Electronic Servitor Publication Network (XESP) 10-K 12 Apr 22 2021 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2021	Apr. 11, 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	000-55740
Entity Registrant Name	ELECTRONIC SERVITOR PUBLICATION NETWORK INC.
Entity Central Index Key	0001709542
Entity Tax Identification Number	82-1873116
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	400 1ST AVE N.
Entity Address, Address Line Two	STE. 100
Entity Address, City or Town	MINNEAPOLIS
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55401
City Area Code	612
Local Phone Number	414-7121
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			$ 3,958,000
Entity Common Stock, Shares Outstanding		21,416,001
ICFR Auditor Attestation Flag	true
Auditor Firm ID	5041
Auditor Name	BF Borgers CPA PC
Auditor Location	Lakewood

Balance Sheets

Balance Sheets - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Assets of discontinued operations		$ 257,474
Total assets		257,474
Current liabilities:
Accounts payable and accruals	13,853
Due to a related party	22,625
Liabilities of discontinued operations		335,473
Total current liabilities	36,478	335,473
Commitments and contingencies
Stockholders’ Deficit:
Preferred stock, $0.0001 par value 19,999,000 shares authorized; no shares issued and outstanding
Common Stock, $0.0001 par value, 100,000,000 shares authorized; 21,416,001 and 18,775,000 issued and outstanding, respectively	2,143	1,878
Additional paid in capital	5,876,611	3,253,525
Accumulated deficit	(5,915,232)	(3,333,402)
Total Stockholders’ deficit	(36,478)	(77,999)
Total Liabilities and Stockholders’ Deficit		257,474
Series A Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock, $0.0001 par value 19,999,000 shares authorized; no shares issued and outstanding

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	19,999,000	19,999,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common stock, authorized	100,000,000	100,000,000
Common stock, issued	21,416,001	18,775,000
Common stock, outstanding	21,416,001	18,775,000
Series A Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	1,000	1,000
Preferred Stock, Shares Issued	1,000	1,000
Preferred Stock, Shares Outstanding	1,000	1,000

Statements of Operations

Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating expenses:
General and administrative	$ 11,033
Professional fees	25,445
Licensing expense	2,500,000
Total operating expenses	2,536,478
Loss from operations	(2,536,478)
Other income:
Gain from spinoff of assets and liabilities	120,725
Total other income	120,725
Loss before provision for income taxes	(2,415,753)
Provision for income taxes
Net loss from continuing operations	(2,415,753)
Net loss from discontinued operations	(166,076)	(2,910,890)
Net loss	$ (2,581,829)	$ (2,910,890)
Loss per share, basic and diluted, from continuing operations	$ (0.14)
Loss per share, basic and diluted, from discontinued operations	(0.01)	(0.16)
Loss per share, basic and diluted	$ (0.15)	$ (0.16)
Weighted average shares outstanding, basic and diluted	17,719,642	18,460,836

Statements of Changes in Stockh

Statements of Changes in Stockholders' Deficit - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2019		$ 1,844	$ 358,317	$ (422,512)	$ (62,351)
Balance at the beginning (in shares) at Dec. 31, 2019		18,435,000
Common stock issued for services		$ 28	69,972		70,000
Common stock issued for services (in shares)		280,000
Common stock issued for debt conversion		$ 6	14,994		15,000
Common stock issued for debt conversion (in shares)		60,000
Preferred stock issued for change of control			2,765,250		2,765,250
Preferred stock issued for change of control (in shares)	1,000
Warrants issued			24,992		24,992
Net loss				(2,910,890)	(2,910,890)
Ending balance, value at Dec. 31, 2020		$ 1,878	3,253,525	(3,333,402)	(77,999)
Balance at the end (in shares) at Dec. 31, 2020	1,000	18,775,000
Common stock issued for services		$ 7	6,743		6,750
Common stock issued for services (in shares)		75,000
Common stock issued for debt conversion		$ 6	14,494		14,500
Common stock issued for debt conversion (in shares)		58,000
Net loss				(2,581,829)	(2,581,829)
Common stock units sold for cash		1	1,999		2,000
Shares cancelled – related party		(750)	750
Contributed capital – related party			100,100		100,100
Common stock issued for licensing agreement		$ 1,000	2,499,000		2,500,000
Common stock issued for license agreement related party (in shares)		10,000,000
Ending balance, value at Dec. 31, 2021		$ 2,142	$ 5,876,611	$ (5,915,231)	$ (36,478)
Balance at the end (in shares) at Dec. 31, 2021	1,000	21,416,001

