Fresh Vine Wine (VINE) 10-Q 12 Aug 22 2022 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2022	Aug. 08, 2022
Document Information Line Items
Entity Registrant Name	Fresh Vine Wine, Inc.
Trading Symbol	VINE
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		12,732,257
Amendment Flag	false
Entity Central Index Key	0001880343
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Jun. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-41147
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	87-3905007
Entity Address, Address Line One	505 Highway 169 North
Entity Address, Address Line Two	Suite 255
Entity Address, City or Town	Plymouth
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55441
City Area Code	(855)
Local Phone Number	766-9463
Title of 12(b) Security	Common stock, $0.001 par value
Security Exchange Name	NYSEAMER
Entity Interactive Data Current	Yes

Balance Sheets (Unaudited)

Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Current assets
Cash	$ 5,228,599	$ 16,063,941
Accounts receivable	756,760	208,160
Accounts receivable - related parties	645,484	153,075
Receivables with recourse		146,314
Related party receivables	379,413	376,000
Inventories	3,769,747	159,060
Prepaid expenses and other	1,512,546	1,150,987
Total current assets	12,292,549	18,257,537
Prepaid expenses (long-term)	834,667	991,167
Intangible assets - net		3,990
Total Assets	13,127,216	19,252,694
Current liabilities
Accounts payable	470,836	416,716
Accrued compensation	733,229	416,414
Accrued expenses	605,703	212,866
Accrued expenses - related parties	320,000	529,617
Secured borrowings		171,069
Deferred revenue	13,203	13,750
Promissory note - related parties		216,000
Related party payables	309,664	200,272
Total current liabilities	2,452,635	2,176,704
Total Liabilities	2,452,635	2,176,704
Stockholders’ Equity (Deficit)
Common stock, $0.001 par value - 100,000,000 shares authorized at June 30, 2022 and December 31, 2021; 12,732,257 and 12,200,013 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively	12,732	12,200
Preferred stock, $0.001 par value - 25,000,000 shares authorized at June 30, 2022 and December 31, 2021; 0 shares issued and outstanding at June 30, 2022 and December 31, 2021
Additional paid-in capital	20,124,333	17,681,141
Accumulated deficit	(9,462,484)	(617,351)
Total Stockholder’s Equity (Deficit)	10,674,581	17,075,990
Total Liabilities and Stockholders’ Equity	$ 13,127,216	$ 19,252,694

Balance Sheets (Unaudited) (Par

Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	12,732,257	12,200,013
Common stock, shares outstanding	12,732,257	12,200,013
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	25,000,000	25,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Statements of Operations (Unaud

Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Statement [Abstract]
Wholesale revenue	$ 657,927	$ 156,688	$ 1,187,767	$ 212,081
Direct to consumer revenue	215,110	227,531	463,511	292,063
Related party service revenue	146,340		297,224
Total Net Revenue	1,019,377	384,219	1,948,502	504,144
Cost of revenues	836,052	318,054	1,448,104	384,261
Gross Profit	183,325	66,165	500,398	119,883
Selling, general and administrative expenses	4,050,066	1,027,982	6,755,264	1,677,714
Equity-based compensation	697,638	4,278,831	2,600,224	5,006,415
Operating Loss	(4,564,379)	(5,240,648)	(8,855,090)	(6,564,246)
Other income	5,489		9,957	657
Net Loss	$ (4,558,890)	$ (5,240,648)	$ (8,845,133)	$ (6,563,589)
Weighted Average Shares Outstanding
Basic (in Shares)	12,534,045	8,881,794	12,417,763	7,999,400
Diluted (in Shares)	12,534,045	8,881,794	12,417,763	7,999,400
Net Loss per Share - Basic (in Dollars per share)	$ (0.36)	$ (0.59)	$ (0.71)	$ (0.82)
Net Loss per Share - Diluted (in Dollars per share)	$ (0.36)	$ (0.59)	$ (0.71)	$ (0.82)

Statements of Changes in Stockh

Statements of Changes in Stockholders’ Equity (Deficit) (Unaudited) - USD ($)	Class F Partner Investor Units	Class F	Class W	Common Stock	Preferred Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2020		$ 250,000	$ 10,000				$ (1,723,158)	$ (1,463,158)
Balance (in Shares) at Dec. 31, 2020		950,000	100,000
Equity-based compensation	$ 1,565,000
Equity-based compensation (in Shares)	313,000
Member units issued			$ 200,000					200,000
Member units issued (in Shares)			40,000
Net income (loss)							(1,322,941)	(1,322,941)
Balance at Mar. 31, 2021	$ 1,565,000	$ 250,000	$ 210,000				(3,046,099)	(2,586,099)
Balance (in Shares) at Mar. 31, 2021	313,000	950,000	140,000
Balance at Dec. 31, 2020		$ 250,000	$ 10,000				(1,723,158)	(1,463,158)
Balance (in Shares) at Dec. 31, 2020		950,000	100,000
Net income (loss)								(6,563,589)
Balance at Jun. 30, 2021	$ 1,565,000	$ 250,000	$ 2,019,601				(8,286,747)	(6,017,146)
Balance (in Shares) at Jun. 30, 2021	313,000	950,000	191,792
Balance at Mar. 31, 2021	$ 1,565,000	$ 250,000	$ 210,000				(3,046,099)	(2,586,099)
Balance (in Shares) at Mar. 31, 2021	313,000	950,000	140,000
Member units issued			$ 1,809,601					1,809,601
Member units issued (in Shares)			51,792
Net income (loss)							(5,240,648)	(5,240,648)
Balance at Jun. 30, 2021	$ 1,565,000	$ 250,000	$ 2,019,601				(8,286,747)	(6,017,146)
Balance (in Shares) at Jun. 30, 2021	313,000	950,000	191,792
Balance at Dec. 31, 2021				$ 12,200		17,681,141	(617,351)	17,075,990
Balance (in Shares) at Dec. 31, 2021				12,200,013
Equity-based compensation				$ 285		1,824,049		1,824,334
Equity-based compensation (in Shares)				285,184
Net income (loss)							(4,286,243)	(4,286,243)
Balance at Mar. 31, 2022				$ 12,485		19,505,190	(4,903,594)	14,614,081
Balance (in Shares) at Mar. 31, 2022				12,485,197
Balance at Dec. 31, 2021				$ 12,200		17,681,141	(617,351)	17,075,990
Balance (in Shares) at Dec. 31, 2021				12,200,013
Net income (loss)								(8,845,133)
Balance at Jun. 30, 2022				$ 12,732		20,124,333	(9,462,484)	10,674,581
Balance (in Shares) at Jun. 30, 2022				12,732,257
Balance at Mar. 31, 2022				$ 12,485		19,505,190	(4,903,594)	14,614,081
Balance (in Shares) at Mar. 31, 2022				12,485,197
Equity-based compensation				$ 247		619,143		619,390
Equity-based compensation (in Shares)				247,060
Net income (loss)							(4,558,890)	(4,558,890)
Balance at Jun. 30, 2022				$ 12,732		$ 20,124,333	$ (9,462,484)	$ 10,674,581
Balance (in Shares) at Jun. 30, 2022				12,732,257

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash Flows from Operating Activities
Net loss	$ (8,845,133)	$ (6,563,589)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization	3,990	233
Equity-based compensation	2,600,224	5,006,415
Changes in operating assets and liabilities
Accounts receivable	(548,600)	(116,743)
Accounts receivable - related parties	(492,409)	(191,063)
Receivables with recourse	146,314
Related party receivables	(3,413)
Inventories	(3,610,687)	46,927
Prepaid expenses and other	(361,559)	(580)
Accounts payable	54,120	230,285
Accrued compensation	316,815
Accrued expenses	392,837
Accrued expenses - related parties	(209,617)	200,000
Deferred revenue	(547)	129,064
Related party payables	109,392	(8,802)
Net cash used in operating activities	(10,448,273)	(1,267,853)
Cash Flows from Investing Activities
Purchase of intangible assets		(250)
Net cash used in investing activities		(250)
Cash Flows from Financing Activities
Payments of related party notes payable	(216,000)
Payments of outstanding secured borrowings	(171,069)
Proceeds from issuance of member units		2,009,601
Deferred offering costs		(130,186)
Net cash (used in) provided by financing activities	(387,069)	1,879,415
Net (Decrease) Increase in Cash	(10,835,342)	611,312
Cash - Beginning of Year	16,063,941	4,485
Cash - End of Year	5,228,599	615,797
Supplemental disclosure of non-cash activities:
Accrual of equity-based compensation for consulting services		4,902,082
Issuance of units for prepaid marketing services		$ 1,565,000

