Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 10, 2022 | |
Cover [Abstract] | ||
Entity Registrant Name | OCEAN THERMAL ENERGY CORPORATION | |
Entity Central Index Key | 0000827099 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Mar. 31, 2022 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Entity Common Stock Shares Outstanding | 174,370,469 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 033-19411-C | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 20-5081381 | |
Entity Interactive Data Current | Yes | |
Entity Address Address Line 1 | 800 South Queen Street | |
Entity Address City Or Town | Lancaster | |
Entity Address State Or Province | PA | |
Entity Address Postal Zip Code | 17603 | |
City Area Code | 717 | |
Local Phone Number | 299-1344 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash | $ 31,450 | $ 957 |
Prepaid Expenses | 5,000 | 5,000 |
Total Current Assets | 36,450 | 5,957 |
Total Assets | 36,450 | 5,957 |
Current Liabilities | ||
Accounts Payable And Accrued Expense | 18,140,374 | 17,553,823 |
Notes Payable - Related Party | 2,329,473 | 2,329,473 |
Convertible Notes Payable - Related Party, Net | 117,500 | 117,446 |
Notes Payable | 3,581,620 | 3,631,620 |
Convertible Notes Payable, Net | 2,405,466 | 2,405,515 |
Derivative Liability | 5,534,373 | 3,769,211 |
Total Current Liabilities | 32,108,806 | 29,807,088 |
Long-term Liabilities | ||
Convertible Notes Payable, Nets | 96,783 | 64,888 |
Convertible Notes Payable - Related Party, Nets | 4,470 | 3,571 |
Notes Payables | 158,334 | 158,334 |
Total Liabilities | 32,368,393 | 30,033,881 |
Commitments And Contingencies (see Note 7) | 0 | 0 |
Stockholders' Deficiency | ||
Common Stock, $0.001 Par Value; 200,000,000 Shares Authorized,174,370,469 And 174,370,469 Shares Issued And Outstanding, Respectively | 174,371 | 174,371 |
Additional Paid-in Capital | 59,725,402 | 59,379,402 |
Accumulated Deficit | (92,234,535) | (89,584,516) |
Total Stockholders' Deficiency | (32,331,943) | (30,027,924) |
Total Liabilities And Stockholders' Deficiency | 36,450 | 5,957 |
Preferred Stock Series B [Member] | ||
Stockholders' Deficiency | ||
Preferred Stock | 519 | 519 |
Preferred Stock Series C [Member] | ||
Stockholders' Deficiency | ||
Preferred Stock | 2,300 | 2,300 |
Preferred Stock Series D [Member] | ||
Stockholders' Deficiency | ||
Preferred Stock | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares Issued | 174,370,469 | 174,370,469 |
Common Stock, Shares Outstanding | 174,370,469 | 174,370,469 |
Preferred Stock Series B [Member] | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 1,250,000 | 1,250,000 |
Preferred Stock, Shares Issued | 518,750 | 518,750 |
Preferred Stock, Shares Outstanding | 518,750 | 518,750 |
Preferred Stock Series C [Member] | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 2,700,000 | 2,700,000 |
Preferred Stock, Shares Issued | 2,300,000 | 2,300,000 |
Preferred Stock, Shares Outstanding | 2,300,000 | 2,300,000 |
Preferred Stock Series D [Member] | ||
Preferred Stock, Par Value | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 1,000 | 1,000 |
Preferred Stock, Shares Issued | 173 | 0 |
Preferred Stock, Shares Outstanding | 173 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Expenses | ||
Salaries And Wages | $ 202,778 | $ 194,343 |
Professional Fees | 130,789 | 357,057 |
General And Administrative | 53,013 | 52,567 |
Total Operating Expenses | 386,580 | 603,967 |
Loss From Operations | (386,580) | (603,967) |
Other (expenses) Income | ||
Interest Expense, Net | (434,253) | (470,766) |
Amortization Of Debt Discount | (62,799) | (70,250) |
Change In Fair Value Of Derivative Liability | (1,768,654) | (295,642) |
Gain On Conversion Of Debt | 2,267 | 7,527 |
Total Other Expense | (2,263,439) | (829,131) |
Loss Before Income Taxes | (2,650,019) | (1,433,098) |
Provision For Income Taxes | 0 | 0 |
Net Loss | $ (2,650,019) | $ (1,433,098) |
Net Loss Per Common Share Basic And Diluted | $ (0.02) | $ (0.01) |
Weighted Average Number Of Common Shares Outstanding | 174,370,469 | 143,651,041 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) |
Balance, Shares at Dec. 31, 2020 | 2,818,750 | 137,847,005 | |||
Balance, Amount at Dec. 31, 2020 | $ (28,413,169) | $ 2,819 | $ 137,846 | $ 58,360,045 | $ (86,913,879) |
Common Stock Issued For Conversions Of Notes Payable, Shares | 7,329,587 | ||||
Common Stock Issued For Conversions Of Notes Payable, Amount | 348,881 | 0 | $ 7,331 | 341,550 | 0 |
Common Stock Issued For Second Commitment Fee, Shares | 1,693,877 | ||||
Common Stock Issued For Second Commitment Fee, Amount | 83,000 | 0 | $ 1,694 | 81,306 | 0 |
Net Loss | (1,433,098) | $ 0 | $ 0 | 0 | (1,433,098) |
Balance, Shares at Mar. 31, 2021 | 2,818,750 | 146,870,469 | |||
Balance, Amount at Mar. 31, 2021 | (29,414,386) | $ 2,819 | $ 146,871 | 58,782,901 | (88,346,977) |
Balance, Shares at Dec. 31, 2021 | 2,818,750 | 174,370,469 | |||
Balance, Amount at Dec. 31, 2021 | (30,027,924) | $ 2,819 | $ 174,371 | 59,379,402 | (89,584,516) |
Net Loss | (2,650,019) | $ 0 | 0 | 0 | (2,650,019) |
Series D Preferred Stock Issued For Cash, Shares | 120 | ||||
Series D Preferred Stock Issued For Cash, Amount | 240,000 | $ 0 | 0 | 240,000 | 0 |
Series D Preferred Stock Issued For Conversion Of Notes And Interest, Shares | 53 | ||||
Series D Preferred Stock Issued For Conversion Of Notes And Interest, Amount | 106,000 | $ 0 | $ 0 | 106,000 | 0 |
Balance, Shares at Mar. 31, 2022 | 2,818,923 | 174,370,469 | |||
Balance, Amount at Mar. 31, 2022 | $ (32,331,943) | $ 2,819 | $ 174,371 | $ 59,725,402 | $ (92,234,535) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash Flows From Operating Activities: | ||