Statements of Cash Flows

Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (2,581,829)	$ (2,910,890)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock issued for licensing agreement	2,500,000
Loss from discontinued operations	166,076	2,910,890
Changes in Operating Assets and Liabilities:
Accounts payable	13,853
Operating activities from discontinued operations	(198,613)	(83,444)
Net cash used by operating activities	(100,513)	(83,444)
Cash flows from Investing activities:
Cash flows from Financing activities:
Proceeds from loans - related party	22,625
Contributed capital – related party	100,100
Proceeds from sale of common stock	2,000
Financing activities from discontinued operations	(24,212)	83,444
Net cash provided by financing activities	100,513	83,444
Net decrease in cash
Cash, beginning of year
Cash, end of year
Cash Paid For:
Cash paid for interest
Cash paid for taxes

DESCRIPTION OF BUSINESS AND HIS

DESCRIPTION OF BUSINESS AND HISTORY	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
DESCRIPTION OF BUSINESS AND HISTORY	NOTE 1 - DESCRIPTION OF BUSINESS AND HISTORY Description of business Electronic Servitor Publication Network Inc. (formerly CannAssist International Corp.) (“the Company”) was incorporated on May 17, 2017, under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company has developed a technology platform that is specifically designed for esports professionals and gamers. The platform’s functionality will allow its publishing users with omni-channel and technology agnostic streaming functionality so that users can better engage with their audiences on a global level. The platform will also provide in depth engagement analytics. We believe that many esports professionals find it very difficult to showcase their talents while managing the distribution aspects of their careers. The platform will provide these individuals with an easy-to-use solution. The platform will also have content that provides news and information about esports. On July 1, 2021, Mark Palumbo, a former officer and director of the Company, and Forty 7 Select Holdings LLC, an entity controlled by Greg Shockey (who was an existing shareholder of the Company), entered into an agreement pursuant to which Mark Palumbo transferred all of his 1,000 A Preferred Stock (representing 100% of the Company’s issued and outstanding Series A Preferred Stock), of the Company to Forty 7 Select Holdings LLC in a private transaction. The Series A Preferred Stock provides the holder thereof the right to vote 60% of the Company’s voting shares on any and all shareholder matters and thereby constituted a change of control of the Company 7,500,000 On July 23, 2021, the Company entered into a Technology License Agreement with Phitech Management, LLC, an entity controlled by Peter Hager (“Licensor”), whereby, at Closing, the Company shall be granted a license (the “License”) to use, market, promote and distribute certain technology related to Electronic Sports Gaming, related patent applications, related trade-secrets and associated knowhow, including methods, techniques, specifications, procedures, information, systems, knowledge and business processes required to practice and carry on business in the field of data collection, security and management (the “Technology”). The initial term of the License is 10-years (the “Initial Term”) and shall automatically be renewed for successive 1-year terms (each, a “Renewal Term”) unless the Company elects to terminate the License by giving 30 days’ written notice prior to commencement of a Renewal Term. In exchange for the License of the Technology, the Company shall issue to the Licensor 10,000,000 2,500,000 0.25 On July 23, 2021, the Company and Mark Palumbo entered into an agreement (the “Spin-Off Agreement”) whereby, at the Closing, the Company shall transfer 100% of the issued and outstanding membership units of Xceptor LLC, an entity that was a wholly-owned subsidiary of the Company, to Mark Palumbo (along with the assets and liabilities associated with the prior business) for nominal consideration as a condition of the Change-in-Control (the “Spin-Off”). Furthermore, at the Closing, that certain Technology License Agreement entered into by and between the Company and Mark Palumbo dated April 29, 2019 (the “Palumbo License Agreement”) shall be terminated and the Company shall assign all rights to the underlying Intellectual Property (as defined in the Palumbo License Agreement) to Mark Palumbo. On September 28, 2021, the Certificate of Incorporation of the Company was amended to effect a change in the Company’s name from “CannAssist