Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 13, 2021 | |
Affiliate, Collateralized Security [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39569 | |
Entity Registrant Name | JUPITER WELLNESS, INC. | |
Entity Central Index Key | 0001760903 | |
Entity Tax Identification Number | 83-2455880 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 1061 E. Indiantown Road | |
Entity Address, Address Line Two | Suite 110 | |
Entity Address, City or Town | Jupiter | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33477 | |
City Area Code | 561 | |
Local Phone Number | 244-7100 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,927,465 | |
Common Stock, $.001 par value per share [Member] | ||
Affiliate, Collateralized Security [Line Items] | ||
Title of 12(b) Security | Common Stock, $.001 par value per share | |
Trading Symbol | JUPW | |
Security Exchange Name | NASDAQ | |
Warrants to purchase shares of common stock | ||
Affiliate, Collateralized Security [Line Items] | ||
Title of 12(b) Security | Warrants to purchase shares of common stock | |
Trading Symbol | JUPWW | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Cash | $ 3,940,968 | $ 4,262,168 |
Inventory | 255,062 | 225,924 |
Account receivable | 415,123 | 255,111 |
Prepaid expenses and deposits | 191,256 | 215,904 |
Right of use assets | 29,157 | |
Total current assets | 4,802,409 | 4,988,264 |
Intangible assets | 498,694 | 559,800 |
Goodwill | 941,937 | 941,937 |
Transportation Equipment | 81,621 | 35,592 |
Total assets | 6,324,661 | 6,525,593 |
Liabilities and Shareholders’ Equity | ||
Accounts Payable | 398,172 | 688,835 |
Convertible notes, net of discounts | 2,004,818 | 525,000 |
Contingent note payable issued in acquisition | 691,500 | |
Current portion of lease liability | 23,754 | |
Accrued liabilities | 120,236 | 112,001 |
Covid - 19 SBA Loan | 84,354 | 84,578 |
Total current Liabilities | 2,607,580 | 2,125,668 |
Long-term portion lease liability | 6,384 | |
Total liabilities | 2,607,580 | 2,132,052 |
Common stock, $.001 par value, 100,000,000 shares authorized, of which 11,496,032 and 10,655,833 shares issued and outstanding as of June 30, 2021 and December 31, 2020 | 11,496 | 10,656 |
Additional paid-in capital | 16,998,373 | 11,657,286 |
Common stock payable | 328,450 | |
Accumulated deficits | (13,621,238) | (7,274,401) |
Total Shareholders’ Equity | 3,717,081 | 4,393,541 |
Total Liabilities and Shareholders’ Equity | $ 6,324,661 | $ 6,525,593 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 | Nov. 30, 2020 |
Statement of Financial Position [Abstract] | |||
Preferred stock par, value | $ 0.001 | $ 0.001 | |
Preferred stock shares, authorized | 100,000 | 100,000 | |
Preferred stock shares, issued | 0 | 0 | |
Preferred stock shares, outstanding | 0 | 0 | |
Common Stock, par value | $ 0.001 | $ 0.001 | |
Common Stock, shares authorized | 100,000,000 | 100,000,000 | |
Common Stock, shares issued | 11,496,032 | 10,655,833 | 8,500 |
Common Stock, shares outstanding | 11,496,032 | 10,655,833 |
Condensed Consolidated Statemen
Condensed Consolidated Statement of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue | ||||
Sales | $ 595,088 | $ 457,667 | $ 643,934 | $ 575,394 |
Cost of Sales | 413,913 | 236,794 | 437,365 | 336,697 |
Gross profit | 181,175 | 220,873 | 206,569 | 238,697 |
Operating expense | ||||
General and administrative expenses | 3,839,316 | 618,113 | 6,727,610 | 1,100,366 |
Other income / (expense) | ||||
Interest income | 871 | 69 | 2,149 | 915 |
Interest expense | (493,804) | (36,204) | (497,145) | (54,419) |
Other income / (expense) | 669,200 | |||
Total other income (expense) | (492,933) | (36,135) | 174,204 | (53,504) |
Net (loss) | $ (4,151,074) | $ (433,375) | $ (6,346,837) | $ (915,173) |
Net (loss) per share: | ||||
Basic | $ (0.37) | $ (0.06) | $ (0.56) | $ (0.13) |
Weighted average number of shares | ||||
Basic | 11,359,797 | 6,983,000 | 11,265,828 | 6,983,000 |
Condensed Statement of Changes
Condensed Statement of Changes in Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Common Stock Payable [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2019 | $ 6,893 | $ 325,000 | $ 1,032,511 | $ (985,196) | $ 379,208 |
Beginning balance, shares at Dec. 31, 2019 | 6,893,000 | ||||
Stock options issued in acquisition | 156,612 | 156,612 | |||
Stock options issued to Officers and employees | 251,526 | 251,526 | |||
Common stock issued as compensation | $ 700 | (325,000) | 549,300 | 225,000 | |
Common stock issued as compensation, shares | 700,000 | ||||
Shares issued in Initial Public Offering (“IPO”) | $ 933 | 5,860,353 | 5,861,286 | ||
Shares issued in Initial Public Offering ("IPO"), shares | 933,333 | ||||
Common stock issued upon exercise of warrants | $ 1,146 | 487,854 | $ 489,000 | ||
Common stock issued upon exercise of warrants, shares | 1,146,000 | 1,146,000 | |||
Common stock issued for services | $ 475 | 1,761,650 | $ 1,762,125 | ||
Common stock issued for services, shares | 475,000 | ||||
Common stock issued upon conversion of notes | $ 300 | 349,700 | 350,000 | ||
Common stock issued upon conversion of notes, shares | 300,000 | ||||
Common stock issued in debt settlement | $ 9 | 8,491 | 8,500 | ||
Common Stock issued in debt settlement, shares | 8,500 | ||||
Common stock issued in acquisition | $ 200 | 1,039,800 | 1,040,000 | ||
Common stock issued in acqusition, shares | 200,000 | ||||
Common stock issued in Endorsement Agmt | 159,489 | 159,489 | |||
Net Loss | (6,289,205) | (6,289,205) | |||
Ending balance, value at Dec. 31, 2020 | $ 10,656 | 11,657,286 | (7,274,401) | 4,393,541 | |
Ending balance, shares at Dec. 31, 2020 | 10,655,833 | ||||
Common stock issued as compensation | $ 11 | 77,209 | 77,220 | ||
Common stock issued as compensation, shares | 11,000 | ||||
Common stock issued for services | $ 420 | 2,013,080 | 2,013,500 | ||
Common stock issued for services, shares | 420,000 | ||||
Common stock issued upon conversion of notes | $ 187 | 560,309 | |||
Common stock issued upon conversion of notes, shares | 186,832 | ||||
Net Loss | (6,346,837) | (6,346,837) | |||
Common stock payable | 328,450 | 328,450 | |||
Common stock issued upon exercise of cashless options | $ 222 | (222) | |||
Common stock issued upon exercise of cashless options, shares | 222,367 | ||||
Stock options granted to Officers and Directors | 1,244,180 | 1,244,180 | |||
Fair value of warrants issued and beneficial conversion feature in connection with Convertible Promissory Notes | 1,446,531 | 1,446,531 | |||
Ending balance, value at Jun. 30, 2021 | $ 11,496 | $ 328,450 | $ 16,998,373 | $ (13,621,238) | $ 3,717,081 |
Ending balance, shares at Jun. 30, 2021 | 11,496,032 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||||
Net (loss) | $ (4,151,074) | $ (433,375) | $ (6,346,837) | $ (915,173) | $ (6,289,205) |
Stock Based compensation | 3,663,350 | 47,159 | |||
Adjustments to reconcile net income to net cash provided by (used in) operating activities | |||||
Due from third party | 400 | ||||
Prepaid expenses | 24,648 | (25,000) | |||
Right of Entry asset | 29,157 | 10,152 | |||
Accounts receivable | (160,012) | (44,572) | |||
Inventory | (29,138) | (36,857) | |||
Security deposits and other assets | (1,390) | ||||
Accounts payable | (290,663) | (2,953) | |||
Accrued liabilities | 43,507 | 61,203 | |||
Lease liability | (30,138) | (9,905) | |||
Legal fees | 25,000 | ||||
Net cash (used in) operating activities | (3,237,054) | (849,345) | 2,732,736 | ||
Cash flows from investing activities: | |||||
Purchase of fixed assets | (51,646) | (44,000) | |||
Net cash paid in acquisition | (245,391) | ||||
Net cash (used in) investing activities | (51,646) | (289,391) | |||
Cash flows from financing activities: | |||||
Proceeds from convertible debt | 2,967,500 | 825,000 | |||
Covid -19 SBA Loan | 84,578 | ||||
Net cash provided by financing activities | 2,967,500 | 909,578 | |||
Net increase (decrease) in cash and cash equivalents | (321,200) | (229,158) | |||
Cash and cash equivalents at the beginning of the period | 4,262,168 | 531,026 | 531,026 | ||
Cash and cash equivalents at the end of the period | $ 3,940,968 | $ 301,868 | 3,940,968 | 301,868 | $ 4,262,168 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||||
Cash paid for interest | |||||
Cash paid for income taxes | |||||
Acquisition of Magical Beasts, LLC (see note 12) | 1,111,648 | ||||
Common stock issued in conversion of promissory notes | 560,496 | ||||
Fair value of warrants issued and beneficial conversion feature in connection with convertible promissory notes | 1,446,531 | ||||
Cashless exercise of options | $ 222 |
Organization and Business Opera
Organization and Business Operations | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Organization and Business Operations | Note 1 - Organization and Business Operations Jupiter Wellness, Inc. (the “Company”) was formed on October 24, 2018 as CBD Brands, Inc. under the laws of the State of Delaware, and is headquartered in Jupiter, Florida. The Company is a leading cutting-edge wellness brand dedicated to exploring and developing multiple therapeutic and medical use for Cannabidiol (CBD) in the treatment of various ailment and diseases such as cancer, arthritis, anxiety, insomnia, psoriasis, chronic pain amongst others. Going Concern Consideration As of June 30, 2021 and December 31, 2020, the Company had $ 3,940,968 and $ 4,262,168 in cash, an accumulated deficit of $ 13,621,238 and $ 7,274,401 and cash flow used in operations of $ 3,237,054 for the six months ended June 30, 2021 and $ 2,732,736 for the year ended December 31, 2020. The Company has incurred and expects to continue to incur significant costs in pursuit of its expansion and development plans. These conditions have raised doubt about the Company’s ability to continue as a going concern as noted by our Auditors, M&K CPAS, PLLC. Subsequent to June 30, 2021, the Company closed an underwritten public offering (the “Offering”) of 11,066,258 shares (the “Company Offering Shares”) of common stock, par value $ 0.001 per share and warrants (the “Warrants”) to purchase up to 11,607,142 shares of Common Stock. The Warrants will be exercisable immediately upon issuance with an exercise price of $ 2.79 per share and will expire on the fifth anniversary of the original issuance date. The net proceeds from the Offering, after deducting underwriting discounts and commissions and Offering expenses, were $ 28,318,314 . As a result, Management believes that the Company has sufficient capital to execute its business plan and the need for a going concern opinion has been alleviated. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2 - Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of US Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Jupiter Wellness, Inc., a Florida corporation, Magical Beasts, LLC, a Nevada limited liability company and SRM Entertainment, Limited, a Hong Kong private limited company. All intercompany accounts and transactions have been eliminated. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. 