Management_s Statement

Management’s Statement	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
MANAGEMENT’S STATEMENT	1. MANAGEMENT’S STATEMENT Nature of Business Fresh Vine Wine, Inc. (the Company), a Nevada corporation, is a premium wine brand built to complement consumers’ healthy and active lifestyles. The Company provides a competitively priced premium product that is blended to deliver several important benefits, such as low-cal, low-sugar, low-carb. The Company’s wines are also gluten-free and keto and vegan friendly. The Company’s revenue is comprised primarily of wholesale and direct to consumer (DTC) sales, and representation and distribution services. Wholesale revenue is generated through sales to distributors located in states throughout the United States of America and Puerto Rico. DTC revenue is generated from individuals purchasing wine directly from the Company through club membership and the Company’s website. Representation and distribution service revenue is generated by providing third party wine producers with access to new markets and distribution channels. Basis of Presentation The Company’s financial statements have been prepared and are presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The financial statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair presentation of the financial statements. In certain instances, amounts reported in prior period financial statements have been reclassified to conform to the current financial statement presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These financial statements should be read in conjunction with the Company’s financial Statements and notes thereto for the fiscal year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K. Corporate Conversion On December 8, 2021, in preparation for its initial public offering (“IPO”), Fresh Grapes, LLC filed a certificate of conversion, whereby Fresh Grapes, LLC effected a corporate conversion from a Texas limited liability company to a Nevada corporation and changed its name to Fresh Vine Wine, Inc. Pursuant to the corporate conversion, units of membership interest in the limited liability company were converted into shares of common stock of the corporation at a conversion ratio of 6.1934 units for one share of common stock. As a result of the corporate conversion, accumulated deficit was reduced to zero on the date of the corporate conversion, and the corresponding amount was recorded to additional paid-in capital. The corporate conversion was approved by members holding a majority of the outstanding units, and in connection with such conversion, the Company filed a certificate of incorporation and adopted bylaws. Pursuant to the Company’s certificate of incorporation, the Company is authorized to issue up to 100,000,000 shares of common stock $0.001 par value per share and 25,000,000 shares of preferred stock $0.001 par value per share. The Company determined that the corporate conversion is equivalent to a change in the Company’s capital structure. As such, all references in the audited financial statements to the number of shares and per-share amounts of member units are now presented as common stock and have been retroactively restated to reflect this conversion. Initial Public Offering On December 17, 2021, the Company completed its IPO whereby it sold 2,200,000 shares of common stock at a public offering price of $10 per share. The aggregate net proceeds received by the Company from the offering were approximately $19.2 million, net of underwriting discounts and commissions of approximately $1.8 million and offering expenses of approximately $1.1 million. Upon the closing of the IPO, 12,200,013 shares of common stock were outstanding. The shares began trading on December 14, 2021 on The NYSE American stock exchange under the symbol “VINE”. Accounting Estimates Management uses estimates and assumptions in preparing these financial statements in accordance with U.S. GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include allowance for doubtful accounts, allowance for inventory obsolescence, equity-based compensation for employees and non-employees, and the valuation of deferred tax assets. Application of New or Revised Accounting Standards Pursuant to the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), a company constituting an “emerging growth company” is, among other things, entitled to rely upon certain reduced reporting requirements and is eligible to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. The Company is an emerging growth company and has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company (i) is no longer an emerging growth company or (ii) affirmatively and irrevocable opts out of the extended transition period provide in the JOBS Act. Liquidity, Going Concern, and Management Plan Although the Company’s revenue generated during the three months ended June 30, 2022 represents a 10% and 57% increase over its revenues generated in the first quarter of 2022 and the fourth quarter of 2021, respectively, in addition to paying IPO fees and settling pre-IPO net outstanding related party debt in the fourth quarter of 2021, the Company’s operating expenses have significantly exceeded its revenues over these quarters. The Company has purchased additional inventory in efforts to mitigate supply chain risks and incurred additional expenses in order to invest in sales and marketing activities and increase staffing and infrastructure to position the Company for future growth. The Company is looking forward to inclusion in the fall retail resets for both large and national chains. The Company currently holds no debt and will seek debt or equity financing in the near term to sustain existing operations. If adequate financing is not available, the Company may be forced to curtail near-term growth priorities, take measures to severely reduce our expenses and business operations, or discontinue them completely. Such financing may be dilutive. At the current pace of incurring expenses and without receipt of additional financing, the Company projects that the existing cash balance will be sufficient to fund current operations into the first quarter of 2023, after which additional financing will be needed to satisfy obligations. Additional financing may not be available on favorable terms or at all. If additional financing is available, it may be highly dilutive to existing shareholders and may otherwise include burdensome or onerous terms. The Company’s inability to raise additional working capital in a timely manner would negatively impact the ability to fund operations, generate revenues, grow the business and otherwise execute the Company’s business plan, leading to the reduction or suspension of operations and ultimately potentially ceasing operations altogether. Should this occur, the value of any investment in the Company’s securities could be adversely affected. These factors call into question the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. In an effort to preserve capital, the Company’s leadership team has already deferred certain investments in additional inventory, curtailed its sales and marketing efforts and staffing, and taken other measures to reduce expenses and business operations. Collectively, these cost reduction efforts have reduced the Company’s cash requirements by more than $6.3 million for the balance of calendar year 2022, preserving capital for our highest priority expenses and investments and providing additional runway for the growth strategy to gain traction in market. In parallel, the Company continues to execute its growth strategy, opening up new distributor and retail relationships, expanding to new geographic markets, and introducing new product extensions. The Company believes that these efforts will further accelerate top-line growth in ways that will only improve liquidity measures as the Company converts receivables to cash. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), Leases This guidance will be effective for the Company beginning with the year ended December 31, 2022, with early adoption permitted. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments–Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,

Revenue Recognition

Revenue Recognition	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
REVENUE RECOGNITION	2. REVENUE RECOGNITION The Company’s total revenue reflects the sale of wine domestically in the U.S. to wholesale distributors or DTC and related party service revenues. Under ASC Topic 606, Revenue from Contracts with Customers The Company also generates revenue through membership in its wine club. Wine club members pay a monthly fee, which varies depending on level of membership, and are entitled to receive quarterly shipments of wine, free shipping, and discounts on other wine and merchandise purchased. The Company recognizes revenue for the monthly membership dues when product is delivered. Any membership dues received before product is delivered is recorded as deferred revenue on the Company’s balance sheet. The Company has determined that related party service revenue should be recognized over the period of time it provides such services. ASC 606 also notes that when another party is involved in providing goods or services to a customer, the entity should determine whether the nature of its promise is a performance obligation to provide the specified goods or services itself (that is, the entity is a principal) or to arrange for those goods or services to be provided by the other party (that is, the entity is an agent). The Company does not bear responsibility for inventory losses and does not have pricing determination; therefore, the Company would be considered the agent and revenue should be recognized as net sales. The following table presents the percentages of total revenue disaggregated by sales channels for the three and six month periods ended June 30, 2022 and 2021: Three months ended Six months ended June 30, June 30, June 30, June 30, Wholesale 64.5 % 40.8 % 61.0 % 42.1 % Direct to consumer 21.1 % 59.2 % 23.8 % 57.9 % Related party service 14.4 % 0.0 % 15.3 % 0.0 % Total revenue 100.0 % 100.0 % 100.0 % 100.0 %

Loss Per Share

Loss Per Share	6 Months Ended
	Jun. 30, 2022
Earnings Per Share [Abstract]
LOSS PER SHARE	3. LOSS PER SHARE Basic net loss per share is determined by dividing net loss attributable to shareholders by the weighted-average shares outstanding during the period. Diluted EPS reflects potential dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period increased by the numbers of additional common shares that would have been outstanding if all potential common shares had been issued and were dilutive. However, potentially dilutive securities are excluded from the computation of diluted EPS to the extent that their effect is anti-dilutive. The following table presents a reconciliation between basic and diluted net loss per share for the three and six month periods ending: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, Numerator: Net loss attributable to Fresh Vine Wine shareholders $ (4,458,890 ) $ (5,240,648 ) $ (8,845,133 ) $ (6,563,589 ) Denominator: Basic – weighted shares outstanding 12,534,045 8,881,794 12,417,763 7,999,400 Dilutive effect from shares authorized - - - - Diluted – weighted shares outstanding 12,534,045 8,881,794 12,417,763 7,999,400 Basic loss per share attributable to Fresh Vine Wine shareholders: $ (0.36 ) $ (0.59 ) $ (0.71 )) $ (0.82 ) Diluted loss per share attributable to Fresh Vine Wine shareholders: $ (0.36 ) $ (0.59 ) $ (0.71 )) $ (0.82 ) For the three and six months ended June 30, 2022, 1,888,336 shares were excluded from the calculation of diluted weighted average shares outstanding as the inclusion of these shares would have an anti-dilutive effect.

