUISITIONS, continued SuperFit Foods Acquisition, continued The adjustment to the estimate identifiable net assets acquired resulted in a corresponding $ 25,000 25,000 The unaudited pro-forma financial information in the table below summarizes the consolidated results of operations of the Company and SuperFit Foods, LLC as though the acquisition had occurred as of January 1, 2020. The pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the earliest period presented, nor does it intend to be a projection of future results. SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION 2021 2020 Pro Forma (Unaudited) For the Year Ended December 31, 2021 2020 Revenues $ 10,857,136 $ 5,335,297 Restaurant operating expenses 9,663,874 9,981,409 Total cost and expenses 20,277,080 15,203,204 Loss from Operations (9,419,944 ) (9,867,907 ) Pokemoto Acquisition On May 14, 2021, the Company entered into Membership Interest Purchase Agreement with the members (the (“Poke Sellers”) of PKM Stamford, LLC, Poke Co., LLC, LB Holdings LLC, and TNB Holdings, LLC, each a Connecticut limited liability company (collectively, the “Poke Entities”) pursuant to which the Company acquired all of the issued and outstanding membership interest of the Poke Entities in consideration of $ 4,000,000 730,000 In a related transaction, on May 14, 2021, the Company and the Poke Sellers entered into a Membership Interest Exchange Agreement pursuant to which the Company acquired Poke Co Holdings LLC, GLL Enterprises, LLC, and TNB Holdings II, LLC, each a Connecticut limited liability company (collectively, the Poke Entities II”) in exchange for shares of common stock of the Company valued at $ 1,250,000 880,282 Poke Entities and Poke Entities II are hereinafter referred to as “Pokemoto”. As of the date of the acquisition Pokemoto operated a total of thirteen locations, six Company-owned restaurants and 8 franchised restaurants, in four states, offering up chef-driven contemporary flavors with fresh delectable and healthy ingredients such as Atlantic salmon, sushi-grade tuna, fresh mango, roasted cashews and black caviar tobiko that appeals to foodies, health enthusiasts, and sushi-lovers everywhere. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 3 – ACQUISITIONS, continued Pokemoto Acquisition, continued The Company acquired the following assets as part of the purchase agreement, adjusted for purchase accounting adjustments to reflect our estimate of the fair value of the net assets acquired during the year ended December 31, 2021: SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS Purchase Price $ 5,980,000 Assets Cash $ 1,184,610 Accounts Receivables - Inventory 19,500 Property and Equipment 297,529 Intangible assets, net 4,560,000 Operating lease right-of-use assets, net 719,941 Security deposits and other assets 35,580 $ 6,817,160 Liabilities Accounts payable and accrued expenses $ 296,224 Other notes payable 1,462,453 Deferred revenue 125,624 Operating lease liability 751,258 $ 2,635,559 Fair value of identifiable net assets acquired 4,181,601 Goodwill $ 1,798,399 The adjustment to the estimated identifiable net assets acquired resulted in a corresponding $ 76,183 increase in estimated goodwill due to the following changes to the purchase price allocation. SCHEDULE OF INCREASE DECREASE IN GOODWILL Increase (Decrease) in Goodwill Assets Accounts Receivables $ (60,208 ) Assets $ (60,208 ) Liabilities Accounts payable and accrued expenses $ 13,767 Deferred revenue 2,208 Liabilities $ 15,975 Total increase in Goodwill $ 76,183 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 3 – ACQUISITIONS, continued Pokemoto Acquisition, continued Identifiable intangible assets acquired include the following: SCHEDULE OF IDENTIFIABLE INTANGIBLE ASSETS Fair Value Weighted average amortization period Tradename $ 175,000 5.00 Franchise License 2,775,000 10.00 Proprietary Recipes 1,130,000 7.00 Non-Compete 480,000 2.00 $ 4,560,000 8.22 The unaudited pro-forma financial information in the table below summarizes the consolidated results of operations of the Company and Pokemoto, LLC as though the acquisition had occurred as of January 1, 2020. The pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the earliest period presented, nor does it intend to be a projection of future results. SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION 2021 2020 Pro Forma (Unaudited) For the Years Ended December 31, 2021 2020 Revenues $ 11,646,468 $ 8,126,925 Restaurant operating expenses 10,074,110 7,883,343 Total cost and expenses 20,959,940 17,676,026 Loss from Operations (9,313,472 ) (9,549,101 )

LOANS RECEIVABLE

LOANS RECEIVABLE	12 Months Ended
	Dec. 31, 2021
Receivables [Abstract]
LOANS RECEIVABLE	NOTE 4 - LOANS RECEIVABLE At December 31, 2021 the Company’s loan receivable balance was $ 0 SCHEDULE OF LOANS RECEIVABLES December 31, December 31, 2021 2020 Loans receivable, net $ - $ 3,390 Less: current portion - (2,394 ) Loans receivable, non-current $ - $ 996 Loans receivable includes loans to franchisees totaling, in the aggregate, $ 0 3,390 71,184 106,900 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements

PREPAID EXENSES AND OTHER CURRE

PREPAID EXENSES AND OTHER CURRENT ASSETS	12 Months Ended
	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
PREPAID EXENSES AND OTHER CURRENT ASSETS	NOTE 5 - PREPAID EXENSES AND OTHER CURRENT ASSETS At December 31, 2021 and 2020, the Company’s prepaid expenses and other current assets consists of the following: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS December 31, December 31, 2021 2020 Prepaid expenses $ 83,975 $ 23,446 Preopening expenses 602 17,457 Other receivables 1,704,751 - Prepaid and Other Current Assets $ 1,789,328 $ 40,903 Include in prepaid and other current assets is a receivable of $ 1,704,751

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	12 Months Ended
	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT, NET	NOTE 6 – PROPERTY AND EQUIPMENT, NET As of December 31, 2021, and 2020, property and equipment consist of the following: SCHEDULE OF PROPERTY AND EQUIPMENT, NET December 31, December 31, 2021 2020 Furniture and equipment $ 1,397,098 $ 1,143,320 Vehicles 55,000 - Leasehold improvements 1,981,019 1,940,907 Property and equipment, gross 3,433,117 3,084,227 Less: accumulated depreciation and amortization (1,152,850 ) (741,504 ) Property and equipment, net $ 2,280,267 $ 2,342,723 Depreciation expense amounted to $ 565,599 362,009 347,658 151,111 193,405 41,480 154,253 109,631 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements

GOODWILL AND OTHER INTANGIBLE A

GOODWILL AND OTHER INTANGIBLE ASSETS, NET	12 Months Ended
	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND OTHER INTANGIBLE ASSETS, NET	NOTE 7 – GOODWILL AND OTHER INTANGIBLE ASSETS, NET The Company’s intangible assets include a trademark with an indefinite useful life as well as franchise agreements which are amortized over useful lives of thirteen years. A summary of the intangible assets is presented below: SCHEDULE OF INTANGIBLE ASSETS Intangible Assets Intangible assets, net at December 31, 2021 Acquisitions Impairment of intangible assets Amortization expense Intangible assets, net at December 31, 2020 Impairment of intangible assets Amortization expense Intangible assets, net at December 31, 2019 Trademark Muscle Maker Grill $ 1,425,653 $ - $ (998,347 ) $ - $ 2,424,000 $ - $ - $ 2,524,000 Franchise Agreements 262,439 - (141,561 ) (50,278 ) 454,278 (100,000 ) (60,537 ) 514,815 Trademark SuperFit 38,075 45,000 - (6,925 ) - - - - Domain Name SuperFit 105,764 125,000 - (19,236 ) - - - - Customer List SuperFit 118,455 140,000 - (21,545 ) - - - - Proprietary Recipes SuperFit 135,378 160,000 - (24,622 ) - - - - Non-Compete Agreement SuperFit 193,339 260,000 - (66,661 ) - - - - Trademark Pokemoto 152,862 175,000 - (22,138 ) - - - - Franchisee License Pokemoto 2,599,473 2,775,000 - (175,527 ) - - - - Proprietary Recipes Pokemoto 1,027,916 1,130,000 - (102,084 ) - - - - Non-Compete Agreement Pokemoto 328,110 480,000 - (151,890 ) - - - - - $ 6,387,464 $ 5,290,000 $ (1,139,908 ) $ (640,906 ) $ 2,878,278 $ (100,000 ) $ (60,537 ) $ 3,038,815 Amortization expense related to intangible assets was $ 640,906 60,537 The estimated future amortization expense is as follows: SCHEDULE OF FUTURE AMORTIZATION EXPENSE For the year ended December 31, 2022 2023 2024 2025 2026 Thereafter Total Franchise Agreements $ 26,780 $ 26,780 $ 26,853 $ 26,780 $ 26,780 $ 28,466 $ 162,439 Trademark SuperFit 8,995 8,995 9,020 8,995 2,070 - 38,075 Domain Name SuperFit 24,986 24,986 25,054 24,986 5,752 - 105,764 Customer List SuperFit 27,985 27,985 28,062 27,985 6,438 - 118,455 Proprietary Recipes SuperFit 31,982 31,982 32,070 31,982 7,362 - 135,378 Non-Compete Agreement SuperFit 86,588 86,588 19,927 236 - - 193,339 Trademark Pokemoto 34,981 34,981 35,077 34,981 12,842 - 152,862 Franchisee License Pokemoto 277,348 277,348 278,108 277,348 277,348 1,211,973 2,599,473 Proprietary Recipes Pokemoto 161,302 161,302 161,744 161,302 161,302 220,964 1,027,916 Non-Compete Agreement Pokemoto 240,000 88,110 - - - - 328,110 Total $ 920,947 $ 769,057 $ 615,915 $ 594,595 $ 499,894 $ 1,461,403 4,861,811 The Company sustained operating and cash flow losses from inception which formed a basis for performing an impairment test of its Intangible Assets. The Company performed a recoverability test on the Company’s intangible assets based on its projected future undiscounted cash flows. As a result of a failed recoverability test the Company proceeded to measure the fair value of those assets based on the future discounted cash flows and recorded an impairment charge in the aggregate amount of $ 1,139,908 and $ 100,000 during the year ended December 31, 2021 and 2020, respectively. The key assumptions used in the estimates of projected cash flows utilized in both the test and measurement steps of the impairment analysis were projected revenues and royalty payments. These forecasts were based on actual revenues and take into account recent developments as well as the Company’s plans and intentions. A summary of the goodwill assets is presented below: SCHEDULE OF GOODWILL ASSETS Goodwill Muscle Maker Grill Pokemoto SuperFit Food Total Goodwill, net at December 31, 2019 $ 656,348 $ - $ - $ 656,348 Acquisitions - - - - Impairment of goodwill - - - - Goodwill, net at December 31, 2020 656,348 - - 656,348 Goodwill, net 656,348 - - 656,348 Acquisitions - 1,798,399 258,000 2,056,399 Impairment of goodwill (86,348 ) - - (86,348 ) Goodwill, net at December 31, 2021 $ 570,000 $ 1,798,399 $ 258,000 $ 2,626,399 Goodwill, net $ 570,000 $ 1,798,399 $ 258,000 $ 2,626,399 During the year ended December 31, 2021, we performed a quantitative goodwill assessment and determined the fair value of Muscle Maker Grill restaurant using a discounted cash flow model. The discounted cash flow model relied on making assumptions, such as the extent of the economic downturn related to the COVID-19 pandemic, the expected timing of recovery, expected growth in profitability and discount rate, which we believed were appropriate. The results of our 2021 goodwill impairment test indicated that the estimated carry value of Muscle Maker Grill exceeded its fair value amount. As a result, we recorded a goodwill impairment charge of $ 86,348 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements

ACCOUNTS PAYABLES AND ACCRUED E

ACCOUNTS PAYABLES AND ACCRUED EXPENSES	12 Months Ended
	Dec. 31, 2021
Payables and Accruals [Abstract]
ACCOUNTS PAYABLES AND ACCRUED EXPENSES	NOTE 8 – ACCOUNTS PAYABLES AND ACCRUED EXPENSES Accounts payables and accrued expenses consist of the following: SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES December, 31, December 31, 2021 2020 Accounts payable $ 734,688 $ 692,966 Accrued payroll 758,732 78,667 Accrued professional fees 185,872 224,028 Accrued board members fees 57,573 36,697 Accrued rent expense 176,727 171,266 Accrued compensation expense 36,600 - Sales taxes payable (1) 125,550 231,177 Sales taxes payable 125,550 231,177 Accrued interest 28,426 25,222 Other accrued expenses 104,355 40,912 Total Accounts Payable and Accrued Expenses $ 2,208,523 $ 1,500,935 (1) See Note 14 – Commitments and Contingencies –Taxes for detailed related to delinquent sales taxes.

CONVERTIBLE NOTE PAYABLE TO FOR

CONVERTIBLE NOTE PAYABLE TO FORMER PARENT	12 Months Ended
	Dec. 31, 2021
Convertible Note Payable To Former Parent
CONVERTIBLE NOTE PAYABLE TO FORMER PARENT	NOTE 9 – CONVERTIBLE NOTE PAYABLE TO FORMER PARENT On April 6, 2018, the Company issued a $ 475,000 3.50 On April 11, 2018, the Former Parent elected to partially convert the 2018 ARH Note for the principal of $ 392,542 112,154 The Company had an aggregate gross amount of $ 82,458

NOTES PAYABLE

NOTES PAYABLE	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
NOTES PAYABLE	NOTE 10 – NOTES PAYABLE 15% Senior Secured Convertible Promissory Notes During the year ended December 31, 2020, the Company repaid an aggregate of $ 450,000 12% Secured Convertible Promissory Notes During the year ended December 31, 2020, the Company repaid the $ 75,000 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 10 –NOTES PAYABLE, continued Convertible Notes During the year ended December 31, 2020, the Company repaid an convertible note payable in the amount of $ 25,000 As of December 31, 2021 and 2020, the Company has another convertible note payable in the amount of $ 100,000 100,000 Other Notes Payable On October 10, 2019, the Company issued a note payable in connection with the acquisition of the franchisee location in the amount of $ 300,000 8 5 On February 3, 2020, the Company issued a note payable in the principal amount of $ 150,000 20 February 21, 2020 On May 9, 2020, the Company entered into a Paycheck Protection Program Promissory Note and Agreement with Greater Nevada Credit Union, pursuant to which the Company received loan proceeds of $ 866,300 On June 21, 2021 the U.S. Small Business Administration (the “SBA”) forgave the Company’s first Paycheck Promissory Note (“PPP loan”) entered into on May 9, 2020. The aggregate amount forgiven is $ 875,974 866,300 9,674 875,974 During the year ended December 31, 2021, as part of the Pokemoto acquisition, the Company acquired $ 1,171,400 During the year ended December 31, 2021, as part of the Pokemoto acquisition the Company acquired $ 291,053 151,176 1,589 The PPP 2 Loan is administered by the SBA. The interest rate of the loan is 1.00 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 10 –NOTES PAYABLE, continued Other Notes Payable, continued During the year ended December 31, 2021 and 2020, the Company repaid a total amount of $ 1,280,432 597,415 As of December 31, 2021, the Company had an aggregate amount of $ 1,170,079 1 8 The maturities of other notes payable as of December 31, 2021, are as follows: SCHEDULE OF OUTSTANDING DEBT Principal Repayments due as of Amount 12/31/2022 $ 165,052 12/31/2023 173,469 12/31/2024 170,730 12/31/2025 112,885 12/31/2026 547,943 Total debt $ 1,170,079