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 assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with a maturity of three months or less when purchased to be cash and equivalents for purposes of the statement of cash flows. There were no cash equivalents as of June 30, 2021. Inventory Inventories are stated at the lower of cost or market. The Company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. Inventory is based upon the average cost method of accounting. Net Loss per Common Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. If applicable, diluted earnings per share assume the conversion, exercise or issuance of all common stock instruments such as options, warrants, convertible securities and preferred stock, unless the effect is to reduce a loss or increase earnings per share. As such, options, warrants, convertible securities and preferred stock are not considered in the calculations, as the impact of the potential common shares would be to decrease the loss per share. Schedule of net income loss per share basic diluted June 30, 2021 June 30, 2020 For the Six For the Six Months Ended Months Ended June 30, 2021 June 30, 2020 Numerator: Net (loss) $ (6,346,837 ) $ (915,173 ) Denominator: Denominator for basic earnings per share - Weighted-average common shares issued and outstanding during the period 11,265,828 6,983,000 Denominator for diluted earnings per share 11,265,828 6,983,000 Basic (loss) per share $ (0.56 ) $ (0.13 ) Diluted (loss) per share $ (0.56 ) $ (0.13 ) Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Revenue Recognition The Company generates its revenue from the sale of its products directly to the end user or distributor (collectively the “customer”). The Company recognizes revenues by applying the following steps in accordance with FASB Accounting Standards Codification 606 “Revenue from Contracts with Customers” (“ASC 606”). Under ASC 606, revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. The Company’s performance obligations are satisfied when goods or products are shipped on a FOB shipping point basis as title passes when shipped. Our products are generally paid in advance of shipment or standard net 30 days and we offer no specific right of return, refund or warranty related to our products except for cases of defective products of which there have been none to date. Our revenue currently is generated from one general product category of health care products with one performance obligation and geographically there are no specific concentrations of our customer base to disaggregate our revenue stream. Accounts Receivable and Credit Risk Accounts receivable are generated from sales of the Company’s products. The Company provides an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information, and existing economic conditions. As of December 31, 2020, the Company recorded an allowance of $ 118,761 Foreign Currency Translation Assets and liabilities in foreign currencies are translated using the exchange rate at the balance sheet date, while revenue and expense accounts are translated at the average exchange rates prevailing during the period. Equity accounts are translated at historical exchange rates. Gains and losses from foreign currency transactions and translation for the six months ended June 30, 2021 and year ended December 31, 2020 and the cumulative translation gains and losses as of June 30, 2021 and December 31, 2020 were not material. Research and Development The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred research and development expenses of $ 195,716 63,813 Stock based compensation The Company recognizes compensation costs to employees under FASB Accounting Standards Codification 718 “Compensation - Stock Compensation” (“ASC 718”). Under ASC 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share based compensation arrangements include stock options and warrants. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. On October 24, 2018, the inception date, the Company adopted ASU No. 2018-07 “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on October 24, 2018, the evaluation was performed for 2018 tax year which would be the only period subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position. The Company’s policy for recording interest and penalties associated with audits is to record such items as a component of income tax expense. The Company’s deferred tax asset at December 31, 2020 consists of net operating loss carry forwards calculated using federal and state effective tax rates equating to approximately $ 936,311 936,311 Related parties The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. Entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Recent Accounting Pronouncements In June 2018, the FASB issued ASU 2018-07, which simplifies the accounting for non-employee share-based payment transactions. The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The standard will be effective for us in the first quarter of our fiscal year 2020, although early adoption is permitted (but no sooner than the adoption of Topic 606). The Company has adopted this standard beginning January 1, 2019. The adoption of this standard has not had a significant impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. In February 2016, Topic 842, “Leases” was issued to replace the leases requirements in Topic 840, “Leases”. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. Topic 842 will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual periods and is to be retrospectively applied. The Company has adopted this standard beginning January 1, 2019. The adoption of this standard has not had a significant impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 30, 2021 | |
Credit Loss [Abstract] | |
Accounts Receivable | Note 3 - Accounts Receivable As of June 30, 2021 and December 31, 2020, the Company had accounts receivable of $ 415,123 118,761 255,111 |
Prepaid Expenses and Deposits
Prepaid Expenses and Deposits | 6 Months Ended |
Jun. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Deposits | Note 4 - Prepaid Expenses and Deposits As of June 30, 2021 and December 31, 2020, the Company had prepaid expenses of $ 191,256 215,904 |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 5 - Inventory As of June 30, 2021 and December 31, 2020, the Company had inventory of $ 255,062 225,924 |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 6 Intangible Assets In connection with the acquisition of Magical Beasts (see Note 12 below), the Company allocated the purchase price to intangible assets as follows: Schedule of Purchase Price to Intangible Assets Tradenames & trademarks $ 151,800 Customer base 651,220 Non-compete 154,500 Goodwill 308,690 Total $ 1,266,210 The Non-compete has an estimated life of two fifteen 308,690 731,628 97,836 122,501 In connection with the acquisition of SRM Entertainment, Limited (see Note 13 below), the Company allocated the purchase price to intangible assets as follows: Distribution Agreements $ 437,300 Goodwill 941,937 Total $ 1,379,237 The Distribution Agreements have an estimated life of six years and Goodwill has an indefinite life and will be reviewed at each subsequent reporting period to determine if the assets have been impaired. Amortization for the six months ended June 30, 2021 totaled $ 36,442 and amortization for the year ended December 31, 2020 was $ 18,221 . The balance of the Intangible Assets at June 30, 2021 and December, 31, 2020 attributable to SRM totals $ 400,858 419,079 |
Convertible Notes Payable _ Rel
Convertible Notes Payable – Related Parties | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Convertible Notes Payable – Related Parties | Note 7 - Convertible Notes Payable – Related Parties The 2019 Notes: On July 25, 2019, the Company issued a Convertible Promissory Note for $ 50,000 one year 10% 0.25 200,000 7,028 On December 31, 2019, the Company issued a Convertible Promissory Note for $ 250,000 8% 3.00 267,178 The 2020 Notes: During the year ended December 31, 2020, the Company issued nine convertible promissory notes totaling $ 1,075,000 Schedule of Convertible Promissory Notes Issued Amount Dated Conversion Rate $ 25,000 (1) 01/02/20 $ 3.00 250,000 (2) 01/23/20 3.00 300,000 (1) 03/09/20 3.00 50,000 (2) 05/01/20 3.00 50,000 (2) 05/27/20 3.00 50,000 (2) 05/27/20 3.00 100,000 (3) 06/24/20 5.00 125,000 (4) 09/11/20 5.00 125,000 (4) 09/16/20 5.00 $ 1,075,000 1. Issued to a non-affiliate. 2. Issued to a Secured and Collateralized Lending LLC, an entity run by a consultant of the Company. 3. Issued to BBBY, Ltd, an LLC of which Byron Young, a Company Director, is a manager and a member. 4. Issued to Asia Pacific Partners Inc., an entity run by a consultant of the Company. In November 2020, the $ 300,000 100,000 16,067 250,000 267,177 125,000 2,778 252,778 At December 31, 2020, the Company had a total of $ 525,000 plus accrued interest of $ 32,856 due on convertible promissory notes. In January 2021, the Company received conversion notices from all of the note holders to convert the $ 525,000 principal balance of its convertible promissory notes plus $ 35,496 accrued interest through the date of conversion, into 186,832 shares of the Company’s common stock ($ 3.00 per share conversion price). The shares were issued in January 2021. The 2021 Notes: In May 2021, the Company issued three Convertible Promissory Notes totaling $ 3,150,000 ($ 2,500,000 , $ 500,000 and $ 150,000 ) (the “2021 Notes”). The 2021 Notes were issued with an Original Issue Discount (“OID”) of five percent (5%), a term of six months, an annual interest rate of eight percent (8%) and convertible into shares of the Company’s common stock at a conversion price of $6.00 per share. Additionally, the Company issued a total of 525,000 warrants in connection with the 2021 Notes. The fair value of these warrants was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date as follows: Schedule of Assumptions for Black-Scholes Valuation Model Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 05/10/2021 $ 1,026,300 5 $ 6.00 $ 4.27 299 % 0.0080 05/05/2021 $ 203,532 5 $ 6.00 $ 4.21 299 % 0.0080 05/19/2021 $ 62,033 5 $ 6.00 $ 4.30 312 % 0.0089 Net carrying value of the 2021 Notes at June 30 2021 is summarized as follows: Schedule of Net Carrying Value Principal balance at June 30, 2021 $ 3,150,000 Unamortized Original issues discount (111,184 ) Unamortized Warrant discount and beneficial conversion feature (1,033,988 ) Carrying value of 202 Notes $ 2,004,818 The following table sets forth a summary of the principal balances of the Company’s convertible promissory notes activity for the six months ended June 30, 2021 and year ended December 31, 2020: Schedule of Convertible Promissory Notes Principal Balance, December 31, 2019 $ 300,000 2020 Notes 1,075,000 Conversions of Notes (350,000 ) Payments on Notes (500,000 ) Balance, December 31, 2020 525,000 Conversions of Notes (525,000 ) 2021 Notes 3,150,000 Principal Balance, June 30, 2021 $ 3,150,000 Subsequent to June 31, 2021, the 2021 Notes were paid in full. The Company recorded interest expense of $ 34,389 74,326 |
Note payable issued in acquisit
Note payable issued in acquisition | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Note payable issued in acquisition | Note 8 - Note payable issued in acquisition In connection with the Acquisition of Magical Beasts, LLC (see Note 12), the Company issued a non-interest bearing $ 1,000,000 950,427 49,573 In August 2020, a Nevada court imputed a judgement of Ms. Whitley Magical Beasts 1,000,000 336,450 300,000 8,500 691,500 In January 2021, the Company entered into an Omnibus Amendment to the original Purchase Agreement (see Note 12) which satisfied the Company’s obligation on the Note. |
Covid-19 SBA Loans
Covid-19 SBA Loans | 6 Months Ended |
Jun. 30, 2021 | |
Covid-19 Sba Loans | |
Covid-19 SBA Loans | Note 9 – Covid-19 SBA Loans During the year ended December 31, 2020, the Company applied for and received $ 28,878 55,700 3.75% |
Capital Structure
Capital Structure | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Capital Structure | Note 10 - Capital Structure Common Stock 100,000,000 shares of common stock with par value of $ 0.001 and 100,000 shares of preferred stock with par value of $ 0.001 . As of June 30, 2021, and December 31, 2020, 11,496,032 shares and 10,655,833 shares of common stock were issued and outstanding, respectively and no shares of preferred stock were issued and outstanding. Founder Shares During 2018, 5,000,000 5,000 4,550 450 Subscription Shares During 2018 and 2019, fourteen (14) investors submitted subscription agreements to the Company for the purchase of a total 1,158,000 289,500 0.25 239,500 50,000 Regulation A Offering On June 21, 2019, the Company filed a Form 1-A Regulation A Offering Statement Under the Securities Act of 1933, as amended, and subsequent amendments thereto on July 29, 2019 and August 19, 2019 (the “Form 1-A”). On September 5, 2019, the Form 1-A was qualified by the Securities and Exchange Commission. Pursuant to the Form 1-A, as of December 31, 2019, the Company has sold 735,000 0.001 1.00 735,000 23,000 Year ended December 31, 2020 issuances: Warrant exercise: During 2020, all of the 1,158,000 489,000 1,146,000 Initial Public Offering On November 3, 2020, the Company completed an initial public offering (“IPO”) of 933,333 0.001 8.50 7.50 7,000,000 140,000 140,000 140,000 0.01 1,400 5,900,000 Conversion of Convertible Promissory Notes: During 2020, the Company converted $ 350,000 300,000 Endorsement shares: In connection with the execution of an Endorsement Agreement with Tee-2-Green, the Company issued 50,000 3.94 197,125 Consulting Services shares: During 2020, the Company entered into two Consulting Agreements under the terms of which the Company issued 425,000 1,565,000 Whitley Settlement: In connection with the Settlement of creditors of Ms. Whitley, the former owner of Magical Beasts, LLC (see Note 14 Legal proceedings), the Company issued 8,500 8,500 Officer Shares: During 2020, the company issued a total of 700,000 400,000 325,000 300,000 225,000 SRM Entertainment Shares: In connection with the acquisition of SRM Entertainment, Limited (see Note 13 SRM Acquisition), the Company issued 200,000 1,040,000 Six months ended June 30, 2021 issuances: Conversion of Convertible Promissory Notes: During the six months ended June 30, 2021, the Company converted $ 525,000 of convertible promissory notes and accrued interest of $ 35,496 186,832 shares of its common stock. The Notes were converted per the terms of the respective Notes and the Company did not recognize any gain or loss on the conversion. (see Note 7 – Convertible Promissory Notes). Exercise of Cashless Stock Options During the six months ended June 30, 2021, a former Director of the Company exercised a portion of his stock options under the cashless provisions and was issued 47,470 15,844 159,053 Shares issued as compensation During the six months ended June 30, 2021, the Company entered into five Consulting Agreements under the terms of which the Company issued 420,000 11,000 2,090,720 The following table sets forth the issuances of the Company’s shares of common stock for the six months ended June 30, 2021 and year ending Schedule of Stock Holders December 31, 2020: - Balance December 31, 2019 6,893,000 Warrant Exercise Shares 1,146,000 Initial Public Offering Shares 933,333 Conversion of Promissory Notes 300,000 Endorsement Shares 50,000 Consulting Services Shares 425,000 Whitley Settlement Shares 8,500 Stock based compensation 700,000 SRM Entertainment Acquisition Shares 200,000 Balance December 31, 2020 10,655,833 Conversion of Promissory Notes 186,832 Exercise of stock options 222,367 Stock based compensation 11,000 Consulting Services Shares 420,000 Balance June 30, 2021 11,496,032 Common Stock Payable In January 2021, the Company amended the employment agreements of its Officers and a Director to have a portion of their compensation be paid in shares of the Company’s common stock. During the six months ended June 30, 2021, the Company accrued $ 100,000 The Company entered into three consulting agreement which call for a cash component and a stock component. At June 30, 2021 the Company had accrued a total of $ 228,450 Total Common Stock Payable at June 30, 2021 was $ 328,450 . At June 30, 2021, the total number of shares of common stock issuable is 530,732 |