Net Loss | $ (2,650,019) | $ (1,433,098) |
Adjustments To Reconcile Net Loss To Net Cash Used In Operating Activities: | ||
Change In Fair Value Of Derivative Liability | 1,768,654 | 295,642 |
Amortization Of Debt Discount | 62,799 | 70,250 |
Gain On Conversion Of Debt | (2,267) | (7,527) |
Stock Issued For Second Commitment Fee | 0 | 83,000 |
Changes In Assets And Liabilities: | ||
Accounts Payable And Accrued Expenses | 611,326 | 875,369 |
Net Cash Used In Operating Activities | (209,507) | (116,364) |
Cash Flows From Financing Activities: | ||
Repayment Of Notes Payable | 0 | (3,855) |
Proceeds From Notes Payable | 0 | 105,000 |
Proceeds From Convertible Notes Payable | 0 | 85,000 |
Proceeds From Sale Of Preferred Stock | 240,000 | 0 |
Net Cash Provided By Financing Activities | 240,000 | 186,145 |
Net Increase In Cash | 30,493 | 69,781 |
Cash At Beginning Of Period | 957 | 7,442 |
Cash At End Of Period | 31,450 | 77,223 |
Supplemental Disclosure Of Cash Flow Information | ||
Cash Paid For Interest Expense | 5,160 | 1,260 |
Cash Paid For Income Taxes | 0 | 0 |
Supplemental Disclosure Of Non-cash Investing And Financing Activities: | ||
Preferred Stock Issued For Conversion Of Notes And Accrued Interest | 106,000 | 0 |
Convertible Notes Payable And Accrued Interest Converted Into Common Stock | 0 | 115,000 |
Convertible Notes Payable And Accrued Interest Converted Into Preferred Stock | 35,547 | 0 |
Notes Payable And Accrued Interest Converted Into Preferred Stock | 69,228 | 0 |
Debt Discount On Notes Payable | 0 | 85,000 |
Common Stock Issued For Conversion Of Notes Payable | 0 | 348,881 |
Derivative Liability Extinguished Upon Conversion Of Note Payable | $ 3,492 | $ 241,408 |
NATURE OF BUSINESS AND BASIS OF
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2022 | |
NATURE OF BUSINESS AND BASIS OF PRESENTATION | |
Note 1: Nature Of Business And Business Presentation | NOTE 1 – NATURE OF BUSINESS AND BASIS OF PRESENTATION We are currently in the businesses of: · OTEC and SWAC/LSC · EcoVillages Basis of Presentation The accompanying unaudited condensed consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and presented in accordance with accounting principles generally accepted in the United States of America. The accompanying condensed consolidated balance sheet at December 31, 2021 has been derived from audited consolidated financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed consolidated financial statements as of March 31, 2022 and for the three months ended March 31, 2022 and 2021, have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements, and should be read in conjunction with the audited consolidated financial statements and related notes to the financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2021 as filed with the SEC. In the opinion of management, all material adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been made to the condensed consolidated financial statements. The unaudited condensed consolidated financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the condensed consolidated financial statements not misleading as required by Regulation S-X Rule 10-01. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022 or any future periods. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Note 2: Summary Of Significant Accounting Policies | NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The financial statements include the accounts of the company and its wholly-owned subsidiaries Ocean Thermal Energy Bahamas Ltd., OTE BM Ltd. and OCEES International Inc. Intercompany balances and transactions have been eliminated in consolidation. Use of Estimates In preparing financial statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include the assumptions used in the valuation of equity-based transactions, valuation of derivative liabilities, and valuation of deferred tax assets. Cash and Cash Equivalents We consider all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. We had no cash equivalents at March 31, 2022 and December 31, 2021. Business Segments We operate in one segment and, therefore, segment information is not presented. Fair Value Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures · Level 1–Pricing inputs are quoted prices available in active markets for identical assets or liabilities as of the reporting date. · Level 2–Pricing inputs are quoted for similar assets or inputs that are observable, either directly or indirectly, for substantially the full term through corroboration with observable market data. Level 2 includes assets or liabilities valued at quoted prices adjusted for legal or contractual restrictions specific to these investments. · Level 3–Pricing inputs are unobservable for the assets or liabilities; that is, the inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Management believes the carrying amounts of the short-term financial instruments, including cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, deferred compensation, and other liabilities, reflected in the accompanying balance sheets, approximate fair value at March 31, 2022 and December 31, 2021, due to the relatively short-term nature of these instruments. We accounted for derivative liability at fair value on a recurring basis under Level 3 at March 31, 2022 and December 31, 2021 (see Note 5). Concentrations Cash, cash equivalents, and restricted cash are deposited with major financial institutions, and at times, such balances with any one financial institution may be in excess of FDIC-insured limits. As of March 31, 2022 and December 31, 2021, no balances