Inventories

Inventories	6 Months Ended
	Jun. 30, 2022
Inventories [Abstract]
INVENTORIES	4. INVENTORIES Inventories primarily include bottled wine which is carried at the lower of cost (calculated using the average cost method) or net realizable value. Inventories consist of the following at: June 30, December 31, Inventory – finished goods $ 3,761,605 $ 137,647 Inventory – merchandise 8,142 21,413 Total $ 3,769,747 $ 159,060

Prepaid Expenses and Other Asse

Prepaid Expenses and Other Assets	6 Months Ended
	Jun. 30, 2022
Prepaid Expenses and Other [Abstarct]
PREPAID EXPENSES AND OTHER ASSETS	5. PREPAID EXPENSES AND OTHER ASSETS Prepaid expenses and other assets consist of the following at: June 30, December 31, 2022 2021 Prepaid marketing expenses - current $ 313,000 $ 313,000 Prepaid marketing expenses – long-term 834,667 991,167 Prepaid insurance 442,944 - Prepaid license and fees - 3,395 Inventory deposits 719,748 758,280 Other prepaid expenses 36,854 76,312 Total $ 2,347,213 $ 2,142,154

Accrued Compensation

Accrued Compensation	6 Months Ended
	Jun. 30, 2022
Compensation Related Costs [Abstract]
ACCRUED COMPENSATION	6. ACCRUED COMPENSATION During the period ended June 30, 2022 the Company made certain leadership changes to better align with the Company’s operating goals, including advertising and marketing plans, as well as cash preservation initiatives. As of June 30, 2022 accrued compensation primarily related to unpaid amounts related to the following transitions. On June 8, 2022, the Chief Executive Officer’s employment with the Company ended. This individual continues to serve as a member of the Company’s Board of Directors. Effective June 13, 2022, the Company’s Board of Directors appointed Rick Nechio, the Company’s current President, to serve as interim Chief Executive Officer. Effective June 24, 2022, the Chief Financial Officer of the Company resigned. Effective June 30, 2022, Elliot Savoie, the Company’s current Head of Corporate Development and Ventures, will serve as interim Chief Financial Officer while the Company conducts its search for a permanent replacement.

Accrued Expenses

Accrued Expenses	6 Months Ended
	Jun. 30, 2022
Prepaid Expenses and Other [Abstarct]
ACCRUED EXPENSES	7. ACCRUED EXPENSES Accrued expenses consist of the following at: June 30, December 31, 2022 2021 Sponsorship agreements $ 277,677 $ 80,000 Accrued credit card charges 155,026 39,563 Other accrued expenses 173,000 93,303 Total $ 605,703 $ 212,866 The sponsorship agreements relate to marketing contracts with unrelated parties within the sports and entertainment industry. The terms of the agreements range from two to four years with annual payments ranging from $100,000 to $265,000 per agreement. The total expense relating to these agreements for the three and six month periods ended June 30, 2022 was $184,720 and $366,158, respectively. The total expense relating to these agreements for the three and six month periods ended June 30, 2021 was $150,700 and $192,000, respectively. Accrued credit card charges primarily consist of warehouse, shipping and other operating costs paid via Company credit card as a tool for managing cashflow.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2022
Stockholders' Equity Note [Abstract]
STOCKHOLDERS' EQUITY	8. STOCKHOLDERS’ EQUITY The Company had one class of member units through March 2021. Prior to March 2021, the Company had 105 member units issued and outstanding as of December 31, 2020. There was no limitation on the number of Units that may be issued by the Company. Units had no par value. Each member had one vote for each unit owned. During March 2021, the Company amended its operating agreement to create three classes of units, designated as Class F, Class W and Class P. The Company authorized 1,263,501 of Class F Units, 200,388 Class W Units and 50,000 Class P Units. Each Class F Member had the right of first refusal to purchase their pro rata share of all additional units that the Company may issue from time to time. Each Class F member was entitled to distributions, subject to authorization of certain members, with the first 50% being allocated to pay off a member loan, if applicable, and the remaining 50% in proportion to their percentage interests. Thereafter, distributions would be allocated to Class F, Class W, and vested Class P members in proportion to their respective pro rata ownership interests. In conjunction with the amendment, the Company converted its original member units to Class F and Class W units. As of March 1, 2021, 95 original member units were converted to 950,000 Class F units and 10 original member units were converted to 100,000 Class W units. Class W and Class P units were non-voting units. Further, Class P units were not entitled to distributions until certain hurdle provisions as set by Board of Managers at the time of the award would be met and the units were fully vested. Any issued units vest 25% after one year with the remaining 75% vesting monthly over an additional three-year period. Corporate Conversion On December 8, 2021, in connection with its IPO, Fresh Grapes, LLC filed a certificate of conversion, whereby Fresh Grapes, LLC effected a corporate conversion from a Texas limited liability company to a Nevada corporation and changed its name to Fresh Vine Wine, Inc. Pursuant to the conversion, units of membership interest in the limited liability company were converted into shares of common stock of the corporation at a conversion ratio of 6.1934 units for one share of common stock. The Company had 1,614,615 member units issued and outstanding as of December 8, 2021. After giving effect to the corporate conversion, all outstanding Class F member units were converted to 8,758,915 shares of common stock, and all outstanding Class W member units were converted to 1,241,098 shares of common stock. The number of common shares outstanding as of such date was 10,000,013. As a result of the corporate conversion, accumulated deficit was reduced to zero on the date of the corporate conversion, and the corresponding amount was recorded to additional paid-in capital. The corporate conversion was approved by members holding a majority of the outstanding units, and in connection with such conversion, the Company filed a certificate of incorporation and adopted bylaws. Pursuant to the Company’s certificate of incorporation, the Company is authorized to issue up to 100,000,000 shares of common stock $0.001 par value per share and 25,000,000 shares of preferred stock $0.001 par value per share. All references in the audited financial statements to the number of shares and per-share amounts of common stock have been retroactively restated to reflect this conversion. Initial Public Offering On December 17, 2021, the Company completed its IPO in which it sold 2,200,000 shares of common stock at a public offering price of $10 per share. The aggregate net proceeds received by the Company from the offering were approximately $19.2 million, net of underwriting discounts and commissions of approximately $1.8 million and offering expenses of approximately $1.1 million. Upon the closing of the IPO, 12,200,013 shares of common stock were outstanding. The shares began trading on December 14, 2021 on The NYSE American stock exchange under the symbol “VINE”.

