Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 18, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 1-03319 | |
Entity Registrant Name | Quad M Solutions, Inc. | |
Entity Central Index Key | 0000066600 | |
Entity Tax Identification Number | 82-0144710 | |
Entity Incorporation, State or Country Code | ID | |
Entity Address, Address Line One | 1111 Belt Line Road | |
Entity Address, Address Line Two | Suite 108E | |
Entity Address, City or Town | Garland | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75040 | |
City Area Code | 877 | |
Local Phone Number | 465-8080 | |
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 | 129,668,801 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 460,662 | $ 319,613 |
Note receivable – related party | 81,000 | |
Accounts receivable | 3,377,238 | 2,101,512 |
Total Current Assets | 3,918,900 | 2,421,125 |
OTHER ASSETS | ||
Investment | 100,000 | |
Total Other Assets | 100,000 | |
TOTAL ASSETS | 4,018,900 | 2,421,125 |
CURRENT LIABILITIES | ||
Accounts payable | 914,287 | 399,494 |
Accrued interest | 256,547 | 166,916 |
Notes payable - related party | 57,618 | 57,618 |
Convertible debt, net | 842,140 | 601,900 |
Derivative liability | 1,384,820 | 4,421,956 |
Accrued expense | 697,607 | 700,625 |
Aurum payable | 400,000 | 400,000 |
Note payable | 5,875,105 | 4,234,799 |
Accrued revenue | 2,063,745 | |
Due to preferred shareholders | 1,416,312 | 1,591,922 |
Total Current Liabilities | 11,844,436 | 14,638,975 |
TOTAL LIABILITIES | 11,844,436 | 14,638,975 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ EQUITY | ||
Preferred stock, $.10 par value, 10,000,000 shares authorized, 2,415,182 and 2,614,600 issued and outstanding | 241,518 | 261,460 |
Common stock, $0.001 par value, 900,000,000 shares authorized; 116,784,295 and 78,011,174 shares issued and outstanding | 116,784 | 78,011 |
Additional paid-in capital | 19,174,895 | 18,151,756 |
Shares to be issued | 202,800 | 202,800 |
Subscription receivable | (3,100) | (3,100) |
Accumulated deficit | (27,558,433) | (30,908,777) |
Total Stockholders’ Equity | (7,825,536) | (12,217,850) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 4,018,900 | $ 2,421,125 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 2,415,182 | 2,614,600 |
Preferred stock, shares outstanding | 2,415,182 | 2,614,600 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 900,000,000 | 900,000,000 |
Common stock, shares issued | 116,784,295 | 78,011,174 |
Common stock, shares outstanding | 116,784,295 | 78,011,174 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
REVENUES | $ 17,660,827 | $ 9,077,045 |
COST OF SALES | 15,243,672 | 8,688,841 |
GROSS PROFIT | 2,417,155 | 388,204 |
OPERATING EXPENSES | ||
Professional fees | 109,915 | 55,574 |
General and administrative | 483,950 | 232,746 |
Sales expense | 117 | 117 |
Officers’ fees | 51,000 | |
Payroll expense | 445,692 | 187,778 |
Travel | 22,707 | 10,292 |
TOTAL OPERATING EXPENSES | 1,062,381 | 537,507 |
INCOME FROM OPERATIONS | 1,354,774 | (149,303) |
OTHER INCOME (EXPENSES) | ||
Interest expense | (673,591) | (441,973) |
Interest income | 3 | |
Financing fees | (105,500) | (2,000) |
Gain (loss) on issuance of convertible debt | ||
Gain (loss) on revaluation of derivative | 2,574,704 | (127,378) |
Gain (loss) on securities | 20,391 | |
Other income (expense) | 199,958 | |
TOTAL OTHER INCOME (EXPENSES) | 1,995,571 | (550,957) |
INCOME BEFORE TAXES | 3,350,345 | (700,260) |
INCOME TAXES | ||
NET INCOME | $ 3,350,345 | $ (700,260) |
NET INCOME PER COMMON SHARE, BASIC AND DILUTED | $ 3 | $ 0 |
WEIGHTED AVERAGE NUMBER OF COMMON STOCK SHARES OUTSTANDING, BASIC AND DILUTED | 105,861,903 | 52,272,058 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Deficit - USD ($) | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Stock to be Issued or Subscription Receivable [Member] | Retained Earnings [Member] | Total |
Balance at Sep. 30, 2019 | $ 690 | $ 80,000 | $ 4,339,751 | $ (3,100) | $ (7,079,690) | $ (2,662,352) |
Balance, shares at Sep. 30, 2019 | 689,778 | 800,000 | ||||
Common stock issued for services | $ 213 | 72,387 | 296,058 | 368,658 | ||
Common stock issued for services, shares | 213,000 | |||||
Common stock issued for convertible debt & financing fees | $ 11,376 | 1,230,640 | 1,242,016 | |||
Common stock issued for convertible debt & financing fees, shares | 11,375,820 | |||||
Conversion of warrants | $ 1,074 | (1,074) | ||||
Conversion of warrants, shares | 1,074,302 | |||||
Conversion of preferred stock | $ 6,656 | $ (97,093) | 102,937 | 12,500 | ||
Conversion of preferred stock, shares | 6,656,250 | (970,930) | ||||
Preferred stock issued for cash | $ 500 | 24,500 | 25,000 | |||
Preferred stock issued for cash, shares | 5,000 | |||||
Preferred stock issued for financing fees | $ 2,075 | 205,425 | 207,500 | |||
Preferred stock issued for financing fees, shares | 20,750 | |||||
Preferred shares issued for services | $ 1,150 | 731,622 | (41,558) | 691,214 | ||
Preferred shares issued for services, shares | 11,500 | |||||
Preferred stock issued for exchanged warrants | $ 285,132 | (285,132) | ||||
Preferred stock issued for exchanged warrants, shares | 2,851,318 | |||||
Warrants issued for convertible debt | 383,014 | 383,014 | ||||
Retirement of derivative liability | 2,635,906 | 2,635,906 | ||||
Warrant down-round | 1,575,068 | (1,575,068) | ||||
Excess shares issued with split correction | $ 112 | (112) | ||||
Excess shares issued with split correction, shares | 111,860 | |||||
Net income | (8,255,367) | (8,255,367) | ||||
Balance at Sep. 30, 2020 | $ 21,121 | $ 271,764 | 11,014,932 | 251,400 | (16,910,125) | (5,351,909) |
Balance, shares at Sep. 30, 2020 | 20,121,010 | 2,717,638 | ||||
Common stock issued for services | 72,050 | 72,050 | ||||
Conversion of warrants | $ 10,629 | (10,629) | ||||
Conversion of warrants, shares | 10,628,615 | |||||
Conversion of preferred stock | $ 17,271 | $ (2,029) | (13,982) | 1,260 | ||
Conversion of preferred stock, shares | 17,270,885 | (20,289) | ||||
Preferred stock issued for cash | $ 1,030 | 101,970 | 103,000 | |||
Preferred stock issued for cash, shares | 10,300 | |||||
Preferred shares issued for services | $ 2,268 | 123,300 | (123,750) | 1,818 | ||
Preferred shares issued for services, shares | 22,682 | |||||
Warrants issued for convertible debt | 1,683,668 | 1,683,668 | ||||
Retirement of derivative liability | 2,987,005 | 2,987,005 | ||||
Excess shares issued with split correction | $ 4 | (4) | ||||
Excess shares issued with split correction, shares | 3,184 | |||||
Net income | (10,843,658) | (10,753,658) | ||||
Common stock issued for convertible debt | $ 13,740 | 733,042 | 746,782 | |||
Common stock issued for convertible debt, shares | 13,740,825 | |||||
Common stock issued with convertible debt | $ 164 | 32,525 | 32,689 | |||
Common stock issued with convertible debt, shares | 164,155 | |||||
Common stock issued for financing fees | $ 20 | 4,320 | 4,340 | |||
Common stock issued for financing fees, shares | 20,000 | |||||
Common stock issued for cancellation of preferred shares | $ 2,000 | $ (1,690) | 417,346 | 417,656 | ||