exceeded FDIC-insured limits. Loss per Share Basic loss per share is calculated by dividing our net loss available to common shareholders by the weighted average number of common shares during the period. Diluted loss per share is calculated by dividing our net loss by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. The following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of March 31, 2022 and 2021, as they would be anti-dilutive: Three Months Ended March 31, 2022 2021 Shares underlying warrants outstanding 125,073 125,073 Shares underlying convertible notes outstanding 836,965,080 180,123,240 Shares underlying convertible preferred stock outstanding 16,687,500 16,687,500 853,777,653 196,935,813 Recent Accounting Pronouncements We have reviewed all recently issued, but not yet adopted, accounting standards to determine their effects, if any, on our consolidated results of operations, financial position, and cash flows. Based on that review, we believe that none of these pronouncements will have a significant effect on current or future earnings or operations. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2022 | |
GOING CONCERN | |
Note 3: Going Concern | NOTE 3 – GOING CONCERN The accompanying unaudited condensed consolidated financial statements have been prepared on the assumption that we will continue as a going concern. As reflected in the accompanying unaudited condensed consolidated financial statements, we had a net loss of $2,650,019 and used $209,507 of cash in operating activities for the three months ended March 31, 2022. We had a working capital deficiency of $32,072,356 and a stockholders’ deficiency of $32,331,943 as of March 31, 2022. These factors raise substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to increase sales and obtain external funding for our projects under development. We continue to apply for grant funding from the US Department of Energy. Our applications focus on desalinated water, ammonia and hydrogen production from an OTEC facility. On March 11, 2022, President Biden signed a bill that provides $162 million for the Water Power Technologies Office budget. About $112 million of that money is slated for marine energy. We plan to apply for funding to support projects where our technology would apply. The financial statements do not include any adjustments that may result from the outcome of this uncertainty. |
CONVERTIBLE NOTES AND NOTES PAY
CONVERTIBLE NOTES AND NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2022 | |
CONVERTIBLE NOTES AND NOTES PAYABLE | |
Note 4: Convertible Notes And Notes Payable | NOTE 4 – CONVERTIBLE NOTES AND NOTES PAYABLE During the three months ended March 31, 2022, $80,000 of notes and $24,775 of related accrued interest was converted into 53 shares of Series D Preferred Stock. During the three months ended March 31, 2021, $115,000 of notes were converted into 7,329,587 shares of common stock. The following convertible notes and notes payable were outstanding at March 31, 2022: Date of Maturity Original Principal at March 31, Discount at March 31, Carrying Amount at March 31 Related Party Non Related Party Issuance Date Interest Rate In Default Principal 2022 2022 2022 Current Long- Term Current Long- Term 12/01/07 09/01/15 7.00 % Yes 125,000 85,821 - 85,821 - - 85,821 - 09/25/09 10/25/11 5.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 12/23/09 12/23/14 7.00 % Yes 100,000 94,414 - 94,414 - - 94,414 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,620 - 23,620 - - 23,620 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,610 - 23,610 - - 23,610 - 02/03/12 12/31/19 10.00 % Yes 1,000,000 1,000,000 - 1,000,000 - - 1,000,000 - 08/15/13 10/31/23 10.00 % No 158,334 158,334 - 158,334 - - - 158,334 12/31/13 12/31/15 8.00 % Yes 290,000 130,000 - 130,000 - - 130,000 - 04/01/14 12/31/18 10.00 % Yes 2,265,000 1,102,500 - 1,102,500 1,102,500 - - - 12/22/14 03/31/15 22.00 % * Yes 200,000 200,000 - 200,000 - - 200,000 - 12/26/14 12/26/15 22.00 %* Yes 100,000 100,000 - 100,000 - - 100,000 - 03/12/15 (1) 6.00 % No 394,380 394,380 - 394,380 394,380 - - - 04/07/15 04/07/18 10.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 11/23/15 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 02/25/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 05/20/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 10/20/16 (1) 6.00 % No 37,500 12,500 - 12,500 12,500 - - - 10/20/16 (1) 6.00 % No 12,500 12,500 - 12,500 12,500 - - - 12/21/16 (1) 6.00 % No 25,000 25,000 - 25,000 25,000 - - - 03/09/17 (1) 10.00 % No 200,000 177,000 - 177,000 177,000 - - - 07/13/17 07/13/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/18/17 07/18/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/26/17 07/26/19 6.00 % Yes 15,000 15,000 - 15,000 - - 15,000 - 12/20/17 (2) 10.00 % Yes 979,156 929,156 - 929,156 - - 929,156 - 11/06/17 12/31/18 10.00 % Yes 646,568 543,093 - 543,093 543,093 - - - 02/19/18 (3) 18.00 %* Yes 629,451 1,161,136 - 1,161,136 - - 1,161,136 - 09/19/18 09/28/21 6.00 % Yes 10,000 10,000 - 10,000 - - 10,000 - 12/14/18 12/22/18 24.00 %* Yes 474,759 623,725 - 623,725 - - 623,725 - 01/02/19 (4) 17.00 % No 310,000 310,000 - 310,000 - - 310,000 - 08/14/19 10/31/2021 8.00 % Yes 26,200 26,200 - 26,200 - - 26,200 - (5) 10/31/2021 8.00 % Yes 105,000 95,000 - 95,000 10,000 - 85,000 - (6) 01/02/22 8.00 % Yes 306,750 286,750 - 286,750 20,000 - 266,750 - (8) 05/12/22 8.00 % No 15,000 15,000 930 14,070 - - 14,070 - (9) 09/01/22 8.00 % No 160,000 160,000 46,416 113,584 - - 113,584 - (10) 08/30/23 8.00 % No 285,000 285,000 186,362 98,638 - 1,855 - 96,783 (11) 11/30/23 8.00 % No 5,000 5,000 2,385 2,615 - 2,615 - - (7) (7) 10.00 % No 625,000 625,000 - 625,000 - - 625,000 - $ 9,850,598 $ 8,929,739 $ 236,093 $ 8,693,646 $ 2,446,973 $ 4,470 $ 5,987,086 $ 255,117 (1) Maturity date is 90 days after demand. (2) Bridge loans were issued at dates between December 2017 and May 2018. Principal is due on the earlier of 18 months from the anniversary date or the completion of L2 financing with gross proceeds of a minimum of $1.5 million. (3) L2 - Note was drawn down in five tranches between 02/16/18 and 05/02/18. (4) Loans were issued from 01/02/19 to 03/23/19. Principal and interest are due when funds are received from the litigation between Ocean Thermal Energy Corporation vs., Robert Coe et al. (5) Notes were issued between 10/14/19 and 11/05/19. The notes bear an interest rate of 8% and mature 10/31/21. