Accustem Sciences (ACUT) 10-Q 16 Sep 24 2024 Q2 Quarterly report Financial data

Cover

Cover - $ / shares	6 Months Ended
	Jun. 30, 2024	Sep. 16, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	000-56257
Entity Registrant Name	ACCUSTEM SCIENCES, INC.
Entity Central Index Key	0001850767
Entity Tax Identification Number	87-3774438
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	5 Penn Plaza
Entity Address, Address Line Two	19th Floor
Entity Address, City or Town	#1954 New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10001
City Area Code	00 44
Local Phone Number	2074952379
Trading Symbol	ACUT
Title of 12(g) Security	Common Stock
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		11,346,535
Entity Listing, Par Value Per Share	$ 0.001

Condensed Consolidated Balance

Condensed Consolidated Balance Sheet (Unaudited) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Current Assets
Cash	$ 46,072	$ 21,481
Prepaid expenses	91,355	108,368
Other Current Assets
Total Current Assets	137,427	129,849
Equipment, net	2,233	4,048
TOTAL ASSETS	139,660	133,897
Current Liabilities
Accounts payable	744,693	578,378
Related party payable	2,043,158	1,454,986
Accrued expenses	154,898	156,434
Note Payable	81,217	55,679
Total Current Liabilities	3,023,966	2,245,477
TOTAL LIABILITIES	3,023,966	2,245,477
Stockholders’ Equity
Preferred stock $.001 par value; 10,000,000 shares authorized; none issued and outstanding
Common stock $.001 par value; 150,000,000 shares authorized; 11,346,535 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively	11,346	11,346
Additional paid-in capital	4,431,120	4,399,019
Accumulated deficit	(7,326,772)	(6,521,945)
TOTAL STOCKHOLDERS’ EQUITY	(2,884,306)	(2,111,580)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 139,660	$ 133,897

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheet (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock shares issued	11,346,535	11,346,535
Common stock shares outstanding	11,346,535	11,346,535

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
OPERATING EXPENSES
Research and development expenses	$ 41,746	$ 14,575	$ 64,943	$ 30,177
General and administrative expenses	236,479	358,181	739,884	1,175,920
Total operating expenses	278,225	372,756	804,827	1,206,097
LOSS FROM OPERATIONS	(278,225)	(372,756)	(804,827)	(1,206,097)
LOSS, BEFORE TAX	(278,225)	(372,756)	(804,827)	(1,206,097)
Income tax benefit (expense)
NET LOSS	$ (278,225)	$ (372,756)	$ (804,827)	$ (1,206,097)
Net loss per share attributable to common stockholders, basic	$ (0.02)	$ (0.03)	$ (0.07)	$ (0.11)
Net loss per share attributable to common stockholders, diluted	$ (0.02)	$ (0.03)	$ (0.07)	$ (0.11)
Weighted average common shares outstanding used in computing net loss per share attributable to common stockholders, basic	11,346,535	11,346,535	11,346,535	11,346,535
Weighted average common shares outstanding used in computing net loss per share attributable to common stockholders, diluted	11,346,535	11,346,535	11,346,535	11,346,535

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2022	$ 11,346	$ 4,320,385	$ (4,471,281)	$ (139,550)
Balance, shares at Dec. 31, 2022	11,346,535
Share-based compensation		38,835		38,835
Net loss			(1,206,097)	(1,206,097)
Balance at Jun. 30, 2023	$ 11,346	4,359,220	(5,677,378)	(1,306,812)
Balance, shares at Jun. 30, 2023	11,346,535
Balance at Mar. 31, 2023	$ 11,346	4,346,594	(5,304,622)	(946,682)
Balance, shares at Mar. 31, 2023	11,346,535
Share-based compensation		12,626		12,626
Net loss			(372,756)	(372,756)
Balance at Jun. 30, 2023	$ 11,346	4,359,220	(5,677,378)	(1,306,812)
Balance, shares at Jun. 30, 2023	11,346,535
Balance at Dec. 31, 2023	$ 11,346	4,399,019	(6,521,945)	(2,111,580)
Balance, shares at Dec. 31, 2023	11,346,535
Share-based compensation		32,101		32,101
Net loss			(804,827)	(804,827)
Balance at Jun. 30, 2024	$ 11,346	4,431,120	(7,326,772)	(2,884,306)
Balance, shares at Jun. 30, 2024	11,346,535
Balance at Mar. 31, 2024	$ 11,346	4,417,187	(7,048,547)	(2,620,014)
Balance, shares at Mar. 31, 2024	11,346,535
Share-based compensation		13,933		13,933
Net loss			(278,225)	(278,225)
Balance at Jun. 30, 2024	$ 11,346	$ 4,431,120	$ (7,326,772)	$ (2,884,306)
Balance, shares at Jun. 30, 2024	11,346,535