DEFERRED REVENUE

DEFERRED REVENUE	12 Months Ended
	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
DEFERRED REVENUE	NOTE 11 – DEFERRED REVENUE At December 31, 2021 and 2020, deferred revenue consists of the following: SCHEDULE OF DEFERRED REVENUE December 31, December 31, 2021 2020 Deferred revenues, net $ 1,063,373 $ 1,007,129 Less: Unearned vendor rebates, current (49,728 ) (62,858 ) Deferred revenues, non-current $ 1,013,645 $ 944,271 Deferred revenue of $ 263,215 49,728 23,171 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements

OTHER CURRENT LIABILITIES

OTHER CURRENT LIABILITIES	12 Months Ended
	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
OTHER CURRENT LIABILITIES	NOTE 12 – OTHER CURRENT LIABILITIES Other current liabilities consist of the following: SCHEDULE OF OTHER CURRENT LIABILITIES December 31, December 31, 2021 2020 Gift card liability $ 27,633 $ 91,034 Co-op advertising fund liability 126,564 299,490 Advertising fund liability 131,891 250,894 Other current liabilities $ 286,088 $ 641,418 See Note 2 – Significant Accounting Policies – Revenue Recognition for details related to the gift card liability and advertising fund liability.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 13 – INCOME TAXES The tax effects of temporary differences that give rise to deferred tax assets and liabilities as of December 31, 2021 and 2020 are presented below: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES 2021 2020 For the Years Ended December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 10,918,652 $ 7,692,505 Receivable allowance 19,932 22,932 Stock-based compensation - 289,758 Accruals - 16,266 Intangible assets 697,115 269,562 Property and equipment - 10,292 Deferred Rent 13,652 5,746 Deferred revenues 187,009 267,996 Gross deferred tax asset 11,836,360 8,575,057 Deferred tax liabilities: Property and equipment (447,944 ) - Gross deferred tax liabilities (447,944 ) - Net deferred tax assets 10,768,846 8,575,057 Valuation allowance (10,768,846 ) (8,575,057 ) Net deferred tax asset, net of valuation allowance $ - $ - MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 13 – INCOME TAXES, continued The income tax benefit for the periods shown consist of the following: SCHEDULE OF INCOME TAX BENEFIT 2021 2020 For the Years Ended December 31, 2021 2020 Federal: Current $ - $ - Deferred 1,645,342 2,054,947 State and local: Current - - Deferred 548,447 684,982 Federal, State and local, tax expense 2,193,789 2,739,929 Change in valuation allowance (2,193,789 ) (2,739,929 ) Income tax benefit $ - $ - A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the periods shown, are as follows: SCHEDULE OF RECONCILIATION OF STATUTORY FEDERAL INCOME TAX RATE 2021 2020 For the Years Ended December 31, 2021 2020 Federal income tax benefit at statutory rate 21.0 % 21.0 % State income tax benefit, net of federal impact 7.0 % 7.0 % Permanent differences (0.0 )% (0.0 )% Other 1.7 % (0.4 )% Change in valuation allowance 26.3 % (27.6 )% Effective income tax rate 0.0 % (0.0 )% The Company has filing obligations in what it considers its U.S. major tax jurisdictions as follows: Nevada, California, New Jersey, Texas, New York State and New York City. The Company’s tax returns filed for the years ending December 31, 2020, 2019, 2018 and 2017 remain subject to examination. The Company has approximately $ 38.9 will expire from 2031 to 2037 for federal and state purposes In accordance with Section 382 of the Internal Revenue Code, the utilization of the Company’s net operating loss carryforwards could be subject to annual limitations if there has been greater than 50% ownership change. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 14 – COMMITMENTS AND CONTINGENCIES Operating Leases The leases are subject to certain annual escalations as defined in the agreements. The Company recognizes rent on a straight-line basis. The cumulative difference between the rent payments and the rent expense since the inception of the leases was $ 128,095 On June 26, 2020, the Company was informed that one of their leases for a future military location was terminated due to the current economic environment as a result of COVID-19. Due to the economic effect of COVID-19 the Company made the decision to close one of their Company-owned stores permanently during the third quarter of 2020. As a result, the Company was able to negotiate a sublease on October 29, 2020, for the remainder of the lease term in which the subtenant agreed to make lease payments to the Company until the lease terminates on February 28, 2021. During the year ended December 31, 2020, the Company became obligated for payments pursuant to two new lease agreements in connection with the acquisition of the Chelsea and Philadelphia location with terms ranging from 4 5 3,666 13,431 During the year ended December 31, 2021, the Company became obligated for payments pursuant to seven new assumed lease agreements though acquisitions for restaurant spaces with lease terms ranging from of 1.5 10 2,153 8,600 During the year ended December 31, 2021, the Company became obligated for payments pursuant to four new lease agreements for newly opened restaurant spaces with lease terms of 5 The Company has recorded security deposits, totaling, in the aggregate, approximately $ 167,770 131,790 Future aggregate minimum lease payments for these leases and others as of December 31, 2021 are: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Future Minimum Lease Payments 2022 $ 897,381 2023 769,266 2024 712,591 2025 541,684 2026 403,452 Thereafter 783,391 Future Minimum Lease Payments $ 4,107,765 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 14 – COMMITMENTS AND CONTINGENCIES, continued Operating Leases, continued Total rent expense was $ 1,304,369 726,242 1,261,096 691,986 43,273 34,256 Election of Directors On October 27, 2020, the Company held its annual shareholders meeting and the shareholders voted on the directors to serve on the Company’s board of directors. The shareholders elected Kevin Mohan, Stephan Spanos, A.B. Southall III, Paul L. Menchik, Peter Petrosian, Jeff Carl, Major General (ret) Malcom Frost and Phillip Balatsos to serve on the Company’s board of directors. On October 7, 2021, the Company held its annual shareholders meeting and the shareholders voted on the directors to serve on the Company’s board of directors. The shareholders elected Kevin Mohan, Stephan Spanos, A.B. Southall III, Paul L. Menchik, Jeff Carl, Major General (ret) Malcom Frost and Phillip Balatsos to serve on the Company’s board of directors. Consulting Agreements On February 18, 2020, the Company entered into a professional services agreement with a company to provide advice on business development of food stores and delivery kitchen operations. In addition, they will review and advise the Company on potential acquisition targets, including financial analytics for post-merger entities and provide assistance in preparing pro-forma financial information. The term of the agreement commences from the effective date on February 18, 2020 and expires on February 18, 2021. Pursuant to the terms of the agreement, the Company agreed to issue 300,000 100,000 5.00 191,000 100,000 300,000 300,000 100,000 300,000 100,000 187,000 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 14 – COMMITMENTS AND CONTINGENCIES, continued Consulting Agreements, continued On February 24, 2020, the Company entered into a Consulting Agreement with consultants with experience in the area of corporate finance, investor communication and financial and investor public relations. The term of the agreement is for two months from the effective date on February 27, 2020 and expires on April 27, 2020 215,000 10,000 10,000 215,000 On April 8, 2020, the Company entered into a professional service agreement with a consultant to provide advice on investor outreach and institutional engagements. The Consultants will also provide continuous market insight and interpret our trading activity. The term of the agreement commenced from the execution date and ends on April 1, 2021. Pursuant to the terms, the Company agreed to pay the consultant in the form of non-qualified stock options to acquire 200,000 2.50 3.50 200,000 200,000 60,000 On July 28, 2020, the Company entered into a Consulting Agreement with consultants with experience in the area of corporate finance, investor communication and financial and investor public relations. The term of the agreement is for one month from the effective date on July 28, 2020 and expires on August 28, 2020 253,500 15,000 15,000 253,500 On February 7, 2021, the Company entered into a Consulting Agreement with consultants as a strategy business consultant to provide the Company with business and marketing advice as needed. The term of the agreement is for five months from the effective date on February 7, 2021 100,000 60,000 40,000 40,000 42,400 On March 8, 2021, the Company entered into a Consulting Agreement with consultants as a strategy business consultant to provide the Company with financial and business advice. The term of the agreement is for five months from the effective date on March 8, 2021 . Pursuant to the terms of the agreement the Company agreed to pay the consultant a total of 100,000 shares of the Company’s common stock. The Company issued 70,000 shares of common stock upon the effective date of the agreement with the remaining 30,000 to be issued upon the successful completion of the agreement. As of December 31, 2021, the Company issued the remaining 30,000 shares of common with a grant date fair value of $ 31,800 pursuant to the terms of the agreement. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 14 – COMMITMENTS AND CONTINGENCIES, continued Consulting Agreements, continued On March 22, 2021, the Company entered into a Consulting Agreement with consultants with experience in the area of investor relations and capital introductions. The term of the agreement is for six months from the effective date on March 22, 2021. 250,000 150,000 Board Compensation On February 17, 2020 the Company authorized the issuance of an aggregate of 25,616 On June 24, 2020 the Company authorized the issuance of an aggregate of 4,340 On November 10, 2020 the Company authorized the issuance of an aggregate of 5,944 On December 4, 2020, the board of directors approved a new board compensation plan that would compensate the board members for their deferred compensation for the fourth quarter 2020 through the third quarter of 2021. The board members are eligible for cash compensation of $ 12,000 In addition, on an ongoing basis pursuant to the approved board compensation plan each director will receive $ 8,000 6,000 4,000 On February 3, 2021, the Company issued an aggregate of 16,126 On March 31, 2021, the Company authorized the issuance of an aggregate of 12,711 On August 24, 2021, the Company authorized the issuance of an aggregate of 20,829 24,275 As of December 31, 2021, the Company accrued a total of $ 39,573 18,000 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 14 – COMMITMENTS AND CONTINGENCIES, continued Franchising During the year ended December 31, 2021, the Company entered into a various franchise agreement for a total of seventeen potentially new Pokemoto locations with various franchisees. The Franchisees paid the Company an aggregate of $ 217,500 Master Franchise Agreement On October 25, 2021, Muscle Maker Development International LLC (“MMDI”), a wholly-owned subsidiary of Muscle Maker Inc., entered into a Master Franchise Agreement (the “Master Franchise Agreement”) with Almatrouk Catering Company – OPC (“ACC”) providing ACC with the right to grant franchises for the development of 40 “Muscle Maker Grill” restaurants through December 31, 2030 (the “Term”) in the Kingdom of Saudi Arabia (“KSA”). Under the Master Franchise Agreement, MMDI has granted to ACC an exclusive right to establish and operate Muscle Maker restaurants in the KSA. MMDI will not own or operate restaurants in KSA, grant franchises for the restaurants in KSA, or grant Master Franchise Rights for the restaurants to other persons within the KSA. ACC will be solely responsible for the development, sales, marketing, operations, distribution and training of all franchise locations sold in the KSA. ACC is required to pay MMDI $ 150,000 20,000 1,000 Taxes The Company failed in certain instances in paying sales taxes collected from customers in specific states that impose a tax on sales of the Company’s products during 2017 and 2018. The Company had accrued for approximate $ 125,550 231,177 Litigations, Claims and Assessments On March 27, 2018 a convertible note holder filed a complaint in the Iowa District Court for Polk County #CVCV056029 against the Company for failure to pay the remaining balance due on a promissory note in the amount of $ 100,000 171,035 171,035 71,035 100,000 27,210 In May 2018, Resolute Contractors, Inc., Quality Tile, MTL Construction, Genesis Electric, JNB Interiors and Captive Aire filed a Mechanics Lien in Orange County, California for labor, service, equipment and materials in the total amount of $ 98,005 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 14 – COMMITMENTS AND CONTINGENCIES, continued Litigations, Claims and Assessments, continued On or about March 7, 2019, the Company was listed as a defendant to a lawsuit filed by a contractor in the State of Texas in El Paso County #2019DCV0824. The contractor is claiming a breach of contract and is seeking approximately $ 32,809 30,000 On January 23, 2020, the Company was served a judgment issued by the Judicial Council of California in the amount of $ 130,185 In March 2021, the Company participated in a mediation concerning an investor who invested with American Restaurant Holdings, Inc and/or American Restaurants, LLC, our former parent company, from 2013 through 2015 in the total amount of $ 531,250 160,000 100,000 In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. In the opinion of management after consulting legal counsel, such matters are currently not expected to have a material impact on the Company’s financial statements. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements after consulting legal counsel. Corporate Address Change During October 2020, the Company relocated its corporate office address from 308 East Renfro Street, Suite 101, Burleson, Texas, 76028 to 2600 South Shore Blvd. Suite 300, League City, Texas, 77573. Kitchen Service Agreement On February 26, 2020, the Company entered into a Kitchen Services Agreement with a major delivery-only kitchen concept. The Kitchen Services Agreement provides for ten locations in total with four initial locations starting in the Chicago market, two locations in the Philadelphia market, one location in the Providence market, two locations in the Miami market and one location in the New York market. The Kitchen Services Agreement provide the Company with access to the delivery-only locations for a one-year term with an automatic one-year renewal unless terminated by either party. The delivery-only locations are set up for third party delivery and provide that the Company must pay monthly license fees, processing service fees and storage service fees. The monthly license fees for the locations range from $ 3,000 6,000 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements

REPORTABLE OPERATING SEGMENTS

REPORTABLE OPERATING SEGMENTS	12 Months Ended
	Dec. 31, 2021
Segment Reporting [Abstract]
REPORTABLE OPERATING SEGMENTS	NOTE 15 – REPORTABLE OPERATING SEGMENTS See Note 1 – Business Organization and Nature of Operations for descriptions of our operating segments. SUMMARY OF OPERATING SEGMENTS December, 31, 2021 Revenues Muscle Maker Grill Division $ 6,037,403 Pokemoto Division 2,844,782 SuperFit Foods Division 1,467,451 Revenues $ 10,349,636 Operating Loss Muscle Maker Grill Division $ (303,439 ) Pokemoto Division 492,026 SuperFit Division 300,138 Corporate and unallocated G&A expenses (a) (8,094,509 ) Unallocated operating other income (expense) (b) (1,866,887 ) Operating Loss $ (9,472,671 ) Gain in debt extinguishment 1,228,308 Interest expense, net (50,170 ) Other non-operating income (expense) (c) 118,403 Loss before income taxes $ (8,176,130 ) (a) Includes charges related to corporate expense that the Company does not allocateto the respective divisions. The largest portion of this expense relates to payroll, benefits and other compensation expense of $ 3,454,492 1,785,665 1,611,045 (b) Includes charges of $ 1,139,908 86,348 (c) Includes changes in the fair value of accrued compensation of $ 127,500

