| Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies | Note
1 – Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies Name
change At
the Annual Meeting of Stockholders held on October 13, 2021 the stockholders approved an amendment
to the Company’s Certificate of Incorporation, as amended, changing the Company’s name from Infinity Energy Resources, Inc.
to American Noble Gas Inc Reincorporation
in Nevada On
December 7, 2021, pursuant to an Agreement and Plan of Merger, American Noble Gas, Inc., a Delaware corporation, merged with and into
its wholly owned subsidiary, American Noble Gas Inc, a Nevada corporation (“AMGAS-Nevada” and/or the “Company”)
with AMGAS-Nevada continuing as the surviving corporation. In conjunction with the merger, AMGAS-Nevada succeeded to the assets, continued
the business and assumed the rights and obligations of the predecessor Delaware corporation existing immediately prior to the merger.
The merger was consummated by the filing of a certificate of merger on December 7, 2021 with the Secretary of State of the State of Delaware
and articles of merger with the Secretary of State of the State of Nevada. The Agreement and Plan of Merger and transactions contemplated
thereby were adopted by the holders of a majority of the outstanding shares of the predecessor company’s common stock, par value,
$ 0.0001 0.0001 Pursuant
to the Agreement and Plan of Merger, (i) each outstanding share of predecessor’s common stock automatically converted into one
share of common stock, par value $ 0.0001 0.0001 Similar
to the shares of predecessor common stock prior to the merger, the shares of AMGAS-Nevada common stock are quoted on the OTCQB tier operated
by the OTC Markets Group Inc. under the symbol “IFNY”. In accordance with the Agreement and Plan of Merger, each outstanding
certificate previously representing shares of the predecessor’s common stock or series A preferred stock automatically represents,
without any action of the predecessor’s stockholders, the same number of shares of AMGAS-Nevada common stock or series A preferred
stock, as applicable. Pursuant
to the Agreement and Plan of Merger, the directors and officers of the predecessor company immediately prior to the merger became the
directors and officers of AMGAS-Nevada and continued their respective directorship or services with the Company on the same terms as
their respective directorship or service with the predecessor registrant immediately prior to the merger. As
a result of the merger, the internal affairs of the Company ceased to be subject to the Delaware General Corporation Law or governed
by the predecessor’s Delaware Certificate of Incorporation, as amended and its bylaws. As of the December 7, 2021 merger date,
the Company is now subject to the Nevada Revised Statutes and is governed by the Company’s Articles of Incorporation and Bylaws
as filed in the State of Nevada. Quotation
of Common Stock on OTCQB Effective,
July 13, 2021, the Company’s Common Stock was approved for quotation on the OTCQB ® Nature
of Operations Since
2009, we had planned to pursue the exploration of potential oil and gas resources in the United States and in the Perlas and Tyra concession
blocks offshore Nicaragua in the Caribbean Sea (the “Nicaraguan Concessions” or “Concessions”), which contain
a total of approximately 1.4 million acres. Civil unrest within Nicaragua and difficulties encountered with negotiations on extensions
and the issuance of permits to drill with the Nicaraguan government made the exploration and development of the underlying concessions
problematic. In addition, the Company was in technical default of the certain terms of the Nicaraguan Concession and the Nicaraguan government
terminated both of the underlying Concessions. As a result, the Company abandoned all of its efforts to explore and develop the Nicaraguan
Concessions effective January 1, 2020. We
sold our wholly-owned subsidiary, Infinity Oil and Gas of Texas, Inc. (“Infinity Texas”) in 2012 and its wholly-owned subsidiary,
Infinity Oil and Gas of Wyoming, Inc. (“Infinity Wyoming”), was administratively dissolved in 2009. Subsequent
to the termination of the Nicaraguan Concessions, we began assessing various opportunities and strategic alternatives involving the acquisition,
exploration and development of gas and oil properties in the United States, including the possibility of acquiring businesses or assets
that provide support services for the production of oil and gas in the United States. As a result, on July 31, 2019, we acquired an option
(the “Option”) from Core Energy, LLC, a closely held company (“Core”), to purchase the production and mineral