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (6) Notes were issued between 12/09/19 and 11/25/20. The notes bear an interest rate of 8% and mature 01/02/22. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (7) Notes were issued between 11/02/2020 and 03/18/21. The notes bear an interest rate of 10%. Repayment will be made as follows: (i) the principal and interest within five business days following our receipt of $25.5 million from the Robert Coe, et al Robert Coe, et al (8) Notes were issued between 05/14/20 and 08/11/20. The notes bear an interest rate of 8% and mature 05/12/22. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (9) Notes were issued in November 2020 and during the first two quarters of 2021. The notes bear an interest rate of 8% and mature 09/01/22. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (10) Notes were issued during the third quarter of 2021. The notes bear an interest rate of 8% and mature 08/30/23. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (11) Note was issued during November of 2021. The note bears an interest rate of 8% and matures 11/30/23. It can be converted into 250,000 shares of common stock. It can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. * Default interest rate. The following convertible notes and notes payable were outstanding at December 31, 2021: Date of Maturity Original Principal at December 31, Discount at December 31, Carrying Amount at December 31 Related Party Non Related Party Issuance Date Interest Rate In Default Principal 2021 2021 2021 Current Long- Term Current Long- Term 12/01/07 09/01/15 7.00 % Yes 125,000 85,821 - 85,821 - - 85,821 - 09/25/09 10/25/11 5.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 12/23/09 12/23/14 7.00 % Yes 100,000 94,414 - 94,414 - - 94,414 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,620 - 23,620 - - 23,620 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,610 - 23,610 - - 23,610 - 02/03/12 12/31/19 10.00 % Yes 1,000,000 1,000,000 - 1,000,000 - - 1,000,000 - 08/15/13 10/31/23 10.00 % No 158,334 158,334 - 158,334 - - - 158,334 12/31/13 12/31/15 8.00 % Yes 290,000 130,000 - 130,000 - - 130,000 - 04/01/14 12/31/18 10.00 % Yes 2,265,000 1,102,500 - 1,102,500 1,102,500 - - - 12/22/14 03/31/15 22.00 %* Yes 200,000 200,000 - 200,000 - - 200,000 - 12/26/14 12/26/15 22.00 %* Yes 100,000 100,000 - 100,000 - - 100,000 - 03/12/15 (1) 6.00 % No 394,380 394,380 - 394,380 394,380 - - - 04/07/15 04/07/18 10.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 11/23/15 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 02/25/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 05/20/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 10/20/16 (1) 6.00 % No 37,500 12,500 - 12,500 12,500 - - - 10/20/16 (1) 6.00 % No 12,500 12,500 - 12,500 12,500 - - - 12/21/16 (1) 6.00 % No 25,000 25,000 - 25,000 25,000 - - - 03/09/17 (1) 10.00 % No 200,000 177,000 - 177,000 177,000 - - - 07/13/17 07/13/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/18/17 07/18/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/26/17 07/26/19 6.00 % Yes 15,000 15,000 - 15,000 - - 15,000 - 12/20/17 (2) 10.00 % Yes 979,156 979,156 - 979,156 - - 979,156 - 11/06/17 12/31/18 10.00 % Yes 646,568 543,093 - 543,093 543,093 - - - 02/19/18 (3) 18.00 %* Yes 629,451 1,161,136 - 1,161,136 - - 1,161,136 - 09/19/18 09/28/21 6.00 % Yes 10,000 10,000 - 10,000 - - 10,000 - 12/14/18 12/22/18 24.00 %* Yes 474,759 623,725 - 623,725 - - 623,725 - 01/02/19 (4) 17.00 % No 310,000 310,000 - 310,000 - - 310,000 - 08/14/19 10/31/2021 8.00 % Yes 26,200 26,200 - 26,200 - - 26,200 - (5) 10/31/2021 8.00 % Yes 105,000 105,000 - 105,000 10,000 - 95,000 - (6) 01/02/22 8.00 % No 306,750 306,750 885 305,865 19,946 - 285,919 - (8) 05/12/22 8.00 % No 15,000 15,000 2,924 12,076 - - 12,076 - (9) 09/01/22 8.00 % No 160,000 160,000 73,542 86,458 - - 86,458 - (10) 08/30/23 8.00 % No 285,000 285,000 218,805 66,195 - 1,307 - 64,888 (11) 11/30/23 8.00 % No 5,000 5,000 2,736 2,264 - 2,264 - - (7) (7) 10.00 % No 625,000 625,000 - 625,000 - - 625,000 - $ 9,850,598 $ 9,009,739 $ 298,892 $ 8,710,847 $ 2,446,919 $ 3,571 $ 6,037,135 $ 223,222 (1) Maturity date is 90 days after demand. (2) Bridge loans were issued at dates between December 2017 and May 2018. Principal is due on the earlier of 18 months from the anniversary date or the completion of L2 financing with gross proceeds of a minimum of $1.5 million. (3) L2 - Note was drawn down in five tranches between 02/16/18 and 05/02/18. (4) Loans were issued from 01/02/19 to 03/23/19. Principal and interest are due when funds are received from the litigation between Ocean Thermal Energy Corporation vs. Robert Coe, et al (5) Notes were issued between 10/14/19 and 11/05/19. The notes bear an interest rate of 8% and mature 10/31/21. