Electromedical (EMED) 10-Q 14 May 21 2021 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2021	May 13, 2021
Document and Entity Information [Abstract]
Document Type	10-Q
Document Period End Date	Mar. 31, 2021
Entity Registrant Name	Electromedical Technologies, Inc
Entity Current Reporting Status	Yes
Entity Interactive Data Current	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		34,697,316
Entity Central Index Key	0001715819
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Amendment Flag	false

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 580,774	$ 264,913
Accounts receivable	21,872	17,694
Inventories	208,503	78,712
Prepaid expenses and other current assets	123,870	285,860
Total current assets	935,019	647,179
Other assets	13,601	20,601
Property and equipment, net	743,750	749,219
Total assets	1,692,370	1,416,999
Current liabilities:
Accounts payable	213,331	262,614
Credit cards payable	22,653	23,710
Accrued expenses and other current liabilities	199,299	201,814
Customer deposits	10,350	28,651
Convertible promissory notes, net of discount of $1,699,181 and $1,277,255, respectively	404,472	257,398
Related party notes payable	282,500	332,500
PPP loan		39,500
Notes payable		12,846
Long term debt, current portion	26,993	28,260
Derivative liabilities- convertible promissory notes	1,601,932	831,852
Total current liabilities	2,761,530	2,019,145
Long-term liabilities:
Bank debt, net of current portion	539,664	546,552
Government debt, net of current portion	155,900	154,302
Other liabilities	15,337	15,603
Total liabilities	3,472,431	2,735,602
Commitments and contingencies (Note 11)
Stockholders' deficit
Series A Preferred Stock, 1,000,000 shares authorized and 500,000 outstanding	355,000	355,000
Common stock, $.00001 par value, 125,000,000 shares authorized; 30,379,033 and 27,175,800 shares outstanding at March 31, 2021 and December 31, 2020, respectively	301	269
Additional paid-in-capital	11,746,183	7,957,860
Accumulated deficit	(13,881,545)	(9,631,732)
Total stockholders' deficit	(1,780,061)	(1,318,603)
Total liabilities and stockholders' deficit	$ 1,692,370	$ 1,416,999

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
BALANCE SHEETS
Discount on convertible promissory notes	$ 1,277,255	$ 1,699,181
Preference shares, shares authorized	1,000,000	1,000,000
Preference shares, shares outstanding	500,000	500,000
Common shares, par value	$ 0.00001	$ 0.00001
Common shares, shares authorized	125,000,000	125,000,000
Common Stock, Shares, Outstanding	30,379,033	27,175,800

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
STATEMENTS OF OPERATIONS
Net sales	$ 166,440	$ 214,870
Cost of sales	41,591	64,513
Gross profit	124,849	150,357
Selling, general and administrative expenses	1,689,383	588,150
Loss from operations	(1,564,534)	(437,793)
Other income (expense)
Interest expense	(1,060,302)	(14,948)
Change in fair value of derivative liabilities- convertible promissory notes	14,798
Forgiveness of debt	(50,082)
Other income (expense)	(428)	1,500
Total other expense	(995,850)	(13,448)
Net loss	$ (2,560,384)	$ (451,241)
Weighted average shares outstanding - basic and diluted	28,557,027	18,161,124
Weighted average loss per share - basic and diluted	$ (0.09)	$ (0.02)

STATEMENT OF CHANGES IN STOCKHO

STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($)	Preferred Stock	Common Stock	Additional Paid in Capital	Accumulated Deficit	Total
Beginning balance at Dec. 31, 2019	$ 355,000	$ 177	$ 2,713,087	$ (5,252,701)	$ (2,184,437)
Beginning balance (in shares) at Dec. 31, 2019	500,000	17,900,639
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued in conjunction with vendor settlement			7,352		7,352
Shares issued in conjunction with vendor settlement (in shares)		10,355
Shares issued for consulting services		$ 6	289,994		290,000
Shares issued for consulting services (in shares)		600,000
Stock-based compensation			5,265		5,265
Net loss				(451,241)	(451,241)
Ending balance at Mar. 31, 2020	$ 355,000	$ 183	3,015,698	(5,703,942)	(2,333,061)
Ending balance (in shares) at Mar. 31, 2020	500,000	18,510,994
Beginning balance at Dec. 31, 2020	$ 355,000	$ 269	7,957,860	(9,631,732)	(1,318,603)
Beginning balance (in shares) at Dec. 31, 2020	500,000	27,175,800
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Warrants reset in conjunction with convertible promissory notes			1,689,429	(1,689,429)
Conversion of convertible promissory note		$ 10	380,093		380,103
Conversion of convertible promissory note (in shares)		1,019,113
Shares issued for consulting services		$ 11	693,826		693,837
Shares issued for consulting services (in shares)		1,084,120
Shares issued for software development services			420,096		420,096
Stock-based compensation		$ 11	604,879		604,890
Stock-based compensation (in shares)		1,100,000
Net loss				(2,560,384)	(2,560,384)
Ending balance at Mar. 31, 2021	$ 355,000	$ 301	$ 11,746,183	$ (13,881,545)	$ (1,780,061)
Ending balance (in shares) at Mar. 31, 2021	500,000	30,379,033

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash flows from operating activities:
Net loss	$ (2,560,384)	$ (451,241)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	1,298,727	295,265
Depreciation and amortization	5,469	5,469
Forgiveness of debt	(49,783)
Amortization of debt discount and day one derivative loss and warrant expense	1,010,601
Change in fair value of derivative liabilities- convertible promissory notes	(14,798)
Change in operating assets and liabilities:
Accounts receivable	(4,178)	(1,649)
Inventories	(129,791)	(2,600)
Prepaid expenses and other current assets	161,990	13,470
Other assets	7,000	(3,795)
Accounts payable	(42,284)	23,611
Credit cards payable	(1,057)	(1,472)
Accrued expenses and other current liabilities	9,817	17,315
Customer deposits	(18,301)	(95,140)
Other liabilities	(265)	11,186
Net cash (used in) provided by operating activities	(327,237)	699
Cash flows from financing activities:
Short-term financing		(15,643)
Repayments on bank debt	(6,556)	(4,175)
Related party notes payable-net	(50,000)	58,000
Issuance of convertible promissory notes	712,500
Repayments on notes payable	(12,846)
Net cash provided by financing activities	643,098	38,182
Net increase in cash and cash equivalents	315,861	38,881
Cash and cash equivalents, beginning of period	264,913	0
Cash and cash equivalents, end of period	580,774	38,881
Supplemental disclosures of cash flow information:
Interest	16,356	14,396
Non-cash investing and financing activities:
Shares issued in conjunction with vendor settlement		$ 7,352
Warrants, issued in conjunction with convertible promissory notes	420,096
Derivative liabilities issued in conjunction with convertible promissory notes	974,931
Conversion of convertible promissory notes, derivative liabilities and accrued interest into shares of common stock	$ 380,103