Common stock issued for cancellation of preferred shares, shares | 2,000,000 | (16,902) | ||||
Retirement of preferred shares | $ (9,030) | 176,721 | 167,691 | |||
Retirement of preferred shares, shares | (90,300) | |||||
Common stock issued for preferred holder debt | $ 2,800 | $ (471) | 56,100 | 58,429 | ||
Common stock issued for preferred holder debt, shares | 2,800,000 | (4,712) | ||||
Balance at Sep. 30, 2021 | $ 66,749 | $ 261,842 | 17,306,313 | 199,700 | 27,753,783 | (9,919,179) |
Balance, shares at Sep. 30, 2021 | 66,748,674 | 2,618,417 | ||||
Common stock issued for services | $ 2,000 | 198,000 | $ 200,000 | |||
Common stock issued for services, shares | 2,000,000 | 2,000,000 | ||||
Conversion of warrants | $ 2,962 | (2,962) | ||||
Conversion of warrants, shares | 2,962,500 | |||||
Conversion of preferred stock | $ 3,100 | $ (181) | (2,919) | |||
Conversion of preferred stock, shares | 3,100,000 | (1,813) | ||||
Preferred shares issued for services | $ 200 | 99,800 | 100,000 | |||
Preferred shares issued for services, shares | 2,000 | |||||
Warrants issued for convertible debt | 506,674 | 506,674 | ||||
Net income | (3,154,994) | $ (3,154,994) | ||||
Common stock issued for cancellation of preferred shares, shares | 3,200,000 | |||||
Common stock issued for preferred holder debt | $ 3,200 | $ (401) | 46,850 | $ 49,649 | ||
Common stock issued for preferred holder debt, shares | 3,200,000 | (4,004) | ||||
Balance at Dec. 31, 2021 | $ 78,011 | $ 261,460 | 18,151,756 | 199,700 | 30,908,777 | (12,217,850) |
Balance, shares at Dec. 31, 2021 | 78,011,174 | 2,614,600 | ||||
Conversion of preferred stock | $ 10,722 | $ (18,526) | 7,754 | |||
Conversion of preferred stock, shares | 10,772,364 | (185,256) | ||||
Retirement of derivative liability | 462,432 | 462,432 | ||||
Warrant down-round | 1,575,068 | |||||
Net income | 3,350,345 | 3,350,345 | ||||
Common stock issued for convertible debt | $ 3,210 | 285,719 | 288,929 | |||
Common stock issued for convertible debt, shares | 3,210,326 | |||||
Common stock issued for financing fees | $ 167 | 14,833 | $ 15,000 | |||
Common stock issued for financing fees, shares | 166,667 | 166,667 | ||||
Common stock issued for cancellation of preferred shares, shares | 14,623,764 | |||||
Investment in GMMX | $ 10,000 | 90,000 | $ 100,000 | |||
Investment in GMMX, shares | 10,000,000 | |||||
Conversion of preferred stock for debt to preferred holders | $ 14,624 | $ (1,416) | 162,401 | 175,609 | ||
Conversion of preferred stock for debt to preferred holders, shares | 14,623,764 | (14,162) | ||||
Balance at Mar. 31, 2022 | $ 116,784 | $ 241,518 | $ 19,174,895 | $ 199,700 | $ (27,558,432) | $ (7,825,536) |
Balance, shares at Mar. 31, 2022 | 116,784,295 | 2,415,182 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income (loss) | $ 3,350,345 | $ (3,154,994) | $ (700,260) |
Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities: | |||
Amortization of debt discount | 441,140 | 377,599 | |
Financing fees | 12,955 | ||
Common stock issued for services | 27,750 | ||
Preferred stock issued for services | 1,820 | ||
Financing fees for conversion of preferred stock | 1,250 | ||
Financing fees for convertible debt | 79,750 | ||
Loss (Gain) on revaluation of derivative liability | (2,574,704) | 127,378 | |
Common stock issued for financing fees | 15,750 | ||
Changes in assets and liabilities: | |||
Decrease (increase) in accounts receivable | (1,275,726) | ||
Increase (decrease) in accounts payable | 514,790 | (39,501) | |
Increase (decrease) in accrued interest | 99,629 | 62,328 | |
Increase (decrease) in prepaid revenue | (2,063,745) | ||
Increase (decrease) in accrued expense | (3,018) | ||
Net cash used by operating activities | (1,415,789) | (128,681) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Note receivable | (81,000) | (5,718) | |
Net cash used by investing activities | (81,000) | (5,718) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from sale of preferred stock | |||
Proceeds from convertible debt, net | |||
Proceeds from note payable-related party | |||
Proceeds from short term loan | 1,707,838 | 300,000 | |
Payment on convertible debt | (88,668) | ||
Payment on short term loan | (70,000) | ||
Net cash provided by financing activities | 1,637,838 | 211,332 | |
INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS | 141,049 | 76,933 | |
Cash, beginning of period | 319,613 | 516,987 | |
Cash, end of period | 460,662 | $ 319,613 | 593,917 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Interest paid | |||
Income taxes paid | |||
Common stock issued for convertible debt | 288,929 | $ 134,000 | |
Derivative liabilities | |||
Common stock issued for investment | $ 100,000 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Quad M Solutions, Inc. (“the Company”), f/k/a Mineral Mountain Mining & Milling Company, was incorporated under the laws of the State of Idaho on August 4, 1932 On March 22, 2019 the Company entered into two separate Share Exchange Agreements pursuant to which it agreed to acquire 100 400,000 400,000 The closing of the two Share Exchange Agreements occurred on April 16, 2019, at which date NuAxess and PR345 became wholly-owned subsidiaries of the Company. In addition, on April 16, 2019, the Company sold 75 10 Recent Developments-Former MMMM Mining Subsidiaries On May 13, 2019, the Company filed a Definitive Information Statement on Schedule 14C for the purpose of implementing the following corporate actions: (i) the increase in the authorized shares of common stock from 100 900 On June 7, 2019, the Company filed Articles of Amendment to its Articles of Incorporation with the Secretary of State of the State of Idaho effecting the Name Change. On June 14, 2019 the Company filed Articles of Amendment to its Articles of Incorporation with the Secretary of State of the State of Idaho effecting the Authorized Common Stock Share Increase. In addition, effecting the Authorized Common Stock Share Increase. In addition, on July 19, 2019, the Company obtained the requisite approval from FINRA for the Name Change. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of Quad M Solutions, Inc and its two wholly owned subsidiaries, NuAxess and Open Axess, is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States and have been consistently applied in the preparation of the financial statements. Fair Value of Financial Instruments The Company’s financial instruments as defined by ASC 825-10-50, include cash, receivables, accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at September 30, 2020 and December 31, 2020. The standards under ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. FASB ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little of no market data, which require the reporting entity to develop its own assumptions. The Company has convertible debt of $ 842,140 SCHEDULE OF DERIVATIVE LIABILITY March 31, 2022 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liability - - - $ 1,384,820 Total - - - $ 1,384,820 Going Concern As shown in the accompanying financial statements, the Company has incurred cumulative operating losses since inception. As of March 31, 2022, the Company has limited financial resources with which to achieve its objectives and attain profitability and positive cash flows from operations. As shown in the accompanying balance sheets and statements of operations, the Company has an accumulated deficit of $ 27,558,433 . The Company’s working capital deficit is $ 7,925,536 . Achievement of the Company’s objectives will depend on its ability to obtain additional financing, to generate revenue from current and planned business operations, and to effectively operating and capital costs. The Company plans to fund the operations of its two wholly owned subsidiaries, NuAxess and PR345, by potential sales of its common stock and/or by issuing debt securities to institutional investors. However, there is no assurance that the Company will be able to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists. Provision for Taxes Income taxes are provided based upon the liability method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition Revenue Recognition Sales revenues are generally recognized in accordance with the SAB 104 Public Company Guidance, when an agreement exists and price is determinable, the services are rendered, net of discounts, returns and allowance and collectability is reasonably assured. We are often entitled to bill our customers and receive payment from our customers in advance of recognizing the revenue. In the instances in which we have received payment from our customers in advance of recognizing revenue, we include the amounts in deferred or unearned revenue on our consolidated balance sheet. |
SHARE EXCHANGE AND ASSIGNMENT A
SHARE EXCHANGE AND ASSIGNMENT AGREEMENT | 3 Months Ended |
Mar. 31, 2022 | |
Share Exchange And Assignment Agreement | |
SHARE EXCHANGE AND ASSIGNMENT AGREEMENT | NOTE 3 – SHARE EXCHANGE AND ASSIGNMENT AGREEMENT On April 16, 2019, the Company entered into a Share Exchange and Assignment Agreement (the “MBO Agreement”) with Aurum, LLC (“Aurum”), a newly formed Nevada corporation organized by Sheldon Karasik, the Company’s former CEO, Chairman and a principal shareholder for the purpose of acquiring 75 10 100,000 96,673 403,327 |
CONVERTIBLE DEBT
CONVERTIBLE DEBT | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE DEBT | NOTE 4 – CONVERTIBLE DEBT Outstanding Convertible Debt On or about November 4, 2021, the Company issued a convertible promissory note to an institutional investor for the principal sum of $ 25,000 8 November 4, 2022 312 3,904 50,000 8 November 4, 2022 624 7,808 25,000 8 November 4, 2022 312 4,318 50,000 8 November 4, 2022 624 8,636 220,000 8 November 9, 2022 2,542 27,405 3,937 66,000 12 April 29, 2020 3,993 3,993 On or about May 7, 2019, the Company issued a convertible promissory note to another institutional investor for the principal sum of $ 50,000 12 May 7, 2020 On April 5, 2021, the investor converted the outstanding principal into 925,930 15,918 On or about August 4, 2021, the Company issued a convertible promissory note to an institutional investor for the principal sum of $ 660,000 8 August 4, 2022 13,308 166,356 150,000 8 August 10, 2022 3,024.66 37,498.63 137,500 8 August 13, 2022 2,811 30,499 4,159 50,000 8 August 20, 2022 1,008 8,241 4,362 110,000 8 September 20, 2022 |
NOTE PAYABLE
NOTE PAYABLE | 3 Months Ended |
Mar. 31, 2022 | |
Note Payable | |
NOTE PAYABLE | NOTE 5 – NOTE PAYABLE On April 9, 2021, the Company entered into a Master Senior Loan Agreement (“MSLA”) with BeachStar Partners, LLC as Lender and Administrative Agent. Pursuant to the MSLA, the Company borrowed the initial sum of $ 4,200,000 , which sum has been received by the Company in full. A Promissory was issued at closing, the Note bears interest at 18 % per annum based on a 360-day year and is due eighteen months from the funding day. The Company pays interest monthly in the amount greater of $ 63,000 or 4 % of the collections received by the Company. The Company has authorized the lender to apply the portion of each collections payment that exceeds the monthly interest amount to future monthly interest amount scheduled through the maturity date, at which time such excess payments shall be applied to the principle of the loan The MSLA is not convertible to the Company’s stock unless in the event of a material uncured default of the MSLA. The MSLA further provides for additional incremental loans in tranches of $ 1,000,000 During the period ended March 31, 2022, the Company paid $ 132,822 in interest. On February 2, 2022, the Company received an additional $ 600,000 |
COMMON AND PREFERRED STOCK
COMMON AND PREFERRED STOCK | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
COMMON AND PREFERRED STOCK | NOTE 6 – COMMON AND PREFERRED STOCK Upon formation the authorized capital of the Company was 2,000,000 .05 in 1953 the Company increased the authorized capital to 3,000,000 shares of common stock, in 1985 the authorized capital was again increased to 10,000,000 shares of common stock, and in 2014 the Company increased the authorized capital to 100,000,000 shares of common stock with a par value of $.001 and 10,000,000 shares of preferred stock with a par value of $.10 100,000,000 900,000,000 Preferred Stock Series B Super Voting Preferred Stock On March 21, 2019, the Company, while under the control of former CEO, Chairman and principal shareholder, Sheldon Karasik, filed a Certificate of Designation amending the Articles of Incorporation and designating the rights and restrictions of one (1) share of newly authorized Series B Super Voting Preferred Stock, par value $ 0.10 0.16 0.16 Series Voting Preferred Stock shall be entitled to that number of votes equal to 51% of the total number of votes that all issued and outstanding shares of Common Stock and all other securities of the Company are entitled to, as of any such date of determination, on a fully diluted basis Series C and Series D Convertible Preferred Stock On April 2, 2019, the Company filed two Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 400,000 0.10 400,000 0.10 During the three-month period ended March 31, 2022, the holders of shares of Series C Convertible Preferred Stock and Series D Convertible Preferred Stock (collectively, the “Series C and Series D Shares”) converted a total of 193,101 23,396,128 Series E Convertible Preferred Stock On April 8, 2019, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 25,000 0.10 10 On April 8, 2019, the Company issued 18,182 100,000 During the quarter ended March 31, 2021, a total of 1,365 2,150,000 During the quarter ended June 30, 2021, the Company issued 2,000,000 1,000,000 139,346 417,655 Series F Convertible Preferred Stock On March 9, 2019, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 20,750 0.10 10 During the period ended March 31, 2020, 50 43,750 11,870 3,217,500 5,430 1,420,000 On October 2, 2020, the 3,400 881,250 13% Series G Cumulative Redeemable Perpetual Preferred Stock On April 27, 2020, the Company filed a Certificate of Designation amending the Articles of