International Corp.” to “The Electronic Servitor Publication Network, Inc.” (the “Name Change”). On October 9, 2021, the Closing of the Technology License Agreement occurred whereby the Company received the License to the Technology and the Licensor shall be 10,000,000 restricted shares of the Company’s common stock, at a cost basis of $0.25 per share. On October 9, 2021, the Closing of the Spin-Off Agreement occurred whereby 100% of the issued and outstanding membership units of Xceptor LLC was transferred to Mark Palumbo (along with the assets and liabilities associated with the prior business) in exchange for nominal consideration and the Palumbo License Agreement was terminated. Effective October 9, 2021, as a result of the transactions described above, the business of the Company changed to focus on Electronic Sports Gaming technology and the development of related infrastructure, specifically the development and commercialization of a technology platform specifically designed for the Electronic Sports and Electronic Gaming markets. The platform will provide an omni-channel publishing tool, with talent identity protection and monetization tools provided in line with interaction and media creation services. Further publication and monetization products and services will be developed and acquired to support these efforts.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”). Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended December 31, 2021 or 2020. Reclassifications Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the year ended December 31, 2021. Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of December 31, 2021 and 2020, there are no dilutive shares. Stock-based Compensation In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 allows companies to account for nonemployee awards in the same manner as employee awards. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those annual periods. We adopted this ASU on January 1, 2019. Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. Income Taxes Income taxes are provided for the tax effects of the transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to tax net operating loss carryforwards. The deferred tax assets and liabilities represent the future tax return consequences of these differences, which will either be taxable or deductible when assets and liabilities are recovered or settled, as well as operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established against deferred tax assets when in the judgment of management, it is more likely than not that such deferred tax assets will not become available. Because the judgment about the level of future taxable income is dependent to a great extent on matters that may, at least in part, be beyond the Company’s control, it is at least reasonably possible that management’s judgment about the need for a valuation allowance for deferred taxes could change in the near term. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon settlement. A liability for “unrecognized tax benefits” is recorded for any tax benefits claimed in the Company’s tax returns that do not meet these recognition and measurement standards. As of December 31, 2021, and 2020, no liability for unrecognized tax benefits was required to be reported. Recently issued accounting pronouncements In August 2020, the FASB issued ASU 2020-06 , Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. Derivatives and Hedging Derivatives and Hedging—Contracts in Entity’s Own Equity The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

GOING CONCERN

GOING CONCERN	12 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GOING CONCERN	NOTE 3 - GOING CONCERN The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $ 5,915,232 The Company anticipates that it would need approximately $1,500,000 over the next 12 months to continue as a going concern

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 4 – RELATED PARTY TRANSACTIONS On March 30, 2020, the Company issued 1,000 Based on the rights of the designation the shares of preferred stock were value at 60% of the value of the total common stock outstanding 0.25 2,765,250 Marla Palumbo has advanced the Company a limited amount of funds to cover some general operating expenses and travel costs. These advances are unsecured, due on demand and non-interest bearing. Any amounts due were part of the Spin-Off Agreement. Ms. Palumbo is the President of the Company and wife of the CEO, Mark Palumbo. During the year ended December 31, 2021, Mark Palumbo, returned 7,500,000 On October 9, 2021, the Company issued 10,000,000 0.25