ORGANIZATION AND NATURE OF BUSI

ORGANIZATION AND NATURE OF BUSINESS	3 Months Ended
	Mar. 31, 2021
ORGANIZATION AND NATURE OF BUSINESS
ORGANIZATION AND NATURE OF BUSINESS	NOTE 1. Electro Medical Technologies, LLC (“the Company”), was formed in November 2010 as an Arizona limited liability company. In August 2017, the Company converted to a Delaware C Corporation under Electromedical Technologies, Inc. The Company is a bioelectronic engineering company with medical device certifications in the United States (FDA) and Mexico (Cofepris). The Company engineers simple-to-use portable bioelectronics devices, which provide fast and long -lasting pain relief across a broad range of ailments.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. Accounting Method The accompanying unaudited financial statements of Electromedical Technologies, Inc. have been prepared in accordance with Accounting Principles Generally Accepted in the United States of America (“GAAP”) for interim financial information and in accordance with Rule 8-03 of Regulation S-X per Regulation A requirements. Certain information and disclosures normally included in the annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation, have been included. These interim financial statements should be read in conjunction with the audited annual financial statements of the Company as of and for the year ended December 31, 2020. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the full year. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities, certain disclosures at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant estimates affecting the financial statements have been prepared on the basis of the most current and best available information. However, actual results from the resolution of such estimates and assumptions may vary from those used in the preparation of the financial statements. Going Concern Since inception, the Company has incurred approximately $11.7 million of accumulated net losses. In addition, during the three months ended March 31, 2021, the Company used $327,237 in operations and had a working capital deficit of $1,826,511. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company expects to obtain funding through additional debt and equity placement offerings until it consistently achieves positive cash flows from operations. If the Company is unable to obtain additional funding, it may not be able to meet all of its obligations as they come due for the next twelve months. The continuing viability of the entity and its ability to continue as a going concern is dependent upon the entity being successful in its continuing efforts in growing its revenue base and/or accessing additional sources of capital, and/or selling assets. As a result, there is significant uncertainty whether the entity will continue as a going concern and, therefore, whether it will realize its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial statements. Accordingly, no adjustments have been made to the financial statements relating to the recoverability and classification of the asset carrying amounts or the amount and classification of liabilities that might be necessary should the entity not continue as a going concern. At this time, management is of the opinion that no asset is likely to be realized for an amount less than the amount at which it is recorded in the financial statements as at March 31, 2021. Revenue Recognition The FASB issued Accounting Standards Update (“ASU”) No. 2014‑09, codified as ASC 606: Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The Company adopted ASC 606 effective January 1, 2019 using modified retrospective basis and the cumulative effect was immaterial to the financial statements. Revenues are recognized when performance obligations are satisfied through the transfer of promised goods to the Company’s customers. Control transfers upon shipment of product and when the title has been passed to the customers. This includes the transfer of legal title, physical possession, the risks and rewards of ownership, and customer acceptance. Revenue is recorded net of sales taxes collected from customers on behalf of taxing authorities, allowance for estimated returns, chargebacks, and markdowns based upon management’s estimates and the Company’s historical experience. The Company’s liability for sales return refunds is recognized within other current liabilities, and an asset for the value of inventory which is expected to be returned is recognized within other current assets on the balance sheets. The Company generally allows a 30 day right of return to its customers. As of March 31, 2021 and December 31, 2020, the sales returns allowance was $6,990. Certain larger customers pay in advance for future shipments. These advance payments totaled $10,350 and $28,651 at March 31, 2021 and December 31, 2020, respectively, and are recorded as customer deposits in the accompanying balance sheets. Revenue related to these advance payments is recognized upon shipment to the distributor or the end-customer. At the completion of the initial three-year warranty, the Company sells extended warranties for periods ranging from one to three years. Revenue is recognized on a straight-line basis over the term of the contract. At March 31, 2021 and December 31, 2020, deferred revenue of $35,543 and $35,200, respectively, is recorded in connection with these extended warranties. Financial Instruments and Concentrations of Business and Credit Risk The Company elected early adoption of the Accounting Standards Update (“ASU”) 2016‑01, Recognition and Measurement of Financial Assets and Liabilities , which eliminates the requirement of the Company to disclose the fair value of its financial instruments as of the balance sheet date. Financial instruments that potentially subject the Company to concentrations of business and credit risks consist of cash and cash equivalents, accounts receivable, and accounts payable. The Company maintains cash balances that can, at times, exceed amounts insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in these accounts and believes it is not exposed to any significant credit risk. The Company’s accounts receivable, which are unsecured, expose the Company to credit risks such as collectability and business risks such as customer concentrations. The Company mitigates credit risk by investigating the creditworthiness of all customers prior to establishing relationships with them, performing periodic review of the credit activities of those customers during the course of the business relationship, regularly analyzing the collectability of accounts receivables, and recording allowances for doubtful accounts when these receivables become uncollectible. The Company mitigates business risks by attempting to diversify its customer base. The Company had two significant customers (Customers A and B), that accounted for approximately 12.4% and 18.6% of net sales for the three months ended March 31, 2021. Customer A accounted for approximately 29.3% of sales for the three months ended March 31, 2020. There were no amounts outstanding from these customers at March 31, 2021 and December 31, 2020. Amounts due these customers totaled $12,500 and $12,100 at March 31, 2021 December 31, 2020, respectively for commissions and reimbursements. Customer deposits on hand from Customer A totaled $10,350 and $28,651 at March 31, 2021 and December 31, 2020, respectively. The loss of these customers would have a significant impact on the operations and cash flows of the Company. The Company’s supplier concentrations expose the Company to business risks, which the Company mitigates by attempting to diversify its supply chain. Supplier concentrations consisted of one significant supplier in China that accounted for approximately 96% and 94% of total net purchases for the three months ended March 31, 2021 and 2020, respectively. There were no amounts outstanding due this supplier at March 31, 2021 and December 31, 2020. The loss of key vendors may have a significant impact on the operations and cash flows of the Company. The estimated fair value of financial instruments has been determined using available market information and appropriate valuation methodologies. However, considerable judgment is often required to interpret market data used to develop the estimates of fair value. Accordingly, the estimates presented may not be indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. Disclosure of Fair Value The disclosure requirements within Accounting Standards Codification (ASC) Topic 820‑10, Fair Value Measurement, require disclosure of estimated fair values of certain financial instruments. For financial instruments recognized at fair value in the Company’s statements of operations, the disclosure requirements of ASC Topic 820‑10 also apply. The methods and assumptions are set forth below:  Cash and cash equivalents are carried at cost, which approximates fair value.  The carrying amounts of receivables approximate fair value due to their short-term maturities.  The carrying amounts of payables approximate fair value due to their short-term maturities.  Derivative liabilities are adjusted to fair value utilizing the Lattice method Asset and liabilities measured and reported at fair value are classified and disclosed in one of the following categories based on inputs: Level 1 — Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability Level 3 — Pricing inputs include significant unobservable inputs used in determining the fair value of investments. The types of investments, which would generally be included in this category include equity securities issued by private entities. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. The levels of the fair value hierarchy into which the Company’s assets and liabilities fall as of March 31, 2021 are as follows: Level 1 Level 2 Level 3 Total Liabilities Derivative liabilities – convertible promissory notes $ — $ — $ 1,601,932 $ 1,601,932 Total fair value $ — $ — $ 1,601,932 $ 1,601,932 The levels of the fair value hierarchy into which the Company’s assets and liabilities fall as of December 31, 2020 are as follows: Level 1 Level 2 Level 3 Total Liabilities Derivative liabilities – convertible promissory notes $ — $ — $ 831,852 $ 831,852 Total fair value $ — $ — $ 831,852 $ 831,852 The following table presents changes during the three months ended March 31, 2021 in Level 3 liabilities measured at fair value on a recurring basis: Fair value- December 31, 2020 $ 831,852 Net unrealized gain (14,798) Derivative liabilities in conjunction with convertible promissory notes 974,931 Conversion of convertible promissory notes (190,053) Fair value- March 31, 2021 $ 1,601,932 See Note 6 for discussion of the Company’s valuation of the derivative liabilities. Sales Taxes FASB ASC Subtopic 605‑45, Revenue Recognition – Principal Agent Considerations, provides that the presentation of taxes assessed by a governmental authority that are directly imposed on revenue-producing transactions (e.g. sales, use, and excise taxes) between a seller and a customer on either a gross basis (included in revenues and costs) or on a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. In addition, for any such taxes that are reported on a gross basis, the amounts of those taxes should be disclosed in the financial statements for each period for which a statement of operations is presented if those amounts are significant. Sales taxes for the three months ended March 31, 2021 and 2020, were recorded on a net basis. Included in accrued expenses at, March 31,2021 and December 31, 2020 is approximately $59,000 and $58,000 respectively, related to sales taxes. Warranty The Company warranties the sale of most of its products and records an accrual for estimated future claims. The standard warranty is typically for a period of three years. Such accruals are based upon historical experience and management’s estimate of the level of future claims. The Company recorded a liability as of, March 31, 2021 and December 31, 2020 of $15,795 and $17,483, respectively. The expense is included in cost of sales in the statements of operations and within accrued expenses on the accompanying balance sheets. Net Loss per Share Net earnings or loss per share is computed by dividing net income or loss by the weighted-average number of common shares outstanding during the period, excluding shares subject to redemption or forfeiture. The Company presents basic and diluted net earnings or loss per share. Diluted net earnings or loss per share reflect the actual weighted average of common shares issued and outstanding during the period, adjusted for potentially dilutive securities outstanding. Potentially dilutive securities are excluded from the computation of the diluted net loss per share if their inclusion would be anti-dilutive. As all potentially dilutive securities are anti-dilutive as of March 31, 2021 and December 31, 2020, diluted net loss per share is the same as basic net loss per share for each period. COVID‑19 On January 30, 2020, the World Health Organization declared the COVID‑19 outbreak a “Public Health Emergency of International Concern” and on March 10, 2020, declared it to be a pandemic. Actions taken around the world to help mitigate the spread of the COVID‑19 include restrictions on travel, and quarantines in certain areas, and forced closures for certain types of public places and businesses. COVID‑19, and actions taken to mitigate it, have had and are expected to continue to have an adverse impact on the economies and financial markets of many countries, including the geographical area in which the Company operates. While it is unknown how long these conditions will last and what the complete financial effect will be to the company, COVID‑19 has had an adverse effect on our business, including our supply chains and distribution systems. While we are taking diligent steps to mitigate disruptions to our supply chain, we are unable to predict the extent or nature of these impacts at this time to our future financial condition and results of operations. Recently Issued Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016‑02, Leases (Topic 842) . The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability, measured on a discounted basis, on the balance sheet for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statements of operations and comprehensive loss. A modified retrospective transition approach is required for capital and operating leases existing at the date of adoption, with certain practical expedients available. The Company is currently in the process of evaluating the potential impact of this new accounting guidance, which is effective for the Company beginning on January 1, 2022. The impact is not expected to be significant. Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Company’s financial statement presentation or disclosures.

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	3 Months Ended
	Mar. 31, 2021
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT	NOTE 3. Property and equipment consisted of the following as of: March 31, 2021 December 31, 2020 Building $ 875,000 $ 875,000 Furniture and equipment 24,987 24,987 899,987 899,987 Less: accumulated depreciation and amortization (156,237) (150,768) $ 743,750 $ 749,219 Depreciation and amortization expense related to property and equipment was $5,469 for the three months ended March 31, 2021 and 2020. Depreciation and amortization are included in selling, general and administrative expenses on the accompanying statements of operations.