rights/leasehold for oil & gas properties, subject to overriding royalties to third parties, in the Central Kansas Uplift geological
formation covering over 11,000 50,000 2.5 900,000 2 10 We,
Core, and Seller entered into the Side Letters on September 2, 2020 and March 31, 2021, pursuant to which we and Core agreed to set the
closing date of the acquisition of the Properties under the Asset Purchase Agreement to April 1, 2021. Pursuant to the Side Letters,
the Company is responsible for reimbursing Core for certain prorated revenues and expenses from January 1, 2021 through April 1, 2021. On
April 1, 2021 we completed the acquisition of the Properties, under the same terms of the Asset Purchase Agreement which provided a purchase
price of $ 900,000 2.05 The
purchase of the Properties included the existing production equipment, infrastructure and ownership of 11 square miles of existing 3-D
seismic data on the acreage. The Properties include a horizontal producing well, horizontal saltwater injection well, conventional saltwater
disposal well and two conventional vertical producing wells, which currently produce from the Reagan Sand Zone with an approximate depth
of 3,600 feet We
commenced rework of the existing production wells after completion of the acquisition of the Properties and have performed testing and
evaluation of the existence of noble gas reserves on the Properties including helium, argon and other rare earth minerals/gases. Testing
of the Properties for noble gas reserves has provided encouraging but not conclusive results and the Company has yet to determine the
possibility of commercializing the noble gas reserves on the Properties. The Company plans to assess the Properties existing oil and
gas reserves while continuing the evaluation of the existence of new oil and gas zones and other mineral reserves and specifically the
noble gas reserves that the Properties may hold. We
may find it necessary to obtain new sources of debt and/or equity capital to fund the exploration and development of the Properties enumerated
above, as well as satisfying our existing debt obligations. We can provide no assurance that we will be able to obtain sufficient new
debt/equity capital to fund our planned development of the Properties. COVID–19
Pandemic The
financial statements contained in this Annual Report on Form 10-K as well as the description of our business contained herein, unless
otherwise indicated, principally reflect the status of our business and the results of our operations as of December 31, 2021. Economies
throughout the world continue to suffer disruptions by the effects of the quarantines, business closures and the reluctance of individuals
to leave their homes as a result of the outbreak of the coronavirus (COVID-19) including the recent rise of the new Omicron variant.
In particular, the oil and gas market has been severely impacted by the negative effects of the coronavirus because of the substantial
and abrupt decrease in the demand for oil and gas globally followed by the recent resurgence in oil and natural gas prices. In addition,
the capital markets have experienced periods of disruption and our efforts to raise necessary capital in the future may be adversely
impacted by the pandemic and investor sentiment and we cannot forecast with any certainty when the lingering uncertainty caused by the
COVID-19 pandemic will cease to impact our business and the results of our operations. In reading this Annual Report on Form 10-K, including
our discussion of our ability to continue as a going concern set forth herein, in each case, consider the additional uncertainties caused
by the outbreak of COVID-19. Going
Concern The
Company has incurred net losses from operations, has a net stockholders’ deficit, incurred net cash used in operating activities
and has a significant working capital deficit as of and for the year ended December 31, 2021. The Company must raise substantial amounts
of debt and equity capital from other sources in the future in order to fund the (i) development of the Properties acquired on April
1, 2021; (ii) funding our obligations for exploration and development under the Farmout Agreement; (iii) normal day-to-day operations
and corporate overhead; and (iv) outstanding debt and other financial obligations as they become due, as described below. These are substantial
operational and financial issues that must be successfully addressed during 2022 and beyond. The
Company has made substantial progress in resolving many of its existing financial obligations during the year ended December 31, 2021.