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating Activities
Net loss	$ (804,827)	$ (1,206,097)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities
Depreciation	1,815	1,815
Share-based compensation	32,101	38,835
Change in operating assets and liabilities:
Related party receivable
Prepaid expenses	119,926	209,293
Other current assets		29,603
Accounts payable	166,315	70,935
Related party payable	39,672	33,000
Accrued expenses	(1,535)	(146,383)
Net cash used in operating activities	(446,533)	(968,999)
Investing Activities
Purchases of equipment
Net cash used in investing activities
Financing Activities
Advances from related party	548,500	537,925
Payments on note payable	(77,376)	(182,253)
Net cash provided by financing activities	471,124	355,672
(Decrease) Increase in cash	24,591	(613,327)
Cash, beginning of period	21,481	733,978
Cash, end of period	46,072	120,651
Supplemental disclosure of noncash investing and financing activities
Issuance of Note Payable for payment of prepaid expense	102,914	372,879
Supplemental cash flow information
Cash paid for interest		$ 702

DESCRIPTION OF BUSINESS

DESCRIPTION OF BUSINESS	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
DESCRIPTION OF BUSINESS	1. DESCRIPTION OF BUSINESS AccuStem Sciences, Inc. is an early-stage life sciences company committed to developing and commercializing novel products for the treatment and management of many cancers. The principal activities of the Company are that of a genomics-based personalized medicine business, particularly focused on breast and lung cancer patients. Liquidity and Going Concern The condensed consolidated financial statements have been prepared on the going concern basis, which contemplates the realization of assets and discharge of liabilities in the normal course of business. The Company has financed its activities principally from support from a related party. The Company has incurred a net loss in every fiscal period since inception. For the six months ended June 30, 2024, the Company incurred a net loss of $ 804,827 7,326,772 Management believes that the Company does not have sufficient cash and current assets to support its operations through at least 12 months from the issuance date of these condensed consolidated financial statements and will require significant additional cash resources to continue its planned research and development activities. The Company will need additional funds for promoting new products and working capital required to support research and development activities and generate sales from its products. There can be no assurance, however, that such financing will be available when needed, if at all, or on favorable terms and conditions. The precise amount and timing of the funding needs cannot be determined accurately at this time, and will depend on a number of factors, including the quality of product development efforts, management of working capital, and the continuation of normal payment terms and conditions for purchase of services. In order to address its capital needs, including its planned research and development activities and other expenditures, the Company is actively pursuing additional equity financing in the form of a private investment and public equity. The Company has been in ongoing discussions with institutional investors and other parties with respect to such possible offerings. Adequate financing opportunities might not be available to the Company, when and if needed, on acceptable terms or at all. If the Company is unable to obtain additional financing in sufficient amounts or on acceptable terms or if the Company fails to consummate the private placement or a public offering, the Company will be forced to delay, reduce or eliminate some or all of its research and development programs and product portfolio expansion, which could adversely affect its operating results or business prospects. Although management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient funding in terms acceptable to the Company to fund continuing operations, if at all. After considering the uncertainties, management determined it is appropriate to continue to adopt the going concern basis in preparing the condensed consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these condensed consolidated financial statements are set out below. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on March 22, 2024. Unless otherwise indicated, all references to “$” are to U.S. dollars, and all references to “£” or “GBP” are to Great Britain Pounds. The Company’s reporting currency is U.S. dollars. Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary after elimination of intercompany transactions and balances. Use of Estimates The preparation of financial statements in conformity with GAAP requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Risk and Uncertainties The Company is subject to a number of risks similar to those of other companies of similar size in its industry, including but not limited to, the success of its exploration to research and development activities, need for additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, dependence on key individuals, and risks associated with changes in information technology. Cash The Company considers all highly liquid investments purchased with an original maturity date of three months or less at the date of purchase and money market accounts to be cash equivalents. At June 30, 2024 and December 31, 2023, the Company had no Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant contribution of credit risk consist of cash. Periodically, the Company maintains deposits in financial institutions in excess of government insured limits. Management believes that the Company is not exposed to significant credit risk as the Company’s deposits are held at financial institutions that management believes to be of high credit quality and the Company has not experienced any losses in these deposits. Equipment, net Equipment is stated at cost, less accumulated depreciation. The Company depreciates its equipment for financial reporting purposes using the straight-line method over the estimated useful lives of the assets. The Equipment consists of computer equipment, which has a useful life of 3 Share-based Compensation The Company may award stock options, performance-based options and other equity-based instruments to its employees, directors and consultants. Compensation cost related to equity-based instruments is based on the fair value of the instrument on the grant date, and is recognized over the requisite service period on a straight-line basis over the vesting period except for performance-based options. Performance-based stock options vest based on the achievement of performance targets. Compensation costs associated with performance-based option awards are recognized over the requisite service period based on probability of achievement. Performance-based stock options require management to make assumptions regarding the likelihood of achieving performance targets. The Company estimates the fair value of service based and performance-based stock option awards, including modifications of stock option awards, using the Black-Scholes option pricing model. This model derives the fair value of stock options based on certain assumptions related to expected stock price volatility, expected option life, risk-free interest rate and dividend yield. Recent Accounting Standards Adopted Accounting Standards None Standards not yet adopted None