Equity-Based Compensation

Equity-Based Compensation	6 Months Ended
	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
EQUITY-BASED COMPENSATION	9. EQUITY-BASED COMPENSATION Effective December 9, 2021, the Company adopted an equity incentive plan which allows for the granting of incentive and non-qualified stock options, restricted and unrestricted stock and stock units, stock appreciation rights, performance units and other stock-based awards to current and prospective employees and directors of, and consultants and advisors to, the Company. In March 2021, the Company authorized 140,300 Class F member units in exchange for consulting services related to securing celebrity members and ambassadors of the Company and executed license agreements with the celebrity members, both of which occurred in March 2021. The estimated value of the award at the service inception date in March 2021 was $701,500. The service inception date preceded the grant date as the award had not been mutually agreed to and, therefore, was revalued at fair value as of June 30, 2021. In September 2021, the award was agreed to and the grant date was established. Therefore, the units were granted and the accrued equity-based compensation was reclassified to Class F Member’s Equity on the Company’s balance sheet at the grant date fair value of $4,902,802. Total equity-based compensation expense recognized related to these units was $0 and $701,500 for the three month periods ended June 30, 2022 and 2021, respectively. Total equity-based compensation expense recognized related to these units was $0 and $4,902,802 for the three month periods ended June 30, 2022 and 2021, respectively. In March 2021, the Company issued 313,000 Class F partner investor units in exchange for various advertising and marketing services over a 5 year period with an estimated value of $1,565,000 to be amortized over 5 years. Total equity-based compensation expense recognized related to these units was $78,250 and $156,500 for the three and six month periods ended June 30, 2022, respectively. Total equity-based compensation expense recognized related to these units was $78,250 and $104,333 for the three and six month periods ended June 30, 2021, respectively. As of June 30, 2022, there was $1,147,667 of unrecognized equity-based compensation expense recorded in prepaid expenses and other assets. The estimated expense for various marketing and advertising services in exchange for Class F partner investor units, now common stock, described in the preceding paragraph for the periods subsequent to June 30, 2022 is as follows: Advertising 2022 $ 156,500 2023 313,000 2024 313,000 2025 313,000 2026 52,167 $ 1,147,667 Warrants On December 17, 2021, in connection with the Company’s IPO, the Company granted to the underwriter warrants to purchase up to 110,000 shares of common stock at $12 per share. These warrants vest one year from the date of issuance and are exercisable for four years after the vesting date. Restricted Stock Units On December 17, 2021, the Company granted 125,926 and 251,851 restricted stock units to its Chief Financial Officer and Chief Operating Officer, respectively. Restricted stock units represent the right to receive one share of common stock from the Company upon vesting. These restricted stock units have a vesting period of 180 days after the date of the final IPO prospectus. On February 24, 2022, the Company entered into a separation agreement with the former Chief Operating Officer (COO). Among other things, the Company agreed to provide the former COO with cash and expense reimbursements totaling $175,000 and an amendment of the COO’s Restricted Stock Agreement to accelerate the vesting of the 251,851 restricted stock units. Due to the modification of the terms of this award, the fair value was remeasured as of the modification date. Total equity-based compensation expense related to both of these restricted stock unit awards was $297,591 and $1,658,485 for the three and six month period ended June 30, 2022. As of June 30, 2022, these awards were fully vested and the shares of common stock underlying the awards had been delivered. During the period ended June 30, 2022 the Company granted 47,800 restricted stock units to employees of the Company all of which vested and were delivered in the period. Total equity-based compensation expense related to these restricted stock units and shares was $158,768 and $213,380 for the three and six month periods ended June 30, 2022. On March 2, 2022, the Company granted 70,000 restricted stock units to members of the Company’s Board of Directors that fully vested on June 18, 2022. Total equity-based compensation expense related to these restricted stock units was $208,841 and $285,530 for the three month and six month periods ended June 30, 2022. Restricted stock unit activity as of and during the period ended June 30, 2022 was as follows: Number of RSUs Weighted Outstanding at December 31, 2021 377,777 0.45 Granted 117,800 0.33 Vested or released (495,577 ) - Forfeited - - Outstanding at June 30, 2022 - - Shares of Restricted Stock During the period ended June 30, 2022, the Company granted 10,000 shares of restricted stock to an employee upon commencement of employment in May 2022, of which 3,334 shares vested immediately with the remaining 6,666 shares vesting in two equal installments in May 2023 and May 2024. Restricted stock consists of shares of common stock that are subject to transfer and forfeiture restrictions that lapse upon vesting. Total equity-based compensation expense related to these shares of restricted stock was $10,139 for the three and six month periods ended June 30, 2022. The total unrecognized equity-based compensation expense is $17,649 relating to the shares of restricted stock. On March 30, 2022, the Company hired a new Chief Financial Officer. Pursuant to the employment agreement, the Company granted 100,000 shares of restricted stock. The restricted stock vests in three equal installments with the first third vesting immediately on the grant date of March 30, 2022, and the remaining tranches were scheduled to vest on the one year and two year anniversaries of the grant date subject to continued employment with the Company through the applicable vesting date. Effective June 24, 2022, this employee resigned from the Company. Pursuant to the employees Separation Agreement with the Company, the unvested restricted stock will immediately vest in full if a change in control occurs within 90 days from separation. Absent a change in control during such 90 day period, the unvested awards will be forfeited. As a change in control is unlikely to occur during the 90 day period the Company has not recognized equity-based compensation expense for the unvested awards. Total equity-based compensation expense related to these restricted stock units was $0 and $110,602 for the three and six month periods ended June 30, 2022, respectively. Restricted stock activity as of and during the period ended June 30, 2022 was as follows: Number of Weighted Average Outstanding at December 31, 2021 - - Granted 110,000 1.00 Vested or released (36,668 ) - Forfeited - - Outstanding at June 30, 2022 73,332 0.32 Stock Options On March 11, 2022, the Company granted the option to purchase 427,001 shares of common stock at $3.47 per share to its Chief Executive Officer, pursuant to the Chief Executive Officer’s employment agreement with the Company. The shares vest in three equal installments on the six month, one year, and two year anniversaries of the grant date and are exercisable for 10 years from the grant date. On June 8, 2022, the Chief Executive Officer’s employment with the Company ended resulting in the forfeiture of the entire award, which remained unvested at the time. Total equity-based compensation expense previously recognized for these stock options of approximately $63,000 was reversed in the three month period ended June 30, 2022. On March 30, 2022, in addition to the restricted stock granted to the Company’s new Chief Financial Officer, the Company granted the Chief Financial Officer an option to purchase 200,000 shares of common stock at $3.30 per share, pursuant to the employment agreement. The shares vest in three equal installments. The first third vested immediately on the grant date of March 30, 2022, and the remaining tranches were scheduled to vest on the one year and two year anniversaries of the grant date subject to continued employment with the Company through the applicable vesting date. The options are exercisable for 10 years from the grant date or, if earlier, ninety (90) days following termination of employment. Effective June 24, 2022, this employee resigned from the Company. Pursuant to the employee’s Separation Agreement with the Company, the unvested stock options will immediately become exercisable in full if a change in control occurs within 90 days from separation. Absent a change in control during such 90 day period, the unvested awards will be forfeited. As a change in control is unlikely to occur during the 90 day period, the Company has not recognized equity-based compensation expense for the unvested awards. Total equity-based compensation expense related to the vested stock options was $0 and $173,242 for the three and six month periods ended June 30, 2022, respectively. Stock option activity as of and during the period ended June 30, 2022 was as follows: Number of Weighted Average Outstanding at December 31, 2021 - - Granted 632,001 3.41 Exercised - - Forfeited (427,001 ) 3.47 Outstanding at June 30, 2022 205,000 3.29 Exercisable at June 30, 2022 68,334 3.29 The Company uses the Black-Scholes option-pricing model to estimate the fair value of equity-based awards. The inputs for the Black-Scholes valuation model require management’s significant assumptions. Prior to the Company’s IPO, the price per share of common stock was determined by the Company’s board based on recent prices of common stock sold in private offerings. Subsequent to the IPO, the price per share of common stock is determined by using the closing market price on the New York Stock Exchange on the grant date. The risk-free interest rates, ranging from 0.02% to 1.64%, are based on the rate for U.S. Treasury securities at the date of grant with maturity dates approximately equal to the expected life of the awards at the grant date. The expected term for employee and nonemployee awards ranged from 3 to 10 years based on industry data, vesting period, contractual period, among other factors. The expected volatility was estimated at 75% based on historical volatility information of peer companies that are publicly available in combination with the Company’s calculated volatility since being publicly traded. The Company does not expect to pay dividends. For awards with a performance condition, stock compensation is recognized over the requisite service period if it is probable that the performance condition will be satisfied.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2022
Income Tax Disclosure [Abstract]
INCOME TAXES	10. INCOME TAXES Following the conversion of Fresh Grapes, LLC to Fresh Vine Wine, Inc. on December 7, 2021, Fresh Vine Wine, Inc. will begin filing federal and state returns where required. The Company has federal and state net operating loss carryforwards with a full valuation allowance against the deferred tax assets as of June 30, 2022. No income tax expense or benefit was recorded for the three and six month periods ended June 30, 2022 due to the Company’s net loss position.

Supplier and Customer Concentra

Supplier and Customer Concentration	6 Months Ended
	Jun. 30, 2022
Risks and Uncertainties [Abstract]
SUPPLIER AND CUSTOMER CONCENTRATION	11. SUPPLIER AND CUSTOMER CONCENTRATION The Company has an agreement with an unrelated party for various wine making activities, including production, bottling, labeling, and packaging. The Company purchases finished goods through blanket sales orders that require a a minimum 20% deposit. In addition to the purchases of finished goods, the Company pays certain storage, administrative fees and taxes related to the purchased goods. There is no specified term of the agreement but continues as additional blanket sales orders are issued. For the three and six month periods ended June 30, 2022, and 2021, 100% of the Company’s inventory purchases were from this supplier. The Company also engages with other suppliers as needed for the purchase of a select varietal of wine to be offered in limited quantities. There are no formal agreements due to the infrequency of activity with these suppliers. A significant portion of the Company’s wholesale revenue comes from two customers that operate in several markets. For the three and six month periods ended June 30, 2022, approximately 60% of the Company’s wholesale revenue came from these two customers. As of June 30, 2022 and December 31, 2021, these customers accounted for approximately 69% of accounts receivable.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	12. COMMITMENTS AND CONTINGENCIES During March 2021, the Company entered into two license agreements with the Class F partner investors for marketing and advertising services. The agreements require ongoing payments of $300,000 per agreement each year for an initial term of five years. Additionally, the agreements require the Company to reimburse out of pocket expenses related to promotion of the Company’s products. In November 2021, the agreements were amended to include partners investor options to terminate the agreements if a $5 million EBITDA threshold is not met in either 2022 or 2023. The agreement was also amended, among other provisions, to begin monthly payments effective as of the date of the IPO in December 2021. The net expense relating to the agreements was $120,000 and $140,000 for the three and six month periods ended June 30, 2022. The net expense was $150,000 and $200,000 for the three and six month periods ended June 30, 2021. The estimated expense for the periods ending December 31 subsequent to June 30, 2022 is as follows: Advertising 2022 $ 240,000 2023 480,000 2024 480,000 2025 480,000 2026 80,000 $ 1,760,000 Sponsorship Agreements The estimated expense for the sponsorship agreements as described in Note 7 for the periods ending December 31 subsequent to June 30, 2022 is as follows: Advertising 2022 $ 392,442 2023 490,232 2024 160,147 $ 1,042,821 Accounts Receivable Financing In September 2021, the Company entered into an agreement with an unrelated party to pledge eligible accounts receivable for a cash advance at a percentage of the outstanding amount, with the remaining balance due upon collection from the customer. The agreement has an initial term of one year which will automatically renew for successive one year terms unless the Company provides a notice of termination at least 60 days prior to the termination date. The receivables are pledged with full recourse, which means the Company bears the risk of nonpayment and, therefore, does not meet the definition of a factoring arrangement under ASC 310-10-05-6. The amounts advanced to the Company are classified as a secured loan on the Company’s balance sheet and any fees computed on the outstanding amounts are treated as interest expense on the Company’s statement of operations. As of June 30, 2022 and December 31, 2021, the Company had pledged $0 and $146,314 of customer accounts which is recorded as receivables with recourse and had secured borrowings of $0 and $171,069, respectively. Total interest expense recorded in association with the secured loan was $1,213 and $17,462 for the three and six month periods ended June 30, 2022.