Incorporation and designation the rights and restrictions of 2,000,000 0.10 25 Series M Convertible Preferred Stock On April 27, 2020, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 50,000 0.10 On May 28, 2020, the Company’s Board of Directors approved the execution of consulting services agreements with six unrelated persons/entities, none of whom were affiliates of the Company, pursuant to which the Company agreed to the issuance of 11,500 During the quarter ended September 30, 2020, the Company issued 11,500 691,214 1,500 75,000 During the quarter ended December 31, 2020 the Company issued 4,500 225,000 During the quarter ended March 31, 2021, a total of 6,000 300,000 During the quarter ended June 30, 2021, there was no activity. During the quarter ended September 30, 2021, the 4,500 Series A Convertible Preferred Stock On July 2, 2020, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 2,851,318 0.10 During the quarter ended September 30, 2020, 950,000 950,000 Series H Convertible Preferred Stock On August 28, 2020, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 5,000 0.10 10 25,000 During the quarter ended March 31, 2021, a total of 1,259 599,733 7% Series O Cumulative Redeemable Perpetual Preferred Stock On September 28, 2020, the Company filed a Certificates of Designation amending the Articles of Incorporation and designation the rights and restrictions of 1,000,000 0.10 12.50 9% Series N Convertible Preferred Stock On November 20, 2020, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 100,000 0.10 On November 27, 2020 the Company issued 10,300 103,000 3,000 During the quarter ended June 30, 2021, the Company paid $ 136,933 33,933 Series R Convertible Preferred Stock On November 19, 2021, the Company filed a Certificates of Designation amending the Articles of Incorporation and the Certificates of Designation of the rights and restrictions of 100,000 0.10 On December 3, 2021, the Company issued 2,000 100,000 On February 28, 2022, the holders of shares of Series R Convertible Preferred Stock converted a total of 2,000 2,000,000 The shares of Preferred Stock outstanding at March December SCHEDULE OF PREFERRED STOCK OUTSTANDING A A A Period Ended Preferred Stock Series March 31, December 31, A 1,901,318 1,901,318 B 1 1 C 200,000 383,256 D 297,122 311,284 E - - F - - H 3,741 3,741 M 13,000 13,000 N - - R - 2,000 Total 2,415,182 2,614,600 Common Stock During the three-month period ended March 31, 2021, the Company issued 2,004,361 105,000 50,318 11,020 During the three-month period ended June 30, 2021, the Company issued 6,409,503 309,750 2,000,000 1,000,000 16,902 During the three-month period ended September 30, 2021, the Company issued 7,839,902 8,429,542 2,800,000 During the three-month period ended December 31, 2021, the Company issued 3,100,000 2,962,500 3,200,000 2,000,000 200,000 During the three-month period ended March 31, 2022, the Company issued 10,772,364 3,210,326 14,623,764 10,000 100,000 166,667 The following warrants were outstanding at March 31, 2022: SUMMARY OF WARRANTS OUTSTANDING Warrant Type Warrants Issued and Unexercised Exercise Price Expiration Date Warrants * 1,666,667 $ 0.02 December 2024 Warrants * 1,249,995 $ 0.60 July 2023 Warrants 3,000,000 $ 1.00 June 2024 Warrants 7,333,333 $ 0.09 August 2026 Warrants 1,666,667 0.09 August 2026 Warrants 550,000 0.09 August 2026 Warrants 555,555 0.09 August 2026 Warrants 1,222,222 0.09 August 2026 Warrants 1,252,526 0.09 0.30 November 2026 * Each of these warrants have a down round feature that have been triggered by certain events resulting in recognition of the down round. The accounting recognition of the triggered down round features, which have the same accounting effect as a “dividend”, has a cumulatively reduced retained earnings by $ 1,575,068 The following warrants were outstanding at December 31, 2021: Warrant Type Warrants Exercise Expiration Warrants 10,000 $ 5.00 December 2021 Warrants 5,000 $ 10.00 December 2021 Warrants 16,666,667 $ 0.02 December 2024 Warrants 1,249,995 $ 0.60 July 2023 Warrants 3,000,000 $ 1.00 June 2024 Warrants 7,333,333 $ 0.09 August 2026 Warrants 1,666,667 0.09 August 2026 Warrants 550,000 0.09 August 2026 Warrants 555,555 0.09 August 2026 Warrants 1,222,222 00.09 August 2026 Warrants 1,252,526 .09 0.30 November 2026 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 7 – RELATED PARTY TRANSACTIONS During the year ended September 30, 2016 the Company issued a note payable to a family member of a former officer in the amount of $ 15,000 3,000 300,000 5,000 10 12,095 11,045 During the year ended September 30, 2017 the Company issued two notes payable to Premium Exploration Mining in the amount of $ 35,000 15,000 5 70,399 65,235 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 8 – INCOME TAXES Topic 740 in the Accounting Standards Codification (ASC 740) prescribes recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. At December31, 2018 the Company had taken no tax positions that would require disclosure under ASC 740. The Company files income tax returns in the U.S. federal jurisdiction and the State of Idaho. The Company is currently in arrears in filing their federal and state tax returns, both jurisdictions statute of limitations of three years does not begin until the tax returns are filed. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. Significant components of the deferred tax assets at an anticipated tax rate 21% for the period ended March 31, 2022 and December 31, 2021 are as follows: SUMMARY OF DEFERRED TAX ASSETS March 31, 2022 December 31, 2021 Net operating loss carryforwards 27,558,443 30,908,777 Deferred tax asset 6,120,480 6,824,052 Valuation allowance for deferred asset (6,120,480 ) (6,824,052 ) Net deferred tax asset - - At March 31, 2022 and December 31, 2021, the Company has net operating loss carryforwards of approximately $ 27,558,443 30,908,777 703,572 On December 22, 2017 H.R. 1, originally known as the Tax Cuts and Jobs Act, (the “Tax Act”) was enacted. Among the significant changes to the U.S. Internal Revenue Code, the Tax Act lowered the U.S. federal corporate income tax rate (“Federal Tax Rate”) from 35% to 21% effective January 1, 2018. The Company will compute its income tax expense for the December 31, 2017 fiscal year using a Federal Tax Rate of 21 The remeasurement of the deferred tax assets resulted in a $ 68,010 35 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 9 – SUBSEQUENT EVENTS On May 4, 2022, the Company issued 900,000 45,495 87,921 5,828,172 4,226 5,828,173 1,892 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments as defined by ASC 825-10-50, include cash, receivables, accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at September 30, 2020 and December 31, 2020. The standards under ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. FASB ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little of no market data, which require the reporting entity to develop its own assumptions. The Company has convertible debt of $ 842,140 SCHEDULE OF DERIVATIVE LIABILITY March 31, 2022 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liability - - - $ 1,384,820 Total - - - $ 1,384,820 |