EQUITY

EQUITY	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
EQUITY	NOTE 16 – EQUITY Authorized Capital On October 27, 2020, the shareholders approved to amend the Company’s articles of incorporation to increase the number of authorized shares of common stock from 14,285,714 25,000,000 0.0001 25,000,000 0.0001 On October 7, 2021, the shareholders approved to amend the Company’s articles of incorporation to increase the number of authorized shares of common stock from 25,000,000 50,000,000 0.0001 50,000,000 0.0001 Stock Option and Stock Issuance Plan 2019 Plan The Company’s board of directors and shareholders approved and adopted on October 28, 2019 the 2019 Equity Incentive Plan (“2019 Plan”), effective on October 28, 2019 under which stock options and restricted stock may be granted to officers, directors, employees and consultants in the form of non-qualified stock options, incentive stock-options, , stock appreciation rights, restricted stock awards, restricted stock Units, stock bonus awards, performance compensation awards (including cash bonus awards) or any combination of the foregoing. Under the 2019 Plan, the Company reserved 214,286 188,527 2020 Plan The Company’s board of directors and shareholders approved and adopted on October 27, 2020 the 2020 Equity Incentive Plan (“2020 Plan”), effective on October 27, 2020 under which stock options and restricted stock may be granted to officers, directors, employees and consultants in the form of non-qualified stock options, incentive stock-options, stock appreciation rights, restricted stock awards, restricted stock Units, stock bonus awards, performance compensation awards (including cash bonus awards) or any combination of the foregoing. Under the 2020 Plan, the Company reserved 1,750,000 889,756 2021 Plan The Company’s board of directors and shareholders approved and adopted on October 7,2021 the 2021 Equity Incentive Plan (“2021 Plan”), effective on September 16, 2020 under which stock options and restricted stock may be granted to officers, directors, employees and consultants in the form of non-qualified stock options, incentive stock-options, stock appreciation rights, restricted stock awards, restricted stock Units, stock bonus awards, performance compensation awards (including cash bonus awards) or any combination of the foregoing. Under the 2021 Plan, the Company reserved 1,500,000 471,348 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Common Stock Issuances On February 17, 2020 the Company authorized the issuance of an aggregate of 25,616 On March 31, 2020, the Company issued 75,000 On April 21, 2020, the Company issued an aggregate of 51,105 357,735 On June 1, 2020, the Company issued 5,000 10,150 On June 5, 2020, the Company issued 15,000 46,050 On June 24, 2020 the Company authorized the issuance of an aggregate of 4,340 On August 21, 2020, the Company issued an aggregate of 53,571 200,705 On November 5, 2020, the Company issued 53,763 100,000 On November 30, 2020, the Company issued 82,500 176,138 On February 3, 2021, the Company issued an aggregate of 20,000 42,600 On April 30, 2021, the Company issued an aggregate of 10,000 14,700 On May 6, 2021, the Company issued an aggregate of 150,000 214,500 127,500 On May 27, 2021, the Company cancelled 11,879 11,879 On August 24, 2021, the Company issued an aggregate of 15,000 20,999 On August 26, 2021, the Company issued an aggregate of 1,100 1,540 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Common Stock Issuances, continued On October 11, 2021, the Company issued an aggregate of 40,000 40,800 On October 22, 2021, the Company issued an aggregate of 15,000 15,150 On December 3, 2021, the Company issued 82,500 84,975 On December 7, 2021, the Company issued an aggregate of 160,000 177,600 On December 27, 2021, the Company issued 10,000 7,400 See Note 3 – Acquisitions – Pokemoto Acquisition and SuperFit Foods Acquisition for details related to the stock issuance in connection with the acquisitions. See Note 14 – Commitments and Contingencies – Consulting Agreements and Board Compensation for details related to additional stock issuances during the year ended December 31, 2021. See Note 15 – Equity – warrants, Closing of Offerings and Private placement for details related to various stock issuances. Closing of Offerings On February 12, 2020, the Company priced its initial public offering of 1,540,000 5.00 6,780,000 920,000 123,200 On September 10, 2020, the Company priced its public offering (“September Offering”) of 3,294,118 1.70 4,940,001 660,000 263,529 494,177 764,399 75,600 494,177 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Private Placements On April 7, 2021, the Company entered into a Securities Purchase Agreement with an accredited investor (the “Securities Purchase Agreement”) for a private placement (the “Private Placement”) pursuant to which the investor agreed to purchase from the Company for an aggregate purchase price of approximately $ 10,000,000 1,250,000 4,115,227 2,865,227 2.43 2.42 0.01 2.43 5.5 The Securities Purchase Agreement contains customary representations, warranties and agreements of the Company and the Purchaser and customary indemnification rights and obligations of the parties thereto. Pursuant to the Securities Purchase Agreement, the Company was required to register the resale of the Shares and the shares issuable upon exercise of the Common Warrant and the Pre-Funded Warrant. The Company prepared and filed a registration statement with the Securities and Exchange Commission within 30 days of the date of the Securities Purchase Agreement and to used commercially reasonable efforts to have the registration statement declared effective within 90 days of the closing of the Private Placement. Pursuant to a placement agency agreement, dated April 6, 2021, between the Company and A.G.P./Alliance Global Partners (the “Placement Agent”) entered into in connection with the Private Offering, the Placement Agent acted as the sole placement agent for the Private Placement and the Company has paid customary placement fees to the Placement Agent, including a cash fee equal to 8 4 2.916 On November 17, 2021, the Company entered into a Securities Purchase Agreement with accredited investors (the “Securities Purchase Agreement”) for a private placement (the “Private Placement”) pursuant to which the investors (the “Purchasers”) agreed to purchase from the Company for an aggregate purchase price of approximately $ 15,000,000 6,772,000 0.0001 10,830,305 4,058,305 1.385 1.3849 0.0001 1.385 5 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Private Placements, continued The Securities Purchase Agreement contains customary representations, warranties and agreements of the Company and the Purchaser and customary indemnification rights and obligations of the parties thereto. Pursuant to the Securities Purchase Agreement, the Company is required to register the resale of the Shares and the shares issuable upon exercise of the Common Warrant and the Pre-Funded Warrant. The Company was required to prepare and file a registration statement with the Securities and Exchange Commission within 30 days of the date of the Securities Purchase Agreement and used commercially reasonable efforts to have the registration statement declared effective within 90 days of the closing of the Private Placement. Pursuant to a placement agency agreement, dated November 17, 2021, between the Company and A.G.P./Alliance Global Partners (the “Placement Agent”) entered into in connection with the Private Offering, the Placement Agent acted as the sole placement agent for the Private Placement and the Company has paid customary placement fees to the Placement Agent, including a cash fee equal to 8 4 1.662 Warrant and Option Valuation The Company has computed the fair value of warrants granted and options accrued for as accrued compensation expense using the Black-Scholes option pricing model. The expected term used for warrants and options issued to non-employees is the contractual life. The Company is utilizing an expected volatility figure based on a review of the historical volatilities, over a period of time, equivalent to the expected term of the instrument being valued, of similarly positioned public companies within its industry. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued. The options accrued for in accrued compensation expense had a grant date fair value of $ 46,000 14,000 66.77 112.17 0.12 0.23 0.34 1 0 1.42 2.71 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Restricted Common Stock On February 18, 2020, the Company issued an aggregate of 216,783 1,083,915 agreements as part of completing the initial public offering. On August 11, 2020, the executive team entered into an agreement individually with the Company to cancel an aggregate of 216,783 1,083,893 1,200 On February 11, 2021, the Company issued an aggregate of 221,783 At December 31, 2021, there was no restricted common stock outstanding. A summary of the activity related to the restricted common stock for the years ended December 31, 2021 and 2020, respectively, is presented below: SCHEDULE OF ACTIVITY RELATED TO RESTRICTED COMMON STOCK Weighted Average Grant Total Date Fair Value Outstanding at January 1, 2020 2,426 65.33 Granted 216,783 5.00 Forfeited - - Vested (218,009 ) 5.34 Outstanding at December 31, 2020 1,200 65.33 Granted 221,783 2.87 Forfeited - - Vested (222,983 ) 3.21 Outstanding at December 31, 2021 - $ - MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Options On November 27, 2020, the Company issued an aggregate of 300,000 118,000 A summary of option activity during the years ended December 31, 2021 and 2020 is presented below: SCHEDULE OF OPTION ACTIVITY Weighted Weighted Average Average Remaining Number of Exercise Life Options Price In Years Outstanding, January 1, 2020 33,750 $ 9.33 0.60 Issued 300,000 3.33 Exercised - - Forfeited (33,750 ) 9.33 Outstanding, December 31, 2020 300,000 $ 3.33 1.10 Issued - - Exercised - - Forfeited (200,000 ) 2.50 Outstanding, December 31, 2021 100,000 $ 5.00 1.92 Exercisable, December 31, 2021 100,000 $ 5.00 1.92 The Company has estimated the fair value of the options using the Black-Scholes model using the following assumptions: SCHEDULE OF STOCK OPTIONS ASSUMPTIONS For the Year Ended December 31, 2020 Risk free interest rate 0.10 0.23 % Expected term (years) 0.34 5.00 Expected volatility 66.77 112.17 % Expected dividends 0.00 % Warrants See Note 16 – Equity – Private Placements for details related to the warrants issued during the year ended December 31, 2021. On May 24, 2021, the Company issued 1,465,227 14,652 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Warrants, continued On May 28, 2021, the Company issued 1,400,000 14,000 On December 23, 2021, the Company issued 1,210,110 A summary of warrants activity during the years ended December 31, 2021 and 2020 is presented below: SCHEDULE OF WARRANTS ACTIVITY Weighted Weighted Average Average Remaining Number of Exercise Life Warrants Price In Years Outstanding, January 1, 2020 2,450,287 $ 5.51 3.7 Issued 486,729 3.65 Exercised (354,159 ) 6.74 Outstanding, December 31, 2020 2,582,857 $ 4.08 3.3 Issued 21,869,064 0.46 Exercised (4,075,337 ) 0.01 Forfeited (92,568 ) 19.99 Outstanding, December 31, 2021 20,284,016 $ 1.66 4.0 Exercisable, December 31, 2021 20,284,016 $ 1.66 4.0 The grant date fair value of warrants granted during the years ended December 31, 2021 was established during the Private Placement. The grant date fair value of warrants granted during the year ended December 31, 2020 was determined on the date of issuance using the Black-Scholes option pricing model with the following assumptions: expected volatility, dividend rate, risk free interest rate and the expected life. The Company calculates the expected volatility using the historical volatility of comparable companies over the most recent period equal to the expected term and evaluates the extent to which available information indicates that future volatility may differ from historical volatility. The expected dividend rate is zero as the Company does not expect to pay or declare any cash dividends on common stock. The risk-free rates for the expected terms of the stock warrants are based on the U.S. Treasury yield curve in effect at the time of the grant. The Company has not experienced significant exercise activity on warrants. Due to the lack of historical information, the Company determined the expected term of its warrant awards issued using the simplified method. In applying the Black-Scholes option pricing model, the Company used the following assumptions: SCHEDULE OF WARRANTS ASSUMPTIONS For the Year Ended December 31, 2020 Risk free interest rate 1.37 % Expected term (years) 3.00 Expected volatility 55.33 % Expected dividends 0.00 % MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 16 – EQUITY, continued Stock-Based Compensation Expense Stock-based compensation related to restricted stock issued to employees, directors and consultants, warrants and warrants to consultants amounted to $ 2,207,046 2,806,336 2,200,274 2,803,716 6,772 2,620