NOTES PAYABLE

NOTES PAYABLE	3 Months Ended
	Mar. 31, 2021
NOTES PAYABLE
NOTES PAYABLE	NOTE 4. In May 2018, the Company entered into a note payable with a third- party vendor as payment for an outstanding balance in the amount of $43,692. The note is interest free and requires monthly payments of $5,461 beginning June 15, 2018 with the remaining balance due and payable on December 15, 2018. The Company did not make timely payments as of December 15, 2018 which resulted in interest being accrued on the unpaid balance at a rate of ten percent beginning July 31, 2017. The outstanding principal balance as of December 31, 2020 of $12,846, and accrued interest of $5,154 was paid in full as of March 31, 2021. Accrued interest of $3,283 was forgiven and included in other income in the accompanying statement of operations In April 2020, the Company received $39,500 in payroll protection program loans (“PPP”). These loans provide for certain funding based on previous employment which in part may be forgivable under certain conditions. No payment is due during the deferral period which ends the earlier of the date of SBA forgiveness or ten months after the last day of the covered period. The remaining portion needs to be repaid over 2 years and carries a 1% annual interest rate. These loans require no collateral nor personal guarantees. The loan was forgiven in its entirety in February 2021 and has been included in other income in the accompanying statement of operations. Convertible Promissory Notes The aggregate of convertible promissory notes is as follows: Convertible promissory notes March 31, 2021 December 31, 2020 Principal balance $ 2,103,653 $ 1,534,653 Debt discount balance (1,699,181) (1,277,255) Net Notes balance $ 404,472 $ 257,398 In December 2019, the Company borrowed $50,000 in conjunction with a convertible promissory note. The note matured in May 2020 and is interest free. The lender has the right at any time to convert the debt into fully paid and non- assessable shares of common stock at a price of $0.71 per share. There is no beneficial conversion feature as the conversion price is at fair market value. The proceeds were used for operations. In July 2020, the Company borrowed $107,500 in conjunction with an unsecured convertible promissory note from an investor. Proceeds of $90,000 include an original issue discount of $7,500 and legal fees of $10,000. The note matures on July 21, 2021. The lender has the right after January 21, 2021 to convert the debt into fully paid and non- assessable shares of common stock at a price of $0.50 per share. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest accrues at the rate of eight percent (8%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 18% per year, simple interest, non-compounding, until paid. A beneficial conversion feature valued at $90,000 has been recorded as a discount on the note. In August 2020, the Company borrowed $215,000 in conjunction with an unsecured convertible promissory note from an investor. Proceeds of $200,000 include an original issue discount of $15,000. The note matures on August 4, 2021. The lender has the right after February 4, 2021 to convert the debt into fully paid and non- assessable shares of common stock at a price of $0.50 per share. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest accrues at the rate of eight percent (8%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 18% per year, simple interest, non-compounding, until paid. A beneficial conversion feature valued at $200,000 has been recorded as a discount on the note. In August 2020, the Company borrowed $103,000 in conjunction with an unsecured convertible promissory note from an investor. Proceeds of $100,000 include an original issue discount of $3,000. The notes mature on August 11, 2021. The lender has the right for 180 days from the issuance date to convert the debt into fully paid and non- assessable shares of common stock at a price of $1.00 per share. From the period 180 days from issuance to maturity, the lender has the right to convert the debt into fully paid and non-assessable shares of common stock at a price of 63% of market value. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest accrues at the rate of ten percent (10%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 22% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $97,654 at the date of issuance and has been recorded as a discount on the note. (see Note 6). As of March 31, 2021, the lender converted the principal amount plus accrued interest into 519,113 shares of common stock at prices ranging from $0.1638 to $0.2659. In September 2020, the Company borrowed $107,500 in conjunction with an unsecured convertible promissory note from an investor. Proceeds of $100,000 include an original issue discount of $7,500. The note matures on September 3, 2021. The lender has the right after March 3, 2021 to convert the debt into fully paid and non- assessable shares of common stock at a price of $0.50 per share. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest accrues at the rate of eight percent (8%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 18% per year, simple interest, non-compounding, until paid. A beneficial conversion feature valued at $100,000 has been recorded as a discount on the note. In September 2020, the Company borrowed $78,000 in conjunction with an unsecured convertible promissory note from an investor. Proceeds of $75,000 include an original issue discount of $3,000. The notes mature on September 8, 2021. The lender has the right for 180 days from the issuance date to convert the debt into fully paid and non- assessable shares of common stock at a price of $1.00 per share. From the period 180 days from issuance to maturity, the lender has the right to convert the debt into fully paid and non-assessable shares of common stock at a price of 63% of market value. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest accrues at the rate of ten percent (10%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 22% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $74,238 at the date of issuance and has been recorded as a discount on the note. (see Note 6). As of March 31, 2021, the lender converted the principal amount plus accrued interest into 500,000 shares of common stock at a price of $0.1638 per share. Pursuant to a previous financing commitment entered into September 28, 2020, received on October 1, 2020, the Company borrowed $108,000 in conjunction with an unsecured convertible promissory note from an investor. Proceeds of $100,000 include an original issue discount of $8,000. The notes mature on September 28, 2021. From the period 180 days from issuance to maturity, the lender has the right to convert the debt into fully paid and non-assessable shares of common stock at a price of 63% of market value. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest accrues at the rate of ten percent (10%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 22% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $182,670 at the date of issuance and has been recorded as a discount on the note. The fair value of the derivative liability as of the date of issuance was in excess of the note resulting in full discount of the note and a charge to interest expense. (see Note 6). Pursuant to a financing commitment, on October 22, 2020, the Company entered into a Note Purchase Agreement (the “Agreement”) with a third party for the sale of a convertible promissory note in the principal amount of $128,000 at a purchase price of $128,000. The note matures on October 22, 2021. The lender has the right to convert the debt into fully paid and non- assessable shares of common stock at a price equal to 65% of the outstanding share price. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest will accrue at the rate of ten percent (10%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 22% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $81,969 at the date of issuance and has been recorded as a discount on the note. (see Note 6). Pursuant to a financing commitment, on November 3, 2020, the Company entered into a Note Purchase Agreement (the “Agreement”) with a third party for the sale of a convertible promissory note in the principal amount of $244,853 at a purchase price of $225,000. Proceeds of $225,000 include an original issue discount of $19,853. The note matures on November 3, 2021. The lender has the right to convert the debt into fully paid and non- assessable shares of common stock at a price of $0.50 per share, beginning 180 days after issuance. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest will accrue at the rate of eight percent (8%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 18% per year, simple interest, non-compounding, until paid. A beneficial conversion feature valued at $176,294 has been recorded as a discount on the note. Pursuant to a financing commitment, on December 1 2020, the Company entered into a Note Purchase Agreement (the “Agreement”) with a third party for the sale of a convertible promissory note in the principal amount of $172,800 at a purchase price of $160,000. Proceeds of $147,200 include an original issue discount of $12,800 and fees of $12,800. The note matures on December 1, 2021. The lender has the right to convert the debt into fully paid and non- assessable shares of common stock at a price equal to 70% of the outstanding share price. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest will accrue at the rate of five percent (5%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 22% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $237,021 at the date of issuance and has been recorded as a discount on the note. The fair value of the derivative liability as of the date of issuance was in excess of the note resulting in full discount of the note and a charge to interest expense. (see Note 6). In conjunction with the note the Company issued a warrant to purchase 135,000 shares of the Company’s common stock at an exercise price of $1.50 per share. The warrant expires on December 1, 2023. The fair value of the warrant of $190,144 has been recorded as a discount on the note. (see Note 9). If the Company, at any time while this warrant is outstanding, shall sell or grant any option to purchase, or sell or grant any right to re-price, or otherwise dispose of or issue (or announce any offer, sale, grant or any option to purchase or other disposition) any common stock or common stock equivalents entitling any person to acquire shares of common stock, at an effective price per share less than the then exercise price (such lower price, the “ New Issuance Price ”), then the exercise price shall be reduced and only reduced to equal the New Issuance Price and the number of shares issuable hereunder shall be increased accordingly. Pursuant to a financing commitment, on December 3, 2020, the Company entered into a Note Purchase Agreement (the “Agreement”) with a third party for the sale of a convertible promissory note in the principal amount of $110,000 at a purchase price of $96,000. Proceeds of $96,000 include an original issue discount of $14,000. The note matures on December 3, 2021. The lender has the right to convert the debt into fully paid and non- assessable shares of common stock at a price of $0.50 per share, beginning 180 days after issuance. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest will accrue at the rate of eight percent (8%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 18% per year, simple interest, non-compounding, until paid. A beneficial conversion feature valued at $66,000 has been recorded as a discount on the note. Pursuant to a financing commitment, on December 14, 2020, the Company entered into a Note Purchase Agreement (the “Agreement”) with a third party for the sale of a convertible promissory note in the principal amount of $110,000 at a purchase price of $105,000. The note matures on December 14, 2021. The lender has the right to convert the debt into fully paid and non- assessable shares of common stock at a price equal to the lower of $0.55 per share or at a price equal to 63% of the outstanding share price. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest will accrue at the rate of ten percent (10%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 22% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $229,713 at the date of issuance and has been recorded as a discount on the note. The fair value of the derivative liability as of the date of issuance was in excess of the note resulting in full discount of the note and a charge to interest expense. (see Note 6). Pursuant to a financing commitment, on February 8, 2021 the Company entered into a Note Purchase Agreement (the “Agreement”) with a third party for the sale of convertible promissory notes in the principal amount totaling $1,000,000 and at a purchase price of $950,000. The first closing occurred upon the execution of the material definitive agreement in the face amount of $500,000, for a purchase price of $475,000. The second closing is in the face amount of $250,000 for a purchase price of $237,500, which was received on March 5, 2021, and the third closing in the face amount of $250,000 for a purchase price of $237,500. The notes mature 1 year from issuance. The lender has the right to convert the debt into fully paid and non- assessable shares of common stock at a price equal to the lower of $0.40 per share or at a price equal to 70% of the outstanding share price. Conversions are subject to adjustments due to stock dividends, stock splits, rights offerings or combinations, recapitalizations and reorganizations. Interest will accrue at the rate of ten percent (10%) per annum, simple interest, in each case to the extent that the note and the principal amount and any unpaid accrued interest has not been converted into conversion shares (as defined) prior to the maturity date. Interest shall commence accruing on the issuance date and be computed on the basis of a 365-day year. In the event that any amount due hereunder is not paid as and when due, such amounts shall accrue interest at the rate of 15% per year, simple interest, non-compounding, until paid. The note has a variable conversion price and the Company recorded an embedded derivative liability. The fair value of the liability totaled $691,234 at the date of issuance and has been recorded as a discount on the note. The fair value of the derivative liability as of the date of issuance was in excess of the note resulting in full discount of the note and a charge to interest expense. (see Note 6). The fair value of the derivative liability is estimated using a Lattice pricing model with the following assumptions: Market value of common stock $ 0.5678 Expected volatility 254.6 % Expected term (in years) 1.0 Risk-free interest rate 0.11 % In conjunction with the note the Company issued a warrant to purchase 2,500,000 shares of the Company’s common stock at an exercise price of $0.40 per share. The warrant expires on February 8, 2026. The relative fair value of the warrant of $420,096 has been recorded as a discount on the note. (see Note 10). If the Company, at any time while this warrant is outstanding, shall sell or grant any option to purchase, or sell or grant any right to re-price, or otherwise dispose of or issue (or announce any offer, sale, grant or any option to purchase or other disposition) any common stock or common stock equivalents entitling any person to acquire shares of common stock, at an effective price per share less than the then exercise price (such lower price, the “ New Issuance Price ”), then the exercise price shall be reduced and only reduced to equal the New Issuance Price and the number of shares issuable hereunder shall be increased accordingly. The beneficial conversion features and derivatives are initially recorded as a discount to the debt and amortized using the effective interest method. For the three months ended March 31, 2021, $1,010,601 of debt discount amortization day one derivative loss and fair market value of warrants are recorded as interest expense. The remaining debt discount of $1,699,181 will be amortized in 2021 and 2022. Additional interest expense of $37,312 and $0 has been recorded during the three months ended March 31, 2021and 2020, respectively, with a total of $58,747 which is included in accrued and other liabilities The Company has 72,775,123 shares of common stock reserved in conjunction with its outstanding convertible promissory notes and warrants.