COMMON STOCK

COMMON STOCK	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
COMMON STOCK	NOTE 5 – COMMON STOCK On February 8, 2021, the Company entered into an agreement with an independent consultant pursuant to which the consultant was issued 75,000 0.09 6,750 On February 24, 2021, in connection with its qualified offering under Regulation A, the Company sold 2667 0.75 2,000.25 Each unit is comprised of (i) 3 shares of the common stock of the Company and (ii) 1 warrant entitling the holder rights to purchase 1 share of the common stock During the year ended December 31, 2021, note holders converted $ 14,500 58,000 Refer to Note 4 for stock issued to related parties.

PREFERRED STOCK

PREFERRED STOCK	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
PREFERRED STOCK	NOTE 6 – PREFERRED STOCK The Company has designated 1,000 0.0001 Series A Preferred Stock, voting together as a class, have the right to vote 60% of the Company’s voting shares

WARRANTS

WARRANTS	12 Months Ended
	Dec. 31, 2021
Warrants
WARRANTS	NOTE 7 – WARRANTS On February 24, 2021, the Company sold 2667 units to one investor at a price per unit of $0.75 per unit for aggregate proceeds of $2,000.25. Each unit is comprised of (i) 3 shares of the common stock of the Company and (ii) 1 warrant entitling the holder rights to purchase 1 share of the common stock of the Company at an exercise price equal to $0.50 for a period of 5 years from the date of issuance. The warrants were evaluated for purposes of classification between liability and equity. The warrants do not contain features that would require a liability classification and are therefore considered equity. The warrants were fair valued at $465. The Black Scholes pricing model was used to estimate the fair value of the Warrants issued with the following inputs: Warrants issued with the following inputs: Warrants 2,667 Share price $ 0.25 Exercise Price $ 0.50 Term 5 years Volatility 109.15 % Risk Free Interest Rate .62 % Dividend rate - A summary of the status of the Company’s outstanding stock warrants and changes during the year is presented below: Activity for nine months ended December 31, 2021 is as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2019 - - - Granted 150,836 $ 0.25 7.97 $ - Expired - $ - - $ - Exercised - $ - - $ - Outstanding at December 31, 2020 150,836 $ 0.25 7.97 $ - Granted 2,667 $ 0.25 5.00 $ - Expired - $ - - $ - Exercised - $ - - $ - Outstanding at December 31, 2021 153,503 $ 0.25 6.92 $ - Exercisable at December 31, 2021 153,503 $ 0.25 6.92 $ - Schedule of Weighted Average Number of Shares Range of Exercise Number Outstanding Weighted Average Weighted Average $ 0.25 153,503 6.92 years $0.25

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 8 – INCOME TAXES Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company has evaluated Staff Accounting Bulletin No. 118 regarding the impact of the decreased tax rates of the Tax Cuts & Jobs Act. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The U.S. federal income tax rate of 21 Net deferred tax assets consist of the following components as of December 31: 2021 2020 Federal income tax benefit attributable to: Current operations $ 529,000 $ 611,300 Less: valuation allowance (529,000 ) (611,300 ) Net provision for Federal income taxes $ — $ — The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate to pretax income from continuing operations for the period ended December 31, due to the following: 2021 2020 Deferred Tax Assets: NOL Carryover $ 1,242,000 $ 700,000 Less valuation allowance (1,242,000 ) (700,000 ) Net deferred tax assets $ — $ — At December 31, 2021, the Company had net operating loss carry forwards of approximately $ 2,682,000 Under the CARES Act, the Company can carry forward NOLs indefinitely for NOLs generated in a tax year beginning after 2017, that remain after they are carried back to tax years in the five-year carryback period. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal Income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years before 2016.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	12 Months Ended
	Dec. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
DISCONTINUED OPERATIONS	NOTE 9 - DISCONTINUED OPERATIONS In accordance with the provisions of ASC 205-20, we have not included the results of operations from discontinued operations in the results of continuing operations in the statements of operations. The results of operations from discontinued operations for the years ended December 31, 2021 and 2020, have been reflected as discontinued operations in the statements of operations for the years ended December 31, 2021 and 2020, and consist of the following. Schedule of discontinued operations For the years ended December 31, 2021 2020 Revenue - discontinued operations $ 515,500 $ 1,137,865 Cost of revenue - discontinued operations 322,820 766,763 Gross margin 192,680 371,102 Expenses of discontinued operations: General and administrative 268,206 301,367 Commissions – related party — 12,900 Professional fees 63,730 187,575 Preferred stock issued for change of control — 2,765,250 Interest expense 26,821 14,900 Total expenses of discontinued operations 358,757 3,281,992 + Net loss from discontinued operations $ (166,077 ) $ (2,910,890 )