Transactions with Related Parti

Transactions with Related Parties	6 Months Ended
	Jun. 30, 2022
Related Party Transactions [Abstract]
TRANSACTIONS WITH RELATED PARTIES	13. TRANSACTIONS WITH RELATED PARTIES In October 2021, the Company issued a promissory note to a Class F member in exchange for $216,000. The term of the note is the later of 2 months from the date of the note or upon successful consummation of the IPO. The annual interest rate on the note is the maximum legal amount allowed under the applicable usury laws minus 1%, which is 7% at December 31, 2021. The Company repaid all of the principal balance plus accrued interest of $9,125 in January 2022. In addition to the agreements discussed in Note 12, the Company had an arrangement with Rabbit Hole Equity, LLC (RHE)under which RHE provided development, administrative and financial services to the Company. RHE is solely owned by the majority member of Nechio and Novak, LLC, which is the majority shareholder of the Company. Under the agreement, the Company will pay or reimburse RHE, as applicable, for any expenses it, or third parties acting on its behalf, incurs for the Company. For any selling, general and administrative activities performed by RHE or RHE employees, RHE, as applicable, charged back the employee salaries and wages, rent and related utilities. Beginning in December 2021, the Company incurs employee salary and wage expenses, rent, and utilities directly. In addition to the expenses paid by RHE to be reimbursed by the Company, several other related parties have incurred expenses or advanced cash to be reimbursed by the Company. Damian Novak is the Executive Chairman of the Company and a manager and significant member of Nechio and Novak, LLC, which was a significant shareholder of the Company at June 30, 2022. Damian Novak is a significant member of Kratos Advisory, LLC, Appellation Brands, LLC, TC Healthcare, LLC and is the sole member of Rabbit Hole Equity DTP, LLC. The Company will pay or reimburse, as applicable, for any expenses the related parties incur while acting on behalf of the Company. Additionally, the Company records receivables related to any expenses incurred on behalf of or cash advances to related entities. In October 2021, the Company entered into a service agreement with Appellation Brands, LLC, a related party due to common ownership in the wine industry, to provide representation and distribution services. As of June 15, 2022 the original agreement was terminated. Prior to termination, the Company provided access to new markets and retail and wholesale customers to the related party. In exchange for these services, the Company received a management fee of $50,000 per month plus a tiered fee ranging between $5.00 and $6.50 per case of the products sold. For the three and six month periods ended June 30, 2022, the Company recognized $146,340 and $297,224 in service revenue related to this agreement. In January 2022, the Company entered into a consulting agreement with FELCS, LLC, an entity owned by Damian Novak to provide consulting and advisory services to the Company in exchange for $25,000 per month. The agreement expires in December 2022, subject to automatic one-year renewals unless written notice to terminate the contract is given by either party. For the three and six month period ended June 30, 2022, the Company recognized $75,000 and $150,000, respectively, in total expense related to this agreement. In April 2022, the Company amended its agreement with Whetstone Consulting to include additional bonus commissions ranging from $5,000 to $100,000 subject to specific distribution milestones. The agreement has an initial term of one year and automatically renews for successive one year periods unless terminated by either party with advance notice. Amounts due to related parties were as follows as of June 30, 2022 and December 31, 2021: 2022 2021 Rabbit Hole Equity, LLC $ 111,545 $ 111,545 Appellation Brands, LLC 198,119 88,727 $ 309,664 $ 200,272 Amounts due from related parties were as follows as of June 30, 3022 and December 31, 2021: 2022 2021 Damian Novak $ 328,759 $ 325,346 Due from employees 195,186 - TC Healthcare, LLC 5,177 5,177 Kratos Advisory, LLC 45,477 45,477 $ 574,599 $ 376,000 The $328,759 due from Damian Novak was repaid in full in July 2022.