LONG-TERM DEBT

LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2021
LONG-TERM DEBT
LONG-TERM DEBT	NOTE 5. Government Debt In June 2020, the Company received a $150,000 economic injury disaster loan (“EIDL”). The loan accrues interest at a rate of 3.75% annually and is collateralized by all personal property and intangible assets of the Company. The loan has a 24‑month moratorium on payments, after which monthly principal and interest payments of $731 will be made through the maturity date of June 2050. Bank Debt In September 2015, the Company entered into a credit agreement for a $700,000 term loan with a financial institution. Payment terms consist of monthly payments in arrears of $3,547 for the first year outstanding. The monthly payment then increases to $4,574 until the term loan matures on September 30, 2025, in which the remaining unpaid principal balance and accrued interest is due. The interest rate for the first year was 1.99% per annum and increased to 4.95% per annum for the remaining life of the term loan. The term loan is collateralized by a deed of trust in the office building. The proceeds were used to purchase a building for which the Company’s operations are located. The net principal balance outstanding on the term loan at March 31, 2021 and December 31, 2020 was $566,657 and $573,213, respectively. The term loan is personally guaranteed by the Company’s CEO. In March 2020, the Company entered into an agreement with the financial institution to defer its monthly payments for three months through May 2020. Such payments and additional accrued interest have been deferred to the maturity date of the loan. Related Party Notes Payable The Company repaid $50,000 of promissory notes with a related party and significant shareholder, in the three months ended March 31, 2021, for a total of $282,500 outstanding. All notes mature at various times in 2020 and 2021. Interest will accrue at 10% per annum from the due date thereon until all principal is paid in full. Proceeds from the loans were used for operations. Interest expense totaled $2,837 and $0 for three months ended March 31, 2021 and 2020, respectively The long-term debt agreements do not contain any financial covenants.

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	3 Months Ended
	Mar. 31, 2021
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES	NOTE 6. The Company issued debts that consist of the issuance of convertible promissory notes with variable conversion provisions. The conversion terms of the convertible notes are variable based on certain factors, such as the future price of the Company’s common stock. The number of shares of common stock to be issued is based on the future price of the Company’s common stock. The number of shares of common stock issuable upon conversion of the promissory note is indeterminate. Pursuant to ASC 815-15 Embedded Derivatives, the fair values of the variable conversion option and shares to be issued were recorded as derivative liabilities on the issuance date. Based on the various convertible promissory notes described in Note 4, the fair value of applicable derivative liabilities on notes and the change in fair value of derivative liabilities are as follows for the three months ended March 31, 2021: Derivative Liability - Convertible Promissory Notes Balance as of December 31, 2020 $ 831,852 Conversion of convertible notes payable (190,053) Additions during the year 974,931 Change in fair value (14,798) Balance as of March 31, 2021 $ 1,601,932 The fair value of the derivative liabilities – convertible promissory notes at March 31, 2021 is estimated using a Lattice pricing model with the following assumptions: Market value of common stock $ 0.225 Expected volatility 182.6-210.7 Expected term (in years) .38-.95 Risk-free interest rate 0.13-0.20 %

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2021
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 7. During the three months ended March 31, 2021, the Company paid the Company’s CEO $20,978 towards the balance of the 2019 signing bonus. Total amount outstanding at March 31, 2021 and December 31, 2020 is $0 and $20,978, respectively. In February 2021, the Company issued 1,100,000 shares of common stock to the Company’s CEO as compensation expense. (see Note 8) The Company repaid $50,000 during the three months ended March 31, 2021 of related party notes payable.

STOCKHOLDERS' DEFICIT

STOCKHOLDERS' DEFICIT	3 Months Ended
	Mar. 31, 2021
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT	NOTE 8. In January 2020, the Company issued 10,355 shares of common stock to a vendor as settlement for a liability totaling $14,585 at $0.71 per share In February 2020, the Company issued 200,000 shares of common stock in conjunction with a twelve-month agreement for financial advisory consulting services at a value of $102,000 or $0.51 per share. The value of the consulting services has been recorded as selling, general and administrative expenses in the Company’s statement of operations. The fair market value of the shares was determined based the on the Company’s closing price on the date of issuance. In February 2020, the Company entered into a six- month agreement for financial advisory consulting services with a third party. In conjunction with the agreement, the Company issued the third party 400,000 shares of common stock at a value of $188,000 or $0.47 per share, with the option to issue an additional 900,000 shares at the Company’s discretion. The value of the consulting services has been recorded as selling, general and administrative expenses in the Company’s statement of operations. The fair market value of the shares was determined based the on the Company’s closing price on the date of issuance. In August 2020, the Company issued the 900,000 shares of common stock in conjunction with the consulting agreement at a value of $1,818,000 or $2.02 per share. The value of the compensation has been recorded in selling, general and administrative expenses in the Company’s statement of operations. In February and March 2021, holders of convertible promissory notes converted principal and accrued interest totaling $190,050 into 1,019,113 shares of common stock. In February 2021, the Company issued 1,100,000 shares of common stock to the Company’s CEO as compensation expense at a value of $604,890 or $0.5499 per share. The value of the compensation has been recorded in selling, general and administrative expenses in the Company’s statement of operations. The fair market value of the shares was determined based the on the Company’s closing price on the date of issuance. In February 2021, the Company issued 1,084,120 shares of common stock in conjunction with various agreements for financial advisory consulting services for a value of $693,837 or $0.64 per share. The value of the compensation has been recorded in selling, general and administrative expenses in the Company’s statement of operations. The fair market value of the shares was determined based the on the Company’s closing price on the date of issuance.

STOCK OPTIONS AND WARRANTS

STOCK OPTIONS AND WARRANTS	3 Months Ended
	Mar. 31, 2021
STOCK OPTIONS AND WARRANTS
STOCK OPTIONS AND WARRANTS	NOTE 9. In 2017, the Company’s Board of Directors approved the 2017 Employee and Consultant Stock Ownership Plan, (the “Plan”) as amended February 16, 2021. The Plan provides that the Board of Directors may grant restricted stock units, incentive stock options non-statutory stock options and common shares to officers, key employees and certain consultants and advisors to the Company up to a maximum of 10,000,000 shares. Stock options granted under the Plan have vesting terms determined by the administrator of the Plan. Restricted stock unit grant terms will be set by the administrator and at the discretion of the administrator, be settled in cash, shares, or a combination of both. The Black-Scholes valuation model was utilized to estimate the fair value of the time-based options. No time-based options were granted during the three months ended March 31, 2021 or the year ended December 31, 2020. The Company recorded pretax stock compensation expense of $0 and $5,265 during the three months ended March 31, 2021 and 2020, respectively. Stock-based compensation is included in selling, general, and administrative expense in the accompanying statements of operations. Stock-based compensation expense is based on awards ultimately expected to vest. Weighted Weighted Average Number Average Contractual of Exercise term shares Price (years) Options outstanding at December 31, 2020 445,000 $ .71 1.5 Granted — — — Exercised — — — Forfeited — — — Expired — — — Options outstanding at March 31, 2021 445,000 $ 0.71 1.3 Exercisable at March 31, 2021 420,000 $ 0.71 1.3 Options exercisable and expected to vest at March 31, 2021 445,000 $ 0.71 1.3 On February 8, 2021, the Company issued a warrant to purchase 2,500,000 shares of the Company’s common stock in conjunction with a convertible promissory note (see Note 4). The warrant entitles the holder to purchase 2,500,000 shares of the Company’s common stock at an exercise price of $0.40 per share. The warrant expires on February 8, 2026. The warrant qualified for equity accounting as the warrant did not fall within the scope of ASC Topic 480, Distinguishing Liabilities from Equity. The warrant was measured at fair value at the time of issuance and classified as equity. The Company valued the warrant using the Monte Carlo pricing model and recorded the warrant as a reduction of the note included in the debt discount balance. The following table summarizes the assumptions used in the valuation model to determine the fair value of the warrant: Fair Value of Common Share $ 0.225-0.47 Exercise Price $ 0.164-0.40 Risk Free Rate 0.41-1.74 % Expected Life (Yrs.) 4.86-5.0 Volatility 147.4-154.0 % The relative fair value of the warrant of $420,096 has been recorded as a discount on the note. During the three months ended March 31, 2021, subsequent convertible promissory note conversions triggered the warrant reset feature, resulting in an increase in underlying shares of common stock to 6,097,561 from 2,500,000 and a change in exercise price to $0.164 per share. The reset was recorded as a reduction to retained earnings and in an increase to additional paid-in-capital of $1,211,350. During the three months ended March 31, 2021, the subsequent issuance of convertible promissory notes with certain terms and convertible promissory note conversions triggered the warrant reset feature on certain previously issued warrants, resulting in an increase in underlying shares of common stock to 2,759,146 from 1,082,388 and a change in exercise price to $0.164 per share. The resets were recorded as a reduction to retained earnings and in an increase to additional paid-in-capital of $478,079. The following table summarizes the information with respect to outstanding warrants to purchase common stock of the Company, all of which were exercisable at March 31, 2021: Date Issued Exercise Price Number Outstanding Expiration Date December 1, 2018 $ 0.71 100,000 December 1, 2023 May 1, 2020 $ 0.52 100,000 May 1, 2025 June 4, 2020 $ 0.164 1,524,390 June 30, 2023 December 1, 2020 $ 0.164 1,234,756 December 1, 2023 February 8, 2021 $ 0.164 6,097,561 February 8, 2026 9,056,707