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 10 – SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the financial statements were available to be issued and has determined that it has the following material subsequent events to disclose in these financial statements: In the first quarter of 2022, the Company entered into an Employment Agreement with Anthony Sanneh, an officer of the Company. This Employment Agreement has a term of 2 years and automatically renews for additional 6-month terms unless earlier terminated earlier. This agreement is terminable by each of the parties upon written notice. Under this Employment Agreement, the Company pays a base salary of $1.00 per year 500,000 0.39 1.5 10 125,000 In the first quarter of 2022, the Company entered into an Employment Agreement with Thomas Spruce, an officer and director of the Company. This Employment Agreement has a term of 2 years and automatically renews for additional 6-month terms unless earlier terminated earlier. This agreement is terminable by each of the parties upon written notice. Under this Employment Agreement, the Company pays a base salary of $1.00 per year and issued options to purchase 500,000 restricted shares of the Company’s common stock at a strike price of $0.39 per share. The options vest over a period of 1.5 years contingent upon service and have an expiry date of 10 years from the date of grant. In the event that the agreement is renewed, an additional 125,000 options to purchase restricted shares of the Company’s common stock shall be issued for each 6-month renewal term at a strike price equal to the fair market value of the Company’s common stock on the trading day prior to the grant of the options.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Concentrations of Credit Risk	Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurable amount (“FDIC”).
Cash equivalents	Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended December 31, 2021 or 2020.
Reclassifications	Reclassifications Certain reclassifications have been made to the prior period financial information to conform to the presentation used in the financial statements for the year ended December 31, 2021.
Stock-based Compensation	Stock-based Compensation In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 allows companies to account for nonemployee awards in the same manner as employee awards. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those annual periods. We adopted this ASU on January 1, 2019.
Fair value of financial instruments	Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments.
Income Taxes	Income Taxes Income taxes are provided for the tax effects of the transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to tax net operating loss carryforwards. The deferred tax assets and liabilities represent the future tax return consequences of these differences, which will either be taxable or deductible when assets and liabilities are recovered or settled, as well as operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established against deferred tax assets when in the judgment of management, it is more likely than not that such deferred tax assets will not become available. Because the judgment about the level of future taxable income is dependent to a great extent on matters that may, at least in part, be beyond the Company’s control, it is at least reasonably possible that management’s judgment about the need for a valuation allowance for deferred taxes could change in the near term. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon settlement. A liability for “unrecognized tax benefits” is recorded for any tax benefits claimed in the Company’s tax returns that do not meet these recognition and measurement standards. As of December 31, 2021, and 2020, no liability for unrecognized tax benefits was required to be reported.
Recently issued accounting pronouncements	Recently issued accounting pronouncements In August 2020, the FASB issued ASU 2020-06 , Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. Derivatives and Hedging Derivatives and Hedging—Contracts in Entity’s Own Equity The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basic and Diluted Earnings Per Share	Basic and Diluted Earnings Per Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. As of December 31, 2021 and 2020, there are no dilutive shares. Stock-based Compensation In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. ASU 2018-07 allows companies to account for nonemployee awards in the same manner as employee awards. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those annual periods. We adopted this ASU on January 1, 2019. Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. Income Taxes Income taxes are provided for the tax effects of the transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to tax net operating loss carryforwards. The deferred tax assets and liabilities represent the future tax return consequences of these differences, which will either be taxable or deductible when assets and liabilities are recovered or settled, as well as operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established against deferred tax assets when in the judgment of management, it is more likely than not that such deferred tax assets will not become available. Because the judgment about the level of future taxable income is dependent to a great extent on matters that may, at least in part, be beyond the Company’s control, it is at least reasonably possible that management’s judgment about the need for a valuation allowance for deferred taxes could change in the near term. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon settlement. A liability for “unrecognized tax benefits” is recorded for any tax benefits claimed in the Company’s tax returns that do not meet these recognition and measurement standards. As of December 31, 2021, and 2020, no liability for unrecognized tax benefits was required to be reported. Recently issued accounting pronouncements In August 2020, the FASB issued ASU 2020-06 , Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. Derivatives and Hedging Derivatives and Hedging—Contracts in Entity’s Own Equity The Company has implemented all new applicable accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