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 17 – SUBSEQUENT EVENTS Company-Owned Restaurants Subsequent to December 31, 2021, and through the date of the issuance of these consolidated financial statements, the Company closed two Company-owned Muscle Maker Grill restaurants. The decision to close the locations was made as a cost saving measure due to the locations not performing as anticipated. The Company opened one new Company-owned Pokemoto location in Miami. See Note 14 – Commitments and Contingencies, Kitchen Service Agreement. Common Stock On January 3, 2022, the Company authorized the issuance of an aggregate of 1,200,000 1,200,215 On January 6, 2022, the Company authorized the issuance of an aggregate of 39,573 shares of common stock to the members of the board of directors as compensation earned during the fourth quarter of 2021. The Company accrued for the liability as of December 31, 2021. On January 18, 2022, the Company issued an aggregate of 30,000 shares of common stock of the Company to a consultant that assisted with the acquisition of SuperFit Foods and Pokemoto, with an aggregate fair value amount of $ 15,600 . The Company accrued for the liability as of December 31, 2021. Employment Agreements On January 2, 2022, the Company appointed Jennifer Black as Chief Financial Officer of the Company and entered into an Offer Letter with Ms. Black. Pursuant to the Offer Letter, Ms. Black will be employed as Chief Financial Officer of the Company on an at-will basis. Ms. Black will be entitled to a base salary at the annualized rate of $ 190,000 20,000 20,000 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 17 – SUBSEQUENT EVENTS, continued Employment Agreements, continued On February 10, 2022, the Company entered into an Employment Agreement with Michael Roper effective February 14, 2022, which replaced his prior employment agreement. Pursuant to the Employment Agreement, Mr. Roper will continue to be employed as Chief Executive Officer of the Company on an at will basis. During the term of the Employment Agreement, Mr. Roper will be entitled to a base salary at the annualized rate of $ 350,000 375,000 100,000 five years On February 10, 2022, the Company and Kevin Mohan, Chief Investment Officer, entered a letter agreement providing that Mr. Mohan will continue to be engaged by the Company on an at-will basis with a base salary at the annualized rate of $ 200,000 75 75,000 five years On February 9, 2022, the Company and Kenn Miller, Chief Operations Officer, entered a letter agreement providing that Mr. Miller will continue to be engaged by the Company on an at-will basis with a base salary at the annualized rate of $ 275,000 75 50,000 five years On February 9, 2022, the Company and Aimee Infante, Chief Marketing Officer, entered a letter agreement providing that Ms. Infante will continue to be engaged by the Company on an at-will basis with a base salary at the annualized rate of $ 175,000 25 42,500 five years MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 17 – SUBSEQUENT EVENTS, continued Employment Agreements, continued On February 9, 2022, the Company and Ferdinand Groenewald, Chief Accounting Officer, entered a letter agreement providing that Mr. Groenewald will continue to be engaged by the Company on an at-will basis with a base salary at the annualized rate of $ 175,000 25 25,000 five years Nasdaq Notice On February 1, 2022, the Company received notice from The Nasdaq Stock Market (“Nasdaq”) that the closing bid price for the Company’s common stock had been below $ 1.00 Nasdaq’s notice has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market. The notice indicates that the Company will have 180 calendar days, until August 1, 2022, to regain compliance with this requirement. The Company can regain compliance with the $ 1.00 1.00 The Company intends to actively monitor the minimum bid price of its common stock and may, as appropriate, consider available options to regain compliance with the Rule. There can be no assurance that the Company will be able to regain compliance with the Rule or will otherwise be in compliance with other Nasdaq listing criteria.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries and majority-owned subsidiary. Any intercompany transactions and balances have been eliminated in consolidation.
Reclassifications	Reclassifications Certain prior year balances have been reclassified in order to conform to current year presentation. These reclassifications have no effect on the previously reported results of operations or loss per share. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Significant estimates include: ● the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets; ● the estimated useful lives of intangible and depreciable assets; ● estimates and assumptions used to value warrants and options; ● the recognition of revenue; and ● the recognition, measurement and valuation of current and deferred income taxes. Estimates and assumptions are periodically reviewed, and the effects of any material revisions are reflected in the financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly-liquid instruments with an original maturity of three months or less when purchased to be cash equivalents. There were no
Inventory	Inventory Inventories, which are stated at the lower of cost or net realizable value, consist primarily of perishable food items and supplies. Cost is determined using the first-in, first out method.
Property and Equipment	Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. Major improvements are capitalized, and minor replacements, maintenance and repairs are charged to expense as incurred. Depreciation and amortization are calculated on the straight-line basis over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of the estimated useful life or the lease term of the related asset. The estimated useful lives are as follows: SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT Furniture and equipment 5 7 Leasehold improvements 1 11 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued
Intangible Assets	Intangible Assets The Company accounts for recorded intangible assets in accordance with ASC 350 “Intangibles - Goodwill and Other”. In accordance with ASC 350, the Company does not amortize intangible assets having indefinite useful lives. The Company’s goodwill and trademarks are deemed to have indefinite lives, and accordingly are not amortized, but are evaluated for impairment at least annually, or more often whenever changes in facts and circumstances may indicate that the carrying value may not be recoverable. The Accounting Standards Codification (“ASC”) requires that goodwill be tested for impairment at the reporting unit level (operating segment or one level below an operating segment). Application of the goodwill impairment test requires judgment, including the identification of reporting units, assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value. Significant judgment is required to estimate the fair value of reporting units which includes estimating future cash flows, determining appropriate discount rates and other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value and/or goodwill impairment. Other intangible assets include a trademark with an indefinite useful life. The other intangible assets estimated original useful lives are as follows: SCHEDULE OF OTHER INTANGIBLE ASSETS USEFUL LIVES Franchisee agreements 13 Franchise license 10 Trademark – SuperFit, Trademark – Pokemoto Domain name, customer list and Proprietary recipes 5 7 Non-compete agreement 2 3
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets When circumstances, such as adverse market conditions, indicate that the carrying value of a long-lived asset may be impaired, the Company performs an analysis to review the recoverability of the asset’s carrying value, which includes estimating the undiscounted cash flows (excluding interest charges) from the expected future operations of the asset. These estimates consider factors such as expected future operating income, operating trends and prospects, as well as the effects of demand, competition and other factors. If the analysis indicates that the carrying value is not recoverable from future cash flows, an impairment loss is recognized to the extent that the carrying value exceeds the estimated fair value. Any impairment losses are recorded as operating expenses, which reduce net income. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued
Convertible Instruments	Convertible Instruments The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). If the instrument is determined not to be a derivative liability, the Company then evaluates for the existence of a beneficial conversion feature by comparing the market price of the Company’s common stock as of the commitment date to the effective conversion price of the instrument. As of December 31, 2021 and December 31, 2020, the Company
Revenue Recognition	Revenue Recognition The Company’s revenues consist of restaurant sales, franchise royalties and fees, franchise advertising fund contributions, and other revenues. The Company recognized revenues according to Topic 606 “Revenue from Contracts with Customers”. Under the guidance, revenue is recognized in accordance with a five-step revenue model, as follows: (1) identifying the contract with the customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations; and (5) recognizing revenue when (or as) the entity satisfies a performance obligation. In applying this five-step model, we made significant judgments in identifying the promised goods or services in our contracts with franchisees that are distinct, and which represent separate performance obligations. Restaurant Sales Retail store revenue at Company-operated restaurants is recognized when payment is tendered at the point of sale, net of sales tax, discounts and other sales related taxes. The Company recorded retail store revenues of $ 9,320,920 3,672,944 The Company sells gift cards which do not have an expiration date, and it does not deduct dormancy fees from outstanding gift card balances. The Company recognizes revenues from gift cards as restaurant revenues once the Company performs its obligation to provide food and beverage to the customer simultaneously with the redemption of the gift card or through gift card breakage, as discussed in Other Revenues below. Franchise Royalties and Fees Franchise revenues consists of royalties, franchise fees and rebates. Royalties are based on a percentage of franchisee net sales revenue. The Company recognizes the royalties as the underlying sales occur. The Company recorded revenue from royalties of $ 434,849 331,694 MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Franchise Royalties and Fees, continued The Company provides the franchisees with management expertise, training, pre-opening assistance, and restaurant operating assistance in exchange for the multi-unit development fees and franchise fees. The Company capitalizes these fees upon collection from the franchisee, these fees are then recognized as franchise fee revenue on a straight-line basis over the life of the related franchise agreements and any exercised renewal periods. Cash payments are due upon the execution of the related franchise agreement. The Company’s performance obligation with respect to franchise fee revenues consists of a license to utilize the Company’s brand for a specified period of time, which is satisfied equally over the life of each franchise agreement. The Company recorded revenue from franchise fees of $ 263,215 277,255 The Company has supply agreements with certain food and beverage vendors. Pursuant to the terms of these agreements, rebates are provided to the Company based upon the dollar volume of purchases for all company-owned and franchised restaurants from these vendors. Rebates earned on purchases by franchise stores are recorded as revenue during the period in which the related food and beverage purchases are made. The Company recorded revenue from rebates of $ 80,117 130,501 Franchise Advertising Fund Contributions Under the Company’s franchise agreements, the Company and its franchisees are required to contribute a certain percentage of revenues to a national advertising fund. The Company’s national advertising services are provided on a system-wide basis and therefore, not considered distinct performance obligations for individual franchisees. In accordance with Topic 606, the Company recognizes these sales-based advertising contributions from franchisees as franchise revenue when the underlying franchisee Company incurs the corresponding advertising expense. The Company records the related advertising expenses as incurred under general and administrative expenses. When an advertising contribution fund is over-spent at year end, advertising expenses will be reported on the consolidated statement of operations in an amount that is greater than the revenue recorded for advertising contributions. Conversely, when an advertising contribution fund is under-spent at a period end, the Company will accrue advertising costs up to advertising contributions recorded in revenue. The Company recorded contributions from franchisees of $ 188,539 61,053 Other Revenues Gift card breakage is recognized when the likelihood of a gift card being redeemed by the customer is remote and the Company determines there is not a legal obligation to remit the unredeemed gift card balance to the relevant jurisdiction. The determination of the gift card breakage rate is based upon the Company’s specific historical redemption patterns. Gift card liability is recorded in other current liabilities on the consolidated balance sheet. The Company recorded $ 61,996 gift card breakage for the year ended December 31, 2021. For the year ended December 31, 2020, the Company did not record any gift card breakage. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Deferred Revenue Deferred revenue primarily includes initial franchise fees received by the Company, which are being amortized over the life of the Company’s franchise agreements, as well as unearned vendor rebates. Deferred revenue is recognized in income over the life of the franchise agreements and vendor rebates are recognized in income as performance obligations are satisfied.
Advertising	Advertising Advertising costs are charged to expense as incurred. Advertising costs were approximately $ 134,073 175,378
Net Loss per Share	Net Loss per Share Basic loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of potential common shares, if dilutive, resulting from the exercise of warrants, options or the conversion of convertible notes payable. The following securities are excluded from the calculation of weighted average diluted common shares at December 31, 2021 and 2020, respectively, because their inclusion would have been anti-dilutive: SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE December 31, 2021 2020 Warrants 20,284,016 2,582,857 Options 100,000 300,000 Convertible debt 32,350 32,350 Total potentially dilutive shares 20,416,366 2,915,207
Major Vendor	Major Vendor The Company engages various vendors to distribute food products to their Company-owned restaurants. Purchases from the Company’s largest supplier totaled 54 87
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”). ASC 820 defines fair value 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. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Fair Value of Financial Instruments, continued Level 1 — quoted prices in active markets for identical assets or liabilities Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 — inputs that are unobservable (for example, cash flow modeling inputs based on assumptions) The carrying amounts of accrued liabilities approximate fair value due to the short-term nature of these instruments. The carrying amounts of our short–term credit obligations approximate fair value because the effective yields on these obligations, which include contractual interest rates, taken together with other features such as concurrent issuance of common stock and warrants, are comparable to rates of returns for instruments of similar credit risk. See Note 16 – Equity – Warrant and Options Valuation for details related to accrued compensation liability being fair valued using Level 1 inputs.
Income Taxes	Income Taxes The Company accounts for income taxes under Accounting Standards Codification (“ASC”) 740 Income Taxes (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities and net operating loss and credit carryforwards using enacted tax rates in effect for the year in which the differences are expected to impact taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Tax benefits claimed or expected to be claimed on a tax return are recorded in the Company’s financial statements. A tax benefit from an uncertain tax position is only recognized if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. Uncertain tax positions have had no impact on the Company’s financial condition, results of operations or cash flows. The Company does not expect any significant changes in its unrecognized tax benefits within years of the reporting date. The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the consolidated statements of operations.
Stock-Based Compensation	Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and directors, the fair value of the award is measured on the grant date and for non-employees, the fair value of the award is generally recorded on the grant date and re-measured on financial reporting dates and vesting dates until the service period is complete. The fair value amount of the award is then recognized over the period services are required to be provided in exchange for the award, usually the vesting period. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842), which requires companies to recognize lease liabilities and corresponding right-of-use leased assets on the balance sheets and to disclose key information about leasing arrangements. Qualitative and quantitative disclosures will be enhanced to better understand the amount, timing, and uncertainty of cash flows arising from leases. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2022, with early adoption permitted. Additionally, in 2018 and 2019, the FASB issued the following Topic 842–related ASUs: ● ASU 2018-01, Land Easement Practical Expedient for Transition to Topic 842, which clarifies the applicability of Topic 842 to land easements and provides an optional transition practical expedient for existing land easements; ● ASU 2018-10, Codification Improvements to Topic 842, Leases, which makes certain technical corrections to Topic 842; ● ASU 2018-11, Leases (Topic 842): Targeted Improvements, which allows companies to adopt Topic 842 without revising comparative period reporting or disclosures and provides an optional practical expedient to lessors to not separate lease and non-lease components of a contract if certain criteria are met; and ● ASU 2019-01, Leases (Topic 842): Codification Improvements, which provides guidance for certain lessors on determining the fair value of an underlying asset in a lease and on the cash flow statement presentation of lease payments received; ASU No. 2019-01 also clarifies disclosures required in interim periods after adoption of ASU No. 2016-02 in the year of adoption. The Company will adopt Topic 842 as of December 31, 2022 and will recognize a cumulative-effect adjustment to the opening balance of accumulated deficit as of the adoption date. The Company is still currently evaluating the aforementioned ASUs and its impact on its consolidated financial statements and disclosure. In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718),” (“ASU 2018-07”). ASU 2018-07 is intended to reduce cost and complexity and to improve financial reporting for nonemployee share-based payments. Currently, the accounting requirements for nonemployee and employee share-based payment transactions are significantly different. ASU 2018-07 expands the scope of Topic 718, Compensation — Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity — Equity-Based Payments to Nonemployees. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted, but no earlier than a Company’s adoption date of Topic 606, Revenue from Contracts with Customers. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements and related disclosures. MUSCLE MAKER, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES, continued Recent Accounting Pronouncements, continued In October 2021, the FASB issued ASU 2021-08 Business Combinations (“Topic 805”): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The ASU requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers, as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities were recognized by the acquirer at fair value on the acquisition date. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. We are currently evaluating the extent of the impact of this ASU, but do not expect the adoption of this standard to have a significant impact on our consolidated financial statements.
Subsequent Events	Subsequent Events The Company evaluated events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation and transactions, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed in Note 17 – Subsequent Events.

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT	SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT Furniture and equipment 5 7 Leasehold improvements 1 11
SCHEDULE OF OTHER INTANGIBLE ASSETS USEFUL LIVES	Other intangible assets include a trademark with an indefinite useful life. The other intangible assets estimated original useful lives are as follows: SCHEDULE OF OTHER INTANGIBLE ASSETS USEFUL LIVES Franchisee agreements 13 Franchise license 10 Trademark – SuperFit, Trademark – Pokemoto Domain name, customer list and Proprietary recipes 5 7 Non-compete agreement 2 3
SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE	The following securities are excluded from the calculation of weighted average diluted common shares at December 31, 2021 and 2020, respectively, because their inclusion would have been anti-dilutive: SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE December 31, 2021 2020 Warrants 20,284,016 2,582,857 Options 100,000 300,000 Convertible debt 32,350 32,350 Total potentially dilutive shares 20,416,366 2,915,207

ACQUISITIONS (Tables)

ACQUISITIONS (Tables)	12 Months Ended
	Dec. 31, 2021
Chelsea Acquisition [Member]
Business Acquisition [Line Items]
SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION	SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION Pro Forma (Unaudited) For the Year Ended December 31, 2020 Revenues $ 4,723,815 Restaurant operating expenses 5,440,040 Total cost and expenses 14,650,196 Loss from Operations (9,926,382 )
Philadelphia Acquisition [Member]
Business Acquisition [Line Items]
SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION	SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION Pro Forma (Unaudited) For the Year Ended December 31, 2020 Revenues $ 4,877,003 Restaurant operating expenses 5,548,238 Total cost and expenses 14,758,430 Loss from Operations (9,881,427 )
Superfit Foods LLC [Member]
Business Acquisition [Line Items]
SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION	SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION 2021 2020 Pro Forma (Unaudited) For the Year Ended December 31, 2021 2020 Revenues $ 10,857,136 $ 5,335,297 Restaurant operating expenses 9,663,874 9,981,409 Total cost and expenses 20,277,080 15,203,204 Loss from Operations (9,419,944 ) (9,867,907 )
SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS	The Company acquired the following assets as part of the purchase agreement, adjusted for purchase accounting adjustments to reflect our estimate of the fair value of the net assets acquired during the year ended December 31, 2021: SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS Furniture and equipment $ 82,000 Vehicles 55,000 Tradename 45,000 Customer list 140,000 Domain name 125,000 Proprietary Recipes 160,000 Non-compete agreement 260,000 Goodwill 258,000 Total assets acquired $ 1,125,000
Pokemoto Acquisition [Member]
Business Acquisition [Line Items]
SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION	SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION 2021 2020 Pro Forma (Unaudited) For the Years Ended December 31, 2021 2020 Revenues $ 11,646,468 $ 8,126,925 Restaurant operating expenses 10,074,110 7,883,343 Total cost and expenses 20,959,940 17,676,026 Loss from Operations (9,313,472 ) (9,549,101 )
SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS	The Company acquired the following assets as part of the purchase agreement, adjusted for purchase accounting adjustments to reflect our estimate of the fair value of the net assets acquired during the year ended December 31, 2021: SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS Purchase Price $ 5,980,000 Assets Cash $ 1,184,610 Accounts Receivables - Inventory 19,500 Property and Equipment 297,529 Intangible assets, net 4,560,000 Operating lease right-of-use assets, net 719,941 Security deposits and other assets 35,580 $ 6,817,160 Liabilities Accounts payable and accrued expenses $ 296,224 Other notes payable 1,462,453 Deferred revenue 125,624 Operating lease liability 751,258 $ 2,635,559 Fair value of identifiable net assets acquired 4,181,601 Goodwill $ 1,798,399
SCHEDULE OF INCREASE DECREASE IN GOODWILL	SCHEDULE OF INCREASE DECREASE IN GOODWILL Increase (Decrease) in Goodwill Assets Accounts Receivables $ (60,208 ) Assets $ (60,208 ) Liabilities Accounts payable and accrued expenses $ 13,767 Deferred revenue 2,208 Liabilities $ 15,975 Total increase in Goodwill $ 76,183
SCHEDULE OF IDENTIFIABLE INTANGIBLE ASSETS	Identifiable intangible assets acquired include the following: SCHEDULE OF IDENTIFIABLE INTANGIBLE ASSETS Fair Value Weighted average amortization period Tradename $ 175,000 5.00 Franchise License 2,775,000 10.00 Proprietary Recipes 1,130,000 7.00 Non-Compete 480,000 2.00 $ 4,560,000 8.22

LOANS RECEIVABLE (Tables)