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2021
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 10. Contingencies The Company is subject to various loss contingencies and assessments arising in the normal course of the business, some of which relate to litigation, claims, property taxes and sales and use tax or goods and services tax assessments. The Company considers the likelihood of the loss or the incurrence of a liability, as well as its ability to reasonably estimate the amount of loss in determining loss contingencies and assessments. An estimated loss contingency or assessment is accrued when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Management regularly evaluates current information available to them to determine whether such accruals should be adjusted. Based on the information presently available, including discussion with counsel and other consultants, management believes that resolution of these matters will not have a material adverse effect on its business, results of operations, financial condition or cash flows.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2021
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 11. The Company has evaluated subsequent events that have occurred through the date of this filing and determined that there were no subsequent events or transactions that required recognition or disclosure in the financial statements, except as disclosed below. In April and May 2021, holders of convertible promissory notes converted principal and accrued interest totaling $273,179 into 4,268,283 shares of common stock. In April 2021, the Company issued 50,000 shares of common stock in conjunction with a consulting agreement for strategic advisory services. In May 2021, the Company received proceeds of $237,500 in conjunction with one of its convertible promissory notes.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method	Accounting Method The accompanying unaudited financial statements of Electromedical Technologies, Inc. have been prepared in accordance with Accounting Principles Generally Accepted in the United States of America (“GAAP”) for interim financial information and in accordance with Rule 8-03 of Regulation S-X per Regulation A requirements. Certain information and disclosures normally included in the annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation, have been included. These interim financial statements should be read in conjunction with the audited annual financial statements of the Company as of and for the year ended December 31, 2020. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the full year.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities, certain disclosures at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant estimates affecting the financial statements have been prepared on the basis of the most current and best available information. However, actual results from the resolution of such estimates and assumptions may vary from those used in the preparation of the financial statements.
Going Concern	Going Concern Since inception, the Company has incurred approximately $11.7 million of accumulated net losses. In addition, during the three months ended March 31, 2021, the Company used $327,237 in operations and had a working capital deficit of $1,826,511. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company expects to obtain funding through additional debt and equity placement offerings until it consistently achieves positive cash flows from operations. If the Company is unable to obtain additional funding, it may not be able to meet all of its obligations as they come due for the next twelve months. The continuing viability of the entity and its ability to continue as a going concern is dependent upon the entity being successful in its continuing efforts in growing its revenue base and/or accessing additional sources of capital, and/or selling assets. As a result, there is significant uncertainty whether the entity will continue as a going concern and, therefore, whether it will realize its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial statements. Accordingly, no adjustments have been made to the financial statements relating to the recoverability and classification of the asset carrying amounts or the amount and classification of liabilities that might be necessary should the entity not continue as a going concern. At this time, management is of the opinion that no asset is likely to be realized for an amount less than the amount at which it is recorded in the financial statements as at March 31, 2021.
Revenue Recognition	Revenue Recognition The FASB issued Accounting Standards Update (“ASU”) No. 2014‑09, codified as ASC 606: Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The Company adopted ASC 606 effective January 1, 2019 using modified retrospective basis and the cumulative effect was immaterial to the financial statements. Revenues are recognized when performance obligations are satisfied through the transfer of promised goods to the Company’s customers. Control transfers upon shipment of product and when the title has been passed to the customers. This includes the transfer of legal title, physical possession, the risks and rewards of ownership, and customer acceptance. Revenue is recorded net of sales taxes collected from customers on behalf of taxing authorities, allowance for estimated returns, chargebacks, and markdowns based upon management’s estimates and the Company’s historical experience. The Company’s liability for sales return refunds is recognized within other current liabilities, and an asset for the value of inventory which is expected to be returned is recognized within other current assets on the balance sheets. The Company generally allows a 30 day right of return to its customers. As of March 31, 2021 and December 31, 2020, the sales returns allowance was $6,990. Certain larger customers pay in advance for future shipments. These advance payments totaled $10,350 and $28,651 at March 31, 2021 and December 31, 2020, respectively, and are recorded as customer deposits in the accompanying balance sheets. Revenue related to these advance payments is recognized upon shipment to the distributor or the end-customer. At the completion of the initial three-year warranty, the Company sells extended warranties for periods ranging from one to three years. Revenue is recognized on a straight-line basis over the term of the contract. At March 31, 2021 and December 31, 2020, deferred revenue of $35,543 and $35,200, respectively, is recorded in connection with these extended warranties.
Financial Instruments and Concentrations of Business and Credit Risk	Financial Instruments and Concentrations of Business and Credit Risk The Company elected early adoption of the Accounting Standards Update (“ASU”) 2016‑01, Recognition and Measurement of Financial Assets and Liabilities , which eliminates the requirement of the Company to disclose the fair value of its financial instruments as of the balance sheet date. Financial instruments that potentially subject the Company to concentrations of business and credit risks consist of cash and cash equivalents, accounts receivable, and accounts payable. The Company maintains cash balances that can, at times, exceed amounts insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in these accounts and believes it is not exposed to any significant credit risk. The Company’s accounts receivable, which are unsecured, expose the Company to credit risks such as collectability and business risks such as customer concentrations. The Company mitigates credit risk by investigating the creditworthiness of all customers prior to establishing relationships with them, performing periodic review of the credit activities of those customers during the course of the business relationship, regularly analyzing the collectability of accounts receivables, and recording allowances for doubtful accounts when these receivables become uncollectible. The Company mitigates business risks by attempting to diversify its customer base. The Company had two significant customers (Customers A and B), that accounted for approximately 12.4% and 18.6% of net sales for the three months ended March 31, 2021. Customer A accounted for approximately 29.3% of sales for the three months ended March 31, 2020. There were no amounts outstanding from these customers at March 31, 2021 and December 31, 2020. Amounts due these customers totaled $12,500 and $12,100 at March 31, 2021 December 31, 2020, respectively for commissions and reimbursements. Customer deposits on hand from Customer A totaled $10,350 and $28,651 at March 31, 2021 and December 31, 2020, respectively. The loss of these customers would have a significant impact on the operations and cash flows of the Company. The Company’s supplier concentrations expose the Company to business risks, which the Company mitigates by attempting to diversify its supply chain. Supplier concentrations consisted of one significant supplier in China that accounted for approximately 96% and 94% of total net purchases for the three months ended March 31, 2021 and 2020, respectively. There were no amounts outstanding due this supplier at March 31, 2021 and December 31, 2020. The loss of key vendors may have a significant impact on the operations and cash flows of the Company. The estimated fair value of financial instruments has been determined using available market information and appropriate valuation methodologies. However, considerable judgment is often required to interpret market data used to develop the estimates of fair value. Accordingly, the estimates presented may not be indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. Disclosure of Fair Value The disclosure requirements within Accounting Standards Codification (ASC) Topic 820‑10, Fair Value Measurement, require disclosure of estimated fair values of certain financial instruments. For financial instruments recognized at fair value in the Company’s statements of operations, the disclosure requirements of ASC Topic 820‑10 also apply. The methods and assumptions are set forth below:  Cash and cash equivalents are carried at cost, which approximates fair value.  The carrying amounts of receivables approximate fair value due to their short-term maturities.  The carrying amounts of payables approximate fair value due to their short-term maturities.  Derivative liabilities are adjusted to fair value utilizing the Lattice method Asset and liabilities measured and reported at fair value are classified and disclosed in one of the following categories based on inputs: Level 1 — Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability Level 3 — Pricing inputs include significant unobservable inputs used in determining the fair value of investments. The types of investments, which would generally be included in this category include equity securities issued by private entities. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. The levels of the fair value hierarchy into which the Company’s assets and liabilities fall as of March 31, 2021 are as follows: Level 1 Level 2 Level 3 Total Liabilities Derivative liabilities – convertible promissory notes $ — $ — $ 1,601,932 $ 1,601,932 Total fair value $ — $ — $ 1,601,932 $ 1,601,932 The levels of the fair value hierarchy into which the Company’s assets and liabilities fall as of December 31, 2020 are as follows: Level 1 Level 2 Level 3 Total Liabilities Derivative liabilities – convertible promissory notes $ — $ — $ 831,852 $ 831,852 Total fair value $ — $ — $ 831,852 $ 831,852 The following table presents changes during the three months ended March 31, 2021 in Level 3 liabilities measured at fair value on a recurring basis: Fair value- December 31, 2020 $ 831,852 Net unrealized gain (14,798) Derivative liabilities in conjunction with convertible promissory notes 974,931 Conversion of convertible promissory notes (190,053) Fair value- March 31, 2021 $ 1,601,932 See Note 6 for discussion of the Company’s valuation of the derivative liabilities.
Sales Taxes	Sales Taxes FASB ASC Subtopic 605‑45, Revenue Recognition – Principal Agent Considerations, provides that the presentation of taxes assessed by a governmental authority that are directly imposed on revenue-producing transactions (e.g. sales, use, and excise taxes) between a seller and a customer on either a gross basis (included in revenues and costs) or on a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. In addition, for any such taxes that are reported on a gross basis, the amounts of those taxes should be disclosed in the financial statements for each period for which a statement of operations is presented if those amounts are significant. Sales taxes for the three months ended March 31, 2021 and 2020, were recorded on a net basis. Included in accrued expenses at, March 31,2021 and December 31, 2020 is approximately $59,000 and $58,000 respectively, related to sales taxes.
Warranty	Warranty The Company warranties the sale of most of its products and records an accrual for estimated future claims. The standard warranty is typically for a period of three years. Such accruals are based upon historical experience and management’s estimate of the level of future claims. The Company recorded a liability as of, March 31, 2021 and December 31, 2020 of $15,795 and $17,483, respectively. The expense is included in cost of sales in the statements of operations and within accrued expenses on the accompanying balance sheets.
Net Loss per Share	Net Loss per Share Net earnings or loss per share is computed by dividing net income or loss by the weighted-average number of common shares outstanding during the period, excluding shares subject to redemption or forfeiture. The Company presents basic and diluted net earnings or loss per share. Diluted net earnings or loss per share reflect the actual weighted average of common shares issued and outstanding during the period, adjusted for potentially dilutive securities outstanding. Potentially dilutive securities are excluded from the computation of the diluted net loss per share if their inclusion would be anti-dilutive. As all potentially dilutive securities are anti-dilutive as of March 31, 2021 and December 31, 2020, diluted net loss per share is the same as basic net loss per share for each period.
COVID-19	COVID‑19 On January 30, 2020, the World Health Organization declared the COVID‑19 outbreak a “Public Health Emergency of International Concern” and on March 10, 2020, declared it to be a pandemic. Actions taken around the world to help mitigate the spread of the COVID‑19 include restrictions on travel, and quarantines in certain areas, and forced closures for certain types of public places and businesses. COVID‑19, and actions taken to mitigate it, have had and are expected to continue to have an adverse impact on the economies and financial markets of many countries, including the geographical area in which the Company operates. While it is unknown how long these conditions will last and what the complete financial effect will be to the company, COVID‑19 has had an adverse effect on our business, including our supply chains and distribution systems. While we are taking diligent steps to mitigate disruptions to our supply chain, we are unable to predict the extent or nature of these impacts at this time to our future financial condition and results of operations.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016‑02, Leases (Topic 842) . The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability, measured on a discounted basis, on the balance sheet for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statements of operations and comprehensive loss. A modified retrospective transition approach is required for capital and operating leases existing at the date of adoption, with certain practical expedients available. The Company is currently in the process of evaluating the potential impact of this new accounting guidance, which is effective for the Company beginning on January 1, 2022. The impact is not expected to be significant. Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Company’s financial statement presentation or disclosures.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of fair value hierarchy of assets and liabilities	The levels of the fair value hierarchy into which the Company’s assets and liabilities fall as of March 31, 2021 are as follows: Level 1 Level 2 Level 3 Total Liabilities Derivative liabilities – convertible promissory notes $ — $ — $ 1,601,932 $ 1,601,932 Total fair value $ — $ — $ 1,601,932 $ 1,601,932 The levels of the fair value hierarchy into which the Company’s assets and liabilities fall as of December 31, 2020 are as follows: Level 1 Level 2 Level 3 Total Liabilities Derivative liabilities – convertible promissory notes $ — $ — $ 831,852 $ 831,852 Total fair value $ — $ — $ 831,852 $ 831,852
Schedule of changes during the three months ended March 31, 2021 in Level 3 liabilities measured at fair value on a recurring basis	The following table presents changes during the three months ended March 31, 2021 in Level 3 liabilities measured at fair value on a recurring basis: Fair value- December 31, 2020 $ 831,852 Net unrealized gain (14,798) Derivative liabilities in conjunction with convertible promissory notes 974,931 Conversion of convertible promissory notes (190,053) Fair value- March 31, 2021 $ 1,601,932