WARRANTS (Tables)

WARRANTS (Tables)	12 Months Ended
	Dec. 31, 2021
Warrants
Warrants issued with the following inputs:	On February 24, 2021, the Company sold 2667 units to one investor at a price per unit of $0.75 per unit for aggregate proceeds of $2,000.25. Each unit is comprised of (i) 3 shares of the common stock of the Company and (ii) 1 warrant entitling the holder rights to purchase 1 share of the common stock of the Company at an exercise price equal to $0.50 for a period of 5 years from the date of issuance. The warrants were evaluated for purposes of classification between liability and equity. The warrants do not contain features that would require a liability classification and are therefore considered equity. The warrants were fair valued at $465. The Black Scholes pricing model was used to estimate the fair value of the Warrants issued with the following inputs: Warrants issued with the following inputs: Warrants 2,667 Share price $ 0.25 Exercise Price $ 0.50 Term 5 years Volatility 109.15 % Risk Free Interest Rate .62 % Dividend rate -
Activity for nine months ended December 31, 2021 is as follows:	Activity for nine months ended December 31, 2021 is as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2019 - - - Granted 150,836 $ 0.25 7.97 $ - Expired - $ - - $ - Exercised - $ - - $ - Outstanding at December 31, 2020 150,836 $ 0.25 7.97 $ - Granted 2,667 $ 0.25 5.00 $ - Expired - $ - - $ - Exercised - $ - - $ - Outstanding at December 31, 2021 153,503 $ 0.25 6.92 $ - Exercisable at December 31, 2021 153,503 $ 0.25 6.92 $ -
Schedule of Weighted Average Number of Shares	Schedule of Weighted Average Number of Shares Range of Exercise Number Outstanding Weighted Average Weighted Average $ 0.25 153,503 6.92 years $0.25

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Net deferred tax assets consist of the following components as of December 31:	Net deferred tax assets consist of the following components as of December 31: 2021 2020 Federal income tax benefit attributable to: Current operations $ 529,000 $ 611,300 Less: valuation allowance (529,000 ) (611,300 ) Net provision for Federal income taxes $ — $ —
The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate to pretax income from continuing operations for the period ended December 31, due to the following:	The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate to pretax income from continuing operations for the period ended December 31, due to the following: 2021 2020 Deferred Tax Assets: NOL Carryover $ 1,242,000 $ 700,000 Less valuation allowance (1,242,000 ) (700,000 ) Net deferred tax assets $ — $ —