In that regard, on March 31, 2021, the Company and six creditors entered into Debt Settlement Agreements which extinguished accounts
payable and accrued liabilities totaling $ 2,866,497 28,665 3 5,732,994 0.50 245,000 123,830 The Company has made substantial progress in resolving its financial obligations: however, there is in excess of
$1.9 million of old unpaid accounts payable and accrued liabilities that the Company believes that it may not have to pay based on the
relevant Statute of Limitations on repayment The
Company will have significant financial commitments to execute its planned exploration and development of the Properties and the Hugoton
Gas Field. The Company may find it necessary to raise substantial amounts of debt or equity capital to fund such exploration and development
activities and may seek offers from industry operators and other third parties for interests in the Properties in exchange for cash and
a carried interest in exploration and development operations or other joint venture arrangement. There can be no assurance that it will
be able to obtain such new funding or be able to reach agreements with industry operators and other third parties or on what terms. Due
to the uncertainties related to the foregoing matters, there exists substantial doubt about the Company’s ability to continue as
a going concern within one year after the date the financials are issued. The financial statements do not include any adjustments relating
to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result
should the Company be unable to continue as a going concern. Revenue
Recognition On
January 1, 2018, the Company adopted ASU No. 2014-09, “ Revenue from Contracts with Customers (Topic 606)” The
Company’s revenues are primarily derived from its interests in the sale of oil and natural gas production. To date, such revenues
have only included the sale of oil however the Company expects to begin generating revenues from the sale of natural gas and noble gases
in the future. The Company recognizes revenue from its interests in the sales of oil and gas in the period that its performance obligations
are satisfied. Performance obligations are satisfied when the customer obtains control of product, when the Company has no further obligations
to perform related to the sale, when the transaction price has been determined and when collectability is probable. The sales of oil
and gas are made under contracts which the third-party operators of the wells have negotiated with customers, which typically include
variable consideration that is based on pricing tied to local indices and volumes delivered in the current month. The Company receives
payment from the sale of oil and gas production from one to three months after delivery. At the end of each month when the performance
obligation is satisfied, the variable consideration can be reasonably estimated and amounts due from customers are accrued in trade receivables,
net in the balance sheets. Variances between the Company’s estimated revenue and actual payments are recorded in the month the
payment is received, however, differences have been and are insignificant. The Company’s oil is typically sold at delivery points
under contracts terms that are common in our industry. Management
Estimates The
preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management
to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates. Significant
estimates include, but are not limited to, oil and gas reserves; depreciation, depletion and amortization of proved oil and gas properties;
future cash flows from oil and gas properties; impairment of long-lived assets; fair value of derivatives; fair value of equity compensation;
the realization of deferred tax assets; fair values of assets acquired and liabilities assumed in business combinations. Cash
and Cash Equivalents For
purposes of reporting cash flows, cash consists of cash on hand and demand deposits with financial institutions. The Company’s
policy is that all highly liquid investments with an original maturity of three months or less when purchased would be cash
equivalents and would be included along with cash as cash and equivalents. The
Company maintains its cash and cash equivalents in banks insured by the Federal Deposit Insurance Corporation (FDIC) in accounts that
at times may be in excess of the federally insured limit of $250,000 per bank. The Company minimizes this risk by placing its cash deposits
with several financial institutions. At December 31, 2021 and December 31, 2020, the uninsured balance amounted to $10,504 and $-0-,
respectively. Oil
and gas properties On
April 1, 2021 we completed the acquisition of the Properties, under the terms of the Asset Purchase Agreement which provided a purchase
price of $ 900,000 The purchase of the Properties included the existing production equipment, infrastructure and ownership of 11 square
miles of existing 3-D seismic data on the acreage. The Properties include a horizontal producing well, horizontal saltwater injection
well, conventional saltwater disposal well and two conventional vertical producing wells, which currently produce from the Reagan Sand
Zone with an approximate depth of 3,600 feet. The
Company has performed workovers of the wells subsequent to the Properties purchase which was necessary to put the lease back into production
status. Therefore, these tangible and intangible workover costs were expensed as lease operating expenses rather than capitalized in
the full cost pool in the years ended December 31, 2021. In addition, the Company is currently evaluating the Properties for oil and
gas reserves and specifically the potential for noble gas reserves such as helium, argon and krypton. Based on these evaluations, the
Company may redirect its efforts to the production of noble gases rather than crude oil on the Properties. These noble gas evaluation
costs have also been expensed as lease operating costs during the year ended December 31, 2021. The
accounting for, and disclosure of, oil and gas producing activities require that we choose between two GAAP alternatives: the full cost
method or the successful efforts method. We adopted and use the full cost method of accounting, which involves capitalizing all exploration,
exploitation, development and acquisition costs. Once we incur costs, they are recorded in the depletable pool of proved properties or
in unproved properties, collectively, the full cost pool. Our unproved property costs, which include unproved oil and gas properties,
properties under development, and major development projects, which were zero at December 31, 2021 and 2020, and are not subject to depletion.