EQUIPMENT

EQUIPMENT	6 Months Ended
	Jun. 30, 2024
Property, Plant and Equipment [Abstract]
EQUIPMENT	3. EQUIPMENT Equipment consists of the following:   SCHEDULE OF PROPERTY AND EQUIPMENT June 30, 2024 December 31, 2023 Computer equipment $ 10,999 10,999 Less: Accumulated depreciation 8,766 6,951 Equipment, net $ 2,233 4,048 Depreciation expense was approximately $ 907 907 1,815 1,815 Depreciation expense is included within General and Administrative expenses in the accompanying Condensed Consolidated Statement of Operations.

ACCRUED EXPENSES

ACCRUED EXPENSES	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
ACCRUED EXPENSES	4. ACCRUED EXPENSES Accrued expenses consist of the following: SCHEDULE OF ACCRUED EXPENSES June 30, 2024 December 31, 2023 Corporate bonus $ - - Legal expense 146,594 146,594 Other 8,304 9,840 Total accrued expenses $ 154,898 $ 156,434

NOTE PAYABLE

NOTE PAYABLE	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
NOTE PAYABLE	5. NOTE PAYABLE On May 20, 2024, the Company entered into a one-year Directors and Officers Liability Insurance agreement for $ 102,914 21,000 7.99 8,494 81,217

LICENSE

LICENSE	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
LICENSE	6. LICENSE On November 9, 2022, AccuStem and the IEO/University of Milan amended the License to clarify the regulatory path and timeline for the commercialization of StemPrintER. Specifically, the regulatory requirement language has been modified to (i) extend the timeline for regulatory approval or clearance of a licensed product to 36 60 175,000 In addition, for the term of the license, the following milestone payments are required to be made ( converted from EUROS to USD using exchange rate of €1:$1.076247 ● € 50,000 53,812 ● € 100,000 107,625 ● € 150,000 161,437 The License may be terminated by either party in the event of a material breach and in addition, we may terminate the License at any time upon 30 days’ notice. For the three and six months ended June 30, 2024 and 2023, the Company did not recognize any expense related to this license agreement.

LOSS PER SHARE

LOSS PER SHARE	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
LOSS PER SHARE	7. LOSS PER SHARE Basic and diluted net loss per common share were the same since the inclusion of common shares issuable pursuant to the exercise of options in the calculation of diluted net loss per common shares would have been antidilutive. For the three and six months ended June 30, 2024 and 2023, loss per share of the Company are as follows: SCHEDULE OF LOSS PER SHARE 2024 2023 2024 2023 Three Months Ended June 30 Six Months Ended June 30 2024 2023 2024 2023 Numerator: Net Loss $ (278,225 ) $ (372,756 ) $ (804,827 ) $ (1,206,097 ) Net loss per share attributable to common stockholders $ (278,225 ) $ (372,756 ) $ (804,827 ) $ (1,206,097 ) Denominator: Weighted average common shares outstanding, basic and diluted 11,346,535 11,346,535 11,346,535 11,346,535 Net loss per share attributable to common stockholders, basic and diluted $ (0.02 ) $ (0.03 ) $ (0.07 ) $ (0.11 ) The Company’s potentially dilutive securities, which include stock options and warrants, have been excluded from the computation of diluted net loss per common share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common shareholders is the same. The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders for the three months and six months ended June 30, 2024 and 2023 because including them would have had an anti-dilutive effect. SCHEDULE OF COMPUTATION OF DILUTED NET LOSS PER SHARE 2024 2023 2024 2023 Three Months Ended June 30 Six Months Ended June 30 2024 2023 2024 2023 Shares issuable upon exercise of stock options 290,861 1,271,015 290,861 1,271,015 Warrants to purchase common stock outstanding 350,000 350,000 350,000 350,000 Total 640,861 1,621,015 640,861 1,621,015 Anti-dilutive shares 640,861 1,621,015 640,861 1,621,015