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	12 Months Ended
	Dec. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
Schedule of discontinued operations	Schedule of discontinued operations For the years ended December 31, 2021 2020 Revenue - discontinued operations $ 515,500 $ 1,137,865 Cost of revenue - discontinued operations 322,820 766,763 Gross margin 192,680 371,102 Expenses of discontinued operations: General and administrative 268,206 301,367 Commissions – related party — 12,900 Professional fees 63,730 187,575 Preferred stock issued for change of control — 2,765,250 Interest expense 26,821 14,900 Total expenses of discontinued operations 358,757 3,281,992 + Net loss from discontinued operations $ (166,077 ) $ (2,910,890 )

DESCRIPTION OF BUSINESS AND H_2

DESCRIPTION OF BUSINESS AND HISTORY (Details Narrative) - USD ($)	Jul. 23, 2021	Jul. 02, 2021	Dec. 31, 2021	Dec. 31, 2020
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Number of shares converted (in shares)			58,000
Stock Issued During Period, Value, Issued for Services			$ 6,750	$ 70,000
Technology License Agreement [Member] | Phitech Management L L C [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Stock Issued During Period, Shares, Issued for Services	10,000,000
Stock Issued During Period, Value, Issued for Services	$ 2,500,000
Share Price	$ 0.25
Chief Executive Officer [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Number of shares converted (in shares)		1,000
Preferred stock, voting rights		A Preferred Stock (representing 100% of the Company’s issued and outstanding Series A Preferred Stock), of the Company to Forty 7 Select Holdings LLC in a private transaction. The Series A Preferred Stock provides the holder thereof the right to vote 60% of the Company’s voting shares on any and all shareholder matters and thereby constituted a change of control of the Company
Number of shares cancelled		7,500,000

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 5,915,232	$ 3,333,402
Description of offer provided	The Company anticipates that it would need approximately $1,500,000 over the next 12 months to continue as a going concern

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Mar. 30, 2020	Dec. 31, 2021	Oct. 09, 2021	Dec. 31, 2020
Common stock, par value (in dollars per share)		$ 0.0001		$ 0.0001
Shares returned to company		7,500,000
Common stock issued (in shares)		21,416,001		18,775,000
Phitech Management L L C [Member]
Common stock, par value (in dollars per share)			$ 0.25
Common stock issued (in shares)			10,000,000
Series A Preferred Stock [Member]
Number of shares issued (in shares)	1,000
Preferred stock, voting rights	Based on the rights of the designation the shares of preferred stock were value at 60% of the value of the total common stock outstanding	Series A Preferred Stock, voting together as a class, have the right to vote 60% of the Company’s voting shares
Common stock, par value (in dollars per share)	$ 0.25
Non-cash stock compensation expense	$ 2,765,250

COMMON STOCK (Details Narrative

COMMON STOCK (Details Narrative) - USD ($)	Feb. 24, 2021	Feb. 08, 2021	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Stock Issued During Period, Value, New Issues			$ 2,000
Common stock, voting rights			Each unit is comprised of (i) 3 shares of the common stock of the Company and (ii) 1 warrant entitling the holder rights to purchase 1 share of the common stock
Value of shares converted			$ 14,500
Value of shares converted			58,000
Independent Consultant Agreement [Member]
Defined Benefit Plan Disclosure [Line Items]
Number of shares of common stock for total cash proceeds		75,000
Share price		$ 0.09
Non-cash expense		$ 6,750
Investor [Member]
Defined Benefit Plan Disclosure [Line Items]
Number of shares of common stock for total cash proceeds	2,667
Share price	$ 0.75
Stock Issued During Period, Value, New Issues	$ 2,000.25

PREFERRED STOCK (Details Narrat

PREFERRED STOCK (Details Narrative) - $ / shares	Mar. 30, 2020	Dec. 31, 2021	Dec. 31, 2020
Class of Stock [Line Items]
Number of shares designated		19,999,000	19,999,000
Preferred stock, par value (in dollars per share)		$ 0.0001	$ 0.0001
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares designated		1,000	1,000
Preferred stock, par value (in dollars per share)		$ 0.0001	$ 0.0001
Preferred stock, voting rights	Based on the rights of the designation the shares of preferred stock were value at 60% of the value of the total common stock outstanding	Series A Preferred Stock, voting together as a class, have the right to vote 60% of the Company’s voting shares