We review our unproved oil and gas property costs on a quarterly basis to assess for impairment and transfer unproved costs to proved
properties as a result of extensions or discoveries from drilling operations or determination that no proved reserves are attributable
to such costs. We expect these costs to be evaluated in one to seven years and transferred to the depletable portion of the full cost
pool during that time. The full cost pool is comprised of intangible drilling costs, lease and well equipment and exploration and development
costs incurred plus acquired proved and unproved leaseholds. When
we acquire significant amounts of undeveloped acreage, we capitalize interest on the acquisition costs in accordance with FASB ASC Subtopic
835-20 for Capitalization of Interest. We capitalize interest upon identification and development of shale resource opportunities in
the Haynesville and Marcellus areas. When the unproved property costs are moved to proved developed and undeveloped oil and gas properties,
or the properties are sold, we cease capitalizing interest. Capitalized
costs to acquire oil and natural gas properties are depreciated and depleted on a units-of-production basis based on estimated proved
reserves. Capitalized costs of exploratory wells and development costs are depreciated and depleted on a units-of-production basis based
on estimated proved developed reserves. Under this method, the sum of the full cost pool, excluding the book value of unproved properties,
and all estimated future development costs are divided by the total estimated quantities of proved reserves. This rate is applied to
our total production for the quarter, and the appropriate expense is recorded. Support equipment and other property, plant and equipment
related to oil and gas producing activities, as well as property, plant and equipment unrelated to oil and gas producing activities,
are recorded at cost and depreciated on a straight-line basis over the estimated useful lives of the assets. Sales,
dispositions and other oil and gas property retirements are accounted for as adjustments to the full cost pool, with no recognition of
gain or loss, unless the disposition would significantly alter the amortization rate and/or the relationship between capitalized costs
and Proved Reserves. Pursuant
to Rule 4-10(c)(4) of Regulation S-X, at the end of each quarterly period, companies that use the full cost method of accounting for
their oil and gas properties must compute a limitation on capitalized costs, or ceiling test. The ceiling test involves comparing the
net book value of the full cost pool, after taxes, to the full cost ceiling limitation defined below. In the event the full cost ceiling
is less than the full cost pool, we must record a ceiling test write-down of our oil and gas properties to the value of the full cost
ceiling. The full cost ceiling limitation is computed as the sum of the present value of estimated future net revenues from our proved
reserves by applying average prices as prescribed by the SEC Release No. 33-8995, less estimated future expenditures (based on current
costs) to develop and produce the proved reserves, discounted at 10%, plus the cost of properties not being amortized and the lower of
cost or estimated fair value of unproved properties included in the costs being amortized, net of income tax effects. The
ceiling test is computed using the simple average spot price for the trailing twelve-month period using the first day of each month.
For the period ended December 31, 2021, the trailing twelve-month reference price was $ 67.99 The
ceiling test calculation is based upon estimates of proved reserves. There are numerous uncertainties inherent in estimating quantities
of proved reserves, in projecting the future rates of production and in the timing of development activities. The accuracy of any reserve
estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. Results of drilling,
testing and production subsequent to the date of the estimate may justify revision of such estimate. Accordingly, reserve estimates are
often different from the quantities of oil and gas that are ultimately recovered. Convertible
Instruments In
August 2020, the FASB issued ASU 2020-06, “Debt – Debt with Conversion and Other Options (Subtopic 470- 20) and Derivatives
and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40)” The
amendments in ASU 2020-06 are effective for public entities that meet the definition of an SEC filer, excluding smaller reporting companies
as defined by the SEC, for fiscal years beginning after December 15, 2021. For all other entities, the amendments are effective for fiscal
years beginning after December 15, 2023. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The
Company early adopted ASU 2020-06 effective January 1, 2021 and has applied its effects to the 3 8 The
Company applied ASU-2020-06 to all outstanding financial instruments as of January 1, 2021, (the date of adoption of ASU 2020-06). The
convertible notes payable issued on August 19, 2020 was the only outstanding financial instrument effected by this new accounting standard
as of January 1, 2021. Therefore the application of ASU-2020-06 to this convertible note payable was used to determine the cumulative