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
SHARE-BASED COMPENSATION	8. SHARE-BASED COMPENSATION In August 2021, AccuStem adopted the 2021 Omnibus Equity Incentive Plan (the “Incentive Plan”). The Incentive Plan provides that the Company may grant Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, and Other Share-Based Awards to selected employees, directors, and independent contractors of the Company. Each Award shall be exercisable at such time or times and subject to such terms and conditions set forth in the Incentive Plan, as shall be determined by the administrator in the applicable award agreement. Total shares authorized by the Incentive Plan was 2,500,000 10 1,130,452 Options There were no The Company issued 201,000 0.49 For the six months ended June 30, 2023, stock option activity for time-based options of the Company are as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of Time-Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2023 416,115 $ 1.86 9.13 $ 57,207 Issued — — — — Exercised — — — — Expired/Forfeited (39,600 ) 2.13 — — Outstanding at June 30, 2023 376,515 $ 1.83 8.65 $ 61,534 Vested and exercisable June 30, 2023 130,840 $ 1.35 8.49 $ 57,198 For the six months ended June 30, 2023, stock option activity for performance-based options of the Company are as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of Performance- Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2023 944,000 $ 1.45 9.11 $ 174,000 Issued — — — — Exercised — — — — Expired/Forfeited (49,500 ) — — — Outstanding at June 30, 2023 894,500 $ 1.41 8.86 $ — Vested and exercisable June 30, 2023 — — — — For the six months ended June 30, 2024, stock option activity for time-based options of the Company are as follows: Number of Time-Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2024 366,615 $ 1.82 8.14 $ 15,686 Issued 201,000 0.49 9.70 — Exercised — — — — Expired/Forfeited (12,129 ) 0.95 7.76 — Outstanding at June 30, 2024 555,486 $ 1.36 8.37 $ — Vested and exercisable June 30, 2024 290,861 $ 1.73 7.67 $ — For the six months ended June 30, 2024, stock option activity for performance-based options of the Company are as follows: Number of Performance- Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2024 894,500 $ 1.41 8.11 $ — Issued — — — — Exercised — — — — Expired/Forfeited — — — — Outstanding at June 30, 2024 894,500 $ 1.41 7.61 $ — Vested and exercisable June 30, 2024 — — — — The aggregate intrinsic value is calculated as the difference between the estimated fair value of the underlying common stock as of June 30, 2024 and the option exercise price. Total share-based compensation was approximately $ 13,933 12,626 32,101 38,835 Total share-based compensation expense is included in General and Administrative expenses on the Condensed Consolidated Statement of Operations. The Company uses the Black-Scholes option pricing model to estimate the fair value of the option awards. The table below summarizes the resulting weighted average inputs used to calculate the estimated fair value of options awarded for the six months ended June 30, 2024. SCHEDULE OF STOCK VALUATION ASSUMPTIONS Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 Risk-free interest rate 1.80 % 1.54 2.34 % Expected dividend yield — — % Expected term 5 5 8.5 Expected volatility 53.43 % 57.2 65.7 %   The risk-free interest rate assumption is determined using the yield currently available on U.S. Treasury zero- coupon issues with a remaining term commensurate with the expected term of the award. The Company has historically been a private company and lacks company-specific historical and implied volatility information. Management has estimated expected volatility based on similar public companies. Expected life of the option represents the period of time options are expected to be outstanding. The estimate for dividend yield is 0 As of June 30, 2024, there was $ 790,198 96,860 2.8 693,338 Warrants In March 2022, the Company issued 350,000 The common stock warrants granted have an exercise price of $ 1.06 no For the six months ended June 30, 2023, warrant activity of the Company are as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of shares Weighted Average Exercise Price Weighted average remaining contractual life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2023 350,000 $ 1.06 9.07 $ — Issued — — — — Exercised — — — — Expired/Forfeited — — — — Outstanding at June 30, 2023 350,000 $ 1.06 8.57 $ 122,500 Vested and exercisable June 30, 2023 — — — — For the six months ended June 30, 2024, warrant activity of the Company are as follows: Number of shares Weighted Average Exercise Price Weighted average remaining contractual life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2024 350,000 $ 1.06 8.07 $ — Issued — — — — Exercised — — — — Expired/Forfeited — — — — Outstanding at June 30, 2024 350,000 $ 1.06 7.57 $ 122,500 Vested and exercisable June 30, 2024 — — — — The grant date fair value for these warrants of $ 0.66 232,490 There was no As of June 30, 2024, there was $ 232,490

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	9. RELATED PARTY TRANSACTIONS Tiziana Life Sciences Limited (“Tiziana”) is a related party as it is under common control. The Company and Tiziana share directors, officers and significant shareholders. The Company has also been formed due to an acquisition of a subsidiary company from Tiziana. As of June 30, 2024, Tiziana owns approximately 11.8 Effective with the demerger agreement, the Company entered into a shared services agreement, where the Company outsources certain limited management and administrative services. The Company notes that the fees consist of payroll costs associated with time spent providing services for the Company and are based on actual time spent and the allocated payroll costs. In addition, the Company is charged, at cost, for utilization of certain office space. There was no mark-up associated with fees charged for these services. For the three months ended June 30, 2024 and 2023, the Company has incurred approximately $ 3,250 4,523 As of June 30, 2024 and December 31, 2023, $ 1,878,158 1,322,986 357,381 In January 2022, the Company and Gabriele Cerrone, who is the Chairman of the Board of Directors and the largest shareholder, entered into an agreement in which he will provide consulting ser vices to the Company for a monthly fee of $ 5,500 165,000