Legal Proceedings

Legal Proceedings	6 Months Ended
	Jun. 30, 2022
Prepaid Expenses and Other [Abstarct]
LEGAL PROCEEDINGS	14. LEGAL PROCEEDINGS Timothy Michaels On February 24, 2022, Timothy Michaels, the former Chief Operating Officer of the Company, signed a Separation Agreement and Release (the “Separation Agreement”) in connection with the termination of his employment with the Company, which occurred on February 7, 2022. On May 27, 2022, Mr. Michaels filed a complaint against the Company in the Fourth Judicial District Court, Hennepin County, Minnesota, alleging that the Company breached the February 24, 2022 Separation Agreement by including a restricted “lock-up” legend on shares of the Company’s common stock issued to Mr. Michaels pursuant to the Settlement Agreement. The complaint also included counts alleging breach of the implied covenant of good faith and fair dealing, issuer liability under Minn. Stat. § 336.8-401 for delay in removing or directing the Company’s transfer agent to remove the lock-up legend from the shares, conversion and civil theft. The Company has denied the allegations and intends to vigorously defend against the lawsuit. The Company has made a motion seeking dismissal of the conversion and civil theft counts. A hearing is set for September 20, 2022. Janelle Anderson On or about July 18, 2022, Janelle Anderson, the former Chief Executive Officer of the Company, served a complaint against the Company in the Fourth Judicial District Court, Hennepin County, Minnesota, alleging that the Company terminated her employment in retaliation for alleged reports pursuant to the Minnesota Whistleblower Act. Defendants also include Damian Novak, Executive Chairman and a director of the Company, and Rick Nechio, interim Chief Executive Officer and a director of the Company. The Company has denied the allegations and intends to vigorously defend against the lawsuit. Defendants Novak and Nechio similarly have denied the allegations and have made a motion seeking dismissal of the lawsuit against them.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
Nature of Business	Nature of Business Fresh Vine Wine, Inc. (the Company), a Nevada corporation, is a premium wine brand built to complement consumers’ healthy and active lifestyles. The Company provides a competitively priced premium product that is blended to deliver several important benefits, such as low-cal, low-sugar, low-carb. The Company’s wines are also gluten-free and keto and vegan friendly. The Company’s revenue is comprised primarily of wholesale and direct to consumer (DTC) sales, and representation and distribution services. Wholesale revenue is generated through sales to distributors located in states throughout the United States of America and Puerto Rico. DTC revenue is generated from individuals purchasing wine directly from the Company through club membership and the Company’s website. Representation and distribution service revenue is generated by providing third party wine producers with access to new markets and distribution channels.
Basis of Presentation	Basis of Presentation The Company’s financial statements have been prepared and are presented in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The financial statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair presentation of the financial statements. In certain instances, amounts reported in prior period financial statements have been reclassified to conform to the current financial statement presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These financial statements should be read in conjunction with the Company’s financial Statements and notes thereto for the fiscal year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K.
Corporate Conversion	Corporate Conversion On December 8, 2021, in preparation for its initial public offering (“IPO”), Fresh Grapes, LLC filed a certificate of conversion, whereby Fresh Grapes, LLC effected a corporate conversion from a Texas limited liability company to a Nevada corporation and changed its name to Fresh Vine Wine, Inc. Pursuant to the corporate conversion, units of membership interest in the limited liability company were converted into shares of common stock of the corporation at a conversion ratio of 6.1934 units for one share of common stock. As a result of the corporate conversion, accumulated deficit was reduced to zero on the date of the corporate conversion, and the corresponding amount was recorded to additional paid-in capital. The corporate conversion was approved by members holding a majority of the outstanding units, and in connection with such conversion, the Company filed a certificate of incorporation and adopted bylaws. Pursuant to the Company’s certificate of incorporation, the Company is authorized to issue up to 100,000,000 shares of common stock $0.001 par value per share and 25,000,000 shares of preferred stock $0.001 par value per share. The Company determined that the corporate conversion is equivalent to a change in the Company’s capital structure. As such, all references in the audited financial statements to the number of shares and per-share amounts of member units are now presented as common stock and have been retroactively restated to reflect this conversion.
Initial Public Offering	Initial Public Offering On December 17, 2021, the Company completed its IPO whereby it sold 2,200,000 shares of common stock at a public offering price of $10 per share. The aggregate net proceeds received by the Company from the offering were approximately $19.2 million, net of underwriting discounts and commissions of approximately $1.8 million and offering expenses of approximately $1.1 million. Upon the closing of the IPO, 12,200,013 shares of common stock were outstanding. The shares began trading on December 14, 2021 on The NYSE American stock exchange under the symbol “VINE”.
Accounting Estimates	Accounting Estimates Management uses estimates and assumptions in preparing these financial statements in accordance with U.S. GAAP. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include allowance for doubtful accounts, allowance for inventory obsolescence, equity-based compensation for employees and non-employees, and the valuation of deferred tax assets.
Application of New or Revised Accounting Standards	Application of New or Revised Accounting Standards Pursuant to the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), a company constituting an “emerging growth company” is, among other things, entitled to rely upon certain reduced reporting requirements and is eligible to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. The Company is an emerging growth company and has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company (i) is no longer an emerging growth company or (ii) affirmatively and irrevocable opts out of the extended transition period provide in the JOBS Act.
Liquidity, Going Concern, and Management Plan	Liquidity, Going Concern, and Management Plan Although the Company’s revenue generated during the three months ended June 30, 2022 represents a 10% and 57% increase over its revenues generated in the first quarter of 2022 and the fourth quarter of 2021, respectively, in addition to paying IPO fees and settling pre-IPO net outstanding related party debt in the fourth quarter of 2021, the Company’s operating expenses have significantly exceeded its revenues over these quarters. The Company has purchased additional inventory in efforts to mitigate supply chain risks and incurred additional expenses in order to invest in sales and marketing activities and increase staffing and infrastructure to position the Company for future growth. The Company is looking forward to inclusion in the fall retail resets for both large and national chains. The Company currently holds no debt and will seek debt or equity financing in the near term to sustain existing operations. If adequate financing is not available, the Company may be forced to curtail near-term growth priorities, take measures to severely reduce our expenses and business operations, or discontinue them completely. Such financing may be dilutive. At the current pace of incurring expenses and without receipt of additional financing, the Company projects that the existing cash balance will be sufficient to fund current operations into the first quarter of 2023, after which additional financing will be needed to satisfy obligations. Additional financing may not be available on favorable terms or at all. If additional financing is available, it may be highly dilutive to existing shareholders and may otherwise include burdensome or onerous terms. The Company’s inability to raise additional working capital in a timely manner would negatively impact the ability to fund operations, generate revenues, grow the business and otherwise execute the Company’s business plan, leading to the reduction or suspension of operations and ultimately potentially ceasing operations altogether. Should this occur, the value of any investment in the Company’s securities could be adversely affected. These factors call into question the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. In an effort to preserve capital, the Company’s leadership team has already deferred certain investments in additional inventory, curtailed its sales and marketing efforts and staffing, and taken other measures to reduce expenses and business operations. Collectively, these cost reduction efforts have reduced the Company’s cash requirements by more than $6.3 million for the balance of calendar year 2022, preserving capital for our highest priority expenses and investments and providing additional runway for the growth strategy to gain traction in market. In parallel, the Company continues to execute its growth strategy, opening up new distributor and retail relationships, expanding to new geographic markets, and introducing new product extensions. The Company believes that these efforts will further accelerate top-line growth in ways that will only improve liquidity measures as the Company converts receivables to cash.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), Leases This guidance will be effective for the Company beginning with the year ended December 31, 2022, with early adoption permitted. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments–Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,

Revenue Recognition (Tables)

Revenue Recognition (Tables)	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
Schedule of the percentages of total revenue disaggregated by sales	Three months ended Six months ended June 30, June 30, June 30, June 30, Wholesale 64.5 % 40.8 % 61.0 % 42.1 % Direct to consumer 21.1 % 59.2 % 23.8 % 57.9 % Related party service 14.4 % 0.0 % 15.3 % 0.0 % Total revenue 100.0 % 100.0 % 100.0 % 100.0 %

Loss Per Share (Tables)

Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2022
Earnings Per Share [Abstract]
Schedule of basic net loss per share is determined by dividing net loss attributable to shareholders	Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, Numerator: Net loss attributable to Fresh Vine Wine shareholders $ (4,458,890 ) $ (5,240,648 ) $ (8,845,133 ) $ (6,563,589 ) Denominator: Basic – weighted shares outstanding 12,534,045 8,881,794 12,417,763 7,999,400 Dilutive effect from shares authorized - - - - Diluted – weighted shares outstanding 12,534,045 8,881,794 12,417,763 7,999,400 Basic loss per share attributable to Fresh Vine Wine shareholders: $ (0.36 ) $ (0.59 ) $ (0.71 )) $ (0.82 ) Diluted loss per share attributable to Fresh Vine Wine shareholders: $ (0.36 ) $ (0.59 ) $ (0.71 )) $ (0.82 )

Inventories (Tables)

Inventories (Tables)	6 Months Ended
	Jun. 30, 2022
Inventories [Abstract]
Schedule of inventories consist	June 30, December 31, Inventory – finished goods $ 3,761,605 $ 137,647 Inventory – merchandise 8,142 21,413 Total $ 3,769,747 $ 159,060

Prepaid Expenses and Other As_2

Prepaid Expenses and Other Assets (Tables)	6 Months Ended
	Jun. 30, 2022
Prepaid Expenses and Other [Abstarct]
Schedule of prepaid expenses and other assets	June 30, December 31, 2022 2021 Prepaid marketing expenses - current $ 313,000 $ 313,000 Prepaid marketing expenses – long-term 834,667 991,167 Prepaid insurance 442,944 - Prepaid license and fees - 3,395 Inventory deposits 719,748 758,280 Other prepaid expenses 36,854 76,312 Total $ 2,347,213 $ 2,142,154

Accrued Expenses (Tables)

Accrued Expenses (Tables)	6 Months Ended
	Jun. 30, 2022
Prepaid Expenses and Other [Abstarct]
Schedule of accrued expenses	June 30, December 31, 2022 2021 Sponsorship agreements $ 277,677 $ 80,000 Accrued credit card charges 155,026 39,563 Other accrued expenses 173,000 93,303 Total $ 605,703 $ 212,866

Equity-Based Compensation (Tabl

Equity-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]
Schedule of advertising and marketing expense	Advertising 2022 $ 156,500 2023 313,000 2024 313,000 2025 313,000 2026 52,167 $ 1,147,667
Schedule of RSU awards outstanding	Number of RSUs Weighted Outstanding at December 31, 2021 377,777 0.45 Granted 117,800 0.33 Vested or released (495,577 ) - Forfeited - - Outstanding at June 30, 2022 - -
Schedule of stock options	Number of Weighted Average Outstanding at December 31, 2021 - - Granted 110,000 1.00 Vested or released (36,668 ) - Forfeited - - Outstanding at June 30, 2022 73,332 0.32 Number of Weighted Average Outstanding at December 31, 2021 - - Granted 632,001 3.41 Exercised - - Forfeited (427,001 ) 3.47 Outstanding at June 30, 2022 205,000 3.29 Exercisable at June 30, 2022 68,334 3.29

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Schedule of estimated expense	Advertising 2022 $ 240,000 2023 480,000 2024 480,000 2025 480,000 2026 80,000 $ 1,760,000 Advertising 2022 $ 392,442 2023 490,232 2024 160,147 $ 1,042,821

Transactions with Related Par_2

Transactions with Related Parties (Tables)	6 Months Ended
	Jun. 30, 2022
Related Party Transactions [Abstract]
Schedule of amounts due to related parties	2022 2021 Rabbit Hole Equity, LLC $ 111,545 $ 111,545 Appellation Brands, LLC 198,119 88,727 $ 309,664 $ 200,272 2022 2021 Damian Novak $ 328,759 $ 325,346 Due from employees 195,186 - TC Healthcare, LLC 5,177 5,177 Kratos Advisory, LLC 45,477 45,477 $ 574,599 $ 376,000