Going Concern | Going Concern As shown in the accompanying financial statements, the Company has incurred cumulative operating losses since inception. As of March 31, 2022, the Company has limited financial resources with which to achieve its objectives and attain profitability and positive cash flows from operations. As shown in the accompanying balance sheets and statements of operations, the Company has an accumulated deficit of $ 27,558,433 . The Company’s working capital deficit is $ 7,925,536 . Achievement of the Company’s objectives will depend on its ability to obtain additional financing, to generate revenue from current and planned business operations, and to effectively operating and capital costs. The Company plans to fund the operations of its two wholly owned subsidiaries, NuAxess and PR345, by potential sales of its common stock and/or by issuing debt securities to institutional investors. However, there is no assurance that the Company will be able to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists. |
Provision for Taxes | Provision for Taxes Income taxes are provided based upon the liability method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition |
Revenue Recognition | Revenue Recognition Sales revenues are generally recognized in accordance with the SAB 104 Public Company Guidance, when an agreement exists and price is determinable, the services are rendered, net of discounts, returns and allowance and collectability is reasonably assured. We are often entitled to bill our customers and receive payment from our customers in advance of recognizing the revenue. In the instances in which we have received payment from our customers in advance of recognizing revenue, we include the amounts in deferred or unearned revenue on our consolidated balance sheet. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
SCHEDULE OF DERIVATIVE LIABILITY | SCHEDULE OF DERIVATIVE LIABILITY March 31, 2022 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Derivative liability - - - $ 1,384,820 Total - - - $ 1,384,820 |
COMMON AND PREFERRED STOCK (Tab
COMMON AND PREFERRED STOCK (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
SCHEDULE OF PREFERRED STOCK OUTSTANDING | The shares of Preferred Stock outstanding at March December SCHEDULE OF PREFERRED STOCK OUTSTANDING A A A Period Ended Preferred Stock Series March 31, December 31, A 1,901,318 1,901,318 B 1 1 C 200,000 383,256 D 297,122 311,284 E - - F - - H 3,741 3,741 M 13,000 13,000 N - - R - 2,000 Total 2,415,182 2,614,600 |
SUMMARY OF WARRANTS OUTSTANDING | The following warrants were outstanding at March 31, 2022: SUMMARY OF WARRANTS OUTSTANDING Warrant Type Warrants Issued and Unexercised Exercise Price Expiration Date Warrants * 1,666,667 $ 0.02 December 2024 Warrants * 1,249,995 $ 0.60 July 2023 Warrants 3,000,000 $ 1.00 June 2024 Warrants 7,333,333 $ 0.09 August 2026 Warrants 1,666,667 0.09 August 2026 Warrants 550,000 0.09 August 2026 Warrants 555,555 0.09 August 2026 Warrants 1,222,222 0.09 August 2026 Warrants 1,252,526 0.09 0.30 November 2026 * Each of these warrants have a down round feature that have been triggered by certain events resulting in recognition of the down round. The accounting recognition of the triggered down round features, which have the same accounting effect as a “dividend”, has a cumulatively reduced retained earnings by $ 1,575,068 The following warrants were outstanding at December 31, 2021: Warrant Type Warrants Exercise Expiration Warrants 10,000 $ 5.00 December 2021 Warrants 5,000 $ 10.00 December 2021 Warrants 16,666,667 $ 0.02 December 2024 Warrants 1,249,995 $ 0.60 July 2023 Warrants 3,000,000 $ 1.00 June 2024 Warrants 7,333,333 $ 0.09 August 2026 Warrants 1,666,667 0.09 August 2026 Warrants 550,000 0.09 August 2026 Warrants 555,555 0.09 August 2026 Warrants 1,222,222 00.09 August 2026 Warrants 1,252,526 .09 0.30 November 2026 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
SUMMARY OF DEFERRED TAX ASSETS | Significant components of the deferred tax assets at an anticipated tax rate 21% for the period ended March 31, 2022 and December 31, 2021 are as follows: SUMMARY OF DEFERRED TAX ASSETS March 31, 2022 December 31, 2021 Net operating loss carryforwards 27,558,443 30,908,777 Deferred tax asset 6,120,480 6,824,052 Valuation allowance for deferred asset (6,120,480 ) (6,824,052 ) Net deferred tax asset - - |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) - USD ($) | Apr. 16, 2019 | Mar. 22, 2019 | Mar. 31, 2022 | Dec. 31, 2021 | May 13, 2019 | May 12, 2019 | Aug. 04, 1932 |
Date of incorporation | Aug. 4, 1932 | ||||||
Common stock, shares authorized | 900,000,000 | 900,000,000 | 900,000,000 | 100,000,000 | 2,000,000 | ||
Share Exchange Agreements [Member] | Nu Axess2 Inc and PR 345 Inc [Member] | Series C Preferred Stock [Member] | |||||||
Business acquisition, consideration transferred, shares issued | 400,000 | ||||||
Share Exchange Agreements [Member] | Aurum, LLC [Member] | |||||||
Equity interest in subsidiary sold, percentage | 75.00% | ||||||
Proceeds from sale of equity interest | $ 10 | ||||||
Share Exchange Agreements [Member] | Capital Stock [Member] | Nu Axess2 Inc and PR 345 Inc [Member] | |||||||
Business acquisition percentage | 100.00% | ||||||
Two Separate Share Exchange Agreements [Member] | Nu Axess2 Inc and PR 345 Inc [Member] | Series D Preferred Stock [Member] | |||||||
Business acquisition, consideration transferred, shares issued | 400,000 |
SCHEDULE OF DERIVATIVE LIABILIT
SCHEDULE OF DERIVATIVE LIABILITY (Details) | Mar. 31, 2022USD ($) |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | |
Fair Value, Inputs, Level 1 [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | |
Fair Value, Inputs, Level 2 [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | |
Fair Value, Inputs, Level 3 [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | 1,384,820 |
Derivative Liabilities [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | |
Derivative Liabilities [Member] | Fair Value, Inputs, Level 1 [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | |
Derivative Liabilities [Member] | Fair Value, Inputs, Level 2 [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | |
Derivative Liabilities [Member] | Fair Value, Inputs, Level 3 [Member] | |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | |
Total derivative liability | $ 1,384,820 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Convertible debt fair value | $ 842,140 | |
Accumulated deficit | 27,558,433 | $ 30,908,777 |
Working capital deficit | $ 7,925,536 |
SHARE EXCHANGE AND ASSIGNMENT_2
SHARE EXCHANGE AND ASSIGNMENT AGREEMENT (Details Narrative) - USD ($) | Apr. 16, 2019 | Mar. 31, 2022 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Assumed liabilities | ||
MBO Agreement [Member] | Aurum, LLC [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Proceeds from sale of equity interest | $ 10 | |
Payment for sale of equity interest | 100,000 | |
Assumed liabilities | 96,673 | |