LOANS RECEIVABLE (Tables)	12 Months Ended
	Dec. 31, 2021
Receivables [Abstract]
SCHEDULE OF LOANS RECEIVABLES	SCHEDULE OF LOANS RECEIVABLES December 31, December 31, 2021 2020 Loans receivable, net $ - $ 3,390 Less: current portion - (2,394 ) Loans receivable, non-current $ - $ 996

PREPAID EXENSES AND OTHER CUR_2

PREPAID EXENSES AND OTHER CURRENT ASSETS (Tables)	12 Months Ended
	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS	At December 31, 2021 and 2020, the Company’s prepaid expenses and other current assets consists of the following: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS December 31, December 31, 2021 2020 Prepaid expenses $ 83,975 $ 23,446 Preopening expenses 602 17,457 Other receivables 1,704,751 - Prepaid and Other Current Assets $ 1,789,328 $ 40,903

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	12 Months Ended
	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
SCHEDULE OF PROPERTY AND EQUIPMENT, NET	As of December 31, 2021, and 2020, property and equipment consist of the following: SCHEDULE OF PROPERTY AND EQUIPMENT, NET December 31, December 31, 2021 2020 Furniture and equipment $ 1,397,098 $ 1,143,320 Vehicles 55,000 - Leasehold improvements 1,981,019 1,940,907 Property and equipment, gross 3,433,117 3,084,227 Less: accumulated depreciation and amortization (1,152,850 ) (741,504 ) Property and equipment, net $ 2,280,267 $ 2,342,723

GOODWILL AND OTHER INTANGIBLE_2

GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables)	12 Months Ended
	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
SCHEDULE OF INTANGIBLE ASSETS	A summary of the intangible assets is presented below: SCHEDULE OF INTANGIBLE ASSETS Intangible Assets Intangible assets, net at December 31, 2021 Acquisitions Impairment of intangible assets Amortization expense Intangible assets, net at December 31, 2020 Impairment of intangible assets Amortization expense Intangible assets, net at December 31, 2019 Trademark Muscle Maker Grill $ 1,425,653 $ - $ (998,347 ) $ - $ 2,424,000 $ - $ - $ 2,524,000 Franchise Agreements 262,439 - (141,561 ) (50,278 ) 454,278 (100,000 ) (60,537 ) 514,815 Trademark SuperFit 38,075 45,000 - (6,925 ) - - - - Domain Name SuperFit 105,764 125,000 - (19,236 ) - - - - Customer List SuperFit 118,455 140,000 - (21,545 ) - - - - Proprietary Recipes SuperFit 135,378 160,000 - (24,622 ) - - - - Non-Compete Agreement SuperFit 193,339 260,000 - (66,661 ) - - - - Trademark Pokemoto 152,862 175,000 - (22,138 ) - - - - Franchisee License Pokemoto 2,599,473 2,775,000 - (175,527 ) - - - - Proprietary Recipes Pokemoto 1,027,916 1,130,000 - (102,084 ) - - - - Non-Compete Agreement Pokemoto 328,110 480,000 - (151,890 ) - - - - - $ 6,387,464 $ 5,290,000 $ (1,139,908 ) $ (640,906 ) $ 2,878,278 $ (100,000 ) $ (60,537 ) $ 3,038,815
SCHEDULE OF FUTURE AMORTIZATION EXPENSE	The estimated future amortization expense is as follows: SCHEDULE OF FUTURE AMORTIZATION EXPENSE For the year ended December 31, 2022 2023 2024 2025 2026 Thereafter Total Franchise Agreements $ 26,780 $ 26,780 $ 26,853 $ 26,780 $ 26,780 $ 28,466 $ 162,439 Trademark SuperFit 8,995 8,995 9,020 8,995 2,070 - 38,075 Domain Name SuperFit 24,986 24,986 25,054 24,986 5,752 - 105,764 Customer List SuperFit 27,985 27,985 28,062 27,985 6,438 - 118,455 Proprietary Recipes SuperFit 31,982 31,982 32,070 31,982 7,362 - 135,378 Non-Compete Agreement SuperFit 86,588 86,588 19,927 236 - - 193,339 Trademark Pokemoto 34,981 34,981 35,077 34,981 12,842 - 152,862 Franchisee License Pokemoto 277,348 277,348 278,108 277,348 277,348 1,211,973 2,599,473 Proprietary Recipes Pokemoto 161,302 161,302 161,744 161,302 161,302 220,964 1,027,916 Non-Compete Agreement Pokemoto 240,000 88,110 - - - - 328,110 Total $ 920,947 $ 769,057 $ 615,915 $ 594,595 $ 499,894 $ 1,461,403 4,861,811
SCHEDULE OF GOODWILL ASSETS	A summary of the goodwill assets is presented below: SCHEDULE OF GOODWILL ASSETS Goodwill Muscle Maker Grill Pokemoto SuperFit Food Total Goodwill, net at December 31, 2019 $ 656,348 $ - $ - $ 656,348 Acquisitions - - - - Impairment of goodwill - - - - Goodwill, net at December 31, 2020 656,348 - - 656,348 Goodwill, net 656,348 - - 656,348 Acquisitions - 1,798,399 258,000 2,056,399 Impairment of goodwill (86,348 ) - - (86,348 ) Goodwill, net at December 31, 2021 $ 570,000 $ 1,798,399 $ 258,000 $ 2,626,399 Goodwill, net $ 570,000 $ 1,798,399 $ 258,000 $ 2,626,399

ACCOUNTS PAYABLES AND ACCRUED_2

ACCOUNTS PAYABLES AND ACCRUED EXPENSES (Tables)	12 Months Ended
	Dec. 31, 2021
Payables and Accruals [Abstract]
SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES	Accounts payables and accrued expenses consist of the following: SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES December, 31, December 31, 2021 2020 Accounts payable $ 734,688 $ 692,966 Accrued payroll 758,732 78,667 Accrued professional fees 185,872 224,028 Accrued board members fees 57,573 36,697 Accrued rent expense 176,727 171,266 Accrued compensation expense 36,600 - Sales taxes payable (1) 125,550 231,177 Sales taxes payable 125,550 231,177 Accrued interest 28,426 25,222 Other accrued expenses 104,355 40,912 Total Accounts Payable and Accrued Expenses $ 2,208,523 $ 1,500,935 (1) See Note 14 – Commitments and Contingencies –Taxes for detailed related to delinquent sales taxes.

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
SCHEDULE OF OUTSTANDING DEBT	The maturities of other notes payable as of December 31, 2021, are as follows: SCHEDULE OF OUTSTANDING DEBT Principal Repayments due as of Amount 12/31/2022 $ 165,052 12/31/2023 173,469 12/31/2024 170,730 12/31/2025 112,885 12/31/2026 547,943 Total debt $ 1,170,079

DEFERRED REVENUE (Tables)

DEFERRED REVENUE (Tables)	12 Months Ended
	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
SCHEDULE OF DEFERRED REVENUE	At December 31, 2021 and 2020, deferred revenue consists of the following: SCHEDULE OF DEFERRED REVENUE December 31, December 31, 2021 2020 Deferred revenues, net $ 1,063,373 $ 1,007,129 Less: Unearned vendor rebates, current (49,728 ) (62,858 ) Deferred revenues, non-current $ 1,013,645 $ 944,271

OTHER CURRENT LIABILITIES (Tabl

OTHER CURRENT LIABILITIES (Tables)	12 Months Ended
	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
SCHEDULE OF OTHER CURRENT LIABILITIES	Other current liabilities consist of the following: SCHEDULE OF OTHER CURRENT LIABILITIES December 31, December 31, 2021 2020 Gift card liability $ 27,633 $ 91,034 Co-op advertising fund liability 126,564 299,490 Advertising fund liability 131,891 250,894 Other current liabilities $ 286,088 $ 641,418

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES	The tax effects of temporary differences that give rise to deferred tax assets and liabilities as of December 31, 2021 and 2020 are presented below: SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES 2021 2020 For the Years Ended December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 10,918,652 $ 7,692,505 Receivable allowance 19,932 22,932 Stock-based compensation - 289,758 Accruals - 16,266 Intangible assets 697,115 269,562 Property and equipment - 10,292 Deferred Rent 13,652 5,746 Deferred revenues 187,009 267,996 Gross deferred tax asset 11,836,360 8,575,057 Deferred tax liabilities: Property and equipment (447,944 ) - Gross deferred tax liabilities (447,944 ) - Net deferred tax assets 10,768,846 8,575,057 Valuation allowance (10,768,846 ) (8,575,057 ) Net deferred tax asset, net of valuation allowance $ - $ -
SCHEDULE OF INCOME TAX BENEFIT	The income tax benefit for the periods shown consist of the following: SCHEDULE OF INCOME TAX BENEFIT 2021 2020 For the Years Ended December 31, 2021 2020 Federal: Current $ - $ - Deferred 1,645,342 2,054,947 State and local: Current - - Deferred 548,447 684,982 Federal, State and local, tax expense 2,193,789 2,739,929 Change in valuation allowance (2,193,789 ) (2,739,929 ) Income tax benefit $ - $ -
SCHEDULE OF RECONCILIATION OF STATUTORY FEDERAL INCOME TAX RATE	A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for the periods shown, are as follows: SCHEDULE OF RECONCILIATION OF STATUTORY FEDERAL INCOME TAX RATE 2021 2020 For the Years Ended December 31, 2021 2020 Federal income tax benefit at statutory rate 21.0 % 21.0 % State income tax benefit, net of federal impact 7.0 % 7.0 % Permanent differences (0.0 )% (0.0 )% Other 1.7 % (0.4 )% Change in valuation allowance 26.3 % (27.6 )% Effective income tax rate 0.0 % (0.0 )%

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS	Future aggregate minimum lease payments for these leases and others as of December 31, 2021 are: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Future Minimum Lease Payments 2022 $ 897,381 2023 769,266 2024 712,591 2025 541,684 2026 403,452 Thereafter 783,391 Future Minimum Lease Payments $ 4,107,765

REPORTABLE OPERATING SEGMENTS (

REPORTABLE OPERATING SEGMENTS (Tables)	12 Months Ended
	Dec. 31, 2021
Segment Reporting [Abstract]
SUMMARY OF OPERATING SEGMENTS	SUMMARY OF OPERATING SEGMENTS December, 31, 2021 Revenues Muscle Maker Grill Division $ 6,037,403 Pokemoto Division 2,844,782 SuperFit Foods Division 1,467,451 Revenues $ 10,349,636 Operating Loss Muscle Maker Grill Division $ (303,439 ) Pokemoto Division 492,026 SuperFit Division 300,138 Corporate and unallocated G&A expenses (a) (8,094,509 ) Unallocated operating other income (expense) (b) (1,866,887 ) Operating Loss $ (9,472,671 ) Gain in debt extinguishment 1,228,308 Interest expense, net (50,170 ) Other non-operating income (expense) (c) 118,403 Loss before income taxes $ (8,176,130 ) (a) Includes charges related to corporate expense that the Company does not allocateto the respective divisions. The largest portion of this expense relates to payroll, benefits and other compensation expense of $ 3,454,492 1,785,665 1,611,045 (b) Includes charges of $ 1,139,908 86,348 (c) Includes changes in the fair value of accrued compensation of $ 127,500

EQUITY (Tables)

EQUITY (Tables)	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
SCHEDULE OF ACTIVITY RELATED TO RESTRICTED COMMON STOCK	SCHEDULE OF ACTIVITY RELATED TO RESTRICTED COMMON STOCK Weighted Average Grant Total Date Fair Value Outstanding at January 1, 2020 2,426 65.33 Granted 216,783 5.00 Forfeited - - Vested (218,009 ) 5.34 Outstanding at December 31, 2020 1,200 65.33 Granted 221,783 2.87 Forfeited - - Vested (222,983 ) 3.21 Outstanding at December 31, 2021 - $ -
SCHEDULE OF OPTION ACTIVITY	A summary of option activity during the years ended December 31, 2021 and 2020 is presented below: SCHEDULE OF OPTION ACTIVITY Weighted Weighted Average Average Remaining Number of Exercise Life Options Price In Years Outstanding, January 1, 2020 33,750 $ 9.33 0.60 Issued 300,000 3.33 Exercised - - Forfeited (33,750 ) 9.33 Outstanding, December 31, 2020 300,000 $ 3.33 1.10 Issued - - Exercised - - Forfeited (200,000 ) 2.50 Outstanding, December 31, 2021 100,000 $ 5.00 1.92 Exercisable, December 31, 2021 100,000 $ 5.00 1.92
SCHEDULE OF STOCK OPTIONS ASSUMPTIONS	The Company has estimated the fair value of the options using the Black-Scholes model using the following assumptions: SCHEDULE OF STOCK OPTIONS ASSUMPTIONS For the Year Ended December 31, 2020 Risk free interest rate 0.10 0.23 % Expected term (years) 0.34 5.00 Expected volatility 66.77 112.17 % Expected dividends 0.00 %
SCHEDULE OF WARRANTS ACTIVITY	A summary of warrants activity during the years ended December 31, 2021 and 2020 is presented below: SCHEDULE OF WARRANTS ACTIVITY Weighted Weighted Average Average Remaining Number of Exercise Life Warrants Price In Years Outstanding, January 1, 2020 2,450,287 $ 5.51 3.7 Issued 486,729 3.65 Exercised (354,159 ) 6.74 Outstanding, December 31, 2020 2,582,857 $ 4.08 3.3 Issued 21,869,064 0.46 Exercised (4,075,337 ) 0.01 Forfeited (92,568 ) 19.99 Outstanding, December 31, 2021 20,284,016 $ 1.66 4.0 Exercisable, December 31, 2021 20,284,016 $ 1.66 4.0
SCHEDULE OF WARRANTS ASSUMPTIONS	SCHEDULE OF WARRANTS ASSUMPTIONS For the Year Ended December 31, 2020 Risk free interest rate 1.37 % Expected term (years) 3.00 Expected volatility 55.33 % Expected dividends 0.00 %

BUSINESS ORGANIZATION AND NAT_2

BUSINESS ORGANIZATION AND NATURE OF OPERATIONS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 15,766,703	$ 4,195,932
Working capital deficit	15,041,334
Accumulated Deficit	71,369,837	63,193,707
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest	8,176,130	10,099,105
Net Cash Used in Operating Activities	$ 6,392,711	$ 7,785,873

SCHEDULE OF ESTIMATED USEFUL LI

SCHEDULE OF ESTIMATED USEFUL LIVES OF PROPERTY AND EQUIPMENT (Details)	12 Months Ended
	Dec. 31, 2021
Furniture and Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Furniture and Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Leaseholds and Leasehold Improvements [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	1 year
Leaseholds and Leasehold Improvements [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	11 years

SCHEDULE OF OTHER INTANGIBLE AS

SCHEDULE OF OTHER INTANGIBLE ASSETS USEFUL LIVES (Details)	12 Months Ended
	Dec. 31, 2021
Franchise Rights [Member]
Property, Plant and Equipment [Line Items]
Other intangible assets useful lives	13 years
Licensing Agreements [Member]
Property, Plant and Equipment [Line Items]
Other intangible assets useful lives	10 years
Intellectual Property [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Other intangible assets useful lives	5 years
Intellectual Property [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Other intangible assets useful lives	7 years
Noncompete Agreements [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Other intangible assets useful lives	2 years
Noncompete Agreements [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Other intangible assets useful lives	3 years