INCOME TAXES

INCOME TAXES	6 Months Ended
	Jun. 30, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	10. INCOME TAXES The Company recorded no provision or benefit for income tax expense for the three months ended June 30, 2024. For all periods presented, the pretax losses incurred by the Company received no corresponding tax benefit because the Company concluded that it is more likely than not that the Company will be unable to realize the value of any resulting deferred tax assets. The Company will continue to assess its position in future periods to determine if it is appropriate to reduce a portion of its valuation allowance in the future. The Company has no open tax audits with any taxing authority as of June 30, 2024.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	11. SUBSEQUENT EVENTS The Company has evaluated subsequent events for recognition and disclosure through September 16, 2024, which is the date the financial statements were available to be issued. No other matters were identified affecting the accompanying financial statement and related disclosures.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on March 22, 2024. Unless otherwise indicated, all references to “$” are to U.S. dollars, and all references to “£” or “GBP” are to Great Britain Pounds. The Company’s reporting currency is U.S. dollars.
Basis of Consolidation	Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary after elimination of intercompany transactions and balances.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
Risk and Uncertainties	Risk and Uncertainties The Company is subject to a number of risks similar to those of other companies of similar size in its industry, including but not limited to, the success of its exploration to research and development activities, need for additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, dependence on key individuals, and risks associated with changes in information technology.
Cash	Cash The Company considers all highly liquid investments purchased with an original maturity date of three months or less at the date of purchase and money market accounts to be cash equivalents. At June 30, 2024 and December 31, 2023, the Company had no
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant contribution of credit risk consist of cash. Periodically, the Company maintains deposits in financial institutions in excess of government insured limits. Management believes that the Company is not exposed to significant credit risk as the Company’s deposits are held at financial institutions that management believes to be of high credit quality and the Company has not experienced any losses in these deposits.
Equipment, net	Equipment, net Equipment is stated at cost, less accumulated depreciation. The Company depreciates its equipment for financial reporting purposes using the straight-line method over the estimated useful lives of the assets. The Equipment consists of computer equipment, which has a useful life of 3
Share-based Compensation	Share-based Compensation The Company may award stock options, performance-based options and other equity-based instruments to its employees, directors and consultants. Compensation cost related to equity-based instruments is based on the fair value of the instrument on the grant date, and is recognized over the requisite service period on a straight-line basis over the vesting period except for performance-based options. Performance-based stock options vest based on the achievement of performance targets. Compensation costs associated with performance-based option awards are recognized over the requisite service period based on probability of achievement. Performance-based stock options require management to make assumptions regarding the likelihood of achieving performance targets. The Company estimates the fair value of service based and performance-based stock option awards, including modifications of stock option awards, using the Black-Scholes option pricing model. This model derives the fair value of stock options based on certain assumptions related to expected stock price volatility, expected option life, risk-free interest rate and dividend yield.
Recent Accounting Standards	Recent Accounting Standards Adopted Accounting Standards None Standards not yet adopted None

EQUIPMENT (Tables)

EQUIPMENT (Tables)	6 Months Ended
	Jun. 30, 2024
Property, Plant and Equipment [Abstract]
SCHEDULE OF PROPERTY AND EQUIPMENT	Equipment consists of the following:   SCHEDULE OF PROPERTY AND EQUIPMENT June 30, 2024 December 31, 2023 Computer equipment $ 10,999 10,999 Less: Accumulated depreciation 8,766 6,951 Equipment, net $ 2,233 4,048

ACCRUED EXPENSES (Tables)

ACCRUED EXPENSES (Tables)	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
SCHEDULE OF ACCRUED EXPENSES	Accrued expenses consist of the following: SCHEDULE OF ACCRUED EXPENSES June 30, 2024 December 31, 2023 Corporate bonus $ - - Legal expense 146,594 146,594 Other 8,304 9,840 Total accrued expenses $ 154,898 $ 156,434

LOSS PER SHARE (Tables)