effect of the adoption of the new accounting standard. The cumulative effect of the adoption of the new accounting standard was determined
and recognized as an adjustment to the opening balance of retained earnings (accumulated deficit) which resulted in an increase to the
carrying value of convertible notes payable as of January 1, 2021 by $ 160,900 252,961 92,061 Prior
to the adoption of ASU 2020-06, the Company applied the existing accounting standards for derivatives and hedging and for distinguishing
liabilities from equity when accounting for hybrid contracts that feature conversion options. The accounting standards require companies
to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments according
to certain criteria. The criteria includes circumstances in which (i) the economic characteristics and risks of the embedded derivative
instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (ii) the hybrid instrument
that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable
generally accepted accounting principles with changes in fair value reported in earnings as they occur and (iii) a separate instrument
with the same terms as the embedded derivative instrument would be considered a derivative instrument. The derivative is subsequently
marked to market at each reporting date based on current fair value, with the changes in fair value reported in results of operations. Conversion
options that contain variable settlement features such as provisions to adjust the conversion price upon subsequent issuances of equity
or equity linked securities at exercise prices more favorable than that featured in the hybrid contract generally result in their bifurcation
from the host instrument. Issuance
of Debt Instruments With Detachable Stock Purchase Warrants Proceeds
from the issuance of a debt instrument with stock purchase warrants (detachable call options) are allocated to the two elements based
on the relative fair values Asset
Retirement Obligations The
Company records estimated future asset retirement obligations pursuant to the provisions of ASC 410. ASC 410 requires entities to record
the fair value of a liability for an asset retirement obligation in the period in which it is incurred with a corresponding increase
in the carrying amount of the related long-lived asset. Subsequent to initial measurement, the asset retirement liability is required
to be accreted each period. The Company’s asset retirement obligations consist of costs related to the plugging of wells, the removal
of facilities and equipment, and site restoration on oil and gas properties. During
the year ended 2021, the Company acquired the Kansas Properties and assumed the related asset retirement obligation existing at the date
of acquisition. The asset retirement obligation assumed for the Kansas Properties relates to the plug and abandonment costs when the
wells acquired are no longer useful. The Company determined the value of the liability by obtaining quotes for this service and estimated
the increased costs that the Company will face in the future. We then discounted the future value based on an intrinsic interest rate
that is appropriate for us. If costs rise more than what we have expected there could be additional charges in the future, however, we
monitor the costs of the abandoned wells and we will adjust this liability if necessary. As
of December 31, 2020, the Company had divested all of its domestic oil properties that contain operating and abandoned wells
in Texas, Colorado and Wyoming. The Company may have obligations related to the divestiture of certain abandoned non-producing domestic
leasehold properties should the new owner not perform its obligations to reclaim abandoned wells in a timely manner. Management believes
the Company has been relieved from asset retirement obligation related to Infinity-Texas because of the sale of its Texas oil and gas
properties in 2011 and its sale of 100% of the stock in Infinity-Texas in 2012. The Company has recognized an additional liability of
$ 734,897 981,106 Derivative
Instruments The
Company accounts for derivative instruments or hedging activities under the provisions of ASC 815 Derivatives and Hedging The
purpose of hedging is to provide a measure of stability to the Company’s cash flows in an environment of volatile oil and gas prices
and to manage the exposure to commodity price risk. As of December 31, 2021 and 2020 and during the years then ended, the Company had
no oil and natural gas derivative arrangements outstanding. As
a result of certain terms, conditions and features included in certain common stock purchase warrants issued by the Company (Note 3),
those warrants were required to be accounted for as derivatives at estimated fair value, with changes in fair value recognized in operations. Fair
Value of Financial Instruments The
carrying values of the Company’s accounts payable, accrued liabilities and short-term notes represent the estimated fair value
due to the short-term nature of the accounts. In
accordance with ASC Topic 820 — Fair Value Measurements and Disclosures ASC
820 utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels.
The following is a brief description of those three levels:
● Level
1 — Quoted
prices in active markets for identical assets and liabilities.