SCHEDULE OF ANTIDILUTIVE SECURI

SCHEDULE OF ANTIDILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	20,416,366	2,915,207
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	20,284,016	2,582,857
Share-based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	100,000	300,000
Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive shares	32,350	32,350

SIGNIFICANT ACCOUNTING POLICI_4

SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Product Information [Line Items]
Cash Equivalents, at Carrying Value	$ 0	$ 0
Revenues	10,349,636	4,473,447
Accrued Liabilities for Unredeeemed Gift Card	61,996
Advertising Expense	$ 134,073	$ 175,378
Cost of Goods and Service, Product and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Supplier [Member]
Product Information [Line Items]
Concentration risk percentage	54.00%	87.00%
Company Restaurant Net Sales [Member]
Product Information [Line Items]
Revenues	$ 9,320,920	$ 3,672,944
Royalty [Member]
Product Information [Line Items]
Revenues	434,849	331,694
Franchise Fees [Member]
Product Information [Line Items]
Revenues	263,215	277,255
Rebates [Member]
Product Information [Line Items]
Revenues	80,117	130,501
Franchise Advertising Fund Contributions [Member]
Product Information [Line Items]
Revenues	$ 188,539	$ 61,053

SCHEDULE OF BUSINESS ACQUISITIO

SCHEDULE OF BUSINESS ACQUISITION PRO FORMA INFORMATION (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Chelsea Acquisition [Member]
Business Acquisition [Line Items]
Revenues		$ 4,723,815
Restaurant operating expenses		5,440,040
Total cost and expenses		14,650,196
Loss from Operations		(9,926,382)
Philadelphia Acquisition [Member]
Business Acquisition [Line Items]
Revenues		4,877,003
Restaurant operating expenses		5,548,238
Total cost and expenses		14,758,430
Loss from Operations		(9,881,427)
Superfit Foods LLC [Member]
Business Acquisition [Line Items]
Revenues	$ 10,857,136	5,335,297
Restaurant operating expenses	9,663,874	9,981,409
Total cost and expenses	20,277,080	15,203,204
Loss from Operations	(9,419,944)	(9,867,907)
Pokemoto Acquisition [Member]
Business Acquisition [Line Items]
Revenues	11,646,468	8,126,925
Restaurant operating expenses	10,074,110	7,883,343
Total cost and expenses	20,959,940	17,676,026
Loss from Operations	$ (9,313,472)	$ (9,549,101)

SCHEDULE OF ASSETS ACQUIRED IN

SCHEDULE OF ASSETS ACQUIRED IN BUSINESS COMBINATIONS (Details) - USD ($)	Mar. 25, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Business Acquisition [Line Items]
Goodwill		$ 2,626,399	$ 656,348	$ 656,348
Superfit Foods LLC [Member]
Business Acquisition [Line Items]
Goodwill		258,000
Total assets acquired		1,125,000
Purchase Price	$ 1,150,000
Superfit Foods LLC [Member] | Trade Names [Member]
Business Acquisition [Line Items]
Assets acquired, gross		45,000
Superfit Foods LLC [Member] | Customer List [Member]
Business Acquisition [Line Items]
Assets acquired, gross		140,000
Superfit Foods LLC [Member] | Domain Name [Member]
Business Acquisition [Line Items]
Assets acquired, gross		125,000
Superfit Foods LLC [Member] | Proprietary Recipes [Member]
Business Acquisition [Line Items]
Assets acquired, gross		160,000
Superfit Foods LLC [Member] | Non-compete Agreement [Member]
Business Acquisition [Line Items]
Assets acquired, gross		260,000
Superfit Foods LLC [Member] | Furniture and Equipment [Member]
Business Acquisition [Line Items]
Assets acquired, gross		82,000
Superfit Foods LLC [Member] | Vehicles [Member]
Business Acquisition [Line Items]
Assets acquired, gross		55,000
Pokemoto Acquisition [Member]
Business Acquisition [Line Items]
Assets acquired, gross		6,817,160
Goodwill		1,798,399
Purchase Price		5,980,000
Cash		1,184,610
Accounts Receivables
Inventory		19,500
Property and Equipment		297,529
Intangible assets, net		4,560,000
Operating lease right-of-use assets, net		719,941
Security deposits and other assets		35,580
Accounts payable and accrued expenses		296,224
Other notes payable		1,462,453
Deferred revenue		125,624
Operating lease liability		751,258
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities		2,635,559
Fair value of identifiable net assets acquired		$ 4,181,601

SCHEDULE OF INCREASE DECREASE I

SCHEDULE OF INCREASE DECREASE IN GOODWILL (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Accounts Receivables	$ (21,525)	$ (56,543)
Accounts payable and accrued expenses	622,828	$ (786,278)
Pokemoto Acquisition [Member]
Business Acquisition [Line Items]
Accounts Receivables	(60,208)
Assets	(60,208)
Accounts payable and accrued expenses	13,767
Deferred revenue	2,208
Liabilities	15,975
Total increase in Goodwill	$ 76,183

SCHEDULE OF IDENTIFIABLE INTANG

SCHEDULE OF IDENTIFIABLE INTANGIBLE ASSETS (Details) - Pokemoto Acquisition [Member]	12 Months Ended
	Dec. 31, 2021USD ($)
Acquired Indefinite-lived Intangible Assets [Line Items]
Intangible Assets, Fair Value	$ 4,560,000
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	8 years 2 months 19 days
Trade Name [Member]
Acquired Indefinite-lived Intangible Assets [Line Items]
Intangible Assets, Fair Value	$ 175,000
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	5 years
Franchise License [Member]
Acquired Indefinite-lived Intangible Assets [Line Items]
Intangible Assets, Fair Value	$ 2,775,000
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	10 years
Proprietary Recipes [Member]
Acquired Indefinite-lived Intangible Assets [Line Items]
Intangible Assets, Fair Value	$ 1,130,000
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	7 years
Non Compete [Member]
Acquired Indefinite-lived Intangible Assets [Line Items]
Intangible Assets, Fair Value	$ 480,000
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	2 years

ACQUISITIONS (Details Narrative

ACQUISITIONS (Details Narrative) - USD ($)	May 14, 2021	Mar. 25, 2021	Nov. 02, 2020	Oct. 19, 2020	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Purchase equipment					$ 262,019	$ 781,041
Rent expenses					128,095
Cash					15,766,703	$ 4,195,932
Notes payable					$ 1,170,079
Members Interest Purchase Agreement [Member]
Business Acquisition [Line Items]
Cash	$ 4,000,000
Notes payable	730,000
Common Stock [Member]
Business Acquisition [Line Items]
Stock issued during period, shares, acquisitions					880,282
Shares forfeited					11,879
Stock issued during period, shares						1,540,000
Chelsea Acquisition [Member]
Business Acquisition [Line Items]
Purchase price				$ 68,292
Purchase equipment				34,146
Forgive of promissory note				68,292
Rent expenses				13,431
Chelsea Acquisition [Member] | Minimum [Member]
Business Acquisition [Line Items]
Rent expenses				11,000
Chelsea Acquisition [Member] | Maximum [Member]
Business Acquisition [Line Items]
Rent expenses				16,105
Chelsea Acquisition [Member] | Leasehold Improvements [Member]
Business Acquisition [Line Items]
Payments to acquire businesses, gross				$ 34,146
Philadelphia Acquisition [Member]
Business Acquisition [Line Items]
Purchase price			$ 250,000
Purchase equipment			125,000
Payments to acquire businesses, gross			75,000
Cash payment on the closing date			$ 175,000
Promissory note interest percentage			7.00%
Philadelphia Acquisition [Member] | Leasehold Improvements [Member]
Business Acquisition [Line Items]
Payments to acquire businesses, gross			$ 125,000
Superfit Foods LLC [Member]
Business Acquisition [Line Items]
Purchase price		$ 1,150,000
Payments to acquire businesses, gross		500,000			$ 500,000
Business combinations escrow account held amount		25,000
Business combination, consideration transferred, equity interests issued and issuable		$ 625,000
Stock issued during period, shares, acquisitions		268,240
Business combination, consideration transferred, equity interests issued and issuable fair value method		The remaining $25,000, which was to be issued in the Company’s common stock, was forfeited as the Company and former owner agreed that not all obligations were met.
Identifiable assets net					25,000
Superfit Foods LLC [Member] | Common Stock [Member]
Business Acquisition [Line Items]
Shares forfeited					25,000
Poke Entities II [Member]
Business Acquisition [Line Items]
Business acquisition, equity interest issued or issuable, value assigned	$ 1,250,000
Pokemoto Acquisition [Member]
Business Acquisition [Line Items]
Purchase price					$ 5,980,000
Stock issued during period, shares	880,282
Goodwill, Period Increase (Decrease)					$ 76,183

LOANS RECEIVABLE (Details Narra

LOANS RECEIVABLE (Details Narrative) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans receivable, non-current	$ 0	$ 996
Loans receivable	0	3,390
Reserves for uncollectible loans	71,184	106,900
Former Franchisee [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Reserves for uncollectible loans	$ 71,184	$ 106,900

SCHEDULE OF LOANS RECEIVABLES (

SCHEDULE OF LOANS RECEIVABLES (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Receivables [Abstract]
Loans receivable, net	$ 0	$ 3,390
Less: current portion		(2,394)
Loans receivable, non-current	$ 0	$ 996

SCHEDULE OF PREPAID EXPENSES AN

SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses	$ 83,975	$ 23,446
Preopening expenses	602	17,457
Other receivables	1,704,751
Prepaid and Other Current Assets	$ 1,789,328	$ 40,903

PREPAID EXENSES AND OTHER CUR_3

PREPAID EXENSES AND OTHER CURRENT ASSETS (Details Narrative) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Operating Loss Carryforwards [Line Items]
Employee retention tax credits receivable	$ 1,789,328	$ 40,903
Internal Revenue Service (IRS) [Member]
Operating Loss Carryforwards [Line Items]
Employee retention tax credits receivable	$ 1,704,751

SCHEDULE OF PROPERTY AND EQUIPM

SCHEDULE OF PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Abstract]
Furniture and equipment	$ 1,397,098	$ 1,143,320
Vehicles	55,000
Leasehold improvements	1,981,019	1,940,907
Property and equipment, gross	3,433,117	3,084,227
Less: accumulated depreciation and amortization	(1,152,850)	(741,504)
Property and equipment, net	$ 2,280,267	$ 2,342,723

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Impairment Effects on Earnings Per Share [Line Items]
Depreciation	$ 565,599	$ 362,009
Property, plant and equipment, disposals	347,658	151,111
Gain (loss) on disposition of property plant equipment	193,405	41,480
Property, Plant and Equipment [Member]
Impairment Effects on Earnings Per Share [Line Items]
Accumulated depreciation	$ 154,253	$ 109,631

SCHEDULE OF INTANGIBLE ASSETS (

SCHEDULE OF INTANGIBLE ASSETS (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	$ 6,387,464	$ 2,878,278
Impairment of intangible assets	(1,139,908)	(100,000)
Amortization of Intangible Assets	(640,906)	(60,537)
Intangible assets, net	2,878,278	3,038,815
Amortization expense	640,906	60,537
Trademark Muscle Maker Grill [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	1,425,653	2,424,000
Acquisitions
Impairment of intangible assets	(998,347)
Amortization of Intangible Assets
Intangible assets, net	2,424,000	2,524,000
Amortization expense
Franchise Agreements [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	262,439	454,278
Acquisitions
Impairment of intangible assets	(141,561)	(100,000)
Amortization of Intangible Assets	50,278	60,537
Intangible assets, net	454,278	514,815
Amortization expense	(50,278)	(60,537)
Trademark Super Fit [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	38,075
Acquisitions	45,000
Impairment of intangible assets
Amortization of Intangible Assets	6,925
Intangible assets, net
Amortization expense	(6,925)
Domain Name Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	105,764
Acquisitions	125,000
Impairment of intangible assets
Amortization of Intangible Assets	19,236
Intangible assets, net
Amortization expense	(19,236)
Customer List Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	118,455
Acquisitions	140,000
Impairment of intangible assets
Amortization of Intangible Assets	21,545
Intangible assets, net
Amortization expense	(21,545)
Proprietary Recipes Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	135,378
Acquisitions	160,000
Impairment of intangible assets
Amortization of Intangible Assets	24,622
Intangible assets, net
Amortization expense	(24,622)
NonCompete Agreement Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	193,339
Acquisitions	260,000
Impairment of intangible assets
Amortization of Intangible Assets	66,661
Intangible assets, net
Amortization expense	(66,661)
Trademark Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	152,862
Acquisitions	175,000
Impairment of intangible assets
Amortization of Intangible Assets	22,138
Intangible assets, net
Amortization expense	(22,138)
Franchisee License Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	2,599,473
Acquisitions	2,775,000
Impairment of intangible assets
Amortization of Intangible Assets	175,527
Intangible assets, net
Amortization expense	(175,527)
Proprietary Recipes Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	1,027,916
Acquisitions	1,130,000
Impairment of intangible assets
Amortization of Intangible Assets	102,084
Intangible assets, net
Amortization expense	(102,084)
Non- Compete Agreement Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
Intangible assets, net	328,110
Acquisitions	480,000
Impairment of intangible assets
Amortization of Intangible Assets	151,890
Intangible assets, net
Amortization expense	$ (151,890)

SCHEDULE OF FUTURE AMORTIZATION

SCHEDULE OF FUTURE AMORTIZATION EXPENSE (Details)	Dec. 31, 2021USD ($)
Indefinite-lived Intangible Assets [Line Items]
2022	$ 920,947
2023	769,057
2024	615,915
2025	594,595
2026	499,894
Thereafter	1,461,403
Total	4,861,811
Franchise Agreements [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	26,780
2023	26,780
2024	26,853
2025	26,780
2026	26,780
Thereafter	28,466
Total	162,439
Trademark Super Fit [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	8,995
2023	8,995
2024	9,020
2025	8,995
2026	2,070
Thereafter
Total	38,075
Domain Name Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	24,986
2023	24,986
2024	25,054
2025	24,986
2026	5,752
Thereafter
Total	105,764
Customer List Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	27,985
2023	27,985
2024	28,062
2025	27,985
2026	6,438
Thereafter
Total	118,455
Proprietary Recipes Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	31,982
2023	31,982
2024	32,070
2025	31,982
2026	7,362
Thereafter
Total	135,378
NonCompete Agreement Superfit [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	86,588
2023	86,588
2024	19,927
2025	236
2026
Thereafter
Total	193,339
Trademark Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	34,981
2023	34,981
2024	35,077
2025	34,981
2026	12,842
Thereafter
Total	152,862
Franchisee License Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	277,348
2023	277,348
2024	278,108
2025	277,348
2026	277,348
Thereafter	1,211,973
Total	2,599,473
Proprietary Recipes Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	161,302
2023	161,302
2024	161,744
2025	161,302
2026	161,302
Thereafter	220,964
Total	1,027,916
Non- Compete Agreement Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
2022	240,000
2023	88,110
2024
2025
2026
Thereafter
Total	$ 328,110

SCHEDULE OF GOODWILL ASSETS (De

SCHEDULE OF GOODWILL ASSETS (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Indefinite-lived Intangible Assets [Line Items]
Goodwill, net	$ 656,348	$ 656,348
Acquisitions	2,056,399
Impairment of goodwill	(86,348)
Goodwill, net	2,626,399	656,348
Muscle Maker Grill [Member]
Indefinite-lived Intangible Assets [Line Items]
Goodwill, net	656,348	656,348
Acquisitions
Impairment of goodwill	(86,348)
Goodwill, net	570,000	656,348
Pokemoto [Member]
Indefinite-lived Intangible Assets [Line Items]
Goodwill, net
Acquisitions	1,798,399
Impairment of goodwill
Goodwill, net	1,798,399
Super Fit Food [Member]
Indefinite-lived Intangible Assets [Line Items]
Goodwill, net
Acquisitions	258,000
Impairment of goodwill
Goodwill, net	$ 258,000

GOODWILL AND OTHER INTANGIBLE_3

GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of Intangible Assets	$ 640,906	$ 60,537
Impairment of Intangible Assets, Finite-lived	1,139,908	100,000
Goodwill impairment charge	$ 86,348

SCHEDULE OF ACCOUNTS PAYABLES A

SCHEDULE OF ACCOUNTS PAYABLES AND ACCRUED EXPENSES (Details) - USD ($)		Dec. 31, 2021	Dec. 31, 2020
Payables and Accruals [Abstract]
Accounts payable		$ 734,688	$ 692,966
Accrued payroll		758,732	78,667
Accrued professional fees		185,872	224,028
Accrued board members fees		57,573	36,697
Accrued rent expense		176,727	171,266
Accrued compensation expense		36,600
Sales taxes payable	[1]	125,550	231,177
Accrued interest		28,426	25,222
Other accrued expenses		104,355	40,912
Total Accounts Payable and Accrued Expenses		$ 2,208,523	$ 1,500,935
[1]	See Note 14 – Commitments and Contingencies –Taxes for detailed related to delinquent sales taxes.