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (6) Notes were issued between 12/09/19 and 11/25/20. The notes bear an interest rate of 8% and mature 01/02/22. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (7) Notes were issued between 11/02/2020 and 03/18/21. The notes bear an interest rate of 10%. Repayment will be made as follows: (i) the principal and interest within five business days following our receipt of $25.5 million from the Robert Coe, et al Robert Coe, et al (8) Notes were issued between 05/14/20 and 08/11/20. The notes bear an interest rate of 8% and mature 05/12/22. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (9) Notes were issued in November 2020 and during the first two quarters of 2021. The notes bear an interest rate of 8% and mature 09/01/22. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (10) Notes were issued during the third quarter of 2021. The notes bear an interest rate of 8% and mature 08/30/23. They can be converted into 250,000 shares of common stock. They can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. (11) Note was issued during November of 2021. The note bears an interest rate of 8% and matures 11/30/23. It can be converted into 250,000 shares of common stock. It can be converted when the stock closing price reaches $1 or on the maturity, whichever occurs first. * Default interest rate. |
DERIVATIVE LIABILITY
DERIVATIVE LIABILITY | 3 Months Ended |
Mar. 31, 2022 | |
DERIVATIVE LIABILITY | |
Note 5: Derivative Liability | NOTE 5 – DERIVATIVE LIABILITY We measure the fair value of our assets and liabilities under the guidance of ASC 820, Fair Value Measurements and Disclosures We identified conversion features embedded within convertible debt issued. We have determined that the features associated with the embedded conversion option should be accounted for at fair value as a derivative liability. We have elected to account for these instruments together with fixed conversion price instruments as derivative liabilities as we cannot determine if a sufficient number of shares would be available to settle all potential future conversion transactions. We value the derivative liabilities using the Black-Scholes option valuation model. The derivative liabilities are valued at each reporting date and the change in fair value is reflected as change in fair value of derivative liability. Following is a description of the valuation methodologies used to determine the fair value of our financial liabilities, including the general classification of such instruments pursuant to the valuation hierarchy: Fair Value Quoted market prices for identical assets/liabilities (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Derivative Liability, March 31, 2022 (Unaudited) $ 5,534,373 $ - $ - $ 5,534,373 Derivative Liability, December 31, 2021 $ 3,769,211 $ - $ - $ 3,769,211 The reconciliation of the derivative liability for the three months ended March 31, 2022 and 2021 is as follows: For the Three Months Ended March 31 2022 2021 Derivative liability, beginning of period $ 3,769,211 $ 5,321,395 Addition to derivative instruments - 85,000 Derivative liability extinguished upon conversion of notes payable (3,492 ) (241,408 ) Change in fair value of derivative liability 1,768,654 295,642 Derivative liability, end of period $ 5,534,373 $ 5,460,629 The change in fair value of the derivative liability for the three months ended March 31, 2022 and 2021 is comprised of the following: For the Three Months Ended March 31 2022 2021 Day one loss on valuation $ - $ 85,000 Losses from the change in fair value of derivative liability 1,768,654 210,642 Change in fair value of derivative liability* $ 1,768,654 $ 295,642 * Gains related to the revaluation of Level 3 financial liabilities is included in “Change in fair value of derivative liability” in the accompanying unaudited condensed consolidated statement of operations. The fair value of the derivative liability was estimated using the Black-Scholes option-valuation model. The fair values at the commitment and remeasurement dates for our derivative liabilities were based upon the following management assumptions: For the Three Months Ended March 31 2022 2021 Expected dividends 0 % 0 % Expected volatility 184%-247 % 180%-469 % Risk free interest rate 0.52%-2.28 % 0.01%-0.29 % Expected term (in years) 0.25– 1.67 years 0.25– 3.56 years The fair value at the remeasurement date is equal to the carrying value on the balance sheet. |
STOCKHOLDERS EQUITY
STOCKHOLDERS EQUITY | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Deficiency | |
Note 6: Stockholders' Equity | NOTE 6 – STOCKHOLDERS’ EQUITY Common Stock For the three months ended March 31, 2021, we issued 7,329,587 shares of common stock with a fair value of $348,881 for the conversion of a portion of our notes payable in the amount of $115,000. On March 31, 2021, we issued 1,693,877 shares of common stock with a fair value of $83,000. This was a settlement of a second commitment for a convertible promissory note dated May 22, 2018. There were no common stock transactions during the three months ended March 31, 2022. Preferred Stock During the three months ended March 31, 2022, we issued 120 shares of Series D Preferred Stock for cash proceeds of $240,000. During the three months ended March 31, 2022, we issued 53 shares of Series D Preferred Stock upon conversion of $80,000 of notes and $24,775 of related accrued interest. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2022 | |
COMMITMENTS AND CONTINGENCIES | |