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	3 Months Ended
	Mar. 31, 2021
PROPERTY AND EQUIPMENT
Schedule of property and equipment	March 31, 2021 December 31, 2020 Building $ 875,000 $ 875,000 Furniture and equipment 24,987 24,987 899,987 899,987 Less: accumulated depreciation and amortization (156,237) (150,768) $ 743,750 $ 749,219

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2021
NOTES PAYABLE
Schedule of convertible note	Convertible promissory notes March 31, 2021 December 31, 2020 Principal balance $ 2,103,653 $ 1,534,653 Debt discount balance (1,699,181) (1,277,255) Net Notes balance $ 404,472 $ 257,398
Schedule of assumptions used in the determination of the fair value of the warrant	Market value of common stock $ 0.5678 Expected volatility 254.6 % Expected term (in years) 1.0 Risk-free interest rate 0.11 %

DERIVATIVE LIABILITIES (Tables)

DERIVATIVE LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2021
DERIVATIVE LIABILITIES
Schedule of fair value of derivative liability	Derivative Liability - Convertible Promissory Notes Balance as of December 31, 2020 $ 831,852 Conversion of convertible notes payable (190,053) Additions during the year 974,931 Change in fair value (14,798) Balance as of March 31, 2021 $ 1,601,932
Schedule of fair value of the derivative liability convertible notes	The fair value of the derivative liabilities – convertible promissory notes at March 31, 2021 is estimated using a Lattice pricing model with the following assumptions: Market value of common stock $ 0.225 Expected volatility 182.6-210.7 Expected term (in years) .38-.95 Risk-free interest rate 0.13-0.20 %

STOCK OPTIONS AND WARRANTS (Tab

STOCK OPTIONS AND WARRANTS (Tables)	3 Months Ended
	Mar. 31, 2021
Schedule of option activity	Weighted Weighted Average Number Average Contractual of Exercise term shares Price (years) Options outstanding at December 31, 2020 445,000 $ .71 1.5 Granted — — — Exercised — — — Forfeited — — — Expired — — — Options outstanding at March 31, 2021 445,000 $ 0.71 1.3 Exercisable at March 31, 2021 420,000 $ 0.71 1.3 Options exercisable and expected to vest at March 31, 2021 445,000 $ 0.71 1.3
Schedule of assumptions used in the determination of the fair value of the warrant	Market value of common stock $ 0.5678 Expected volatility 254.6 % Expected term (in years) 1.0 Risk-free interest rate 0.11 %
Schedule of warrants to purchase common stock	Date Issued Exercise Price Number Outstanding Expiration Date December 1, 2018 $ 0.71 100,000 December 1, 2023 May 1, 2020 $ 0.52 100,000 May 1, 2025 June 4, 2020 $ 0.164 1,524,390 June 30, 2023 December 1, 2020 $ 0.164 1,234,756 December 1, 2023 February 8, 2021 $ 0.164 6,097,561 February 8, 2026 9,056,707
Warrant using monte carlo pricing model
Schedule of assumptions used in the determination of the fair value of the warrant	Fair Value of Common Share $ 0.225-0.47 Exercise Price $ 0.164-0.40 Risk Free Rate 0.41-1.74 % Expected Life (Yrs.) 4.86-5.0 Volatility 147.4-154.0 %

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Going Concern (Details) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accumulated losses	$ (13,881,545)		$ (9,631,732)
Cash from operations	(327,237)	$ 699
Working capital	$ 1,826,511

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Sales returns allowance	$ 6,990	$ 6,990
Customer deposits	$ 10,350	28,651
Initial warranty period	3 years
Deferred revenue	$ 35,543	$ 35,200
Maximum
Extended warranty period	3 years
Minimum
Extended warranty period	1 year

SUMMARY OF SIGNIFICANT ACCOUN_6

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Financial Instruments and Concentrations of Business and Credit Risk (Details) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019
Concentration Risk [Line Items]
Amount due from customers	$ 0		$ 0
Amount due to suppliers	$ 12,500		12,100
Net purchase | Supplier concentrations | China
Concentration Risk [Line Items]
Concentration risk percentage	96.00%	94.00%
Customer A
Concentration Risk [Line Items]
Amount due to suppliers			10,350	$ 28,651
Customer A | Net sales | Customer concentration
Concentration Risk [Line Items]
Concentration risk percentage	12.40%	29.30%
Customer B | Net sales | Customer concentration
Concentration Risk [Line Items]
Concentration risk percentage	18.60%
Supplier B | Net purchase | Supplier concentrations | China
Concentration Risk [Line Items]
Amount due to suppliers	$ 0		$ 0