Warrants and Options
Warrants and Options | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Warrants and Options | Note 11 - Warrants and Options Warrants In connection with the sales of subscription shares of common stock, discussed in Note 10 above, the Company granted the subscribers a total of 1,158,000 1,158,000 0.50 The fair value of these warrants was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date. The market price was valued based upon the last price paid by a third party for shares of our common stock. Schedule of Fair Value of Warrants Using Black Scholes Method Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 11/26/2018 $ 108,163 2 $ 0.50 $ 0.25 717 % 0.0286 2/18/2019 $ 30,000 2 $ 0.50 $ 0.25 717 % 0.0227 4/3/2019 $ 20,000 2 $ 0.50 $ 0.25 717 % 0.0233 IPO Warrants: Initial Public Offering 1,073,333 933,333 140,000 8.50 five The fair value of these warrants was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date. The market price was valued based upon the Nasdaq closing price for shares of the Company’s common stock on the date of issuance. Schedule of Fair Value of Warrants Using Black Scholes Method Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 11/03/2020 $ 3,905,739 5 $ 8.50 $ 4.90 256 % 0.039 Endorsement Warrants: 50,000 3.90 5 The fair value of these warrants was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date. The market price was valued based upon the Nasdaq closing price for shares of the Company’s common stock on the date of issuance. Schedule of Fair Value of Warrants Using Black Scholes Method Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 11/10/2020 $ 159,489 5 $ 3.90 $ 3.94 261 % 0.0041 Convertible Note Warrants : In connection with the issuance of three convertible promissory notes, the Company issued 525,000 warrants with a weighted average exercise price of $ 4.26 and five year The following tables summarize all warrants outstanding as of June 30, 2021 and December 31, 2020, and the related changes during the period. Summary of Warrant Outstanding Number of Exercise Warrants Price Stock Warrants Balance at December 31, 2019 1,158,000 $ 0.50 Warrants issued in connection with the IPO 1,073,333 8.50 Exercised (1,158,000 ) 0.50 Warrants issued in Endorsement Agreement 50,000 3.90 Balance at December 31, 2020 1,123,333 $ 8.30 Warrants issued in connection with Convertible Notes (see note 7) 525,000 — Balance at June 30, 2021 1,648,333 $ 8.30 Warrants Exercisable at June 30, 2021 1,648,333 $ 8.50 Options During 2020, certain Directors and a consultant were granted stock options to purchase a total of 211,330 three 0.25 4.49 During the six months ended June 30, 2021, the Company issued a total of 253,400 0.25 5.59 three The fair value of these warrants was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date. Schedule of Fair Value of Warrants Using Black Scholes Method Market Reporting Number of Term Exercise Price on Grant Volatility Fair Date Options (Years) Price Date Percentage Value 2/25/20 11/18/20 211,330 3 $ 0.25 4.49 $ 1.00 4.49 169 209 $ 251,526 1/01/21 6/30/21 253,400 3 $ 0.25 5.59 $ 3.78 5.59 148 209 $ 1,244,179 The Company recognized $ 1,244,180 and $ 251,526 as compensation expense in the financial statements for the six months ended June 30, 2021 and the year ended December 31, 2020, respectively. At June 30, 2021, the Company had 609,390 |
Acquisition of Magical Beasts,
Acquisition of Magical Beasts, LLC | 6 Months Ended |
Jun. 30, 2021 | |
Acquisition Of Magical Beasts Llc | |
Acquisition of Magical Beasts, LLC | Note 12 - Acquisition of Magical Beasts, LLC Effective February 21, 2020, Jupiter Wellness Inc., a Florida corporation (“Jupiter Sub”), our wholly-owned subsidiary, entered into a membership interest purchase agreement with Magical Beasts LLC (“Magical Beasts”), a Nevada limited liability corporation, and Krista Whitley, its sole interest holder, pursuant to which Jupiter Sub acquired all of the membership interests in Magical Beasts (the “Magical Beasts Acquisition”) in exchange for the following consideration: ● $ 250,000 ● A $ 1,000,000 950,427 ● an option to purchase 250,000 1.00 156,612 Schedule of Fair Value of Warrants Number of Market Reporting Options Term Exercise Price on Volatility Date Granted (Years) Price Grant Date Percentage Fair Value 2/21/20 250,000 5 $ 1.00 $ 1.00 77 % $ 156,612 In connection with the Magical Beasts Acquisition, Jupiter Sub shall enter into an executive employment agreement with Krista Whitley to act as our Director of Marketing, however, until such agreement is entered into, Jupiter Sub shall pay Krista Whitley an annual salary of $ 150,000 Valuation and Purchase Price Allocation According to ASC 805, the standard of value to be used in the application of purchase accounting rules is fair value. The Company utilized fair value defined in Statement of Financial Accounting Standard No. 820–10–35–37 Fair Value Measurements and Disclosures. The fair value of the consideration is as follows: Schedule of Fair Value Consideration Cash $ 250,000 Promissory Note, net of discount 950,427 Stock Options 156,612 Total Consideration paid $ 1,357,039 The purchase price allocation is as follows: Schedule of Purchase Price Allocation Tangible assets Cash $ 4,609 Inventory 86,220 Total tangible assets 90,829 Intangible assets Tradename-Trademarks 151,800 Customer base 651,220 Non-compete 154,500 Total Intangibles 957,520 Goodwill 308,690 Total intangible net $ 1,357,039 In connection with the promissory note above, the Company recognized amortization of the discount on the note as interest expense of $ 49,573 On July 6, 2020, Brian Menke (the “Plaintiff”) in Nevada 250,000 1,000,000 336,450 1,000,000 300,000 8,500 8,500 308,500 1,000,000 On January 25, 2021, the Company entered into an Omnibus Amendment to: (1) the Confidential Membership Interest Purchase Agreement, dated February 21, 2020; (2) the Sales Distributor Agreement, dated February 21, 2020; and (3) the Executive Employment Agreement, dated March 31, 2020 (the “Agreements”). Pursuant to the Omnibus Amendment, the parties (i) acknowledge that the Company has fully satisfied its obligation of $ 334,000 150,000 250,000 185,000 10 5,541 As a result of the above, the Company recognized a gain of $ 669,200 691,500 22,300 In February 2021, Ms. Whitley exercised her 185,000 159,053 Supplemental proforma financial information The following shows the proforma results of operations as if the transaction had occurred effective January 1, 2019. Schedule of Proforma Financial Information JUPITER WELLNESS, INC. PROFORMA BALANCE SHEETS December 31, 2020 Jupiter Wellness, Jupiter Wellness, Inc. Inc. Consolidated Magical Proforma Proforma Balance Beasts, LLC Adjustments Notes Balance Cash $ 4,262,168 — $ — $ 4,262,168 Current Assets 726,096 — — 726,096 Total current assets 4,988,264 — — 4,988,264 Intangible assets 559,800 — (67,523 ) (a) 492,277 Goodwill 941,937 — — 941,937 Other 35,592 — — 35,592 Total assets $ 6,525,593 — $ (67,523 ) $ 6,458,070 Liabilities $ 1,440,552 — $ — $ 1,440,552 Note payable issued in acquisition 691,500 — — 691,500 Total liabilities 2,132,052 — — 2,132,052 Common stock 10,656 — — 10,656 Additional paid-in capital 11,657,286 — — 11,657,286 Accumulated deficits (7,274,401 ) — (67,523 ) (b) (7,341,924 ) Total Shareholders’ Equity 4,393,541 — (67,523 ) 4,326,018 Total Liabilities and Shareholders’ Equity $ 6,525,593 — $ (67,523 ) $ 6,458,070 Notes to Proforma Balance Sheets (a) Additional amortization of intangible assets (b) Income statement effects of notes (a) and (b) above JUPITER WELLNESS, INC. PROFORMA STATEMENT OF OPERATIONS Year Ended December 31, 2020 Jupiter Wellness, Jupiter Wellness, Inc. Inc. Consolidated Magical Proforma Proforma Balance Beasts, LLC Adjustments Notes Balance Sales $ 1,065,665 $ — $ 105,404 (a) $ 1,171,069 Cost of sales 624,570 — 83,428 (a) 707,998 Gross profit 441,095 — 21,976 463,071 Expenses 6,730,300 — 50,057 (a)(b) 6,782,357 Net Income (loss) $ (6,289,205 ) — $ (30,081 ) $ (6,319,286 ) (a) Magical Beasts income and cost of sales prior to closing date (b) Includes additional amortization of intangibles plus expenses of Magical Beasts prior to closing |
Acquisition of SRM Entertainmen
Acquisition of SRM Entertainment | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition of SRM Entertainment | Note 13 – Acquisition of SRM Entertainment On November 30, 2020, Jupiter Wellness, Inc. (the “Company”), entered into and closed on a share exchange agreement (the “Exchange Agreement”) with SRM Entertainment, LTD, a Hong Kong Special Administrative Region of the People’s Republic of China limited company (“SRM”) and wholly owned subsidiary of Vinco Ventures, Inc., a Nevada corporation formerly known as Edison Nation, Inc. (“Vinco”), and the shareholders of SRM set forth in the Exchange Agreement (the “SRM Shareholders”), pursuant to which the Company acquired 100% 200,000 1,040,000 50,000 150,000 50,000 200,000 The SRM Shareholders shall forfeit their right to receive the Escrow Shares if SRM does not generate $200,000 in cash receipts and revenue prior to December 31, 2020. Pursuant to the Exchange Agreement, the Company assumed all of the financial obligations of SRM, as well as its employees and offices. As a result of the Exchange Agreement, SRM became a wholly-owned subsidiary of the Company. Valuation and Purchase Price Allocation: According to ASC 805, the standard of value to be used in the application of purchase accounting rules is fair value. The Company utilized fair value defined in Statement of Financial Accounting Standard No. 820–10–35–37 Fair Value Measurements and Disclosures. The fair value of the consideration is as follows: Schedule of Fair Value Consideration Shares of the Company’s common stock issued 200,000 Market value of Company’s common stock (11/30/20 Nasdaq closing price) $ 5.20 Consideration paid $ 1,040,000 Net tangible liabilities assumed 339,237 Total consideration $ 1,379,237 The purchase price allocation is as follows: Schedule of Purchase Price Allocation Distribution Agreements $ 437,300 Goodwill 941,937 Total purchase price allocation $ 1,379,237 Supplemental proforma financial information The following shows the proforma results of operations as if the transaction had occurred effective January 1, 2019. JUPITER WELLNESS, INC. PROFORMA BALANCE SHEETS Schedule of Proforma Financial Information December 31, 2020 Jupiter Wellness, Inc. SRM Jupiter Wellness, Inc. Consolidated Entertainment, Proforma Proforma Balance Ltd. Adjustments Notes Balance Cash $ 4,262,168 — $ — $ 4,262,168 Current Assets 726,096 — — 726,096 Total current assets 4,988,264 — — 4,988,264 Intangible assets 559,800 — (145,766 ) (a) 414,034 Goodwill 941,937 — — 941,937 Other 35,592 — — 35,592 Total assets $ 6,525,593 $ — $ (145,766 ) $ 6,379,827 Liabilities $ 1,440,552 $ — $ — $ 1,440,552 Note payable issued in acquisition 691,500 — — 691,500 Total liabilities 2,132,052 — — 2,132,052 Common stock 10,656 — — 10,656 Additional paid-in capital 11,657,286 — — 11,657,286 Accumulated deficits (7,274,401 ) — (145,766 ) (a) (7,420,167 ) Total Shareholders’ Equity 4,393,541 — (4,247,775 ) Total Liabilities and Shareholders’ Equity $ 6,525,593 $ — $ (145,766 ) $ 6,379,827 Notes to Proforma Balance Sheets (a) Amortization of intangible assets JUPITER WELLNESS, INC. PROFORMA STATEMENT OF OPERATIONS Year Ended December 31, 2020 Jupiter Wellness, Inc. SRM Jupiter Wellness, Inc. Consolidated Entertainment, Proforma Proforma Balance Ltd. Adjustments Notes Balance Sales $ 1,065,665 $ — $ 2,727,346 (a) 3,793,011 Cost of sales 624,570 — 2,133,135 (a) 2,757,705 Gross profit 441,095 — 594,211 1,035,306 Expenses 6,730,300 — 572,885 (b)(a) 7,303,185 Net Income (loss) $ (6,289,205 ) — $ 21,326 (a)(b) (6,267,879 ) (a) SRM Entertainment income and cost for the period prior to closing date (b) Includes additional amortization of intangibles |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14 - Commitments and Contingencies The Company entered into an office lease dated April 1, 2019 with a primary term of one-year, plus two one-year extensions at the Company’s option. 