● Level
2 — Other
significant observable inputs (including quoted prices in active markets for similar assets or liabilities).
● Level
3 — Significant
unobservable inputs (including the Company’s own assumptions in determining the fair value. The
estimated fair value of various derivative liabilities, which are related to detachable warrants issued in connection with various notes
payable, were estimated using a closed-ended option pricing model utilizing assumptions related to the contractual term of the instruments,
estimated volatility of the price of the Company’s common stock, and current interest rates. The fair values for the warrant derivatives
as of December 31, 2021 and 2020 were classified under the fair value hierarchy as Level 3. The
following table represents the Company’s hierarchy for its financial assets and liabilities measured at fair value on a recurring
basis as of December 31, 2021 and 2020: Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis
December 31, 2021 Level 1 Level 2 Level 3 Total
Liabilities:
Derivative liabilities $ — $ — $ — $ —
$ — $ — $ — $ —
December 31, 2020 Level 1 Level 2 Level 3 Total
Liabilities:
Derivative liabilities $ — $ — $ 321 $ 321
$ — $ — $ 321 $ 321 There
were no changes in valuation techniques or reclassifications of fair value measurements between Levels 1, 2 or 3 during the years ended
December 31, 2021 and 2020. Income
Taxes The
Company uses the asset and liability method of accounting for income taxes. This method requires the recognition of deferred tax liabilities
and assets for the expected future tax consequences of temporary differences between financial accounting bases and tax bases of assets
and liabilities. The tax benefits of tax loss carryforwards and other deferred taxes are recorded as an asset to the extent that management
assesses the utilization of such assets to be more likely than not. Management routinely assesses the realizability of the Company’s
deferred income tax assets, and a valuation allowance is recognized if it is determined that deferred income tax assets may not be fully
utilized in future periods. Management considers future taxable earnings in making such assessments. Numerous judgments and assumptions
are inherent in the determination of future taxable earnings, including such factors as future operating conditions. When the future
utilization of some portion of the deferred tax asset is determined not to be more likely than not, a valuation allowance is provided
to reduce the recorded deferred tax asset. When the Company can project that a portion of the deferred tax asset can be realized through
application of a portion of tax loss carryforward, the Company will record that utilization as a deferred tax benefit and recognize a
deferred tax asset in the same amount. There can be no assurance that facts and circumstances will not materially change and require
the Company to adjust its deferred income tax asset valuation allowance in a future period. The Company recognized a deferred tax asset,
net of valuation allowance, of $- 0 The
Company is potentially subject to taxation in many jurisdictions, and the calculation of income tax liabilities (if any) involves dealing
with uncertainties in the application of complex income tax laws and regulations in various taxing jurisdictions. It recognizes certain
income tax positions that meet a more-likely-than not recognition threshold. If the Company ultimately determines that the payment of
these liabilities will be unnecessary, it will reverse the liability and recognize an income tax benefit. No liability for unrecognized
tax benefit was recorded as of December 31, 2021 and 2020. Stock-based
compensation The
Company applies ASC 718, Stock Compensation Basic
and Diluted Income (Loss) Per Share Net
income (loss) per share is calculated in accordance with FASB ASC 260, Earnings Per Share, for the periods presented. Basic net loss
per share is based upon the weighted average number of shares of Common Stock outstanding. Diluted net earnings (loss) per share is based
on the assumption that all dilutive convertible shares, warrants and stock options were converted or exercised or excluded from the calculations
if their inclusion would be antidilutive. Dilution is computed by applying the if-converted/treasury stock method. Under this method,
options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained
thereby were used to purchase shares of Common Stock at the average market price during the period. The Company has outstanding convertible
promissory notes payable and Convertible Preferred Stock both of which is potentially dilutive. Such potential dilutive effect is included
in diluted earnings (loss) per share at the beginning of the period (or at the time of issuance, if later) if they have a dilutive effect
or such potentially dilutive securities are excluded from the calculations if their inclusion would be antidilutive. The
Company has outstanding convertible promissory notes payable and convertible preferred stock both of which is potentially dilutive. The
adoption of ASU 2020-06 requires the Company to assume share settlement when an instrument can be settled in cash or shares at the entity’s
option. This applies both to convertible instruments and free |