Gain (loss) on disposal of subsidiary | $ 403,327 | |
MBO Agreement [Member] | Aurum, LLC [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Equity interest in subsidiary sold, percentage | 75.00% |
CONVERTIBLE DEBT (Details Narra
CONVERTIBLE DEBT (Details Narrative) - USD ($) | Nov. 09, 2021 | Nov. 04, 2021 | Sep. 20, 2021 | Aug. 20, 2021 | Aug. 13, 2021 | Aug. 10, 2021 | Aug. 04, 2021 | Apr. 05, 2021 | May 07, 2019 | Apr. 29, 2019 | Mar. 31, 2022 | Mar. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 |
Short-Term Debt [Line Items] | ||||||||||||||
Interest expense | $ 673,591 | $ 441,973 | ||||||||||||
Convertible Promissory Note One [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 25,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Nov. 4, 2022 | |||||||||||||
Interest expense | $ 312 | |||||||||||||
Original issue discount debt | 3,904 | |||||||||||||
Convertible Promissory Note Two [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 50,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Nov. 4, 2022 | |||||||||||||
Interest expense | 624 | |||||||||||||
Original issue discount debt | 7,808 | |||||||||||||
Convertible Promissory Note Three [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 25,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Nov. 4, 2022 | |||||||||||||
Interest expense | 312 | |||||||||||||
Original issue discount debt | 4,318 | |||||||||||||
Convertible Promissory Note Four [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 50,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Nov. 4, 2022 | |||||||||||||
Interest expense | 624 | |||||||||||||
Original issue discount debt | 8,636 | |||||||||||||
Convertible Promissory Note Five [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 220,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Nov. 9, 2022 | |||||||||||||
Interest expense | 2,542 | |||||||||||||
Original issue discount debt | 27,405 | |||||||||||||
Derivative liability debt discount | 3,937 | |||||||||||||
Convertible Promissory Note Six [Member] | Another Institutional Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 66,000 | |||||||||||||
Debt interest rate | 12.00% | |||||||||||||
Debt instrument maturity date | Apr. 29, 2020 | |||||||||||||
Interest expense | $ 3,993 | 3,993 | ||||||||||||
Convertible Promissory Note [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 50,000 | |||||||||||||
Debt interest rate | 12.00% | |||||||||||||
Debt instrument maturity date | May 7, 2020 | |||||||||||||
Debt conversion converted instrument shares issued1 | 925,930 | |||||||||||||
Accrued interest | $ 15,918 | |||||||||||||
Convertible Promissory Note Seven [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 660,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Aug. 4, 2022 | |||||||||||||
Interest expense | 13,308 | |||||||||||||
Original issue discount debt | 166,356 | |||||||||||||
Convertible Promissory Note Eight [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 150,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Aug. 10, 2022 | |||||||||||||
Interest expense | 3,024.66 | |||||||||||||
Original issue discount debt | 37,498.63 | |||||||||||||
Convertible Promissory Note Nine [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 137,500 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Aug. 13, 2022 | |||||||||||||
Interest expense | 2,811 | |||||||||||||
Original issue discount debt | 30,499 | |||||||||||||
Derivative liability debt discount | 4,159 | |||||||||||||
Convertible Promissory Note Ten [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 50,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Aug. 20, 2022 | |||||||||||||
Interest expense | 8,241 | |||||||||||||
Derivative liability debt discount | 4,362 | |||||||||||||
Debt instrument increase accrued interest | $ 1,008 | |||||||||||||
Convertible Promissory Note Eleven [Member] | Investor [Member] | ||||||||||||||
Short-Term Debt [Line Items] | ||||||||||||||
Convertible debt | $ 110,000 | |||||||||||||
Debt interest rate | 8.00% | |||||||||||||
Debt instrument maturity date | Sep. 20, 2022 |
NOTE PAYABLE (Details Narrative
NOTE PAYABLE (Details Narrative) - USD ($) | Apr. 09, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Feb. 02, 2022 |
Note interest rate | $ 673,591 | $ 441,973 | ||
BeachStar Partners, LLC [Member] | Master Senior Loan Agreement [Member] | ||||
Loan borrowed | $ 4,200,000 | |||
Debt interest rate | 18.00% | |||
Debt monthly payment | $ 63,000 | |||
Loan description | The MSLA further provides for additional incremental loans in tranches of $1,000,000 per every 500 insured lives added by the Company, up to a maximum of 65,000 insured lives, or $130,000,000 | |||
Note interest rate | $ 132,822 | |||
BeachStar Partners, LLC [Member] | Master Senior Loan Agreement [Member] | Tranches [Member] | ||||
Additional incremental loans | $ 1,000,000 | |||
Notes payable | $ 600,000 | |||
BeachStar Partners, LLC [Member] | Master Senior Loan Agreement [Member] | Maximum [Member] | ||||
Debt interest rate | 4.00% |
SCHEDULE OF PREFERRED STOCK OUT
SCHEDULE OF PREFERRED STOCK OUTSTANDING (Details) - shares | Mar. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | ||
Total | 2,415,182 | 2,614,600 |
Series A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 1,901,318 | 1,901,318 |
Series B Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 1 | 1 |
Series C Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 200,000 | 383,256 |
Series D Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 297,122 | 311,284 |
Series E Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | ||
Series F Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | ||
Series H Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 3,741 | 3,741 |
Series M Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 13,000 | 13,000 |
Series N Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | ||
Series R Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Total | 2,000 |
SUMMARY OF WARRANTS OUTSTANDING
SUMMARY OF WARRANTS OUTSTANDING (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | ||
Warrant One [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,666,667 | [1] | 10,000 |
Exercise Price | $ 0.02 | [1] | $ 5 |
Expiration Date | Dec. 31, 2024 | [1] | Dec. 31, 2021 |
Warrant Two [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,249,995 | [1] | 5,000 |
Exercise Price | $ 0.60 | [1] | $ 10 |
Expiration Date | Jul. 31, 2023 | [1] | Dec. 31, 2021 |
Warrant Three [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 3,000,000 | 16,666,667 | |
Exercise Price | $ 1 | $ 0.02 | |
Expiration Date | Jun. 30, 2024 | Dec. 31, 2024 | |
Warrant Four [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 7,333,333 | 1,249,995 | |
Exercise Price | $ 0.09 | $ 0.60 | |
Expiration Date | Aug. 31, 2026 | Jul. 31, 2023 | |
Warrant Five [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,666,667 | 3,000,000 | |
Exercise Price | $ 0.09 | $ 1 | |
Expiration Date | Aug. 31, 2026 | Jun. 30, 2024 | |
Warrant Six [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 550,000 | 7,333,333 | |