2,000 the monthly rate during the optional extension will be increased to $2,080 and $2,163 12,258 4,310 Under the new standard for lease reporting, the Company recorded a Right of Use Asset (“ROU”) and an offsetting lease liability of $ 64,327 10% 0 29,157 0 23,754 0 6,384 1,274 1,228 Legal Proceedings On August 6, 2020, the Company, Messrs. John and Miller and certain affiliated entities filed a lawsuit in the United States District Court, Southern District of New York against Robert Koch, Bedford Investment Partners, LLC, Kaizen Advisors, LLC and certain other unnamed defendants. The lawsuit alleges that Mr. Koch and the other defendants are attempting to extort the Company and Messrs. John and Miller to issue the defendants shares of the Company’s common stock which they claim are owed to them. The Company asserts that they have no oral or written agreement with Mr. Koch or any of his affiliates that entitle him to shares of the Company’s common stock. The Company’s complaint seeks actual damages in the amount of $ 5,000,000 5,000,000 The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15 - Subsequent Events Subsequent to June 30, 2021 the Company entered into a new office lease Effective July 1, 2021. The primary term of the lease is five years with one renewal option for an additional three years. Schedule of Minimum Lease Payment Primary Period Amount Amount Renewal Period Amount July 1 to June 30, 2022 $ 180,456 July 1 to June 30, 2027 $ 240,662 July 1 to June 30, 2023 $ 201,260 July 1 to June 30, 2028 $ 247,882 July 1 to June 30, 2024 $ 224,330 July 1 to June 30, 2029 $ 255,319 July 1 to June 30, 2025 $ 229,312 July 1 to June 30, 2026 $ 233,653 In July 2021, the Company entered into four consulting agreements which called for a combined total of 278,168 In July2021, the Company entered into a licensing agreement with the Oklahoma Medical Research Foundation (“OMRF”) for the use of certain patented technology. In connection with the OMRF agreement, the Company issued OMRF a total of 87,007 In July 2021, the company closed an underwritten public offering (the “Offering”) of 11,066,258 0.001 11,607,142 2.79 28,318,314 1,741,071 15% In July and August 2021, the Company paid off the total principal balances ($ 3,150,000 55,473 In accordance with ASC Topic 855-10, the Company has analyzed its operations subsequent to June 30, 2021 to the date these financial statements were issued and has determined that it does not have any additional material subsequent events to disclose in these financial statements. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of US Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Jupiter Wellness, Inc., a Florida corporation, Magical Beasts, LLC, a Nevada limited liability company and SRM Entertainment, Limited, a Hong Kong private limited company. All intercompany accounts and transactions have been eliminated. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. |
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 assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term investments with a maturity of three months or less when purchased to be cash and equivalents for purposes of the statement of cash flows. There were no cash equivalents as of June 30, 2021. |
Inventory | Inventory Inventories are stated at the lower of cost or market. The Company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. Inventory is based upon the average cost method of accounting. |
Net Loss per Common Share | Net Loss per Common Share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. If applicable, diluted earnings per share assume the conversion, exercise or issuance of all common stock instruments such as options, warrants, convertible securities and preferred stock, unless the effect is to reduce a loss or increase earnings per share. As such, options, warrants, convertible securities and preferred stock are not considered in the calculations, as the impact of the potential common shares would be to decrease the loss per share. Schedule of net income loss per share basic diluted June 30, 2021 June 30, 2020 For the Six For the Six Months Ended Months Ended June 30, 2021 June 30, 2020 Numerator: Net (loss) $ (6,346,837 ) $ (915,173 ) Denominator: Denominator for basic earnings per share - Weighted-average common shares issued and outstanding during the period 11,265,828 6,983,000 Denominator for diluted earnings per share 11,265,828 6,983,000 Basic (loss) per share $ (0.56 ) $ (0.13 ) Diluted (loss) per share $ (0.56 ) $ (0.13 ) |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. |
Revenue Recognition | Revenue Recognition The Company generates its revenue from the sale of its products directly to the end user or distributor (collectively the “customer”). The Company recognizes revenues by applying the following steps in accordance with FASB Accounting Standards Codification 606 “Revenue from Contracts with Customers” (“ASC 606”). Under ASC 606, revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. The Company’s performance obligations are satisfied when goods or products are shipped on a FOB shipping point basis as title passes when shipped. Our products are generally paid in advance of shipment or standard net 30 days and we offer no specific right of return, refund or warranty related to our products except for cases of defective products of which there have been none to date. Our revenue currently is generated from one general product category of health care products with one performance obligation and geographically there are no specific concentrations of our customer base to disaggregate our revenue stream. |
Accounts Receivable and Credit Risk | Accounts Receivable and Credit Risk Accounts receivable are generated from sales of the Company’s products. The Company provides an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information, and existing economic conditions. As of December 31, 2020, the Company recorded an allowance of $ 118,761 |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities in foreign currencies are translated using the exchange rate at the balance sheet date, while revenue and expense accounts are translated at the average exchange rates prevailing during the period. Equity accounts are translated at historical exchange rates. Gains and losses from foreign currency transactions and translation for the six months ended June 30, 2021 and year ended December 31, 2020 and the cumulative translation gains and losses as of June 30, 2021 and December 31, 2020 were not material. |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred research and development expenses of $ 195,716 63,813 |
Stock based compensation | Stock based compensation The Company recognizes compensation costs to employees under FASB Accounting Standards Codification 718 “Compensation - Stock Compensation” (“ASC 718”). Under ASC 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share based compensation arrangements include stock options and warrants. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. On October 24, 2018, the inception date, the Company adopted ASU No. 2018-07 “Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting.” These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes share-based payments to employees) to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned. |
Income Taxes | Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on October 24, 2018, the evaluation was performed for 2018 tax year which would be the only period subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position. The Company’s policy for recording interest and penalties associated with audits is to record such items as a component of income tax expense. The Company’s deferred tax asset at December 31, 2020 consists of net operating loss carry forwards calculated using federal and state effective tax rates equating to approximately $ 936,311 936,311 |
Related parties | Related parties The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. Entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2018, the FASB issued ASU 2018-07, which simplifies the accounting for non-employee share-based payment transactions. The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The standard will be effective for us in the first quarter of our fiscal year 2020, although early adoption is permitted (but no sooner than the adoption of Topic 606). The Company has adopted this standard beginning January 1, 2019. The adoption of this standard has not had a significant impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. In February 2016, Topic 842, “Leases” was issued to replace the leases requirements in Topic 840, “Leases”. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. Topic 842 will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual periods and is to be retrospectively applied. The Company has adopted this standard beginning January 1, 2019. The adoption of this standard has not had a significant impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of net income loss per share basic diluted | Schedule of net income loss per share basic diluted June 30, 2021 June 30, 2020 For the Six For the Six Months Ended Months Ended June 30, 2021 June 30, 2020 Numerator: Net (loss) $ (6,346,837 ) $ (915,173 ) Denominator: Denominator for basic earnings per share - Weighted-average common shares issued and outstanding during the period 11,265,828 6,983,000 Denominator for diluted earnings per share 11,265,828 6,983,000 Basic (loss) per share $ (0.56 ) $ (0.13 ) Diluted (loss) per share $ (0.56 ) $ (0.13 ) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Purchase Price to Intangible Assets | In connection with the acquisition of Magical Beasts (see Note 12 below), the Company allocated the purchase price to intangible assets as follows: Schedule of Purchase Price to Intangible Assets Tradenames & trademarks $ 151,800 Customer base 651,220 Non-compete 154,500 Goodwill 308,690 Total $ 1,266,210 In connection with the acquisition of SRM Entertainment, Limited (see Note 13 below), the Company allocated the purchase price to intangible assets as follows: Distribution Agreements $ 437,300 Goodwill 941,937 Total $ 1,379,237 |
Convertible Notes Payable _ R_2
Convertible Notes Payable – Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Convertible Promissory Notes Issued | During the year ended December 31, 2020, the Company issued nine convertible promissory notes totaling $ 1,075,000 Schedule of Convertible Promissory Notes Issued Amount Dated Conversion Rate $ 25,000 (1) 01/02/20 $ 3.00 250,000 (2) 01/23/20 3.00 300,000 (1) 03/09/20 3.00 50,000 (2) 05/01/20 3.00 50,000 (2) 05/27/20 3.00 50,000 (2) 05/27/20 3.00 100,000 (3) 06/24/20 5.00 125,000 (4) 09/11/20 5.00 125,000 (4) 09/16/20 5.00 $ 1,075,000 1. Issued to a non-affiliate. 2. Issued to a Secured and Collateralized Lending LLC, an entity run by a consultant of the Company. 3. Issued to BBBY, Ltd, an LLC of which Byron Young, a Company Director, is a manager and a member. 4. Issued to Asia Pacific Partners Inc., an entity run by a consultant of the Company. |
Schedule of Assumptions for Black-Scholes Valuation Model | Schedule of Assumptions for Black-Scholes Valuation Model Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 05/10/2021 $ 1,026,300 5 $ 6.00 $ 4.27 299 % 0.0080 05/05/2021 $ 203,532 5 $ 6.00 $ 4.21 299 % 0.0080 05/19/2021 $ 62,033 5 $ 6.00 $ 4.30 312 % 0.0089 |
Schedule of Net Carrying Value | Net carrying value of the 2021 Notes at June 30 2021 is summarized as follows: Schedule of Net Carrying Value Principal balance at June 30, 2021 $ 3,150,000 Unamortized Original issues discount (111,184 ) Unamortized Warrant discount and beneficial conversion feature (1,033,988 ) Carrying value of 202 Notes $ 2,004,818 |