LOSS PER SHARE (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
SCHEDULE OF LOSS PER SHARE	For the three and six months ended June 30, 2024 and 2023, loss per share of the Company are as follows: SCHEDULE OF LOSS PER SHARE 2024 2023 2024 2023 Three Months Ended June 30 Six Months Ended June 30 2024 2023 2024 2023 Numerator: Net Loss $ (278,225 ) $ (372,756 ) $ (804,827 ) $ (1,206,097 ) Net loss per share attributable to common stockholders $ (278,225 ) $ (372,756 ) $ (804,827 ) $ (1,206,097 ) Denominator: Weighted average common shares outstanding, basic and diluted 11,346,535 11,346,535 11,346,535 11,346,535 Net loss per share attributable to common stockholders, basic and diluted $ (0.02 ) $ (0.03 ) $ (0.07 ) $ (0.11 )
SCHEDULE OF COMPUTATION OF DILUTED NET LOSS PER SHARE	The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders for the three months and six months ended June 30, 2024 and 2023 because including them would have had an anti-dilutive effect. SCHEDULE OF COMPUTATION OF DILUTED NET LOSS PER SHARE 2024 2023 2024 2023 Three Months Ended June 30 Six Months Ended June 30 2024 2023 2024 2023 Shares issuable upon exercise of stock options 290,861 1,271,015 290,861 1,271,015 Warrants to purchase common stock outstanding 350,000 350,000 350,000 350,000 Total 640,861 1,621,015 640,861 1,621,015 Anti-dilutive shares 640,861 1,621,015 640,861 1,621,015

SHARE-BASED COMPENSATION (Table

SHARE-BASED COMPENSATION (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
SCHEDULE OF STOCK VALUATION ASSUMPTIONS	SCHEDULE OF STOCK VALUATION ASSUMPTIONS Six Months Ended June 30, 2024 Six Months Ended June 30, 2023 Risk-free interest rate 1.80 % 1.54 2.34 % Expected dividend yield — — % Expected term 5 5 8.5 Expected volatility 53.43 % 57.2 65.7 %
SCHEDULE OF WARRANTS OUTSTANDING	For the six months ended June 30, 2023, warrant activity of the Company are as follows: SCHEDULE OF WARRANTS OUTSTANDING Number of shares Weighted Average Exercise Price Weighted average remaining contractual life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2023 350,000 $ 1.06 9.07 $ — Issued — — — — Exercised — — — — Expired/Forfeited — — — — Outstanding at June 30, 2023 350,000 $ 1.06 8.57 $ 122,500 Vested and exercisable June 30, 2023 — — — — For the six months ended June 30, 2024, warrant activity of the Company are as follows: Number of shares Weighted Average Exercise Price Weighted average remaining contractual life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2024 350,000 $ 1.06 8.07 $ — Issued — — — — Exercised — — — — Expired/Forfeited — — — — Outstanding at June 30, 2024 350,000 $ 1.06 7.57 $ 122,500 Vested and exercisable June 30, 2024 — — — —
Time Based Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
SCHEDULE OF STOCK OPTION ACTIVITY	For the six months ended June 30, 2023, stock option activity for time-based options of the Company are as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of Time-Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2023 416,115 $ 1.86 9.13 $ 57,207 Issued — — — — Exercised — — — — Expired/Forfeited (39,600 ) 2.13 — — Outstanding at June 30, 2023 376,515 $ 1.83 8.65 $ 61,534 Vested and exercisable June 30, 2023 130,840 $ 1.35 8.49 $ 57,198 For the six months ended June 30, 2024, stock option activity for time-based options of the Company are as follows: Number of Time-Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2024 366,615 $ 1.82 8.14 $ 15,686 Issued 201,000 0.49 9.70 — Exercised — — — — Expired/Forfeited (12,129 ) 0.95 7.76 — Outstanding at June 30, 2024 555,486 $ 1.36 8.37 $ — Vested and exercisable June 30, 2024 290,861 $ 1.73 7.67 $ —
Performance Based Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
SCHEDULE OF STOCK OPTION ACTIVITY	For the six months ended June 30, 2023, stock option activity for performance-based options of the Company are as follows: SCHEDULE OF STOCK OPTION ACTIVITY Number of Performance- Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2023 944,000 $ 1.45 9.11 $ 174,000 Issued — — — — Exercised — — — — Expired/Forfeited (49,500 ) — — — Outstanding at June 30, 2023 894,500 $ 1.41 8.86 $ — Vested and exercisable June 30, 2023 — — — — For the six months ended June 30, 2024, stock option activity for performance-based options of the Company are as follows: Number of Performance- Based Share Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at January 1, 2024 894,500 $ 1.41 8.11 $ — Issued — — — — Exercised — — — — Expired/Forfeited — — — — Outstanding at June 30, 2024 894,500 $ 1.41 7.61 $ — Vested and exercisable June 30, 2024 — — — —

DESCRIPTION OF BUSINESS (Detail

DESCRIPTION OF BUSINESS (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Accounting Policies [Abstract]
Net loss	$ 278,225	$ 372,756	$ 804,827	$ 1,206,097
Accumulated deficit	$ 7,326,772		$ 7,326,772		$ 6,521,945

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Accounting Policies [Abstract]
Cash equivalents	$ 0	$ 0
Property, plant and equipment, useful life	3 years