Exercise Price | $ 0.09 | $ 0.09 | |
Expiration Date | Aug. 31, 2026 | Aug. 31, 2026 | |
Warrant Seven [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 555,555 | 1,666,667 | |
Exercise Price | $ 0.09 | $ 0.09 | |
Expiration Date | Aug. 31, 2026 | Aug. 31, 2026 | |
Warrant Eight [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,222,222 | 550,000 | |
Exercise Price | $ 0.09 | $ 0.09 | |
Expiration Date | Aug. 31, 2026 | Aug. 31, 2026 | |
Warrant Nine [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,252,526 | 555,555 | |
Exercise Price | $ 0.09 | ||
Expiration Date | Nov. 30, 2026 | Aug. 31, 2026 | |
Warrant Nine [Member] | Minimum [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Exercise Price | $ 0.09 | ||
Warrant Nine [Member] | Maximum [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Exercise Price | $ 0.30 | ||
Warrant Ten [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,222,222 | ||
Exercise Price | $ 0.09 | ||
Expiration Date | Aug. 31, 2026 | ||
Warrant Eleven [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Warrants Issued and Unexercised | 1,252,526 | ||
Expiration Date | Nov. 30, 2026 | ||
Warrant Eleven [Member] | Minimum [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Exercise Price | $ 0.09 | ||
Warrant Eleven [Member] | Maximum [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Exercise Price | $ 0.30 | ||
[1] | Each of these warrants have a down round feature that have been triggered by certain events resulting in recognition of the down round. The accounting recognition of the triggered down round features, which have the same accounting effect as a “dividend”, has a cumulatively reduced retained earnings by $ 1,575,068 |
SUMMARY OF WARRANTS OUTSTANDI_2
SUMMARY OF WARRANTS OUTSTANDING (Details) (Parenthetical) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Sep. 30, 2020 | |
Equity [Abstract] | ||
Warrant down-round | $ 1,575,068 |
COMMON AND PREFERRED STOCK (Det
COMMON AND PREFERRED STOCK (Details Narrative) - USD ($) | Feb. 28, 2022 | Dec. 03, 2021 | Nov. 27, 2020 | Nov. 20, 2020 | Nov. 19, 2020 | Oct. 02, 2020 | Sep. 28, 2020 | Aug. 28, 2020 | Jul. 02, 2020 | May 28, 2020 | Apr. 27, 2020 | Apr. 08, 2019 | Apr. 02, 2019 | Mar. 21, 2019 | Mar. 09, 2019 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | May 13, 2019 | May 12, 2019 | Nov. 05, 2018 | Aug. 04, 1932 |
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Common stock, shares authorized | 900,000,000 | 900,000,000 | 900,000,000 | 100,000,000 | 2,000,000 | ||||||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.16 | $ 0.05 | |||||||||||||||||||||||||||
Increased authorized share capital, description | in 1953 the Company increased the authorized capital to 3,000,000 shares of common stock, in 1985 the authorized capital was again increased to 10,000,000 shares of common stock, and in 2014 the Company increased the authorized capital to 100,000,000 shares of common stock with a par value of $.001 and 10,000,000 shares of preferred stock with a par value of $.10 | ||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | $ 0.10 | |||||||||||||||||||||||||||||
Conversion of stock, shares converted | 10,772,364 | 3,100,000 | 7,839,902 | 6,409,503 | 2,004,361 | ||||||||||||||||||||||||||
Stock issued during the period, value | $ 103,000 | $ 25,000 | |||||||||||||||||||||||||||||
Common stock issued for extinguishment of preferred shares | 14,623,764 | 3,200,000 | 2,800,000 | ||||||||||||||||||||||||||||
Warrants issued for extinguishment of preferred shares | 3,210,326 | 2,962,500 | 8,429,542 | ||||||||||||||||||||||||||||
Common stock issued for services, shares | 2,000,000 | ||||||||||||||||||||||||||||||
Common stock issued for services | $ 200,000 | 72,050 | $ 368,658 | ||||||||||||||||||||||||||||
Stock issued during the period for convertible, value | $ 288,929 | $ 10,500,000,000 | $ 746,782 | ||||||||||||||||||||||||||||
Commitment share adjustment for convertible debt, shares | 50,318 | ||||||||||||||||||||||||||||||
Commitment share adjustment for convertible debt, value | $ 1,102,000,000 | ||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 309,750 | ||||||||||||||||||||||||||||||
Common stock for investment, shares | 10,000 | ||||||||||||||||||||||||||||||
Common stock for investment | $ 10,000,000,000 | ||||||||||||||||||||||||||||||
Common stock for financing fees | 166,667 | ||||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 2,000,000 | 881,250 | 2,150,000 | 950,000 | 43,750 | 3,217,500 | 1,420,000 | ||||||||||||||||||||||||
Common stock issued for extinguishment of preferred shares | 2,000,000 | ||||||||||||||||||||||||||||||
Common stock issued for services, shares | 2,000,000 | 213,000 | |||||||||||||||||||||||||||||
Common stock issued for services | $ 2,000 | $ 213 | |||||||||||||||||||||||||||||
Stock issued during the period for convertible, value | $ 3,210 | $ 13,740 | |||||||||||||||||||||||||||||
Common stock for financing fees | 166,667 | 20,000 | |||||||||||||||||||||||||||||
Common Stock One [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 300,000 | ||||||||||||||||||||||||||||||
Common Stock Two [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 599,733 | ||||||||||||||||||||||||||||||
MBO Agreement [Member] | Investor [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Stock issued during the period, value | $ 10,000,000,000 | ||||||||||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during the period restricted stock | 400,000 | ||||||||||||||||||||||||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during the period restricted stock | 400,000 | ||||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 193,101 | ||||||||||||||||||||||||||||||
Series D Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 23,396,128 | ||||||||||||||||||||||||||||||
Series E Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 16,902 | 1,365 | |||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 25,000 | ||||||||||||||||||||||||||||||
Preferred stock share price | $ 10 | ||||||||||||||||||||||||||||||
Common stock issued for extinguishment of preferred shares | 2,000,000 | ||||||||||||||||||||||||||||||
Warrants issued for extinguishment of preferred shares | 1,000,000 | ||||||||||||||||||||||||||||||
Warrants issued for extinguishment of preferred shares, value | 139,346 | ||||||||||||||||||||||||||||||
Series E Convertible Preferred Stock [Member] | MBO Agreement [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 18,182 | ||||||||||||||||||||||||||||||
Series E Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Loss on extinguishment of debt | $ 41,765,500,000 | ||||||||||||||||||||||||||||||
Series F Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 20,750 | ||||||||||||||||||||||||||||||
Preferred stock share price | $ 10 | ||||||||||||||||||||||||||||||
Series F Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 3,400 | 50 | 11,870 | 5,430 | |||||||||||||||||||||||||||
13% Series G Cumulative Redeemable Perpetual Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 2,000,000 | ||||||||||||||||||||||||||||||