Schedule of Convertible Promissory Notes | The following table sets forth a summary of the principal balances of the Company’s convertible promissory notes activity for the six months ended June 30, 2021 and year ended December 31, 2020: Schedule of Convertible Promissory Notes Principal Balance, December 31, 2019 $ 300,000 2020 Notes 1,075,000 Conversions of Notes (350,000 ) Payments on Notes (500,000 ) Balance, December 31, 2020 525,000 Conversions of Notes (525,000 ) 2021 Notes 3,150,000 Principal Balance, June 30, 2021 $ 3,150,000 |
Capital Structure (Tables)
Capital Structure (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Stock Holders | The following table sets forth the issuances of the Company’s shares of common stock for the six months ended June 30, 2021 and year ending Schedule of Stock Holders December 31, 2020: - Balance December 31, 2019 6,893,000 Warrant Exercise Shares 1,146,000 Initial Public Offering Shares 933,333 Conversion of Promissory Notes 300,000 Endorsement Shares 50,000 Consulting Services Shares 425,000 Whitley Settlement Shares 8,500 Stock based compensation 700,000 SRM Entertainment Acquisition Shares 200,000 Balance December 31, 2020 10,655,833 Conversion of Promissory Notes 186,832 Exercise of stock options 222,367 Stock based compensation 11,000 Consulting Services Shares 420,000 Balance June 30, 2021 11,496,032 |
Warrants and Options (Tables)
Warrants and Options (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Fair Value of Warrants Using Black Scholes Method | Schedule of Fair Value of Warrants Using Black Scholes Method Market Reporting Number of Term Exercise Price on Grant Volatility Fair Date Options (Years) Price Date Percentage Value 2/25/20 11/18/20 211,330 3 $ 0.25 4.49 $ 1.00 4.49 169 209 $ 251,526 1/01/21 6/30/21 253,400 3 $ 0.25 5.59 $ 3.78 5.59 148 209 $ 1,244,179 |
Summary of Warrant Outstanding | The following tables summarize all warrants outstanding as of June 30, 2021 and December 31, 2020, and the related changes during the period. Summary of Warrant Outstanding Number of Exercise Warrants Price Stock Warrants Balance at December 31, 2019 1,158,000 $ 0.50 Warrants issued in connection with the IPO 1,073,333 8.50 Exercised (1,158,000 ) 0.50 Warrants issued in Endorsement Agreement 50,000 3.90 Balance at December 31, 2020 1,123,333 $ 8.30 Warrants issued in connection with Convertible Notes (see note 7) 525,000 — Balance at June 30, 2021 1,648,333 $ 8.30 Warrants Exercisable at June 30, 2021 1,648,333 $ 8.50 |
Convertible Note Warrants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Fair Value of Warrants Using Black Scholes Method | Schedule of Fair Value of Warrants Using Black Scholes Method Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 11/10/2020 $ 159,489 5 $ 3.90 $ 3.94 261 % 0.0041 |
Endorsement Agreement [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Fair Value of Warrants Using Black Scholes Method | Schedule of Fair Value of Warrants Using Black Scholes Method Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 11/03/2020 $ 3,905,739 5 $ 8.50 $ 4.90 256 % 0.039 |
IPO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Fair Value of Warrants Using Black Scholes Method | Schedule of Fair Value of Warrants Using Black Scholes Method Market Price Reporting Relative Term Exercise on Grant Volatility Risk-free Date Fair Value (Years) Price Date Percentage Rate 11/26/2018 $ 108,163 2 $ 0.50 $ 0.25 717 % 0.0286 2/18/2019 $ 30,000 2 $ 0.50 $ 0.25 717 % 0.0227 4/3/2019 $ 20,000 2 $ 0.50 $ 0.25 717 % 0.0233 |
Acquisition of Magical Beasts_2
Acquisition of Magical Beasts, LLC (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Magical Beasts Acquisition [Member] | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Schedule of Fair Value of Warrants | Schedule of Fair Value of Warrants Number of Market Reporting Options Term Exercise Price on Volatility Date Granted (Years) Price Grant Date Percentage Fair Value 2/21/20 250,000 5 $ 1.00 $ 1.00 77 % $ 156,612 |
Magical Beasts LLC [Member] | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Schedule of Fair Value Consideration | The fair value of the consideration is as follows: Schedule of Fair Value Consideration Cash $ 250,000 Promissory Note, net of discount 950,427 Stock Options 156,612 Total Consideration paid $ 1,357,039 |
Schedule of Purchase Price Allocation | The purchase price allocation is as follows: Schedule of Purchase Price Allocation Tangible assets Cash $ 4,609 Inventory 86,220 Total tangible assets 90,829 Intangible assets Tradename-Trademarks 151,800 Customer base 651,220 Non-compete 154,500 Total Intangibles 957,520 Goodwill 308,690 Total intangible net $ 1,357,039 |
Schedule of Proforma Financial Information | The following shows the proforma results of operations as if the transaction had occurred effective January 1, 2019. Schedule of Proforma Financial Information JUPITER WELLNESS, INC. PROFORMA BALANCE SHEETS December 31, 2020 Jupiter Wellness, Jupiter Wellness, Inc. Inc. Consolidated Magical Proforma Proforma Balance Beasts, LLC Adjustments Notes Balance Cash $ 4,262,168 — $ — $ 4,262,168 Current Assets 726,096 — — 726,096 Total current assets 4,988,264 — — 4,988,264 Intangible assets 559,800 — (67,523 ) (a) 492,277 Goodwill 941,937 — — 941,937 Other 35,592 — — 35,592 Total assets $ 6,525,593 — $ (67,523 ) $ 6,458,070 Liabilities $ 1,440,552 — $ — $ 1,440,552 Note payable issued in acquisition 691,500 — — 691,500 Total liabilities 2,132,052 — — 2,132,052 Common stock 10,656 — — 10,656 Additional paid-in capital 11,657,286 — — 11,657,286 Accumulated deficits (7,274,401 ) — (67,523 ) (b) (7,341,924 ) Total Shareholders’ Equity 4,393,541 — (67,523 ) 4,326,018 Total Liabilities and Shareholders’ Equity $ 6,525,593 — $ (67,523 ) $ 6,458,070 Notes to Proforma Balance Sheets (a) Additional amortization of intangible assets (b) Income statement effects of notes (a) and (b) above JUPITER WELLNESS, INC. PROFORMA STATEMENT OF OPERATIONS Year Ended December 31, 2020 Jupiter Wellness, Jupiter Wellness, Inc. Inc. Consolidated Magical Proforma Proforma Balance Beasts, LLC Adjustments Notes Balance Sales $ 1,065,665 $ — $ 105,404 (a) $ 1,171,069 Cost of sales 624,570 — 83,428 (a) 707,998 Gross profit 441,095 — 21,976 463,071 Expenses 6,730,300 — 50,057 (a)(b) 6,782,357 Net Income (loss) $ (6,289,205 ) — $ (30,081 ) $ (6,319,286 ) (a) Magical Beasts income and cost of sales prior to closing date (b) Includes additional amortization of intangibles plus expenses of Magical Beasts prior to closing |
Acquisition of SRM Entertainm_2
Acquisition of SRM Entertainment (Tables) - SRM Entertainment LTD [Member] | 6 Months Ended |
Jun. 30, 2021 | |
Business Acquisition [Line Items] | |
Schedule of Fair Value Consideration | The fair value of the consideration is as follows: Schedule of Fair Value Consideration Shares of the Company’s common stock issued 200,000 Market value of Company’s common stock (11/30/20 Nasdaq closing price) $ 5.20 Consideration paid $ 1,040,000 Net tangible liabilities assumed 339,237 Total consideration $ 1,379,237 |
Schedule of Purchase Price Allocation | The purchase price allocation is as follows: Schedule of Purchase Price Allocation Distribution Agreements $ 437,300 Goodwill 941,937 Total purchase price allocation $ 1,379,237 |
Schedule of Proforma Financial Information | The following shows the proforma results of operations as if the transaction had occurred effective January 1, 2019. JUPITER WELLNESS, INC. PROFORMA BALANCE SHEETS Schedule of Proforma Financial Information December 31, 2020 Jupiter Wellness, Inc. SRM Jupiter Wellness, Inc. Consolidated Entertainment, Proforma Proforma Balance Ltd. Adjustments Notes Balance Cash $ 4,262,168 — $ — $ 4,262,168 Current Assets 726,096 — — 726,096 Total current assets 4,988,264 — — 4,988,264 Intangible assets 559,800 — (145,766 ) (a) 414,034 Goodwill 941,937 — — 941,937 Other 35,592 — — 35,592 Total assets $ 6,525,593 $ — $ (145,766 ) $ 6,379,827 Liabilities $ 1,440,552 $ — $ — $ 1,440,552 Note payable issued in acquisition 691,500 — — 691,500 Total liabilities 2,132,052 — — 2,132,052 Common stock 10,656 — — 10,656 Additional paid-in capital 11,657,286 — — 11,657,286 Accumulated deficits (7,274,401 ) — (145,766 ) (a) (7,420,167 ) Total Shareholders’ Equity 4,393,541 — (4,247,775 ) Total Liabilities and Shareholders’ Equity $ 6,525,593 $ — $ (145,766 ) $ 6,379,827 Notes to Proforma Balance Sheets (a) Amortization of intangible assets JUPITER WELLNESS, INC. PROFORMA STATEMENT OF OPERATIONS Year Ended December 31, 2020 Jupiter Wellness, Inc. SRM Jupiter Wellness, Inc. Consolidated Entertainment, Proforma Proforma Balance Ltd. Adjustments Notes Balance Sales $ 1,065,665 $ — $ 2,727,346 (a) 3,793,011 Cost of sales 624,570 — 2,133,135 (a) 2,757,705 Gross profit 441,095 — 594,211 1,035,306 Expenses 6,730,300 — 572,885 (b)(a) 7,303,185 Net Income (loss) $ (6,289,205 ) — $ 21,326 (a)(b) (6,267,879 ) (a) SRM Entertainment income and cost for the period prior to closing date (b) Includes additional amortization of intangibles |
Subsequent Events (Tables)
Subsequent Events (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Schedule of Minimum Lease Payment | Schedule of Minimum Lease Payment Primary Period Amount Amount Renewal Period Amount July 1 to June 30, 2022 $ 180,456 July 1 to June 30, 2027 $ 240,662 July 1 to June 30, 2023 $ 201,260 July 1 to June 30, 2028 $ 247,882 July 1 to June 30, 2024 $ 224,330 July 1 to June 30, 2029 $ 255,319 July 1 to June 30, 2025 $ 229,312 July 1 to June 30, 2026 $ 233,653 |
Schedule of net income loss per
Schedule of net income loss per share basic diluted (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | |||||
Net (loss) | $ (4,151,074) | $ (433,375) | $ (6,346,837) | $ (915,173) | $ (6,289,205) |
Denominator for basic earnings per share - Weighted-average common shares issued and outstanding during the period | 11,359,797 | 6,983,000 | 11,265,828 | 6,983,000 | |
Denominator for diluted earnings per share | 11,265,828 | 6,983,000 | |||
Basic (loss) per share | $ (0.37) | $ (0.06) | $ (0.56) | $ (0.13) | |
Diluted (loss) per share | $ (0.56) | $ (0.13) |
Organization and Business Ope_2
Organization and Business Operations (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Nov. 03, 2020 | |
Subsidiary, Sale of Stock [Line Items] | ||||
Cash | $ 3,940,968 | $ 4,262,168 | ||
[custom:RetainedEarningAccumulatedDeficit-0] | 13,621,238 | |||
Retained Earnings (Accumulated Deficit) | 13,621,238 | 7,274,401 | ||
Net Cash Provided by (Used in) Operating Activities | $ 3,237,054 | $ 849,345 | $ (2,732,736) | |
Stock Issued During Period, Shares, New Issues | (1,146,000) | |||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | ||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,158,000 | |||
Proceeds from Issuance Initial Public Offering | $ 28,318,314 | |||
Warrant [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,607,142 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.79 | |||
IPO [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Stock Issued During Period, Shares, New Issues | (11,066,258) | |||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 8.50 |
Significant Accounting Polici_4
Significant Accounting Policies (Details Narrative) - USD ($) | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Research and devlopement expenses | $ 195,716 | $ 63,813 | |
Federal [Member] | |||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Deferred tax asset | $ 936,311 | ||
State [Member] | |||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Deferred tax asset | 936,311 | ||
SRM Entertainment [Member] | |||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Allowance of accounts receivable | $ 118,761 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Credit Loss [Abstract] | ||
Accounts receivable | $ 415,123 | $ 255,111 |
Accounts receivable net | $ 118,761 |
Prepaid Expenses and Deposits (
Prepaid Expenses and Deposits (Details Narrative) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expenses | $ 191,256 | $ 215,904 |
Inventory (Details Narrative)
Inventory (Details Narrative) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Inventory | $ 255,062 | $ 225,924 |
Schedule of Purchase Price to I
Schedule of Purchase Price to Intangible Assets (Details) | Jun. 30, 2021USD ($) |
Indefinite-lived Intangible Assets [Line Items] | |
Total | $ 1,266,210 |
SRM Entertainment [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Total | 1,379,237 |
Goodwill [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Goodwill | 308,690 |
Goodwill [Member] | SRM Entertainment [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Goodwill | 941,937 |
Trademarks and Trade Names [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Goodwill | 151,800 |
Customer Base [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Goodwill | 651,220 |
Non Compete [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Goodwill | 154,500 |