CONVERTIBLE NOTE PAYABLE TO F_2

CONVERTIBLE NOTE PAYABLE TO FORMER PARENT (Details Narrative) - USD ($)	Apr. 11, 2018	Apr. 06, 2018	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Debt principal amount			$ 1,170,079
Convertible note payable to former parent			$ 82,458	$ 82,458
2018 ARH Note [Member] | Former Parent [Member]
Debt Instrument [Line Items]
Beneficial conversion feature of convertible notes		$ 475,000
Conversion price per share		$ 3.50
Debt principal amount	$ 392,542
Number of shares issued for conversion of debt	112,154

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	Jun. 21, 2021	May 09, 2020	Feb. 03, 2020	Oct. 10, 2019	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Repayment of debt						$ 550,000
Convertible note payable					100,000	100,000
Proceeds from promissory notes						150,000
Debt instrument face value					1,170,079
Gain on debt extinguishment					1,228,308
Notes payable					1,170,079
Pokemoto Acquisition [Member]
Debt Instrument [Line Items]
Principal amount					151,176
Debt interest					1,589
Loans payable					291,053
Pokemoto Acquisition [Member] | Economic Injury Disaster Loans [Member]
Debt Instrument [Line Items]
Loans acquired					1,171,400
Paycheck Protection Program [Member]
Debt Instrument [Line Items]
Company received loan proceeds		$ 866,300
15% Senior Secured Convertible Promissory Notes [Member]
Debt Instrument [Line Items]
Repayment of debt						450,000
12% Secured Convertible Promissory Note [Member]
Debt Instrument [Line Items]
Repayment of debt						75,000
Notes Payable [Member]
Debt Instrument [Line Items]
Repayment of debt						25,000
Debt instrument face value			$ 150,000
Original issue discount percentage			20.00%
Debt instrument maturity date			Feb. 21, 2020
Convertible Note Payable [Member]
Debt Instrument [Line Items]
Convertible note payable					$ 100,000
Promissory Note [Member] | Former Franchisee [Member]
Debt Instrument [Line Items]
Proceeds from promissory notes				$ 300,000
Interest rate				8.00%
Debt instrument, term				5 years
Paycheck Promissory Note [Member]
Debt Instrument [Line Items]
Debt forgiven	$ 875,974
Principal amount	866,300
Debt interest	9,674
Gain on debt extinguishment	$ 875,974
Paycheck Protection Program [Member]
Debt Instrument [Line Items]
Interest rate					1.00%
Other Notes Payable [Member]
Debt Instrument [Line Items]
Repayments of convertible debt					$ 1,280,432	$ 597,415
Other Notes Payable [Member] | Minimum [Member]
Debt Instrument [Line Items]
Interest rate					1.00%
Other Notes Payable [Member] | Maximum [Member]
Debt Instrument [Line Items]
Interest rate					8.00%

SCHEDULE OF OUTSTANDING DEBT (D

SCHEDULE OF OUTSTANDING DEBT (Details)	Dec. 31, 2021USD ($)
Debt Instrument [Line Items]
Total debt	$ 1,170,079
12/31/2022 [Member]
Debt Instrument [Line Items]
Total debt	165,052
12/31/2023 [Member]
Debt Instrument [Line Items]
Total debt	173,469
12/31/2024 [Member]
Debt Instrument [Line Items]
Total debt	170,730
12/31/2025 [Member]
Debt Instrument [Line Items]
Total debt	112,885
12/31/2026 [Member]
Debt Instrument [Line Items]
Total debt	$ 547,943

SCHEDULE OF DEFERRED REVENUE (D

SCHEDULE OF DEFERRED REVENUE (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Deferred revenues, net	$ 1,063,373	$ 1,007,129
Less: Unearned vendor rebates, current	(49,728)	(62,858)
Deferred revenues, non-current	$ 1,013,645	$ 944,271

DEFERRED REVENUE (Details Narra

DEFERRED REVENUE (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Unearned rebates		$ 23,171
Franchise Royalties and Fees [Member]
Disaggregation of Revenue [Line Items]
Deferred revenue expected to be recognised	$ 49,728	$ 263,215

SCHEDULE OF OTHER CURRENT LIABI

SCHEDULE OF OTHER CURRENT LIABILITIES (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Other Liabilities Disclosure [Abstract]
Gift card liability	$ 27,633	$ 91,034
Co-op advertising fund liability	126,564	299,490
Advertising fund liability	131,891	250,894
Other current liabilities	$ 286,088	$ 641,418

SCHEDULE OF DEFERRED TAX ASSETS

SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 10,918,652	$ 7,692,505
Receivable allowance	19,932	22,932
Stock-based compensation		289,758
Accruals		16,266
Intangible assets	697,115	269,562
Property and equipment		10,292
Deferred Rent	13,652	5,746
Deferred revenues	187,009	267,996
Gross deferred tax asset	11,836,360	8,575,057
Property and equipment	(447,944)
Gross deferred tax liabilities	(447,944)
Net deferred tax assets	10,768,846	8,575,057
Valuation allowance	(10,768,846)	(8,575,057)
Net deferred tax asset, net of valuation allowance

SCHEDULE OF INCOME TAX BENEFIT

SCHEDULE OF INCOME TAX BENEFIT (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Federal:
Current
Deferred	1,645,342	2,054,947
State and local:
Current
Deferred	548,447	684,982
Federal, State and local, tax expense	2,193,789	2,739,929
Change in valuation allowance	(2,193,789)	(2,739,929)
Income tax benefit

SCHEDULE OF RECONCILIATION OF S

SCHEDULE OF RECONCILIATION OF STATUTORY FEDERAL INCOME TAX RATE (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Federal income tax benefit at statutory rate	21.00%	21.00%
State income tax benefit, net of federal impact	7.00%	7.00%
Permanent differences	(0.00%)	(0.00%)
Other	1.70%	(0.40%)
Change in valuation allowance	26.30%	(27.60%)
Effective income tax rate	0.00%	(0.00%)

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) $ in Millions	12 Months Ended
	Dec. 31, 2021USD ($)
Income Tax Disclosure [Abstract]
Net operating losses of federal and state	$ 38.9
Operating loss carryforward expiration term	will expire from 2031 to 2037 for federal and state purposes

SCHEDULE OF FUTURE MINIMUM LEAS

SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details)	Dec. 31, 2021USD ($)
Commitments and Contingencies Disclosure [Abstract]
2022	$ 897,381
2023	769,266
2024	712,591
2025	541,684
2026	403,452
Thereafter	783,391
Future Minimum Lease Payments	$ 4,107,765

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)

Dec. 27, 2021

Dec. 07, 2021

Dec. 03, 2021

Oct. 25, 2021

Oct. 22, 2021

Oct. 21, 2021

Oct. 11, 2021

Aug. 26, 2021

Aug. 24, 2021

Mar. 31, 2021

Mar. 22, 2021

Mar. 08, 2021

Feb. 07, 2021

Feb. 03, 2021

Dec. 04, 2020

Nov. 10, 2020

Oct. 29, 2020

Aug. 11, 2020

Jul. 28, 2020

Jun. 24, 2020

Apr. 08, 2020

Feb. 26, 2020

Feb. 24, 2020

Feb. 18, 2020

Feb. 18, 2020

Feb. 17, 2020

Jan. 23, 2020

Nov. 19, 2019

Mar. 07, 2019

Jun. 06, 2018

Mar. 27, 2018

Mar. 31, 2021

Jul. 31, 2020

May 31, 2018

Mar. 22, 2022

Dec. 31, 2021

Dec. 31, 2020

Nov. 17, 2021

Apr. 07, 2021

Loss Contingencies [Line Items]

Rent expense

$ 128,095

Security deposits

167,770

$ 131,790

Rent expense

1,304,369

726,242

Warrant exercise price

$ 1.385

$ 0.01

Value of issued shares of common stock

$ 7,400

$ 177,600

$ 84,975

$ 15,150

$ 40,800

$ 1,540

6,780,000

Stock Issued During Period, Value, Issued for Services

1,327,027

2,458,043

Convertible notes payable

100,000

100,000

Accrued interest

28,426

25,222

Resolute Contractors, Inc [Member]

Loss Contingencies [Line Items]

Litigation settlement

$ 98,005

Sales Taxes [Member]

Loss Contingencies [Line Items]

Accrued for sales tax payable includes interest payable, amount

125,550

231,177

Restaurant [Member]

Loss Contingencies [Line Items]

Royalty fee

$ 1,000

Board of Directors [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued

24,275

20,829

12,711

16,126

5,944

4,340

25,616

Note Holder [Member]

Loss Contingencies [Line Items]

Convertible notes payable

$ 100,000

100,000

Litigation Settlement, Expense

$ 171,035

$ 171,035

Repayments of Debt

$ 71,035

Accrued interest

27,210

Upon Completion of Agreement [Member]

Loss Contingencies [Line Items]

Issuable for service

30,000

40,000

2020 Incentive Stock Plan [Member] | Board of Directors [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued for services

8,000

Cash compensation

$ 12,000

Shares issued for service on each committee, value

6,000

Shares issued for chair of such committee

$ 4,000

Board Compensation Plan [Member]

Loss Contingencies [Line Items]

Cash compensation

18,000

Accrued liabilities

39,573

Operating Costs and Expenses [Member]

Loss Contingencies [Line Items]

Rent expense

1,261,096

691,986

General and Administrative Expense [Member]

Loss Contingencies [Line Items]

Rent expense

43,273

34,256

Value of issued shares of common stock

$ 1,083,915

Lease Agreement [Member]

Loss Contingencies [Line Items]

Lease description

the Company was able to negotiate a sublease on October 29, 2020, for the remainder of the lease term in which the subtenant agreed to make lease payments to the Company until the lease terminates on February 28, 2021.

Two New Lease Agreement [Member] | Minimum [Member]

Loss Contingencies [Line Items]

Rent expense

$ 3,666

Lease term

4 years

Two New Lease Agreement [Member] | Maximum [Member]

Loss Contingencies [Line Items]

Rent expense

$ 13,431

Lease term

5 years

Seven New Assumed Lease Agreement [Member] | Minimum [Member]

Loss Contingencies [Line Items]

Rent expense

$ 2,153

Lease term

1 year 6 months

Seven New Assumed Lease Agreement [Member] | Maximum [Member]

Loss Contingencies [Line Items]

Rent expense

$ 8,600

Lease term

10 years

Four New Lease Agreement [Member]

Loss Contingencies [Line Items]

Lease term

5 years

Professional Services Agreement [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued

200,000

300,000

Number of warrants issued

100,000

Warrant exercise price

$ 5

$ 5

Fair value of the warrants

$ 191,000

Number of warrants rescinded

100,000

Number of common stock shares rescinded

300,000

Exercisable price

$ 2.50

Shares issued price per share

$ 3.50

Professional Services Agreement [Member] | 2020 Incentive Stock Plan [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued

100,000

200,000

Value of issued shares of common stock

$ 187,000

$ 60,000

Professional Services Agreement [Member] | 2020 Incentive Stock Plan [Member] | Nonqualified Stock Options [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued

200,000

Settlement Agreement [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued

300,000

Consulting Agreement [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued

15,000

10,000

15,000

Value of issued shares of common stock

$ 253,500

$ 215,000

$ 253,500

Agreement term, description

The term of the agreement is for five months from the effective date on March 8, 2021

The term of the agreement is for five months from the effective date on February 7, 2021

The term of the agreement is for one month from the effective date on July 28, 2020 and expires on August 28, 2020

The term of the agreement is for two months from the effective date on February 27, 2020 and expires on April 27, 2020

Issuable for service

100,000

100,000

Number of common stock shares issued for services

150,000

70,000

60,000

Marketing Expense

$ 250,000

Consulting Agreement One [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued for services

40,000

Stock Issued During Period, Value, Issued for Services

$ 42,400

Consulting Agreement Two [Member]

Loss Contingencies [Line Items]

Number of common stock shares issued for services

30,000

Stock Issued During Period, Value, Issued for Services

$ 31,800

Franchise Agreement [Member]

Loss Contingencies [Line Items]

Deferred revenue

217,500

Master Franchise Agreement [Member]

Loss Contingencies [Line Items]

Consideration payable

150,000

Master Franchise Agreement [Member] | Restaurant [Member]

Loss Contingencies [Line Items]

Consideration payable

$ 20,000

Litigations, Claims and Assessments [Member]

Loss Contingencies [Line Items]

Litigation settlement

$ 130,185

Loss contingency, damages sought, value

$ 32,809

Accounts payable and accrued liabilities

$ 30,000

Litigations, Claims and Assessments [Member] | American Restaurant LLC [Member]

Loss Contingencies [Line Items]

Litigation settlement

$ 160,000

Payment of legal settlement

100,000

Litigations, Claims and Assessments [Member] | American Restaurant LLC [Member] | Investor [Member]

Loss Contingencies [Line Items]

Litigation settlement

$ 531,250

Kitchen Service Agreement [Member] | Minimum [Member]

Loss Contingencies [Line Items]

License fees

$ 3,000

Kitchen Service Agreement [Member] | Maximum [Member]

Loss Contingencies [Line Items]