Preferred stock share price | $ 25 | ||||||||||||||||||||||||||||||
Series M Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 50,000 | ||||||||||||||||||||||||||||||
Common stock issued for services, shares | 11,500 | ||||||||||||||||||||||||||||||
Common stock issued for services | $ 69,121,400,000 | ||||||||||||||||||||||||||||||
Preferred shares reserved | 4,500 | 4,500 | |||||||||||||||||||||||||||||
Series M Convertible Preferred Stock [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 75,000 | ||||||||||||||||||||||||||||||
Series M Convertible Preferred Stock [Member] | Consulting Services Agreements [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Number of shares issued for conversion | 11,500 | ||||||||||||||||||||||||||||||
Series M Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 6,000 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 4,500 | ||||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 225,000 | ||||||||||||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during the period restricted stock | 2,851,318 | ||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 950,000 | ||||||||||||||||||||||||||||||
Series H Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 5,000 | ||||||||||||||||||||||||||||||
Preferred stock share price | $ 10 | ||||||||||||||||||||||||||||||
Stock issued during the period, value | $ 2,500,000,000 | ||||||||||||||||||||||||||||||
Series H Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 1,259 | ||||||||||||||||||||||||||||||
Series O 7% Redeemable Cumulative Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 1,000,000 | ||||||||||||||||||||||||||||||
Preferred stock share price | $ 12.50 | ||||||||||||||||||||||||||||||
Series N Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during the period restricted stock | 100,000 | ||||||||||||||||||||||||||||||
Stock issued during period, shares, new issues | 10,300 | ||||||||||||||||||||||||||||||
Stock issued during the period, value | $ 10,300,000,000 | ||||||||||||||||||||||||||||||
Loss on extinguishment of debt | 3,393,300,000 | ||||||||||||||||||||||||||||||
Payments related to issuance of fees | $ 300,000,000 | ||||||||||||||||||||||||||||||
Payment for extinguishment of preferred stock | $ 13,693,300,000 | ||||||||||||||||||||||||||||||
Series R Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Stock issued during the period restricted stock | 100,000 | ||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 2,000 | ||||||||||||||||||||||||||||||
Common stock issued for services, shares | 2,000 | ||||||||||||||||||||||||||||||
Common stock issued for services | $ 100,000 | ||||||||||||||||||||||||||||||
Sheldon Karasik [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.10 | ||||||||||||||||||||||||||||||
Preferred stock, voting description | Series Voting Preferred Stock shall be entitled to that number of votes equal to 51% of the total number of votes that all issued and outstanding shares of Common Stock and all other securities of the Company are entitled to, as of any such date of determination, on a fully diluted basis | ||||||||||||||||||||||||||||||
Chief Executive Officer, President and Chairman of the Board [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Preferred stock, par value | $ 0.16 | ||||||||||||||||||||||||||||||
One Shareholders [Member] | Series M Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Conversion of stock, shares converted | 1,500 | ||||||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Common stock, shares authorized | 100,000,000 | ||||||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||||||||||||||
Common stock, shares authorized | 900,000,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |||||
Sep. 30, 2016 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2017 | Jul. 24, 2016 | |
Related Party Transaction [Line Items] | ||||||
Notes payable | $ 5,875,105 | $ 4,234,799 | ||||
Former Officer [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable | $ 15,000 | 12,095 | $ 11,045 | |||
Debt conversion converted amount | $ 3,000 | |||||
Debt conversion converted instrument, shares issued | 300,000 | |||||
Repayment of related party debt | $ 5,000 | |||||
Debt interest rate | 10.00% | |||||
Premium Exploration Mining [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable | $ 70,399 | $ 65,235 | ||||
Premium Exploration Mining [Member] | Notes Payable One [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable | $ 35,000 | |||||
Debt interest rate | 5.00% | |||||
Premium Exploration Mining [Member] | Notes Payable Two [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Notes payable | $ 15,000 |
SUMMARY OF DEFERRED TAX ASSETS
SUMMARY OF DEFERRED TAX ASSETS (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 27,558,443 | $ 30,908,777 |
Deferred tax asset | 6,120,480 | 6,824,052 |
Valuation allowance for deferred asset | (6,120,480) | (6,824,052) |
Net deferred tax asset |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Operating loss carryforwards, net | $ 27,558,443 | $ 30,908,777 |
Change in valuation allowance | $ 703,572 | |
Income tax description | On December 22, 2017 H.R. 1, originally known as the Tax Cuts and Jobs Act, (the “Tax Act”) was enacted. Among the significant changes to the U.S. Internal Revenue Code, the Tax Act lowered the U.S. federal corporate income tax rate (“Federal Tax Rate”) from 35% to 21% effective January 1, 2018. The Company will compute its income tax expense for the December 31, 2017 fiscal year using a Federal Tax Rate of 21% | |
Income tax rate, percentage | 21.00% | |
Deferred tax, description | The remeasurement of the deferred tax assets resulted in a $68,010 reduction in tax assets to $885,961 from an estimate of $953,971 that the assets would have been using a 35% effective tax rate | |
Reduction in tax assets | $ 68,010 | |
Effective income tax reconciliation disposition of assets | 35.00% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - shares | May 12, 2022 | May 09, 2022 | May 04, 2022 | Mar. 31, 2022 | Sep. 30, 2021 |
Common Stock [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock issued during period shares, conversion of convertible securities | 3,210,326 | 13,740,825 | |||
Subsequent Event [Member] | Series D Preferred Stock [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock issued during period shares, conversion of convertible securities | 5,828,172 | ||||
Conversion of stock shares issued | 4,226 | ||||
Subsequent Event [Member] | Series C Preferred Stock [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock issued during period shares, conversion of convertible securities | 5,828,173 | ||||
Conversion of stock shares issued | 1,892 | ||||
Subsequent Event [Member] | Note [Member] | Common Stock [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock issued during period shares, new issues | 45,495 | 900,000 | |||
Subsequent Event [Member] | Note One [Member] | Common Stock [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock issued during period shares, new issues | 87,921 |