Distribution Agreements [Member] | SRM Entertainment [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Goodwill | $ 437,300 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Dec. 30, 2020 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Acquisition charges | $ 308,690 | ||
Intangible assets | $ 498,694 | 559,800 | |
Amortization of Intangible Assets | 36,442 | 18,221 | |
SRM Entertainment [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Intangible asset | $ 400,858 | $ 419,079 | |
Non Compete [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Estimated life | 2 years | ||
Customer Base [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Estimated life | 15 years | ||
Magical Beasts [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Addtional charges | 731,628 | ||
Intangible assets | $ 97,836 | $ 122,501 |
Schedule of Convertible Promiss
Schedule of Convertible Promissory Notes Issued (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2020 | Jun. 30, 2021 | Nov. 30, 2020 | |||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | $ 691,500 | ||||
Convertible Promissory Notes [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | $ 25,000 | [1] | $ 300,000 | ||
Issue date | Jan. 2, 2020 | ||||
Conversion rate | 3.00% | ||||
Convertible Promissory Notes One [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | $ 250,000 | [2] | 125,000 | ||
Issue date | Jan. 23, 2020 | ||||
Conversion rate | 3.00% | ||||
Convertible Promissory Notes Two [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | $ 300,000 | [1] | $ 125,000 | ||
Issue date | Mar. 9, 2020 | ||||
Conversion rate | 3.00% | ||||
Convertible Promissory Notes Three [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | [2] | $ 50,000 | |||
Issue date | May 1, 2020 | ||||
Conversion rate | 3.00% | ||||
Convertible Promissory Notes Four [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | [2] | $ 50,000 | |||
Issue date | May 27, 2020 | ||||
Conversion rate | 3.00% | ||||
Convertible Promissory Notes Five [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | [2] | $ 50,000 | |||
Issue date | May 27, 2020 | ||||
Conversion rate | 3.00% | ||||
Convertible Promissory Notes Six [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | [3] | $ 100,000 | |||
Issue date | Jun. 24, 2020 | ||||
Conversion rate | 5.00% | ||||
Convertible Promissory Notes Seven [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | [4] | $ 125,000 | |||
Issue date | Sep. 11, 2020 | ||||
Conversion rate | 5.00% | ||||
Convertible Promissory Notes Eight [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | [4] | $ 125,000 | |||
Issue date | Sep. 16, 2020 | ||||
Conversion rate | 5.00% | ||||
2020 [Member] | |||||
Schedule of Capitalization, Long-term Debt [Line Items] | |||||
Principal amount | $ 1,075,000 | ||||
[1] | Issued to a non-affiliate. | ||||
[2] | Issued to a Secured and Collateralized Lending LLC, an entity run by a consultant of the Company. | ||||
[3] | Issued to BBBY, Ltd, an LLC of which Byron Young, a Company Director, is a manager and a member. | ||||
[4] | Issued to Asia Pacific Partners Inc., an entity run by a consultant of the Company. |
Schedule of Assumptions for Bla
Schedule of Assumptions for Black-Scholes Valuation Model (Details) | May 10, 2021USD ($)$ / shares | May 05, 2021USD ($)$ / shares | May 19, 2021USD ($)$ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Convertible promissory notes, fair value | $ | $ 1,026,300 | $ 203,532 | $ 62,033 |
Measurement Input, Expected Term [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Debt Instrument, Term | 5 years | 5 years | 5 years |
Measurement Input, Exercise Price [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Debt instrument, measurement input | 6 | 6 | 6 |
Measurement Input Market Price On Grant Date [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Debt instrument, measurement input | 4.27 | 4.21 | 4.30 |
Measurement Input, Price Volatility [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Debt instrument, measurement input | 2.99 | 2.99 | 3.12 |
Measurement Input, Risk Free Interest Rate [Member] | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Debt instrument, measurement input | 0.0080 | 0.0080 | 0.0089 |
Schedule of Net Carrying Value
Schedule of Net Carrying Value (Details) - USD ($) | Jun. 30, 2021 | May 31, 2021 | Jan. 31, 2021 | Jan. 25, 2021 | Nov. 30, 2020 |
Related Party Transactions [Abstract] | |||||
Principal balance at June 30, 2021 | $ 3,150,000 | $ 22,300 | |||
Unamortized Original issues discount | (111,184) | ||||
Unamortized Warrant discount and beneficial conversion feature | (1,033,988) | ||||
Carrying value of 202 Notes | $ 2,004,818 | $ 3,150,000 | $ 525,000 | $ 525,000 |
Schedule of Convertible Promi_2
Schedule of Convertible Promissory Notes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Beginning balance | $ 525,000 | $ 300,000 |
2020 Notes | 1,075,000 | |
Conversions of Notes | (525,000) | (350,000) |
Payments on Notes | (500,000) | |
2021 Notes | 3,150,000 | |
Ending balance | $ 3,150,000 | $ 525,000 |
Convertible Notes Payable _ R_3
Convertible Notes Payable – Related Parties (Details Narrative) - USD ($) | Jul. 25, 2019 | May 31, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Nov. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable, Noncurrent | $ 3,150,000 | $ 525,000 | $ 525,000 | $ 2,004,818 | $ 2,004,818 | |||||||||
Debt Instrument, Convertible, Conversion Price | $ 3 | |||||||||||||
Shares issued upon conversion | 186,832 | 200,000 | ||||||||||||
Accrued interest paid | $ 7,028 | |||||||||||||
Convertible promissory note and accrued interest paid | $ 267,178 | |||||||||||||
Convertible Notes Payable | 691,500 | $ 691,500 | ||||||||||||
Interest Payable | $ 35,496 | $ 32,856 | $ 32,856 | |||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | The 2021 Notes were issued with an Original Issue Discount (“OID”) of five percent (5%), a term of six months, an annual interest rate of eight percent (8%) and convertible into shares of the Company’s common stock at a conversion price of $6.00 per share. | |||||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 525,000 | |||||||||||||
Interest expense | $ 493,804 | $ 36,204 | $ 497,145 | $ 54,419 | ||||||||||
Convertible Promissory Notes [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | 3.00% | ||||||||||||
Shares issued upon conversion | 100,000 | |||||||||||||
Accrued interest paid | $ 16,067 | |||||||||||||
Convertible promissory note and accrued interest paid | 267,177 | |||||||||||||
Convertible Notes Payable | $ 25,000 | [1] | 300,000 | $ 25,000 | [1] | |||||||||
Interest expense | $ 34,389 | $ 74,326 | ||||||||||||
Convertible Promissory Note [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable | 250,000 | |||||||||||||
Convertible Promissory Notes One [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable, Noncurrent | $ 2,500,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | 3.00% | ||||||||||||
Accrued interest paid | 2,778 | |||||||||||||
Convertible Notes Payable | $ 250,000 | [2] | 125,000 | $ 250,000 | [2] | |||||||||
Convertible Promissory Notes Two [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable, Noncurrent | 500,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | 3.00% | ||||||||||||
Convertible Notes Payable | $ 300,000 | [1] | 125,000 | $ 300,000 | [1] | |||||||||
Convertible Promissory Notes Seven and Eight [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible promissory note and accrued interest paid | $ 252,778 | |||||||||||||
Convertible Promissory Notes Three [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable, Noncurrent | $ 150,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% | 3.00% | ||||||||||||
Convertible Notes Payable | [2] | $ 50,000 | $ 50,000 | |||||||||||
Related Party [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable, Noncurrent | $ 250,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 3 | |||||||||||||
Board of Directors Chairman [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Convertible Notes Payable, Noncurrent | $ 50,000 | |||||||||||||
Debt Instrument, Term | 1 year | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.25 | |||||||||||||
[1] | Issued to a non-affiliate. | |||||||||||||
[2] | Issued to a Secured and Collateralized Lending LLC, an entity run by a consultant of the Company. |
Note payable issued in acquis_2
Note payable issued in acquisition (Details Narrative) - USD ($) | Aug. 06, 2020 | Oct. 31, 2020 | Aug. 31, 2020 | Dec. 31, 2020 | Oct. 31, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | Jan. 25, 2021 | Feb. 21, 2020 | Dec. 31, 2019 |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ 525,000 | $ 3,150,000 | $ 300,000 | |||||||
Debt discounted amount | $ 3,150,000 | $ 22,300 | ||||||||
Interest expense | 49,573 | |||||||||
Name of plaintiff | Ms. Whitley | |||||||||
Name of defendant | Magical Beasts | |||||||||
Loss contingency damages sought | 1,000,000 | |||||||||
Loss Contingency, Damages Paid, Value | $ 5,000,000 | $ 336,450 | ||||||||
Cash payment | $ 300,000 | |||||||||
shares issued for legal settlement | 8,500 | |||||||||
Loss contingency damages value outstanding | 691,500 | |||||||||
Magical Beasts LLC [Member] | ||||||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | |||||||||
Debt discounted amount | $ 950,427 | |||||||||
Interest expense | $ 49,573 |
Covid-19 SBA Loans (Details Nar
Covid-19 SBA Loans (Details Narrative) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Federal Paycheck Protection Program [Member] | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Proceeds from loans | $ 28,878 |
Debt Instrument, Interest Rate, Stated Percentage | 3.75% |
Economic Injury Disaster Loan Program [Member] | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
Proceeds from loans | $ 55,700 |
Debt Instrument, Interest Rate, Stated Percentage | 3.75% |
Schedule of Stock Holders (Deta
Schedule of Stock Holders (Details) - Common Stock [Member] - shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance, shares | 10,655,833 | 6,893,000 |
Warrant Exercise Shares | 1,146,000 | |
Initial Public Offering Shares | 933,333 | |
Conversion of Promissory Notes | 186,832 | 300,000 |
Endorsement Shares | 50,000 | |
Consulting Services Shares | 425,000 | |
Whitley Settlement Shares | 8,500 | |
Stock based compensation | 11,000 | 700,000 |
SRM Entertainment Acquisition Shares | 200,000 | |
Exercise of stock options | 222,367 | |
Consulting Services Shares | 420,000 | 475,000 |
Ending balance, shares | 11,496,032 | 10,655,833 |
Capital Structure (Details Narr
Capital Structure (Details Narrative) - USD ($) | Nov. 10, 2020 | Nov. 03, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 03, 2021 | Jan. 31, 2021 | Nov. 30, 2020 |
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||||||||
Common stock par value | $ 0.001 | $ 0.001 | ||||||||
Preferred Stock, Shares Authorized | 100,000 | 100,000 | ||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | ||||||||
Common Stock, Shares, Outstanding | 11,496,032 | 10,655,833 | ||||||||
Common Stock, shares issued | 11,496,032 | 10,655,833 | 8,500 | |||||||
Preferred Stock, Shares Issued | 0 | 0 | ||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | ||||||||
Stock Issued During Period, Shares, New Issues | 1,146,000 | |||||||||
Common stock issued, aggregate amount | $ 489,000 | |||||||||
Shares Issued, Price Per Share | $ 0.25 | $ 0.25 | ||||||||
Warrants issued | 1,158,000 | |||||||||
Warrant exercises amount | $ 489,000 | |||||||||
Additional share of common stock | 253,400 | 211,330 | ||||||||
Convertible Notes Payable | $ 691,500 | |||||||||
Stock based compensation | 3,663,350 | $ 47,159 | ||||||||
Common stock | $ 8,500 | |||||||||
Accrued interest | $ 32,856 | $ 35,496 | ||||||||
Cashless provision | ||||||||||
Common Stock [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 1,146,000 | |||||||||
Common stock issued, aggregate amount | $ 1,146 | |||||||||
Convertible promissory notes share | 186,832 | 300,000 | ||||||||
Stock Issued During Period, Shares, Issued for Services | 420,000 | 475,000 | ||||||||
Common Stock issued in debt settlement, shares | 8,500 | |||||||||
Cashless provision | $ 222 | |||||||||
Shares issued for exercise of options | 222,367 | |||||||||
Convertible Preferred Stock [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Convertible Notes Payable | $ 525,000 | $ 350,000 | ||||||||
Convertible promissory notes share | 186,832 | 300,000 | ||||||||
Accrued interest | $ 35,496 | |||||||||
Common Stock Payable [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 530,732 | |||||||||
Regulation A Offering [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock par value | $ 0.001 | |||||||||
Stock Issued During Period, Shares, New Issues | 735,000 | |||||||||
Proceeds from Issuance of Common Stock | $ 735,000 | |||||||||