SCHEDULE OF PROPERTY AND EQUIPM

SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Computer equipment	$ 10,999	$ 10,999
Less: Accumulated depreciation	8,766	6,951
Equipment, net	$ 2,233	$ 4,048

EQUIPMENT (Details Narrative)

EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 907	$ 907	$ 1,815	$ 1,815

SCHEDULE OF ACCRUED EXPENSES (D

SCHEDULE OF ACCRUED EXPENSES (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Corporate bonus
Legal expense	146,594	146,594
Other	8,304	9,840
Total accrued expenses	$ 154,898	$ 156,434

NOTE PAYABLE (Details Narrative

NOTE PAYABLE (Details Narrative) - USD ($)	Jun. 01, 2024	May 20, 2024	Jun. 30, 2024
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Monthly payments	$ 8,494
Directors and Officers Liability Insurance Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Insurance agreement		$ 102,914
Monthly payments		$ 21,000
Annual percentage rate		7.99%
Notes payable			$ 81,217

LICENSE (Details Narrative)

LICENSE (Details Narrative)		6 Months Ended
	Nov. 09, 2022 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2024 GBP (£)
Exchange rate, description		converted from EUROS to USD using exchange rate of €1:$1.076247	converted from EUROS to USD using exchange rate of €1:$1.076247
Stem Print ER [Member]
Extended regulatory approval or clearance of licensed product term	36 months
Additional extended term for commercial launch	60 months
Payments for license	$ 175,000
Commercial Test [Member]
Milestone payment		$ 53,812	£ 50,000
Licensed Product [Member]
Milestone payment		107,625	100,000
US Market Approval [Member]
Milestone payment		$ 161,437	£ 150,000

SCHEDULE OF LOSS PER SHARE (Det

SCHEDULE OF LOSS PER SHARE (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings Per Share [Abstract]
Net Loss	$ (278,225)	$ (372,756)	$ (804,827)	$ (1,206,097)
Net loss per share attributable to common stockholders	$ (278,225)	$ (372,756)	$ (804,827)	$ (1,206,097)
Weighted average common shares outstanding, basic	11,346,535	11,346,535	11,346,535	11,346,535
Weighted average common shares outstanding, diluted	11,346,535	11,346,535	11,346,535	11,346,535
Net loss per share attributable to common stockholders, basic	$ (0.02)	$ (0.03)	$ (0.07)	$ (0.11)
Net loss per share attributable to common stockholders, diluted	$ (0.02)	$ (0.03)	$ (0.07)	$ (0.11)

SCHEDULE OF COMPUTATION OF DILU

SCHEDULE OF COMPUTATION OF DILUTED NET LOSS PER SHARE (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	640,861	1,621,015	640,861	1,621,015
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	290,861	1,271,015	290,861	1,271,015
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares	350,000	350,000	350,000	350,000

SCHEDULE OF STOCK OPTION ACTIVI

SCHEDULE OF STOCK OPTION ACTIVITY (Details) - USD ($)	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Time Based Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Options, Outstanding, Balance	366,615	416,115	416,115
Weighted Average Exercise Price, Beginning	$ 1.82	$ 1.86	$ 1.86
Weighted Average Remaining Contractual Life (in years)	8 years 4 months 13 days	8 years 7 months 24 days	8 years 1 month 20 days	9 years 1 month 17 days
Aggregate Intrinsic Value Beginning	$ 15,686	$ 57,207	$ 57,207
Number of Options, Issued	201,000
Weighted Average Exercise Price, Issued	$ 0.49
Number of Options, Exercised
Weighted Average Exercise Price, Exercised
Number of Options, Exercised/Forfeited	(12,129)	(39,600)
Weighted Average Exercise Price, Expired/Forfeited	$ 0.95	$ 2.13
Number of Options, Outstanding, Balance	555,486	376,515	366,615	416,115
Weighted Average Exercise Price, Ending	$ 1.36	$ 1.83	$ 1.82	$ 1.86
Aggregate Intrinsic Value Ending		$ 61,534	$ 15,686	$ 57,207
Number of Options, Vested and exercisable, Ending Balance	290,861	130,840
Weighted Average Exercise Price, Vested and exercisable, Ending Balance	$ 1.73	$ 1.35
Weighted Average Remaining Contractual Life (in years) Vested and exercisable	7 years 8 months 1 day	8 years 5 months 26 days
Aggregate Intrinsic Value, Vested and exercisable, Ending Balance		$ 57,198
Weighted Average Remaining Contractual Life (in years), Issued	9 years 8 months 12 days
Weighted Average Remaining Contractual Life (in years), Expired/Forfeited	7 years 9 months 3 days
Performance Based Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Options, Outstanding, Balance	894,500	944,000	944,000
Weighted Average Exercise Price, Beginning	$ 1.41	$ 1.45	$ 1.45
Weighted Average Remaining Contractual Life (in years)	7 years 7 months 9 days	8 years 10 months 9 days	8 years 1 month 9 days	9 years 1 month 9 days
Aggregate Intrinsic Value Beginning		$ 174,000	$ 174,000
Number of Options, Issued
Weighted Average Exercise Price, Issued
Number of Options, Exercised
Weighted Average Exercise Price, Exercised
Number of Options, Exercised/Forfeited		(49,500)
Weighted Average Exercise Price, Expired/Forfeited
Number of Options, Outstanding, Balance	894,500	894,500	894,500	944,000
Weighted Average Exercise Price, Ending	$ 1.41	$ 1.41	$ 1.41	$ 1.45
Aggregate Intrinsic Value Ending				$ 174,000
Number of Options, Vested and exercisable, Ending Balance
Weighted Average Exercise Price, Vested and exercisable, Ending Balance
Aggregate Intrinsic Value, Vested and exercisable, Ending Balance