Note 7: Commitments And Contingencies | NOTE 7 – COMMITMENTS AND CONTINGENCIES Litigation On May 4, 2018, we reached a settlement of the claims at issue in Ocean Thermal Energy Corp. v. Robert Coe, et al., On May 21, 2019, Theodore T. Herman filed a complaint against us in Theodore T. Herman v. Ocean Thermal Energy Corporation On August 22, 2018, Fugro USA Maine, Inc. (“Fugro”), filed suit against us in Fugro USA Marine, Inc. v. Ocean Thermal Energy Corp. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2022 | |
RELATED-PARTY TRANSACTIONS | |
Note 8: Related-party Transactions | NOTE 8 – RELATED-PARTY TRANSACTIONS For each of the three months ended March 31, 2022 and 2021, we paid rent of $30,000 to a company controlled by our chief executive officer under an operating lease agreement. From time to time, the Company enters into loans and notes payable with related parties. Refer to Note 4 for details on notes payable and convertible notes payable to related parties. Accrued interest on related party notes was $1,490,390 and $1,435,120 at March 31, 2022 and December 31, 2021, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
SUBSEQUENT EVENTS | |
Note 9: Subsequent Events | NOTE 9 – SUBSEQUENT EVENTS Subsequent to March 31, 2022: We issued 5 shares of Series D Preferred Stock to our Chief Executive Officer for cash proceeds of $10,000. We issued 59 shares of Series D Preferred Stock upon conversion of $90,000 of notes and $27,900 of related accrued interest. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Principles Of Consolidation | The financial statements include the accounts of the company and its wholly-owned subsidiaries Ocean Thermal Energy Bahamas Ltd., OTE BM Ltd. and OCEES International Inc. Intercompany balances and transactions have been eliminated in consolidation. |
Use Of Estimates | In preparing financial statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include the assumptions used in the valuation of equity-based transactions, valuation of derivative liabilities, and valuation of deferred tax assets. |
Cash And Cash Equivalents | We consider all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. We had no cash equivalents at March 31, 2022 and December 31, 2021. |
Business Segments | We operate in one segment and, therefore, segment information is not presented. |
Fair Value | Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures · Level 1–Pricing inputs are quoted prices available in active markets for identical assets or liabilities as of the reporting date. · Level 2–Pricing inputs are quoted for similar assets or inputs that are observable, either directly or indirectly, for substantially the full term through corroboration with observable market data. Level 2 includes assets or liabilities valued at quoted prices adjusted for legal or contractual restrictions specific to these investments. · Level 3–Pricing inputs are unobservable for the assets or liabilities; that is, the inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Management believes the carrying amounts of the short-term financial instruments, including cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, deferred compensation, and other liabilities, reflected in the accompanying balance sheets, approximate fair value at March 31, 2022 and December 31, 2021, due to the relatively short-term nature of these instruments. We accounted for derivative liability at fair value on a recurring basis under Level 3 at March 31, 2022 and December 31, 2021 (see Note 5). |
Concentrations | Cash, cash equivalents, and restricted cash are deposited with major financial institutions, and at times, such balances with any one financial institution may be in excess of FDIC-insured limits. As of March 31, 2022 and December 31, 2021, no balances exceeded FDIC-insured limits. |
Loss Per Share | Basic loss per share is calculated by dividing our net loss available to common shareholders by the weighted average number of common shares during the period. Diluted loss per share is calculated by dividing our net loss by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. The following potentially dilutive securities have been excluded from the computation of diluted weighted average shares outstanding as of March 31, 2022 and 2021, as they would be anti-dilutive: Three Months Ended March 31, 2022 2021 Shares underlying warrants outstanding 125,073 125,073 Shares underlying convertible notes outstanding 836,965,080 180,123,240 Shares underlying convertible preferred stock outstanding 16,687,500 16,687,500 853,777,653 196,935,813 |
Recent Accounting Pronouncements | We have reviewed all recently issued, but not yet adopted, accounting standards to determine their effects, if any, on our consolidated results of operations, financial position, and cash flows. Based on that review, we believe that none of these pronouncements will have a significant effect on current or future earnings or operations. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Summary Of Potentially Dilutive Securities | Three Months Ended March 31, 2022 2021 Shares underlying warrants outstanding 125,073 125,073 Shares underlying convertible notes outstanding 836,965,080 180,123,240 Shares underlying convertible preferred stock outstanding 16,687,500 16,687,500 853,777,653 196,935,813 |
CONVERTIBLE NOTES AND NOTES P_2
CONVERTIBLE NOTES AND NOTES PAYABLE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
CONVERTIBLE NOTES AND NOTES PAYABLE | |