Shares Issued, Price Per Share | $ 1 | |||||||||
Offering expenses | $ 23,000 | |||||||||
IPO [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock par value | $ 0.001 | |||||||||
Stock Issued During Period, Shares, New Issues | 11,066,258 | |||||||||
Common stock issued, aggregate amount | $ 933,333 | |||||||||
Proceeds from Issuance of Common Stock | 7,000,000 | |||||||||
Offering expenses | $ 5,900,000 | |||||||||
Sale of stock | $ 7.50 | $ 8.50 | ||||||||
Additional share of common stock | 140,000 | |||||||||
Over-Allotment Option [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | $ 1,400 | |||||||||
Sale of stock | $ 0.01 | |||||||||
Sale of Stock, Number of Shares Issued in Transaction | 140,000 | |||||||||
Fourteen Investor [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 1,158,000 | 1,158,000 | ||||||||
Common stock issued, aggregate amount | $ 289,500 | $ 289,500 | ||||||||
Proceeds from Issuance of Common Stock | 50,000 | $ 239,500 | ||||||||
Founder [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 5,000,000 | |||||||||
Common stock issued, aggregate amount | $ 5,000 | |||||||||
Proceeds from Issuance of Common Stock | 450 | $ 4,550 | ||||||||
Endorsement Agreement [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock par value | $ 3.94 | $ 3.90 | ||||||||
Stock Issued During Period, Shares, New Issues | 50,000 | 50,000 | ||||||||
Stock based compensation | $ 197,125 | |||||||||
Consulting Agreement [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock based compensation | $ 1,565,000 | |||||||||
Stock Issued During Period, Shares, Issued for Services | 425,000 | |||||||||
Whitley [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common Stock issued in debt settlement, shares | 8,500 | |||||||||
Common stock | $ 8,500 | |||||||||
Shares issued for exercise of options | 159,053 | |||||||||
Officer Share [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock issued, aggregate amount | $ 700,000 | |||||||||
Stock based compensation | 225,000 | 325,000 | ||||||||
Officer Share [Member] | Common Stock [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock issued, aggregate amount | $ 300,000 | $ 400,000 | ||||||||
SRM Entertainment Share [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock issued, aggregate amount | $ 200,000 | |||||||||
Common stock | 1,040,000 | |||||||||
Director [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Cashless provision | $ 47,470 | |||||||||
Shares issued for exercise of options | 15,844 | |||||||||
Five Consulting Agreement [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock issued, aggregate amount | $ 420,000 | |||||||||
Stock based compensation | 2,090,720 | |||||||||
Common stock issued to employee | 11,000 | |||||||||
Officers And Director [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock based compensation | 100,000 | |||||||||
Officers And Director [Member] | Common Stock [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock based compensation | 328,450 | |||||||||
Stock payable | $ 228,450 |
Schedule of Fair Value of Warra
Schedule of Fair Value of Warrants Using Black Scholes Method (Details) | 6 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Convertible Note Warrants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Nov. 10, 2020 |
Warrants, Relative Fair Value | $ | $ 159,489 |
Warrants, Term Years | 5 years |
Warrants, Exercise Price | $ 3.90 |
Warrants, Market Price on Grant Date | $ 3.94 |
Warrants, Volatility Percentage | 261.00% |
Warrants, Risk-Free Rate | 0.0041% |
Endorsement Agreement [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Nov. 3, 2020 |
Warrants, Relative Fair Value | $ | $ 3,905,739 |
Warrants, Term Years | 5 years |
Warrants, Exercise Price | $ 8.50 |
Warrants, Market Price on Grant Date | $ 4.90 |
Warrants, Volatility Percentage | 256.00% |
Warrants, Risk-Free Rate | 0.039% |
IPO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Term Years | 5 years |
Scenario One [Member] | Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Option | shares | 211,330 |
Warrants, Fair Value | $ | $ 251,526 |
Scenario One [Member] | Minimum [Member] | Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Feb. 25, 2020 |
Warrants, Exercise Price | $ 0.25 |
Warrants, Market Price on Grant Date | $ 4.49 |
Warrants, Volatility Percentage | 169.00% |
Scenario One [Member] | Maximum [Member] | Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Nov. 18, 2020 |
Warrants, Exercise Price | $ 4.49 |
Warrants, Market Price on Grant Date | $ 1 |
Warrants, Volatility Percentage | 209.00% |
Scenario One [Member] | Convertible Note Warrants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Term Years | 3 years |
Scenario One [Member] | IPO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Nov. 26, 2018 |
Warrants, Relative Fair Value | $ | $ 108,163 |
Warrants, Term Years | 2 years |
Warrants, Exercise Price | $ 0.50 |
Warrants, Market Price on Grant Date | $ 0.25 |
Warrants, Volatility Percentage | 717.00% |
Warrants, Risk-Free Rate | 0.0286% |
Scenario Two [Member] | Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Term Years | 3 years |
Number of Option | shares | 253,400 |
Warrants, Fair Value | $ | $ 1,244,179 |
Scenario Two [Member] | Minimum [Member] | Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Jan. 1, 2021 |
Warrants, Exercise Price | $ 0.25 |
Warrants, Market Price on Grant Date | $ 5.59 |
Warrants, Volatility Percentage | 148.00% |
Scenario Two [Member] | Maximum [Member] | Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Jun. 30, 2021 |
Warrants, Exercise Price | $ 5.59 |
Warrants, Market Price on Grant Date | $ 3.78 |
Warrants, Volatility Percentage | 209.00% |
Scenario Two [Member] | IPO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Feb. 18, 2019 |
Warrants, Relative Fair Value | $ | $ 30,000 |
Warrants, Term Years | 2 years |
Warrants, Exercise Price | $ 0.50 |
Warrants, Market Price on Grant Date | $ 0.25 |
Warrants, Volatility Percentage | 717.00% |
Warrants, Risk-Free Rate | 0.0227% |
Scenario Three [Member] | IPO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Warrants, Reporting Date | Apr. 3, 2019 |
Warrants, Relative Fair Value | $ | $ 20,000 |
Warrants, Term Years | 2 years |
Warrants, Exercise Price | $ 0.50 |
Warrants, Market Price on Grant Date | $ 0.25 |
Warrants, Volatility Percentage | 717.00% |
Warrants, Risk-Free Rate | 0.0233% |
Summary of Warrant Outstanding
Summary of Warrant Outstanding (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Warrants, Ending Balance | 1,123,333 | 1,158,000 |
Weighted Average Exercise Price, Balance | $ 0.50 | |
Number of Warrants, Exercised | (1,158,000) | |
Weighted Average Exercise Price, Exercised | $ 0.50 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Ending Balance | 1,648,333 | 1,123,333 |
Number of Warrants, Exercisable | 1,648,333 | |
Weighted Average Exercise Price, Exercisable | $ 8.50 | |
Convertible Note Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Warrants, Warrants Issued | 525,000 | |
Weighted Average Exercise Price, Warrants Issued | ||
Pro Forma [Member] | Common Stock Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted Average Exercise Price, Balance | 8.30 | |
Weighted Average Exercise Price, Balance | $ 8.30 | $ 8.30 |
Endorsement Agreement [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Warrants, Warrants Issued | 50,000 | |
Weighted Average Exercise Price, Warrants Issued | $ 3.90 | |
IPO [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Warrants, Warrants Issued | 1,073,333 | |
Weighted Average Exercise Price, Warrants Issued | $ 8.50 |
Warrants and Options (Details N
Warrants and Options (Details Narrative) - USD ($) | Nov. 10, 2020 | Nov. 03, 2020 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants to purchase common stock | 1,158,000 | ||||
Stock Issued During Period, Shares, New Issues | 1,146,000 | ||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |||
Stock option of granted | 253,400 | 211,330 | |||
Stock option term | 3 years | 3 years | |||
Weighted average exercise price | $ 1 | ||||
Options outstanding | 609,390 | ||||
Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsFairValue] | $ 1,244,180 | $ 251,526 | |||
Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average exercise price | $ 0.25 | $ 0.25 | |||
Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average exercise price | $ 5.59 | $ 4.49 | |||
Convertible Note Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Term years | 5 years | ||||
Stock Issued During Period, Shares, New Issues | 525,000 | ||||
Endorsement Agreement [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Term years | 5 years | ||||
Stock Issued During Period, Shares, New Issues | 50,000 | 50,000 | |||
Common Stock, Par or Stated Value Per Share | $ 3.94 | $ 3.90 | |||
IPO [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrant issued | 1,073,333 | ||||
Warrant issued to purchase of unit | 933,333 | ||||
Warrant exercise price | $ 8.50 | ||||
Term years | 5 years | ||||
Stock Issued During Period, Shares, New Issues | 11,066,258 | ||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | ||||
Stock option of granted | 140,000 | ||||
Over-Allotment Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrant issued | 140,000 | ||||
Common Stock Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants to purchase common stock | 1,158,000 | ||||
Shares issued for exercise of options | 1,158,000 | ||||
Stock option warrants exercise price | $ 0.50 | ||||
Convertible Note Warrants [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrant exercise price | $ 4.26 |
Schedule of Fair Value of War_2
Schedule of Fair Value of Warrants (Details) - Magical Beasts Acquisition [Member] | 6 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Reporting Date | Feb. 21, 2020 |
Number of stock options granted | shares | 250,000 |
Term years | 5 years |
Exercise Price | $ 1 |
Market Price on Grant Date | $ 1 |
Volatility Percentage | 77.00% |
Fair value | $ | $ 156,612 |
Schedule of Fair Value Consider
Schedule of Fair Value Consideration (Details) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Nov. 30, 2020 | Jun. 30, 2021 | Dec. 31, 2019 | Dec. 31, 2018 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||
Market value of Company's common stock (11/30/20 Nasdaq closing price) | $ 0.25 | $ 0.25 | ||
Magical Beasts LLC [Member] | ||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||
Consideration paid | $ 250,000 | |||
Promissory Note, net of discount | 950,427 | |||
Stock option | 156,612 | |||
Total consideration | $ 1,357,039 | |||
SRM Entertainment LTD [Member] | ||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||
Consideration paid | $ 1,040,000 | |||
Total consideration | $ 1,379,237 | |||
Shares of the Company's common stock issued | 200,000 | |||
Market value of Company's common stock (11/30/20 Nasdaq closing price) | $ 5.20 | |||
Net tangible liabilities assumed | $ 339,237 |
Schedule of Purchase Price Allo
Schedule of Purchase Price Allocation (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Nov. 30, 2020 |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Goodwill | $ 941,937 | $ 941,937 | |
Magical Beasts LLC [Member] | |||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Cash | 4,609 | ||
Inventory | 86,220 | ||
Total tangible assets | 90,829 | ||
Tradename-Trademarks | 151,800 | ||
Customer base | 651,220 | ||
Non-Compete | 154,500 | ||
Distribution Agreements | 957,520 | ||
Goodwill | 308,690 | ||
Total intangible net | $ 1,357,039 | ||
SRM Entertainment LTD [Member] | |||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||
Distribution Agreements | $ 437,300 | ||
Goodwill | 941,937 | ||
Total purchase price allocation | $ 1,379,237 |
Schedule of Proforma Financial
Schedule of Proforma Financial Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Nov. 30, 2020 | Dec. 31, 2019 | |
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | $ 3,940,968 | $ 3,940,968 | $ 4,262,168 | ||||
Total current assets | 4,802,409 | 4,802,409 | 4,988,264 | ||||
Intangible assets | 498,694 | 498,694 | 559,800 | ||||
Goodwill | 941,937 | 941,937 | 941,937 | ||||
Total assets | 6,324,661 | 6,324,661 | 6,525,593 | ||||
Liabilities | 2,607,580 | 2,607,580 | 2,125,668 | ||||
Total liabilities | 2,607,580 | 2,607,580 | 2,132,052 | ||||
Common stock | $ 8,500 | ||||||
Additional paid-in capital | 16,998,373 | 16,998,373 | 11,657,286 | ||||
Accumulated deficits | (13,621,238) | (13,621,238) | (7,274,401) | ||||
Total Shareholders’ Equity | 3,717,081 | 3,717,081 | 4,393,541 | $ 379,208 | |||
Total Liabilities and Shareholders’ Equity | 6,324,661 | 6,324,661 | 6,525,593 | ||||
Sales | 595,088 | $ 457,667 | 643,934 | $ 575,394 | |||
Cost of sales | 413,913 | 236,794 | 437,365 | 336,697 | |||
Gross profit | 181,175 | 220,873 | 206,569 | 238,697 | |||