License fees

$ 6,000

SUMMARY OF OPERATING SEGMENTS (

SUMMARY OF OPERATING SEGMENTS (Details) - USD ($)		12 Months Ended
		Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information [Line Items]
Revenues		$ 10,349,636	$ 4,473,447
Operating Loss		(9,472,671)	(9,957,449)
Gain in debt extinguishment		1,228,308
Interest expense, net		(50,170)	(115,881)
Other non -operating income (expense)	[1]	118,403
Loss Before Income Tax		(8,176,130)	$ (10,099,105)
Muscle Maker Grill Division [Member]
Segment Reporting Information [Line Items]
Revenues		6,037,403
Operating Loss		(303,439)
Pokemoto Division [Member]
Segment Reporting Information [Line Items]
Revenues		2,844,782
Operating Loss		492,026
Super Fit Foods Division [Member]
Segment Reporting Information [Line Items]
Revenues		1,467,451
Operating Loss		300,138
Corporate and Unallocated Expenses [Member]
Segment Reporting Information [Line Items]
Operating Loss	[2]	(8,094,509)
Unallocated Operating Other Income Expense [Member]
Segment Reporting Information [Line Items]
Operating Loss	[3]	$ (1,866,887)
[1]	Includes changes in the fair value of accrued compensation of $ 127,500
[2]	Includes charges related to corporate expense that the Company does not allocateto the respective divisions. The largest portion of this expense relates to payroll, benefits and other compensation expense of $ 3,454,492 1,785,665 1,611,045
[3]	Includes charges of $ 1,139,908 86,348

SUMMARY OF OPERATING SEGMENTS_2

SUMMARY OF OPERATING SEGMENTS (Details) (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting [Abstract]
Other compensation expense	$ 3,454,492
Professional fees	1,785,665
Consulting fees	1,611,045
Impairment of intangible assets	1,139,908	$ 100,000
Impairment of goodwill	86,348
Fair value of accrued compensation	$ 127,500	$ (14,000)

SCHEDULE OF ACTIVITY RELATED TO

SCHEDULE OF ACTIVITY RELATED TO RESTRICTED COMMON STOCK (Details) - Restricted Common Stock [Member] - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted Common Stock, Outstanding Beginning	1,200	2,426
Weighted Average Grant Date Fair Value, Outstanding Beginning	$ 65.33	$ 65.33
Restricted Common Stock, Granted	221,783	216,783
Weighted Average Grant Date Fair Value, Granted	$ 2.87	$ 5
Restricted Common Stock, Forfeited
Weighted Average Grant Date Fair Value, Forfeited
Restricted Common Stock, Vested	(222,983)	(218,009)
Weighted Average Grant Date Fair Value, Vested	$ 3.21	$ 5.34
Restricted Common Stock, Outstanding Ending		1,200
Weighted Average Grant Date Fair Value, Outstanding Ending		$ 65.33

SCHEDULE OF OPTION ACTIVITY (De

SCHEDULE OF OPTION ACTIVITY (Details) - Share-based Payment Arrangement, Option [Member] - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Options, Outstanding Beginning	300,000	33,750
Number of Options, Weighted Average Exercise Price, Outstanding Ending	$ 3.33	$ 9.33
Number of Options, Weighted Average Remaining Life In Years, Outstanding Ending	1 year 11 months 1 day	1 year 1 month 6 days	7 months 6 days
Number of Options, Issued		300,000
Number of Options, Weighted Average Exercise Price, Issued		$ 3.33
Number of Options, Exercised
Number of Options, Weighted Average Exercise Price, Exercised
Number of Options, Forfeited	(200,000)	(33,750)
Number of Options, Weighted Average Exercise Price, Forfeited	$ 2.50	$ 9.33
Number of Options, Outstanding Ending	100,000	300,000	33,750
Number of Options, Weighted Average Exercise Price, Outstanding Ending	$ 5	$ 3.33	$ 9.33
Number of Options, Exercisable	100,000
Number of Options, Weighted Average Exercise Price, Exercisable	$ 5
Number of Options, Weighted Average Remaining Life In Years, Exercisable	1 year 11 months 1 day

SCHEDULE OF STOCK OPTIONS ASSUM

SCHEDULE OF STOCK OPTIONS ASSUMPTIONS (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividends	0.00%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term (years)	4 months 2 days
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term (years)	1 year
Share-based Payment Arrangement, Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividends		0.00%
Share-based Payment Arrangement, Option [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk free interest rate		0.10%
Contractual term (years)		4 months 2 days
Expected volatility		66.77%
Share-based Payment Arrangement, Option [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk free interest rate		0.23%
Contractual term (years)		5 years
Expected volatility		112.17%

SCHEDULE OF WARRANTS ACTIVITY (

SCHEDULE OF WARRANTS ACTIVITY (Details) - Warrant [Member] - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of Warrants, Outstanding Beginning	2,582,857	2,450,287
Weighted Average Exercise Price, Outstanding Beginning	$ 4.08	$ 5.51
Weighted Average Remaining Life In Years, Outstanding Beginning	3 years 3 months 18 days	3 years 8 months 12 days
Number of Warrants, Issued	21,869,064	486,729
Weighted Average Exercise Price, Issued	$ 0.46	$ 3.65
Number of Warrants, Exercised	(4,075,337)	(354,159)
Weighted Average Exercise Price, Exercised	$ 0.01	$ 6.74
Number of Warrants, Forfeited	(92,568)
Weighted Average Exercise Price, Forfeited	$ 19.99
Number of Warrants, Outstanding Ending	20,284,016	2,582,857
Weighted Average Exercise Price, Outstanding Ending	$ 1.66	$ 4.08
Weighted Average Remaining Life In Years, Outstanding Ending	4 years
Number of Warrants, Exercisable	20,284,016
Weighted Average Exercise Price, Exercisable	$ 1.66
Weighted Average Remaining Life In Years, Exercisable	4 years

SCHEDULE OF WARRANTS ASSUMPTION

SCHEDULE OF WARRANTS ASSUMPTIONS (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Expected dividends	0.00%
Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Risk free interest rate		1.37%
Contractual term (years)		3 years
Expected volatility		55.33%
Expected dividends		0.00%

EQUITY (Details Narrative)

EQUITY (Details Narrative) - USD ($)	Dec. 27, 2021	Dec. 23, 2021	Dec. 07, 2021	Dec. 03, 2021	Nov. 17, 2021	Oct. 22, 2021	Oct. 21, 2021	Oct. 11, 2021	Aug. 26, 2021	Aug. 24, 2021	May 28, 2021	May 27, 2021	May 24, 2021	May 06, 2021	Apr. 30, 2021	Apr. 07, 2021	Mar. 31, 2021	Feb. 11, 2021	Feb. 03, 2021	Jan. 02, 2021	Nov. 30, 2020	Nov. 27, 2020	Nov. 10, 2020	Nov. 05, 2020	Oct. 27, 2020	Sep. 15, 2020	Aug. 21, 2020	Jun. 24, 2020	Jun. 05, 2020	Jun. 01, 2020	Apr. 21, 2020	Mar. 31, 2020	Feb. 18, 2020	Feb. 18, 2020	Feb. 17, 2020	Dec. 31, 2021	Dec. 31, 2020	Nov. 07, 2021	Oct. 07, 2021	Oct. 06, 2021	Apr. 06, 2021	Oct. 26, 2020	Sep. 30, 2020	Sep. 10, 2020	Apr. 08, 2020	Feb. 12, 2020
Subsidiary, Sale of Stock [Line Items]
Common stock, shares authorized																									25,000,000											50,000,000	50,000,000		50,000,000	25,000,000		14,285,714
Common stock, par value					$ 0.0001																				$ 0.0001											$ 0.0001	$ 0.0001		$ 0.0001
Common stock authorized																																					25,000,000
Stock issuance																															51,105
Accrued interest amount																															$ 357,735
Stock issued during the period new issue value	$ 7,400		$ 177,600	$ 84,975		$ 15,150		$ 40,800	$ 1,540																												$ 6,780,000
Accrued compensation														$ 127,500
Cancellation of common stock shares												11,879
Payment to investors, shares									1,100
Payment to consultant, shares	10,000		160,000	82,500		15,000		40,000												1,200
Net proceeds from underwriters																									$ 764,399	$ 4,940,001							$ 6,780,000
Other fees																									$ 75,600	$ 660,000							$ 920,000
Warrants issued for underwriter																										263,529							123,200	123,200
Additional common stock shares issued																									494,177	494,177
Aggregate purchase price of commom stock					$ 15,000,000											$ 10,000,000
Warrants to purchase of commom stock					6,772,000											1,250,000
Common stock price per share																$ 2.43
Exercisable price per share					$ 1.385											$ 0.01
Warrant expiration term					5 years
Stock price					$ 1.385
Accrued compensation expense																																													$ 46,000
Change in fair value of accrued compensation																																					14,000
Expected volatility minimum amount																																				66.77%
Expected volatility maximum amount																																				112.17%
Risk free interest rate minimum amount																																				0.12%
Risk free interest maximum amount																																				0.23%
Expected dividend rate																																				0.00%
Number of vested shares																																		216,783
Share based compensation																																				$ 2,207,046	$ 2,806,336
Share-based Payment Arrangement, Option [Member]
Subsidiary, Sale of Stock [Line Items]
Expected dividend rate																																					0.00%
General and Administrative Expense [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during the period new issue value																																		$ 1,083,915
Maximum [Member]
Subsidiary, Sale of Stock [Line Items]
Warrant expiration term																5 years 6 months
Stock price																																				$ 2.71
Expected Term																																				1 year
Maximum [Member] | Share-based Payment Arrangement, Option [Member]
Subsidiary, Sale of Stock [Line Items]
Expected Term																																					5 years
Minimum [Member]
Subsidiary, Sale of Stock [Line Items]
Stock price																																				$ 1.42
Expected Term																																				4 months 2 days
Minimum [Member] | Share-based Payment Arrangement, Option [Member]
Subsidiary, Sale of Stock [Line Items]
Expected Term																																					4 months 2 days
Common Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period, shares																																					1,540,000
Stock issuance																																					51,105
Stock issued during the period new issue value																																					$ 154
Warrants to purchase of commom stock					10,830,305											4,115,227
Prefunded Common Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Warrants to purchase of commom stock					4,058,305											2,865,227
Warrant [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period, shares		1,210,110									1,400,000		1,465,227
Common stock price per share																$ 2.43
Exercisable price per share					$ 0.0001											$ 2.42
Common stock warrant value					$ 1.3849
Expected Term																																					3 years
Expected dividend rate																																					0.00%
Proceeds from Warrant Exercises											$ 14,000		$ 14,652
Share based compensation																																				$ 2,207,046	$ 2,806,336
Warrant [Member] | General and Administrative Expense [Member]
Subsidiary, Sale of Stock [Line Items]
Share based compensation																																				2,200,274	2,803,716
Warrant [Member] | Operating Expense [Member]
Subsidiary, Sale of Stock [Line Items]
Share based compensation																																				$ 6,772	$ 2,620
Restricted Common Stock [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares reserved for issuance																																											1,083,893
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Shares issued																																												3,294,118		1,540,000
Common stock issued price per share																																												$ 1.70		$ 5
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Exercisable price per share																																						$ 2.916
Debt instrument interest percentage					8.00%																																				8.00%
Stock price					$ 1.662
Private Placement [Member] | Maximum [Member]
Subsidiary, Sale of Stock [Line Items]
Debt instrument interest percentage					4.00%																																				4.00%
Investor [Member]
Subsidiary, Sale of Stock [Line Items]
Cancellation of common stock shares												11,879
Board of Directors [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period, shares							24,275			20,829							12,711		16,126				5,944					4,340							25,616
Consultant [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period, shares										15,000				150,000	10,000				20,000		82,500			53,763			53,571		15,000	5,000		75,000
Stock issued during the period new issue value										$ 20,999				$ 214,500	$ 14,700				$ 42,600		$ 176,138			$ 100,000			$ 200,705		$ 46,050	$ 10,150
Executive and Employee [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period, shares																		221,783
Consultants [Member] | Share-based Payment Arrangement, Option [Member]
Subsidiary, Sale of Stock [Line Items]
Number of vested shares																						300,000
Number of vested shares, value																						$ 118,000
2019 Plan [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares reserved for issuance																																				214,286
Shares issued																																				188,527
2020 Plan [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares reserved for issuance																																				1,750,000
Shares issued																																				889,756
2021 Plan [Member]
Subsidiary, Sale of Stock [Line Items]
Number of shares reserved for issuance																																				1,500,000
Shares issued																																				471,348

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)

Feb. 10, 2022

Feb. 09, 2022

Jan. 18, 2022

Jan. 02, 2022

Dec. 27, 2021

Dec. 07, 2021

Dec. 03, 2021

Oct. 22, 2021

Oct. 11, 2021

Aug. 26, 2021

Aug. 24, 2021

May 06, 2021

Apr. 30, 2021

Feb. 03, 2021

Nov. 30, 2020

Nov. 05, 2020

Aug. 21, 2020

Jun. 05, 2020

Jun. 01, 2020

Mar. 31, 2020

Dec. 31, 2020

Feb. 01, 2022

Jan. 06, 2022

Jan. 03, 2022

Sep. 15, 2020

Feb. 18, 2020

Subsequent Event [Line Items]

Number of shares authorized

25,000,000

Warrants or rights

263,529

123,200

Value of issued shares of common stock

$ 7,400

$ 177,600

$ 84,975

$ 15,150

$ 40,800

$ 1,540

$ 6,780,000

Consultant [Member]

Subsequent Event [Line Items]

Stock issued during period, shares

15,000

150,000

10,000

20,000

82,500

53,763

53,571

15,000

5,000

75,000

Value of issued shares of common stock

$ 20,999

$ 214,500

$ 14,700

$ 42,600

$ 176,138

$ 100,000

$ 200,705

$ 46,050

$ 10,150

Subsequent Event [Member]

Subsequent Event [Line Items]

Number of shares authorized

39,573

1,200,000

Warrants or rights

1,200,215

Shares issued price per share

$ 1

Subsequent Event [Member] | Consultant [Member]

Subsequent Event [Line Items]

Stock issued during period, shares

30,000

Value of issued shares of common stock

$ 15,600

Subsequent Event [Member] | Chief Financial Officer [Member]

Subsequent Event [Line Items]

Stock issued during period, shares

20,000

Officers compensation

$ 190,000

Subsequent Event [Member] | Chief Financial Officer [Member] | Restricted Stock Units (RSUs) [Member]

Subsequent Event [Line Items]

Restricted stock units

20,000

Subsequent Event [Member] | Chief Executive Officer [Member]

Subsequent Event [Line Items]

Officers compensation

$ 350,000

Shares of common stock

100,000

Weighted average remaining contractual term

5 years

Subsequent Event [Member] | Chief Executive Officer [Member] | One Year Anniversary [Member]

Subsequent Event [Line Items]

Officers compensation

$ 375,000

Subsequent Event [Member] | Chief Investment Officer [Member]

Subsequent Event [Line Items]

Officers compensation

$ 200,000

Shares of common stock

75,000

Salary percentage

75.00%

Subsequent Event [Member] | Chief Operating Officer [Member]

Subsequent Event [Line Items]

Officers compensation

$ 275,000

Shares of common stock

50,000

Weighted average remaining contractual term

5 years

Salary percentage

75.00%

Subsequent Event [Member] | Chief Marketing Officer [Member]

Subsequent Event [Line Items]

Officers compensation

$ 175,000

Shares of common stock

42,500

Weighted average remaining contractual term

5 years

Salary percentage

25.00%

Subsequent Event [Member] | Chief Accounting Officer [Member]

Subsequent Event [Line Items]

Officers compensation

$ 175,000

Shares of common stock

25,000

Weighted average remaining contractual term

5 years

Salary percentage

25.00%