Management_s Statement (Details

Management’s Statement (Details) $ / shares in Units, $ in Millions		1 Months Ended	3 Months Ended
	Dec. 08, 2021 $ / shares shares	Dec. 17, 2021 USD ($) $ / shares shares	Jun. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2021 $ / shares shares
Management’s Statement (Details) [Line Items]
Conversion ratio units	6.1934
Common stock shares | shares	1
Common stock, shares authorized | shares	100,000,000		100,000,000	100,000,000
Common stock, par value (in Dollars per share) | $ / shares	$ 0.001		$ 0.001	$ 0.001
Preferred stock, shares authorized | shares	25,000,000		25,000,000	25,000,000
Preferred stock, par value (in Dollars per share) | $ / shares	$ 0.001		$ 0.001	$ 0.001
Net proceeds received (in Dollars) | $		$ 19.2
Underwriting discounts (in Dollars) | $		1.8
Offering expenses (in Dollars) | $		$ 1.1
Share outstanding | shares	1,614,615	12,200,013
Cash requirements (in Dollars) | $			$ 6.3
Minimum [Member]
Management’s Statement (Details) [Line Items]
Revenue generated percentage			10%
Maximum [Member]
Management’s Statement (Details) [Line Items]
Revenue generated percentage			57%
IPO [Member]
Management’s Statement (Details) [Line Items]
Common stock shares | shares		2,200,000
Offering price per shares (in Dollars per share) | $ / shares		$ 10
Underwriting discounts (in Dollars) | $		$ 1.8

Revenue Recognition (Details) -

Revenue Recognition (Details) - Schedule of the percentages of total revenue disaggregated by sales	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Total revenue	100%	100%	100%	100%
Wholesale [Member]
Segment Reporting Information [Line Items]
Total revenue	64.50%	40.80%	61%	42.10%
Direct to consumer [Member]
Segment Reporting Information [Line Items]
Total revenue	21.10%	59.20%	23.80%	57.90%
Related party service [Member]
Segment Reporting Information [Line Items]
Total revenue	14.40%	0%	15.30%	0%

Loss Per Share (Details)

Loss Per Share (Details) - shares	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022
Earnings Per Share [Abstract]
Diluted weighted average shares outstanding	1,888,336	1,888,336

Loss Per Share (Details) - Sche

Loss Per Share (Details) - Schedule of basic net loss per share is determined by dividing net loss attributable to shareholders - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Numerator:
Net loss attributable to Fresh Vine Wine shareholders (in Dollars)	$ (4,458,890)	$ (5,240,648)	$ (8,845,133)	$ (6,563,589)
Denominator:
Basic – weighted shares outstanding	12,534,045	8,881,794	12,417,763	7,999,400
Dilutive effect from shares authorized
Diluted – weighted shares outstanding	12,534,045	8,881,794	12,417,763	7,999,400
Basic loss per share attributable to Fresh Vine Wine shareholders: (in Dollars per share)	$ (0.36)	$ (0.59)	$ (0.71)	$ (0.82)
Diluted loss per share attributable to Fresh Vine Wine shareholders: (in Dollars per share)	$ (0.36)	$ (0.59)	$ (0.71)	$ (0.82)

Inventories (Details) - Schedul

Inventories (Details) - Schedule of inventories consist - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Schedule of inventories consist [Abstract]
Inventory – finished goods	$ 3,761,605	$ 137,647
Inventory – merchandise	8,142	21,413
Total	$ 3,769,747	$ 159,060

Prepaid Expenses and Other As_3

Prepaid Expenses and Other Assets (Details) - Schedule of prepaid expenses and other assets - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Schedule of prepaid expenses and other assets [Abstract]
Prepaid marketing expenses - current	$ 313,000	$ 313,000
Prepaid marketing expenses – long-term	834,667	991,167
Prepaid insurance	442,944
Prepaid license and fees		3,395
Inventory deposits	719,748	758,280
Other prepaid expenses	36,854	76,312
Total	$ 2,347,213	$ 2,142,154

Accrued Expenses (Details)

Accrued Expenses (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Accrued Expenses (Details) [Line Items]
Total expense relating to sponsorship agreements	$ 184,720	$ 150,700	$ 366,158	$ 192,000
Minimum [Member]
Accrued Expenses (Details) [Line Items]
Term of sponsorship agreements			2 years
Annual payments of sponsorship agreements	100,000		$ 100,000
Maximum [Member]
Accrued Expenses (Details) [Line Items]
Term of sponsorship agreements			4 years
Annual payments of sponsorship agreements	$ 265,000		$ 265,000

Accrued Expenses (Details) - Sc

Accrued Expenses (Details) - Schedule of accrued expenses - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Schedule of accrued expenses [Abstract]
Sponsorship agreements	$ 277,677	$ 80,000
Accrued credit card charges	155,026	39,563
Other accrued expenses	173,000	93,303
Total	$ 605,703	$ 212,866

Stockholders' Equity (Details)

Stockholders' Equity (Details) $ / shares in Units, $ in Millions		1 Months Ended		3 Months Ended
	Dec. 08, 2021 $ / shares shares	Dec. 17, 2021 USD ($) $ / shares shares	Mar. 31, 2021 shares	Mar. 31, 2021 shares	Jun. 30, 2022 $ / shares shares	Dec. 31, 2021 $ / shares shares
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized	100,000,000				100,000,000	100,000,000
Percentage of pay off a member loan			50%
Percentage of proportion interests			50%
Converted shares	1
Percentage of vest			25%
Percentage of vest additional three-year period				75%
Conversion units	6.1934
Common stock, shares issued	1,614,615
Common stock, shares outstanding	1,614,615	12,200,013
Number of common shares outstanding	10,000,013
Common stock, par value (in Dollars per share) | $ / shares	$ 0.001				$ 0.001	$ 0.001
Shares of preferred stock	25,000,000				0	0
Preferred stock, par value (in Dollars per share) | $ / shares	$ 0.001				$ 0.001	$ 0.001
Common stock shares		12,200,013			12,732,257	12,200,013
Net of underwriting discounts (in Dollars) | $		$ 1.8
Initial Public Offering [Member]
Stockholders' Equity (Details) [Line Items]
Common stock shares		2,200,000
Public offering price per share (in Dollars per share) | $ / shares		$ 10
Amount of offering (in Dollars) | $		$ 19.2
Net of underwriting discounts (in Dollars) | $		1.8
Offering expenses (in Dollars) | $		$ 1.1
Class F [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized			1,263,501	1,263,501
Converted shares	8,758,915		950,000
Class W [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized			200,388	200,388
Converted shares	1,241,098		100,000
Class P [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized			50,000	50,000

Equity-Based Compensation (Deta

Equity-Based Compensation (Details) - USD ($)		1 Months Ended			3 Months Ended		6 Months Ended
	Mar. 11, 2022	Mar. 30, 2022	Dec. 17, 2021	Mar. 31, 2021	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Mar. 02, 2022	Feb. 24, 2022
Equity-Based Compensation (Details) [Line Items]
Estimated value				$ 701,500
Equity-based compensation expense					$ 0	$ 4,902,802
Warrants purchase shares (in Shares)			110,000
Common stock per shares (in Dollars per share)			$ 12
Warrants vest year			1 year
Exercisable vest years			4 years
Cash									$ 175,000
Expected term		10 years
Expected volatility							75%
Stock Options [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					63,000
Common stock per shares (in Dollars per share)	$ 3.47
Common stock per shares (in Shares)	427,001
Employment agreement, description		the restricted stock granted to the Company’s new Chief Financial Officer, the Company granted the Chief Financial Officer an option to purchase 200,000 shares of common stock at $3.30 per share, pursuant to the employment agreement. The shares vest in three equal installments.
Grant date years	10 years
Equity-based compensation expense, vested stock options					0		$ 173,242
Minimum [Member]
Equity-Based Compensation (Details) [Line Items]
Expected term							3 years
Risk-free interest rates							0.02%
Maximum [Member]
Equity-Based Compensation (Details) [Line Items]
Expected term							10 years
Risk-free interest rates							1.64%
Class F [Member]
Equity-Based Compensation (Details) [Line Items]
Authorized shares (in Shares)				140,300
Estimated value				$ 1,565,000
Fair value amount				$ 4,902,802
Equity-based compensation expense					0	$ 701,500
Issued shares (in Shares)				313,000
Advertising and marketing services years				5 years
Amortized over years				5 years
Class F Partner [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					78,250		$ 156,500
Restricted Stock [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					297,591,000,000		1,658,485
Common stock per shares (in Shares)									251,851
Restricted Stock Units [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					$ 158,768		$ 213,380
Common stock per shares (in Shares)					47,800		47,800
Total unrecognized equity-based compensation expense							$ 17,649
Shares of Restricted Stock [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					$ 10,139
Employment agreement, description							During the period ended June 30, 2022, the Company granted 10,000 shares of restricted stock to an employee upon commencement of employment in May 2022, of which 3,334 shares vested immediately with the remaining 6,666 shares vesting in two equal installments in May 2023 and May 2024.
Chief Financial Officer [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					0		$ 110,602
Employment agreement, description		Pursuant to the employment agreement, the Company granted 100,000 shares of restricted stock. The restricted stock vests in three equal installments with the first third vesting immediately on the grant date of March 30, 2022, and the remaining tranches were scheduled to vest on the one year and two year anniversaries of the grant date subject to continued employment with the Company through the applicable vesting date.
Chief Financial Officer [Member] | Restricted Stock [Member]
Equity-Based Compensation (Details) [Line Items]
Common stock per shares (in Shares)			125,926
Chief Operating Officer [Member] | Restricted Stock [Member]
Equity-Based Compensation (Details) [Line Items]
Common stock per shares (in Shares)			251,851
Board of Directors [Member]
Equity-Based Compensation (Details) [Line Items]
Equity-based compensation expense					$ 208,841		$ 285,530
Common stock per shares (in Shares)								70,000