Net Income (loss) | (4,151,074) | $ (433,375) | (6,346,837) | $ (915,173) | (6,289,205) | ||
Magical Beasts LLC [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | |||||||
Current Assets | |||||||
Total current assets | |||||||
Intangible assets | |||||||
Goodwill | |||||||
Other | |||||||
Total assets | |||||||
Liabilities | |||||||
Note payable issued in acquisition | |||||||
Total liabilities | |||||||
Common stock | |||||||
Additional paid-in capital | |||||||
Accumulated deficits | |||||||
Total Shareholders’ Equity | |||||||
Total Liabilities and Shareholders’ Equity | |||||||
Sales | |||||||
Cost of sales | |||||||
Gross profit | |||||||
Expenses | |||||||
Net Income (loss) | |||||||
SRM Entertainment LTD [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | |||||||
Current Assets | |||||||
Total current assets | |||||||
Intangible assets | |||||||
Goodwill | |||||||
Other | |||||||
Total assets | |||||||
Liabilities | |||||||
Note payable issued in acquisition | |||||||
Total liabilities | |||||||
Common stock | |||||||
Additional paid-in capital | |||||||
Accumulated deficits | |||||||
Total Shareholders’ Equity | |||||||
Total Liabilities and Shareholders’ Equity | |||||||
Sales | |||||||
Cost of sales | |||||||
Gross profit | |||||||
Expenses | |||||||
Net Income (loss) | |||||||
Magical Beasts LLC [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Goodwill | $ 308,690 | $ 308,690 | |||||
Magical Beasts LLC [Member] | Proforma Adjustment [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | |||||||
Current Assets | |||||||
Total current assets | |||||||
Intangible assets | (67,523) | ||||||
Goodwill | |||||||
Other | |||||||
Total assets | (67,523) | ||||||
Liabilities | |||||||
Note payable issued in acquisition | |||||||
Total liabilities | |||||||
Common stock | |||||||
Additional paid-in capital | |||||||
Accumulated deficits | (67,523) | ||||||
Total Shareholders’ Equity | (67,523) | ||||||
Total Liabilities and Shareholders’ Equity | (67,523) | ||||||
Sales | 105,404 | ||||||
Cost of sales | 83,428 | ||||||
Gross profit | 21,976 | ||||||
Expenses | 50,057 | ||||||
Net Income (loss) | (30,081) | ||||||
Magical Beasts LLC [Member] | Consolidated Balance [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | 4,262,168 | ||||||
Current Assets | 726,096 | ||||||
Total current assets | 4,988,264 | ||||||
Intangible assets | 559,800 | ||||||
Goodwill | 941,937 | ||||||
Other | 35,592 | ||||||
Total assets | 6,525,593 | ||||||
Liabilities | 1,440,552 | ||||||
Note payable issued in acquisition | 691,500 | ||||||
Total liabilities | 2,132,052 | ||||||
Common stock | 10,656 | ||||||
Additional paid-in capital | 11,657,286 | ||||||
Accumulated deficits | (7,274,401) | ||||||
Total Shareholders’ Equity | 4,393,541 | ||||||
Total Liabilities and Shareholders’ Equity | 6,525,593 | ||||||
Sales | 1,065,665 | ||||||
Cost of sales | 624,570 | ||||||
Gross profit | 441,095 | ||||||
Expenses | 6,730,300 | ||||||
Net Income (loss) | (6,289,205) | ||||||
Magical Beasts LLC [Member] | Proforma Balance [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | 4,262,168 | ||||||
Current Assets | 726,096 | ||||||
Total current assets | 4,988,264 | ||||||
Intangible assets | 492,277 | ||||||
Goodwill | 941,937 | ||||||
Other | 35,592 | ||||||
Total assets | 6,458,070 | ||||||
Liabilities | 1,440,552 | ||||||
Note payable issued in acquisition | 691,500 | ||||||
Total liabilities | 2,132,052 | ||||||
Common stock | 10,656 | ||||||
Additional paid-in capital | 11,657,286 | ||||||
Accumulated deficits | (7,341,924) | ||||||
Total Shareholders’ Equity | 4,326,018 | ||||||
Total Liabilities and Shareholders’ Equity | 6,458,070 | ||||||
Sales | 1,171,069 | ||||||
Cost of sales | 707,998 | ||||||
Gross profit | 463,071 | ||||||
Expenses | 6,782,357 | ||||||
Net Income (loss) | (6,319,286) | ||||||
SRM Entertainment LTD [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Goodwill | $ 941,937 | ||||||
SRM Entertainment LTD [Member] | Proforma Adjustment [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | |||||||
Current Assets | |||||||
Total current assets | |||||||
Intangible assets | (145,766) | ||||||
Goodwill | |||||||
Other | |||||||
Total assets | (145,766) | ||||||
Liabilities | |||||||
Note payable issued in acquisition | |||||||
Total liabilities | |||||||
Common stock | |||||||
Additional paid-in capital | |||||||
Accumulated deficits | (145,766) | ||||||
Total Liabilities and Shareholders’ Equity | (145,766) | ||||||
Sales | 2,727,346 | ||||||
Cost of sales | 2,133,135 | ||||||
Gross profit | 594,211 | ||||||
Expenses | 572,885 | ||||||
Net Income (loss) | 21,326 | ||||||
SRM Entertainment LTD [Member] | Proforma Balance [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | 4,262,168 | ||||||
Current Assets | 726,096 | ||||||
Total current assets | 4,988,264 | ||||||
Intangible assets | 414,034 | ||||||
Goodwill | 941,937 | ||||||
Other | 35,592 | ||||||
Total assets | 6,379,827 | ||||||
Liabilities | 1,440,552 | ||||||
Note payable issued in acquisition | 691,500 | ||||||
Total liabilities | 2,132,052 | ||||||
Common stock | 10,656 | ||||||
Additional paid-in capital | 11,657,286 | ||||||
Accumulated deficits | (7,420,167) | ||||||
Total Shareholders’ Equity | (4,247,775) | ||||||
Total Liabilities and Shareholders’ Equity | 6,379,827 | ||||||
Sales | 3,793,011 | ||||||
Cost of sales | 2,757,705 | ||||||
Gross profit | 1,035,306 | ||||||
Expenses | 7,303,185 | ||||||
Net Income (loss) | (6,267,879) | ||||||
SRM Entertainment LTD [Member] | Consolidated Balance [Member] | |||||||
Customer Securities for which Entity has Right to Sell or Repledge (Including Securities Sold or Repledged) [Line Items] | |||||||
Cash | 4,262,168 | ||||||
Current Assets | 726,096 | ||||||
Total current assets | 4,988,264 | ||||||
Intangible assets | 559,800 | ||||||
Goodwill | 941,937 | ||||||
Other | 35,592 | ||||||
Total assets | 6,525,593 | ||||||
Liabilities | 1,440,552 | ||||||
Note payable issued in acquisition | 691,500 | ||||||
Total liabilities | 2,132,052 | ||||||
Common stock | 10,656 | ||||||
Additional paid-in capital | 11,657,286 | ||||||
Accumulated deficits | (7,274,401) | ||||||
Total Shareholders’ Equity | 4,393,541 | ||||||
Total Liabilities and Shareholders’ Equity | 6,525,593 | ||||||
Sales | 1,065,665 | ||||||
Cost of sales | 624,570 | ||||||
Gross profit | 441,095 | ||||||
Expenses | 6,730,300 | ||||||
Net Income (loss) | $ (6,289,205) |
Acquisition of Magical Beasts_3
Acquisition of Magical Beasts, LLC (Details Narrative) - USD ($) | Jan. 25, 2021 | Feb. 28, 2021 | Nov. 30, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Oct. 12, 2020 | Jul. 06, 2020 |
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | |||||||
Closing Cash | $ 250,000 | ||||||
Promissory note | $ 1,000,000 | ||||||
Discount rate | $ 950,427 | ||||||
Purchase of restricted share | 250,000 | ||||||
Weighted average exercise price | $ 1 | ||||||
Purchase of restricted price | $ 156,612 | ||||||
Annual salary | $ 150,000 | ||||||
Amortization of discount | $ 49,573 | ||||||
Business acquisition of judgement enforcement | $ 250,000 | ||||||
Business acquisiton of note payable | $ 1,000,000 | $ 1,000,000 | |||||
Business acquisition of settlement agreement payment | 336,450 | ||||||
Business acquisition of agreement payment | $ 1,000,000 | ||||||
Business acquisition of cash payment | $ 150,000 | $ 300,000 | |||||
Common stock shares issued | 8,500 | 11,496,032 | 10,655,833 | ||||
Common stock value | $ 8,500 | ||||||
Business acquisiton offset amount | $ 308,500 | ||||||
Business acquisition of obligation plaintiff | 334,000 | ||||||
Unreimbursement expenses | 5,541 | ||||||
Gain on extinguishment of debt | 669,200 | ||||||
Forgiveness of debt | 691,500 | ||||||
Unamortized debt | 22,300 | $ 3,150,000 | |||||
Options outstanding | 609,390 | ||||||
Ms. Whitley [Member] | |||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | |||||||
Options outstanding | 185,000 | ||||||
Shares issued for exercise of options | 159,053 | ||||||
Maximum [Member] | |||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | |||||||
Weighted average exercise price | $ 5.59 | $ 4.49 | |||||
Business acquisition of agreement payment | $ 250,000 | ||||||
Percentage of restricted stock shares | 10.00% | ||||||
Minimum [Member] | |||||||
SEC Schedule, 12-18, Supplemental Information, Property-Casualty Insurance Underwriters [Line Items] | |||||||
Weighted average exercise price | $ 0.25 | $ 0.25 | |||||
Business acquisition of agreement payment | $ 185,000 |
Acquisition of SRM Entertainm_3
Acquisition of SRM Entertainment (Details Narrative) - USD ($) | Jan. 15, 2021 | Jan. 14, 2021 | Nov. 30, 2020 | Jun. 30, 2021 |
Business Acquisition [Line Items] | ||||
Shares issued for acquisition, shares | 250,000 | |||
SRM Entertainment LTD [Member] | ||||
Business Acquisition [Line Items] | ||||
Shares issued for acquisition, shares | 150,000 | |||
Shares reserved in escrow | 50,000 | |||
Proceeds from escrow | $ 200,000 | |||
Business acquisition shares issued, description | The SRM Shareholders shall forfeit their right to receive the Escrow Shares if SRM does not generate $200,000 in cash receipts and revenue prior to December 31, 2020. Pursuant to the Exchange Agreement, the Company assumed all of the financial obligations of SRM, as well as its employees and offices. As a result of the Exchange Agreement, SRM became a wholly-owned subsidiary of the Company. | |||
SRM Entertainment LTD [Member] | Share Exchange Agreement [Member] | ||||
Business Acquisition [Line Items] | ||||
Ownership percentage | 100.00% | |||
Shares issued for acquisition, shares | 200,000 | |||
Shares issued for acquisition, value | $ 1,040,000 | |||
Shares reserved in escrow | 50,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Aug. 06, 2020 | Apr. 02, 2019 | Aug. 16, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Oct. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | |||||||
Lease term, description | The Company entered into an office lease dated April 1, 2019 with a primary term of one-year, plus two one-year extensions at the Company’s option. | Subsequent to June 30, 2021 the Company entered into a new office lease Effective July 1, 2021. The primary term of the lease is five years with one renewal option for an additional three years. | |||||
Monthly lease rent | $ 2,000 | ||||||
Lease rent, description | the monthly rate during the optional extension will be increased to $2,080 and $2,163 | ||||||
Operating lease expense | $ 12,258 | $ 4,310 | |||||
Right of use assets | $ 64,327 | $ 29,157 | |||||
Operating lease liability | $ 64,327 | ||||||
Discount rate | 10.00% | ||||||
Current portion of lease liability | 23,754 | ||||||
Long-term portion lease liability | $ 6,384 | ||||||
Interest expense | $ 1,274 | $ 1,228 | |||||
Damages sought value | $ 5,000,000 | ||||||
Damages paid value | $ 5,000,000 | $ 336,450 |
Schedule of Minimum Lease Payme
Schedule of Minimum Lease Payment (Details) - Subsequent Event [Member] | Aug. 13, 2021USD ($) |
Subsequent Event [Line Items] | |
July 1 to June 30, 2022 | $ 180,456 |
July 1 to June 30, 2027 | 240,662 |
July 1 to June 30, 2023 | 201,260 |
July 1 to June 30, 2028 | 247,882 |
July 1 to June 30, 2024 | 224,330 |
July 1 to June 30, 2029 | 255,319 |
July 1 to June 30, 2025 | 229,312 |
July 1 to June 30, 2026 | $ 233,653 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Apr. 02, 2019 | Jul. 31, 2021 | Aug. 16, 2021 | Dec. 31, 2021 | Aug. 31, 2021 | Jun. 30, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | |||||||||
Lease term, description | The Company entered into an office lease dated April 1, 2019 with a primary term of one-year, plus two one-year extensions at the Company’s option. | Subsequent to June 30, 2021 the Company entered into a new office lease Effective July 1, 2021. The primary term of the lease is five years with one renewal option for an additional three years. | |||||||
Common stock par value | $ 0.001 | $ 0.001 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,158,000 | ||||||||
Principal balance | $ 3,150,000 | $ 525,000 | $ 300,000 | ||||||
Accrued interest | $ 35,496 | $ 32,856 | |||||||
Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock shares reserved for future issuance | 278,168 | ||||||||
Shares issued to acquire assets | 87,007 | ||||||||
Sale of stock, shares | 11,066,258 | ||||||||
Common stock par value | $ 0.001 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,607,142 | ||||||||
Warrant exercise price | $ 2.79 | ||||||||
Proceeds from issuance of common stock | $ 28,318,314 | ||||||||
Shares issued for exercise of options | 1,741,071 | ||||||||
Options exercise, percentage | 15.00% | ||||||||
Subsequent Event [Member] | Convertible Promissory Notes [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Principal balance | $ 3,150,000 | $ 3,150,000 | |||||||
Accrued interest | $ 55,473 | $ 55,473 |