Convertible Notes And Notes Payable | Date of Maturity Original Principal at March 31, Discount at March 31, Carrying Amount at March 31 Related Party Non Related Party Issuance Date Interest Rate In Default Principal 2022 2022 2022 Current Long- Term Current Long- Term 12/01/07 09/01/15 7.00 % Yes 125,000 85,821 - 85,821 - - 85,821 - 09/25/09 10/25/11 5.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 12/23/09 12/23/14 7.00 % Yes 100,000 94,414 - 94,414 - - 94,414 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,620 - 23,620 - - 23,620 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,610 - 23,610 - - 23,610 - 02/03/12 12/31/19 10.00 % Yes 1,000,000 1,000,000 - 1,000,000 - - 1,000,000 - 08/15/13 10/31/23 10.00 % No 158,334 158,334 - 158,334 - - - 158,334 12/31/13 12/31/15 8.00 % Yes 290,000 130,000 - 130,000 - - 130,000 - 04/01/14 12/31/18 10.00 % Yes 2,265,000 1,102,500 - 1,102,500 1,102,500 - - - 12/22/14 03/31/15 22.00 % * Yes 200,000 200,000 - 200,000 - - 200,000 - 12/26/14 12/26/15 22.00 %* Yes 100,000 100,000 - 100,000 - - 100,000 - 03/12/15 (1) 6.00 % No 394,380 394,380 - 394,380 394,380 - - - 04/07/15 04/07/18 10.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 11/23/15 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 02/25/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 05/20/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 10/20/16 (1) 6.00 % No 37,500 12,500 - 12,500 12,500 - - - 10/20/16 (1) 6.00 % No 12,500 12,500 - 12,500 12,500 - - - 12/21/16 (1) 6.00 % No 25,000 25,000 - 25,000 25,000 - - - 03/09/17 (1) 10.00 % No 200,000 177,000 - 177,000 177,000 - - - 07/13/17 07/13/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/18/17 07/18/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/26/17 07/26/19 6.00 % Yes 15,000 15,000 - 15,000 - - 15,000 - 12/20/17 (2) 10.00 % Yes 979,156 929,156 - 929,156 - - 929,156 - 11/06/17 12/31/18 10.00 % Yes 646,568 543,093 - 543,093 543,093 - - - 02/19/18 (3) 18.00 %* Yes 629,451 1,161,136 - 1,161,136 - - 1,161,136 - 09/19/18 09/28/21 6.00 % Yes 10,000 10,000 - 10,000 - - 10,000 - 12/14/18 12/22/18 24.00 %* Yes 474,759 623,725 - 623,725 - - 623,725 - 01/02/19 (4) 17.00 % No 310,000 310,000 - 310,000 - - 310,000 - 08/14/19 10/31/2021 8.00 % Yes 26,200 26,200 - 26,200 - - 26,200 - (5) 10/31/2021 8.00 % Yes 105,000 95,000 - 95,000 10,000 - 85,000 - (6) 01/02/22 8.00 % Yes 306,750 286,750 - 286,750 20,000 - 266,750 - (8) 05/12/22 8.00 % No 15,000 15,000 930 14,070 - - 14,070 - (9) 09/01/22 8.00 % No 160,000 160,000 46,416 113,584 - - 113,584 - (10) 08/30/23 8.00 % No 285,000 285,000 186,362 98,638 - 1,855 - 96,783 (11) 11/30/23 8.00 % No 5,000 5,000 2,385 2,615 - 2,615 - - (7) (7) 10.00 % No 625,000 625,000 - 625,000 - - 625,000 - $ 9,850,598 $ 8,929,739 $ 236,093 $ 8,693,646 $ 2,446,973 $ 4,470 $ 5,987,086 $ 255,117 Date of Maturity Original Principal at December 31, Discount at December 31, Carrying Amount at December 31 Related Party Non Related Party Issuance Date Interest Rate In Default Principal 2021 2021 2021 Current Long- Term Current Long- Term 12/01/07 09/01/15 7.00 % Yes 125,000 85,821 - 85,821 - - 85,821 - 09/25/09 10/25/11 5.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 12/23/09 12/23/14 7.00 % Yes 100,000 94,414 - 94,414 - - 94,414 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,620 - 23,620 - - 23,620 - 12/23/09 12/23/14 7.00 % Yes 25,000 23,610 - 23,610 - - 23,610 - 02/03/12 12/31/19 10.00 % Yes 1,000,000 1,000,000 - 1,000,000 - - 1,000,000 - 08/15/13 10/31/23 10.00 % No 158,334 158,334 - 158,334 - - - 158,334 12/31/13 12/31/15 8.00 % Yes 290,000 130,000 - 130,000 - - 130,000 - 04/01/14 12/31/18 10.00 % Yes 2,265,000 1,102,500 - 1,102,500 1,102,500 - - - 12/22/14 03/31/15 22.00 %* Yes 200,000 200,000 - 200,000 - - 200,000 - 12/26/14 12/26/15 22.00 %* Yes 100,000 100,000 - 100,000 - - 100,000 - 03/12/15 (1) 6.00 % No 394,380 394,380 - 394,380 394,380 - - - 04/07/15 04/07/18 10.00 % Yes 50,000 50,000 - 50,000 - - 50,000 - 11/23/15 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 02/25/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 05/20/16 (1) 6.00 % No 50,000 50,000 - 50,000 50,000 - - - 10/20/16 (1) 6.00 % No 37,500 12,500 - 12,500 12,500 - - - 10/20/16 (1) 6.00 % No 12,500 12,500 - 12,500 12,500 - - - 12/21/16 (1) 6.00 % No 25,000 25,000 - 25,000 25,000 - - - 03/09/17 (1) 10.00 % No 200,000 177,000 - 177,000 177,000 - - - 07/13/17 07/13/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/18/17 07/18/19 6.00 % Yes 25,000 25,000 - 25,000 - - 25,000 - 07/26/17 07/26/19 6.00 % Yes 15,000 15,000 - 15,000 - - 15,000 - 12/20/17 (2) 10.00 % Yes 979,156 979,156 - 979,156 - - 979,156 - 11/06/17 12/31/18 10.00 % Yes 646,568 543,093 - 543,093 543,093 - - - 02/19/18 (3) 18.00 %* Yes 629,451 1,161,136 - 1,161,136 - - 1,161,136 - 09/19/18 09/28/21 6.00 % Yes 10,000 10,000 - 10,000 - - 10,000 - 12/14/18 12/22/18 24.00 %* Yes 474,759 623,725 - 623,725 - - 623,725 - 01/02/19 (4) 17.00 % No 310,000 310,000 - 310,000 - - 310,000 - 08/14/19 10/31/2021 8.00 % Yes 26,200 26,200 - 26,200 - - 26,200 - (5) 10/31/2021 8.00 % Yes 105,000 105,000 - 105,000 10,000 - 95,000 - (6) 01/02/22 8.00 % No 306,750 306,750 885 305,865 19,946 - 285,919 - (8) 05/12/22 8.00 % No 15,000 15,000 2,924 12,076 - - 12,076 - (9) 09/01/22 8.00 % No 160,000 160,000 73,542 86,458 - - 86,458 - (10) 08/30/23 8.00 % No 285,000 285,000 218,805 66,195 - 1,307 - 64,888 (11) 11/30/23 8.00 % No 5,000 5,000 2,736 2,264 - 2,264 - - (7) (7) 10.00 % No 625,000 625,000 - 625,000 - - 625,000 - $ 9,850,598 $ 9,009,739 $ 298,892 $ 8,710,847 $ 2,446,919 $ 3,571 $ 6,037,135 $ 223,222 |
DERIVATIVE LIABILITY (Tables)
DERIVATIVE LIABILITY (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
DERIVATIVE LIABILITY | |
Schedule Offair Value Hierarchy | Fair Value Quoted market prices for identical assets/liabilities (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Derivative Liability, March 31, 2022 (Unaudited) $ 5,534,373 $ - $ - $ 5,534,373 Derivative Liability, December 31, 2021 $ 3,769,211 $ - $ - $ 3,769,211 |