SUMMARY OF SIGNIFICANT ACCOUN_7

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disclosure of Fair Value (Details) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total fair value	$ 1,601,932	$ 831,852
KISS liability - related party
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liabilities - convertible promissory notes	1,601,932	831,852
Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total fair value	0	0
Level 1 | KISS liability - related party
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liabilities - convertible promissory notes	0	0
Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total fair value	0	0
Level 2 | KISS liability - related party
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liabilities - convertible promissory notes	0	0
Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total fair value	1,601,932	831,852
Level 3 | KISS liability - related party
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liabilities - convertible promissory notes	$ 1,601,932	$ 831,852

SUMMARY OF SIGNIFICANT ACCOUN_8

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Changes in Level 3 liabilities measured at fair value on a recurring basis (Details)	3 Months Ended
	Mar. 31, 2021USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, Beginning balance	$ 831,852
Net unrealized gain	(14,798)
Derivative liabilities in conjunction with convertible promissory notes	974,931
Conversion of convertible promissory notes	(190,053)
Fair value, Ending balance	$ 1,601,932

SUMMARY OF SIGNIFICANT ACCOUN_9

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional information (Details) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Sales tax payable	$ 59,000	$ 58,000
Warranty liability	$ 15,795	$ 17,483

PROPERTY AND EQUIPMENT - Summer

PROPERTY AND EQUIPMENT - Summery of Property and Equipment (Details) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Total	$ 899,987	$ 899,987
Less: accumulated depreciation and amortization	(156,237)	(150,768)
Property, Plant and Equipment, Net, Total	743,750	749,219
Building
Property, Plant and Equipment [Line Items]
Total	875,000	875,000
Furniture and equipment
Property, Plant and Equipment [Line Items]
Total	$ 24,987	$ 24,987

PROPERTY AND EQUIPMENT - Additi

PROPERTY AND EQUIPMENT - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
PROPERTY AND EQUIPMENT
Depreciation and amortization expense	$ 5,469	$ 5,469

NOTES PAYABLE - Convertible Not

NOTES PAYABLE - Convertible Note (Details) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
NOTES PAYABLE
Principal Amount	$ 2,103,653	$ 1,534,653
Debt discount balance	(1,699,181)	(1,277,255)
Net Notes balance	$ 404,472	$ 257,398

NOTES PAYABLE - Assumptions use

NOTES PAYABLE - Assumptions used in the determination of the fair value of the warrant (Details)	3 Months Ended
	Mar. 31, 2021USD ($)
Fair Value of Common Share
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of the warrant	0.5678
Risk Free Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of the warrant	0.11
Expected term (in years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected Life (Yrs.)	1 year
Expected volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of the warrant	254.6

NOTES PAYABLE - Additional Info

NOTES PAYABLE - Additional Information (Details) - USD ($)

Feb. 08, 2021

Dec. 14, 2020

Dec. 03, 2020

Dec. 01, 2020

Nov. 03, 2020

Oct. 22, 2020

Sep. 28, 2020

Aug. 10, 2020

Jan. 31, 2020

Sep. 30, 2020

Aug. 31, 2020

Jul. 31, 2020

Apr. 30, 2020

Feb. 29, 2020

Jan. 31, 2020

Mar. 31, 2021

Mar. 31, 2020

Dec. 31, 2020

Dec. 31, 2019

May 31, 2018

Debt Instrument [Line Items]

Interest expense

$ 1,060,302

$ 14,948

Debt Instrument, Convertible, Conversion Price

$ 0.40

Debt Conversion, Converted Instrument, Amount

380,103

Debt Instrument, Unamortized Discount

$ 1,699,181

$ 1,277,255

Common stock reserved in conjunction with promissory notes and warrants

72,775,123

Stock Issued During Period, Shares, New Issues

900,000

14,585

200,000

10,355

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

2,500,000

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.40

$ 1.50

Amortization of debt discount and day one derivative loss and warrant expense

$ 1,010,601

Additional interest expense

37,312

$ 0

Warrants Issued

2,500,000

135,000

Fair value of warrant

$ 420,096

$ 190,144

Accrued interest

58,747

Vendor

Debt Instrument [Line Items]

Interest Payable

5,154

Interest expense

3,283

Notes Payable, Other Payables | Vendor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 43,692

Debt Instrument, Periodic Payment

$ 5,461

Long-term Debt

$ 12,846

Debt Instrument, Interest Rate, Stated Percentage

10.00%

PPP loan

Debt Instrument [Line Items]

Proceeds from Issuance of Debt

$ 39,500

Debt Instrument, Term

2 years

Debt Instrument, Interest Rate, Stated Percentage

1.00%

Convertible notes payable, issued in December 2019

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 50,000

Debt Instrument, Convertible, Conversion Price

$ 0.71

Convertible notes payable, Issued in July 2020 | Investor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 107,500

Proceeds from Issuance of Debt

$ 90,000

Debt Instrument, Convertible, Conversion Price

$ 0.50

Debt Instrument, Convertible, Beneficial Conversion Feature

$ 90,000

Original issue discount

7,500

Legal fees

$ 10,000

Debt Instrument, Interest Rate, Stated Percentage

8.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

18.00%

Convertible notes payable, Issued in August 2020, one | Investor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 215,000

Proceeds from Issuance of Debt

$ 200,000

Debt Instrument, Convertible, Conversion Price

$ 0.50

Debt Instrument, Convertible, Beneficial Conversion Feature

$ 200,000

Original issue discount

$ 15,000

Debt Instrument, Interest Rate, Stated Percentage

8.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

18.00%

Convertible notes payable, Issued in August 2020, two | Investor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 103,000

Proceeds from Issuance of Debt

$ 100,000

Debt Instrument, Convertible, Conversion Price

$ 1

Fair value of the liability

$ 97,654

Original issue discount

$ 3,000

Debt Instrument, Interest Rate, Stated Percentage

10.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

22.00%

Number of days available from the issuance date for the lender to convert the debt into shares

180 days

Percentage of market value at which the debt can be converted

63.00%

Convertible notes payable, Issued in August 2020, two | Maximum

Debt Instrument [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.2659

Convertible notes payable, Issued in August 2020, two | Vendor

Debt Instrument [Line Items]

Shares issued upon conversion

519,113

Convertible notes payable, Issued in August 2020, two | Vendor | Minimum

Debt Instrument [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.1638

Convertible notes payable, Issued in September 2020, one | Investor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 107,500

Proceeds from Issuance of Debt

$ 100,000

Debt Instrument, Convertible, Conversion Price

$ 0.50

Debt Instrument, Convertible, Beneficial Conversion Feature

$ 100,000

Original issue discount

$ 7,500

Debt Instrument, Interest Rate, Stated Percentage

8.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

18.00%

Convertible notes payable, Issued in September 2020, two | Investor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 78,000

Proceeds from Issuance of Debt

$ 75,000

Debt Instrument, Convertible, Conversion Price

$ 1

Fair value of the liability

$ 74,238

Original issue discount

$ 3,000

Debt Instrument, Interest Rate, Stated Percentage

10.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

22.00%

Number of days available from the issuance date for the lender to convert the debt into shares

180 days

Percentage of market value at which the debt can be converted

63.00%

Convertible notes payable, Issued in September 2020, two | Vendor

Debt Instrument [Line Items]

Shares issued upon conversion

500,000

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.1638

Convertible notes payable Issued In September 2020 ,three | Vendor

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 108,000

Proceeds from Issuance of Debt

100,000

Fair value of the liability

182,670

Original issue discount

$ 8,000

Debt Instrument, Interest Rate, Stated Percentage

10.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

22.00%

Number of days available from the issuance date for the lender to convert the debt into shares

180 days

Percentage of market value at which the debt can be converted

63.00%

Convertible notes payable, issued on October 2020, one

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 128,000

Purchase Price

128,000

Fair value of the liability

$ 81,969

Debt Instrument, Interest Rate, Stated Percentage

10.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

22.00%

Percentage of market value at which the debt can be converted

65.00%

Convertible notes payable, issued in November 2020, one

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 244,853

Purchase Price

225,000

Proceeds from Issuance of Debt

$ 225,000

Debt Instrument, Convertible, Conversion Price

$ 0.50

Debt Instrument, Convertible, Beneficial Conversion Feature

$ 176,294

Original issue discount

$ 19,853

Debt Instrument, Interest Rate, Stated Percentage

8.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

18.00%

Number of days available from the issuance date for the lender to convert the debt into shares

180 days

Convertible notes payable issued in December 2020, one

Debt Instrument [Line Items]

Debt Instrument, Face Amount

172,800

Purchase Price

160,000

Fees paid

12,800

Proceeds from Issuance of Debt

147,200

Fair value of the liability

237,021

Original issue discount

$ 12,800

Debt Instrument, Interest Rate, Stated Percentage

5.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

22.00%

Percentage of market value at which the debt can be converted

70.00%

Convertible notes payable issued In December 2020, two

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 110,000

Purchase Price

96,000

Proceeds from Issuance of Debt

$ 96,000

Debt Instrument, Convertible, Conversion Price

$ 0.50

Debt Instrument, Convertible, Beneficial Conversion Feature

$ 66,000

Original issue discount

$ 14,000

Debt Instrument, Interest Rate, Stated Percentage

8.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

18.00%

Number of days available from the issuance date for the lender to convert the debt into shares

180 days

Convertible notes payable issued in December 2020, three

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 110,000

Purchase Price

$ 105,000

Debt Instrument, Convertible, Conversion Price

$ 0.55

Fair value of the liability

$ 229,713

Debt Instrument, Interest Rate, Stated Percentage

10.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

22.00%

Percentage of market value at which the debt can be converted

63.00%

Convertible Notes Payable Issued In February 2021, One

Debt Instrument [Line Items]