Equity-Based Compensation (De_2

Equity-Based Compensation (Details) - Schedule of advertising and marketing expense	Jun. 30, 2022 USD ($)
Schedule of advertising and marketing expense [Abstract]
2022	$ 156,500
2023	313,000
2024	313,000
2025	313,000
2026	52,167
Advertising and marketing expense total	$ 1,147,667

Equity-Based Compensation (De_3

Equity-Based Compensation (Details) - Schedule of RSU awards outstanding	6 Months Ended
	Jun. 30, 2022 shares
Schedule of RSU awards outstanding [Abstract]
Number of RSUs, Outstanding beginning balance	377,777
Weighted Average Remaining Contractual Term (Years), Outstanding beginning balance	5 months 12 days
Number of RSUs, Granted	117,800
Weighted Average Remaining Contractual Term (Years), Granted	3 months 29 days
Number of RSUs, Vested	(495,577)
Weighted Average Remaining Contractual Term (Years), Vested or released
Number of RSUs, Forfeited
Weighted Average Remaining Contractual Term (Years), Forfeited
Number of RSUs, Outstanding ending balance
Weighted Average Remaining Contractual Term (Years), Outstanding ending balance

Equity-Based Compensation (De_4

Equity-Based Compensation (Details) - Schedule of stock options	6 Months Ended
	Jun. 30, 2022 $ / shares shares
Equity-Based Compensation (Details) - Schedule of stock options [Line Items]
Weighted Average Remaining Contractual Term (Years), Outstanding beginning balance	5 months 12 days
Number of Shares of Restricted Stock, Granted	117,800
Weighted Average Remaining Contractual Term (Years), Granted	3 months 29 days
Number of Options,Granted	117,800
Number of Shares of Restricted Stock, Vested or released	(495,577)
Vested or released
Weighted Average Exercise Price, Forfeited
Stock Options [Member]
Equity-Based Compensation (Details) - Schedule of stock options [Line Items]
Number of Options, Outstanding beginning balance
Weighted Average Exercise Price, Outstanding beginning balance (in Dollars per share) | $ / shares
Number of Shares of Restricted Stock, Granted	632,001
Number of Options,Granted	632,001
Weighted Average Exercise Price, Granted (in Dollars per share) | $ / shares	$ 3.41
Number of Options, Exercised
Weighted Average Exercise Price, Exercised (in Dollars per share) | $ / shares
Number of Shares of Restricted Stock, Forfeited	(427,001)
Number of Options, Forfeited	(427,001)
Weighted Average Exercise Price, Forfeited (in Dollars per share) | $ / shares	$ 3.47
Number of Shares of Restricted Stock, Outstanding ending balance	205,000
Number of Options, Outstanding ending balance	205,000
Weighted Average Exercise Price, Outstanding ending balance (in Dollars per share) | $ / shares	$ 3.29
Number of Options, Exercisable Exercisable at June 30, 2022	68,334
Weighted Average Exercise Price, Exercisable at June 30, 2022 (in Dollars per share) | $ / shares	$ 3.29
Shares of Restricted Stock [Member]
Equity-Based Compensation (Details) - Schedule of stock options [Line Items]
Number of Shares of Restricted Stock, Outstanding beginning balance
Weighted Average Remaining Contractual Term (Years), Outstanding beginning balance
Number of Shares of Restricted Stock, Granted	110,000
Weighted Average Remaining Contractual Term (Years), Granted	1 year
Number of Options,Granted	110,000
Number of Shares of Restricted Stock, Vested or released	(36,668)
Vested or released
Number of Shares of Restricted Stock, Forfeited
Weighted Average Exercise Price, Forfeited
Number of Options, Forfeited
Number of Shares of Restricted Stock, Outstanding ending balance	73,332
Weighted Average Remaining Contractual Term (Years), Outstanding ending balance	3 months 25 days
Number of Options, Outstanding ending balance	73,332

Supplier and Customer Concent_2

Supplier and Customer Concentration (Details)	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Dec. 31, 2021
Supplier and Customer Concentration (Details) [Line Items]
Purchases finished goods percentage		20%
Inventory purchases, percentage		100%
Number of customers operates in several markets		2
Percentage of wholesale revenue	60%	60%
Accounts receivable [Member]
Supplier and Customer Concentration (Details) [Line Items]
Percentage of customers accounted	69%	69%	69%

Commitments and Contingencies_2

Commitments and Contingencies (Details) - USD ($)	1 Months Ended		3 Months Ended		6 Months Ended
	Nov. 30, 2021	Mar. 31, 2021	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Ongoing payments		$ 300,000
Investor options to terminate agreements	$ 5,000,000
Net expense			$ 120,000	$ 150,000	$ 140,000	$ 200,000
Customer accounts receivables			0		0		$ 146,314
Secured borrowings			0		0		$ 171,069
Total interest expense			$ 1,213		$ 17,462

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of estimated expense	Jun. 30, 2022 USD ($)
Commitments and Contingencies (Details) - Schedule of estimated expense [Line Items]
2022	$ 240,000
2023	480,000
2024	480,000
2025	480,000
2026	80,000
Total	1,760,000
Sponsorship Agreement [Member]
Commitments and Contingencies (Details) - Schedule of estimated expense [Line Items]
2022	392,442
2023	490,232
2024	160,147
Total	$ 1,042,821

Transactions with Related Par_3

Transactions with Related Parties (Details) - USD ($)	1 Months Ended			3 Months Ended	6 Months Ended
	Apr. 30, 2022	Jan. 31, 2022	Oct. 31, 2021	Jun. 30, 2022	Jun. 30, 2022	Jul. 31, 2022	Dec. 31, 2021
Transactions with Related Parties (Details) [Line Items]
Accrued interest		$ 9,125
Management fee			$ 50,000
Recognized service revenue					$ 297,224
Consulting agreement, description		In January 2022, the Company entered into a consulting agreement with FELCS, LLC, an entity owned by Damian Novak to provide consulting and advisory services to the Company in exchange for $25,000 per month.
Total expense				$ 75,000	150,000
Amount due from related parties				574,599	$ 574,599	$ 328,759	$ 376,000
Minimum [Member]
Transactions with Related Parties (Details) [Line Items]
Products sold per share (in Dollars per share)			$ 5
Bonus commissions	$ 5,000
Maximum [Member]
Transactions with Related Parties (Details) [Line Items]
Products sold per share (in Dollars per share)			$ 6.5
Bonus commissions	$ 100,000
IPO [Member] | Minimum [Member]
Transactions with Related Parties (Details) [Line Items]
Annual interest rate							1%
IPO [Member] | Maximum [Member]
Transactions with Related Parties (Details) [Line Items]
Annual interest rate							7%
Service [Member]
Transactions with Related Parties (Details) [Line Items]
Recognized service revenue				$ 146,340
Class F [Member]
Transactions with Related Parties (Details) [Line Items]
Issued a promissory note			$ 216,000

Transactions with Related Par_4

Transactions with Related Parties (Details) - Schedule of amounts due to related parties - USD ($)	Jul. 31, 2022	Jun. 30, 2022	Dec. 31, 2021
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due to related parties Total		$ 309,664	$ 200,272
Amounts due from related parties, Total	$ 328,759	574,599	376,000
Rabbit Hole Equity DTP, LLC [Member]
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due to related parties Total		111,545	111,545
Appellation Brands, LLC [Member]
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due to related parties Total		198,119	88,727
Damian Novak [Member]
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due from related parties, Total		328,759	325,346
Due from employees [Member]
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due from related parties, Total		195,186
TC Healthcare, LLC [Member]
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due from related parties, Total		5,177	5,177
Kratos Advisory, LLC [Member]
Transactions with Related Parties (Details) - Schedule of amounts due to related parties [Line Items]
Amounts due from related parties, Total		$ 45,477	$ 45,477