SCHEDULE OF STOCK VALUATION ASS

SCHEDULE OF STOCK VALUATION ASSUMPTIONS (Details)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Risk free interest rate	1.80%
Expected dividend yield
Expected term	5 years
Expected volatility	53.43%
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Risk free interest rate		1.54%
Expected term		5 years
Expected volatility		57.20%
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Risk free interest rate		2.34%
Expected term		8 years 6 months
Expected volatility		65.70%

SCHEDULE OF WARRANTS OUTSTANDIN

SCHEDULE OF WARRANTS OUTSTANDING (Details) - Warrant [Member] - USD ($)	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Number of shares, Outstanding	350,000	350,000	350,000
Weighted Average Exercise Price	$ 1.06	$ 1.06	$ 1.06
Weighted average remaining contractual life (in years)	7 years 6 months 25 days	8 years 6 months 25 days	8 years 25 days	9 years 25 days
Aggregate Intrinsic Value
Outstanding Number of Shares, Issued
Weighted Average Exercise Price, Issued
Outstanding Number of Shares, Exercised
Weighted Average Exercise Price, Exercised
Outstanding Number of Shares, Expired/Forfeited
Weighted Average Exercise Price, Expired/Forfeited
Number of shares, Outstanding	350,000	350,000	350,000	350,000
Weighted Average Exercise Price	$ 1.06	$ 1.06	$ 1.06	$ 1.06
Aggregate Intrinsic Value	$ 122,500	$ 122,500
Number of Shares, Vested and exercisable
Weighted average exercise price, Vested and exercisable
Aggregate Intrinsic Value - Vested and exercisable

SHARE-BASED COMPENSATION (Detai

SHARE-BASED COMPENSATION (Details Narrative) - USD ($)	3 Months Ended			6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation expense	$ 13,933		$ 12,626	$ 32,101	$ 38,835
Expected dividend yield
Unrecognized compensation expense	$ 790,198			$ 790,198
Number of warrant issued	0		0	0	0
Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation expense				$ 0	$ 0
Warrants price value	$ 0.66			$ 0.66
Fair value of warrants				$ 232,490
Unrecognized compensation expenses	$ 232,490			$ 232,490
Time Based Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options granted				201,000
Options grant exercise price				$ 0.49
Unrecognized compensation expense	96,860			$ 96,860
Unrecognized compensation expense, recognized period				2 years 9 months 18 days
Performance Based Options [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options granted
Options grant exercise price
Unrecognized compensation expense	$ 693,338			$ 693,338
Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares authorized	2,500,000			2,500,000
Number of shares available for grant	1,130,452			1,130,452
Incentive Plan [Member] | Employees Directors and Non Employees [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of options granted	0	201,000	0
Options grant exercise price		$ 0.49
Incentive Plan [Member] | Non-Employee [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of warrant issued						350,000
Warrants price value	$ 1.06			$ 1.06
Incentive Plan [Member] | Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Award expiration period				10 years

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	Jan. 31, 2022	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Aug. 28, 2024	Dec. 31, 2023
Related Party Transaction [Line Items]
Proceeds from related party debt				$ 548,500	$ 537,925
Related Party [Member]
Related Party Transaction [Line Items]
Related party costs		$ 3,250	$ 4,523
Tiziana [Member]
Related Party Transaction [Line Items]
Due to affiliate		1,878,158		1,878,158			$ 1,322,986
Tiziana [Member] | Subsequent Event [Member]
Related Party Transaction [Line Items]
Due to affiliate						$ 357,381
Gabriele Cerrone [Member]
Related Party Transaction [Line Items]
Due to affiliate		$ 165,000		$ 165,000
Proceeds from related party debt	$ 5,500
Tiziana [Member]
Related Party Transaction [Line Items]
Ownership percentage		11.80%		11.80%