Warrants issued with the follow

Warrants issued with the following inputs: (Details) - Warrant 1 [Member]	12 Months Ended
	Dec. 31, 2021$ / sharesshares
Class of Warrant or Right [Line Items]
Warrants | shares	2,667
Share price	$ 0.25
Exercise Price	$ 0.50
Warrant term	5 years
Volatility	109.15%
Risk Free Interest Rate	0.62%

Activity for nine months ended

Activity for nine months ended December 31, 2021 is as follows: (Details) - Warrant [Member] - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Class of Warrant or Right [Line Items]
Outstanding at ending	150,836	0
Outstanding at beginning	$ 0.25
Granted	2,667	150,836
Granted	$ 0.25	$ 0.25
Granted	5 years	7 years 11 months 19 days
Outstanding at end	$ 0.25	$ 0.25
Weighted average remaining contract term	6 years 11 months 1 day	7 years 11 months 19 days
Outstanding at ending	153,503	150,836
Number Of Warrants Exercisable (in shares)	153,503
Weighted Average Exercise Price Exercisable	$ 0.25
Weighted average remaining contract term, exercisable	6 years 11 months 1 day

Schedule of Weighted Average Nu

Schedule of Weighted Average Number of Shares (Details) - Warrant [Member] - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Class of Warrant or Right [Line Items]
Weighted average remaining contractual life (years)	6 years 11 months 1 day	7 years 11 months 19 days
Exercise Price 1 [Member]
Class of Warrant or Right [Line Items]
Exercise Price	$ 0.25
Number outstanding	153,503
Weighted average remaining contractual life (years)	6 years 11 months 1 day
Weighted Average Exercise Price	$ 0.25

Net deferred tax assets consist

Net deferred tax assets consist of the following components as of December 31: (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Federal income tax benefit attributable to:
Current operations	$ 529,000	$ 611,300
Less: valuation allowance	(529,000)	(611,300)
Net provision for Federal income taxes

The income tax provision differ

The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate to pretax income from continuing operations for the period ended December 31, due to the following: (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Deferred Tax Assets:
NOL Carryover	$ 1,242,000	$ 700,000
Less valuation allowance	(1,242,000)	(700,000)
Net deferred tax assets

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative)	12 Months Ended
	Dec. 31, 2021USD ($)
Income Tax Disclosure [Abstract]
Statutory corporate tax rate	21.00%
Net operating loss carry forwards	$ 2,682,000

Schedule of discontinued operat

Schedule of discontinued operations (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Discontinued Operations and Disposal Groups [Abstract]
Revenue - discontinued operations	$ 515,500	$ 1,137,865
Cost of revenue - discontinued operations	322,820	766,763
Gross margin	192,680	371,102
General and administrative	268,206	301,367
Commissions – related party		12,900
Professional fees	63,730	187,575
Preferred stock issued for change of control		2,765,250
Interest expense	26,821	14,900
Total expenses of discontinued operations	358,757	3,281,992
Net loss from discontinued operations	$ (166,077)	$ (2,910,890)

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member]	3 Months Ended
	Mar. 31, 2022$ / sharesshares
Subsequent Event [Line Items]
Description of employment agreement	This Employment Agreement has a term of 2 years and automatically renews for additional 6-month terms unless earlier terminated earlier. This agreement is terminable by each of the parties upon written notice. Under this Employment Agreement, the Company pays a base salary of $1.00 per year
Vesting period of option	1 year 6 months
Vesting period of expiration	10 years
Restricted Stock [Member]
Subsequent Event [Line Items]
Issue of shares	500,000
Share Price | $ / shares	$ 0.39
Options to be issued to purchase restricted shares	125,000