Debt Instrument, Face Amount

1,000,000

Purchase Price

$ 950,000

Debt Instrument, Term

1 year

Debt Instrument, Convertible, Conversion Price

$ 0.40

Fair value of the liability

$ 691,234

Debt Instrument, Interest Rate, Stated Percentage

10.00%

Number of days in a year considered for determination of interest

365 days

Interest on payment default (as a percent)

15.00%

Percentage of market value at which the debt can be converted

70.00%

First closing

Debt Instrument [Line Items]

Debt Instrument, Face Amount

$ 500,000

Purchase Price

475,000

Second closing

Debt Instrument [Line Items]

Debt Instrument, Face Amount

250,000

Purchase Price

237,500

Third closing

Debt Instrument [Line Items]

Debt Instrument, Face Amount

250,000

Purchase Price

$ 237,500

LONG-TERM DEBT - Additional Inf

LONG-TERM DEBT - Additional Information (Details) - USD ($)	1 Months Ended			3 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2015	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Debt Instrument [Line Items]
Long-term Debt, Gross				$ 2,103,653		$ 1,534,653
Debt Conversion, Converted Instrument, Amount				380,103
Interest expense				2,837	$ 0
CEO
Debt Instrument [Line Items]
Long-term Debt, Gross				$ 282,500
Debt Instrument Interest Rate After Due Date, Percent				10.00%
Promissory note with a related party
Debt Instrument [Line Items]
Repayments of Related Party Debt				$ 50,000
Notes Payable, Other Payables | CEO
Debt Instrument [Line Items]
Debt Instrument, Face Amount				50,000
Government Debt
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	3.75%
Proceeds from Issuance of Long-term Debt	$ 150,000
Debt Instrument Deferment Period	24 months
Debt Instrument, Periodic Payment	$ 731
Bank Debt
Debt Instrument [Line Items]
Debt Instrument, Face Amount			$ 700,000
Debt Instrument Deferment Period		3 months
Long-term Debt				$ 566,657		$ 573,213
Bank Debt | First Year
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage				1.99%
Debt Instrument, Periodic Payment			$ 3,547
Bank Debt | Subsequent period
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage				4.95%
Debt Instrument, Periodic Payment				$ 4,574

DERIVATIVE LIABILITIES - Fair v

DERIVATIVE LIABILITIES - Fair value of derivative liability (Details)	3 Months Ended
	Mar. 31, 2021USD ($)
Fair Value Of Derivative Liabilities [Roll Forward]
Balance as of December 31, 2020	$ 831,852
Conversion of convertible notes payable	(190,053)
Additions during the year	974,931
Change in fair value	(14,798)
Balance as of March 31, 2021	$ 1,601,932

DERIVATIVE LIABILITIES - Black

DERIVATIVE LIABILITIES - Black Scholes (Details)	Mar. 31, 2021USD ($)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	0.225
Maximum | Expected volatility
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	210.7
Maximum | Expected term (in years)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	0.95
Maximum | Risk Free Rate
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	0.20
Minimum | Expected volatility
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	182.6
Minimum | Expected term (in years)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	0.38
Minimum | Risk Free Rate
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative Liability, Measurement Input	0.13

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	1 Months Ended	3 Months Ended
	Feb. 28, 2021	Mar. 31, 2021	Dec. 31, 2020
CEO
Related Party Transactions
Payment of signing bonus		$ 20,978
Total amount outstanding		0	$ 20,978
Number of common shares issued as compensation expense (in shares)	1,100,000
Promissory note with a related party
Related Party Transactions
Amount repaid		$ 50,000

STOCKHOLDERS' DEFICIT - Additio

STOCKHOLDERS' DEFICIT - Additional Information (Details) - USD ($)	Mar. 31, 2021	Feb. 28, 2021	Aug. 10, 2020	Jan. 31, 2020	Feb. 28, 2021	Feb. 29, 2020	Jan. 31, 2020	Mar. 31, 2021	Mar. 31, 2020
Stockholder's deficit
Number of common shares issued in conjunction with agreements for financial and marketing consulting services (in shares)					1,084,120
Per share value of common shares issued in conjunction with agreements for financial and marketing consulting services (in dollars per share)				$ 0.71	$ 0.64
Number of common shares issued upon conversion of various notes payable and unpaid accrued interest (in shares)	1,019,113
Value of common shares issued upon conversion of various notes payable and unpaid accrued interest		$ 190,050			$ 693,837
Number of shares issued			900,000	14,585		200,000	10,355
Term of consulting agreement						12 months
Value of shares						$ 102,000		$ 693,837	$ 290,000
Price at which shares are issued			$ 2.02			$ 0.51
Issuance of common stock for cash- net			$ 1,818,000
CEO
Stockholder's deficit
Price at which shares are issued		$ 0.5499			$ 0.5499
Number of common shares issued as compensation expense (in shares)					1,100,000
Value of shares issued for compensation for services					$ 604,890
Consulting agreement with third party
Stockholder's deficit
Number of shares issued						400,000
Term of consulting agreement						6 months
Value of shares						$ 188,000
Price at which shares are issued						$ 0.47
Additional shares issued						900,000

STOCK OPTIONS AND WARRANTS - St

STOCK OPTIONS AND WARRANTS - Stock options activity (Details) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Number of shares
Options outstanding at beginning of period (in shares)	445,000
Granted (in shares)	0	0
Exercised (in shares)	0
Forfeited (in shares)	0
Expired (in shares)	0
Options outstanding at end of period (in shares)	445,000	445,000
Exercisable	420,000
Options exercisable and expected to vest	445,000
Weighted Average Exercise Price
Weighted average exercise price options outstanding at beginning of period (in dollars per share)	$ 0.71
Weighted average exercise price options, Granted (in dollars per share)	0
Weighted average exercise price options, Exercised (in dollars per share)	0
Weighted average exercise price option, Forfeited (in dollars per share)	0
Weighted average exercise price options, Expired (in dollars per share)	0
Weighted average exercise price options outstanding at end of period (in dollars per share)	0.71	$ 0.71
Weighted average exercise price, options Exercisable	0.71
Weighted average exercise price, options exercisable and expected to vest	$ 0.71
Weighted Average Contractual term (years)
Weighted Average Contractual term, outstanding (years)	1 year 3 months 18 days	1 year 6 months
Weighted Average Contractual term, Exercisable (years)	1 year 3 months 18 days
Weighted average contractual term options exercisable and expected to vest (in years)	1 year 3 months 18 days

STOCK OPTIONS AND WARRANTS - Fa

STOCK OPTIONS AND WARRANTS - Fair value of the warrant awarded (Details)	3 Months Ended
	Mar. 31, 2021$ / sharesUSD ($)shares	Feb. 08, 2021$ / shares	Dec. 01, 2020$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding | shares	9,056,707
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 0.40	$ 1.50
Exercise price 0.71
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding | shares	100,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.71
Exercise Price 0.52
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding | shares	100,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.52
Exercise Price 0.164 One [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding | shares	1,524,390
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.164
Exercise Price 0.164 Two [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding | shares	1,234,756
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.164
Exercise Price 0.164 Three [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class of Warrant or Right, Outstanding | shares	6,097,561
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.164
Expected volatility
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	254.6
Fair Value of Common Share
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input | $	0.5678
Risk Free Rate
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.11
Expected term (in years)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Life (Yrs.)	1 year
Warrant using monte carlo pricing model | Expected volatility | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	147.4
Warrant using monte carlo pricing model | Expected volatility | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	154
Warrant using monte carlo pricing model | Exercise Price | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.164
Warrant using monte carlo pricing model | Exercise Price | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.40
Warrant using monte carlo pricing model | Fair Value of Common Share | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.225
Warrant using monte carlo pricing model | Fair Value of Common Share | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.47
Warrant using monte carlo pricing model | Risk Free Rate | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.41
Warrant using monte carlo pricing model | Risk Free Rate | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants and Rights Outstanding, Measurement Input	1.74
Warrant using monte carlo pricing model | Expected term (in years) | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Life (Yrs.)	4 years 10 months 10 days
Warrant using monte carlo pricing model | Expected term (in years) | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected Life (Yrs.)	5 years

STOCK OPTIONS AND WARRANTS - Ad

STOCK OPTIONS AND WARRANTS - Additional Information (Details) - USD ($)	Feb. 08, 2021	Dec. 01, 2020	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized to be issued under the Plan						10,000,000
Number of stock options granted			0		0
Warrant to purchase shares	2,500,000
Warrants Issued	2,500,000	135,000
Fair value of the warrant			$ 420,096
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.40	$ 1.50
Stock compensation expense			$ 0	$ 5,265
Subsequent convertible promissory note conversions
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrant to purchase shares			2,500,000
Increase in underlying shares			6,097,561
Reduction to retained earnings and an increase additional paid-in-capital			$ 1,211,350
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 0.164
Subsequent issuance of convertible promissory notes with certain terms and convertible promissory note conversions
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrant to purchase shares			1,082,388
Increase in underlying shares			2,759,146
Reduction to retained earnings and an increase additional paid-in-capital			$ 478,079
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 0.164

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($)	Apr. 30, 2021	May 31, 2021	Feb. 28, 2021	Mar. 31, 2021	Feb. 08, 2021
Subsequent events
Number of common shares issued in conjunction with agreements for financial and marketing consulting services (in shares)			1,084,120
Number of shares called by warrants issued (in shares)					2,500,000
Proceeds from convertible promissory notes				$ 712,500
Subsequent Events
Subsequent events
Principal amount of convertible notes converted	$ 273,179	$ 273,179
Number of common shares issued in conjunction with agreements for financial and marketing consulting services (in shares)	50,000
Common stock shares reserved for conversion (in shares)		4,268,283
Proceeds from convertible promissory notes		$ 237,500