Schedule Of Changes In Fair Value Financial Liabilities | For the Three Months Ended March 31 2022 2021 Derivative liability, beginning of period $ 3,769,211 $ 5,321,395 Addition to derivative instruments - 85,000 Derivative liability extinguished upon conversion of notes payable (3,492 ) (241,408 ) Change in fair value of derivative liability 1,768,654 295,642 Derivative liability, end of period $ 5,534,373 $ 5,460,629 For the Three Months Ended March 31 2022 2021 Day one loss on valuation $ - $ 85,000 Losses from the change in fair value of derivative liability 1,768,654 210,642 Change in fair value of derivative liability* $ 1,768,654 $ 295,642 |
Schedule Of Assumptions | For the Three Months Ended March 31 2022 2021 Expected dividends 0 % 0 % Expected volatility 184%-247 % 180%-469 % Risk free interest rate 0.52%-2.28 % 0.01%-0.29 % Expected term (in years) 0.25– 1.67 years 0.25– 3.56 years |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Shares Underlying Convertible Preferred Stock Outstanding | 853,777,653 | 196,935,813 |
Convertible Notes Payable [Member] | ||
Shares Underlying Convertible Preferred Stock Outstanding | 836,965,080 | 180,123,240 |
Warrant [Member] | ||
Shares Underlying Convertible Preferred Stock Outstanding | 125,073 | 125,073 |
Convertible Preferred Stock [Member] | ||
Shares Underlying Convertible Preferred Stock Outstanding | 16,687,500 | 16,687,500 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
GOING CONCERN (Details Narrative) | ||||
Net Loss | $ (2,650,019) | $ (1,433,098) | ||
Cash In Operating Activities | 209,507 | |||
Working Capital (deficiency) | 32,072,356 | |||
Total Stockholders' Deficiency | (32,331,943) | $ (29,414,386) | $ (30,027,924) | $ (28,413,169) |
Water Power Technology Office Bill | 162,000,000 | |||
Marine Energy | $ 112,000,000 |
CONVERTIBLE NOTES AND NOTES P_3
CONVERTIBLE NOTES AND NOTES PAYABLE (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Notes Payable 2 [Member] | ||
Debt Instrument, Issuance Date | 12/01/07 | 12/01/07 |
Debt Instrument, Maturity Date | 09/01/15 | 09/01/15 |
Debt Stated Interest Rate | 7.00% | 7.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 125,000 | $ 125,000 |
Debt Amount At Period End | 85,821 | 85,821 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 85,821 | 85,821 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 85,821 | 85,821 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 3 [Member] | ||
Debt Instrument, Issuance Date | 09/25/09 | 09/25/09 |
Debt Instrument, Maturity Date | 10/25/11 | 10/25/11 |
Debt Stated Interest Rate | 5.00% | 5.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 50,000 | $ 50,000 |
Debt Amount At Period End | 50,000 | 50,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 50,000 | 50,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | $ 50,000 | $ 50,000 |
Notes Payable 4 [Member] | ||
Debt Instrument, Issuance Date | 12/23/09 | 12/23/09 |
Debt Instrument, Maturity Date | 12/23/14 | 12/23/14 |
Debt Stated Interest Rate | 7.00% | 7.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 100,000 | $ 100,000 |
Debt Amount At Period End | 94,414 | 94,414 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 94,414 | 94,414 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 94,414 | 94,414 |
Debt Noncurrent | $ 0 | 0 |
Principal amount | 23,620 | |
Carrying amount at end period | 23,620 | |
Non related party current | $ 23,620 | |
Notes Payable 5 [Member] | ||
Debt Instrument, Issuance Date | 12/23/09 | 12/23/09 |
Debt Instrument, Maturity Date | 12/23/14 | 12/23/14 |
Debt Stated Interest Rate | 7.00% | 7.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 25,000 | $ 25,000 |
Debt Amount At Period End | 23,620 | 23,660 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 23,620 | 23,660 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 23,620 | 23,660 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 6 [Member] | ||
Debt Instrument, Issuance Date | 12/23/09 | 12/23/09 |
Debt Instrument, Maturity Date | 12/23/14 | 12/23/14 |
Debt Stated Interest Rate | 7.00% | 7.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 25,000 | $ 25,000 |
Debt Amount At Period End | 23,610 | 23,610 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 23,610 | 23,610 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 23,610 | 23,610 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 7 [Member] | ||
Debt Instrument, Issuance Date | 02/03/12 | 02/03/12 |
Debt Instrument, Maturity Date | 12/31/19 | 12/31/19 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 1,000,000 | $ 1,000,000 |
Debt Amount At Period End | 1,000,000 | 1,000,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 1,000,000 | 1,000,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 1,000,000 | 1,000,000 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 8 [Member] | ||
Debt Instrument, Issuance Date | 08/15/13 | 08/15/13 |
Debt Instrument, Maturity Date | 10/31/23 | 10/31/23 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | No | 0 |
Debt Original Principal | $ 158,334 | $ 158,334 |
Debt Amount At Period End | 158,334 | 158,334 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 158,334 | 158,334 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | $ 158,334 | $ 158,334 |
Notes Payable 9 [Member] | ||
Debt Instrument, Issuance Date | 12/31/13 | 12/31/13 |
Debt Instrument, Maturity Date | 12/31/15 | 12/31/15 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 290,000 | $ 290,000 |
Debt Amount At Period End | 130,000 | 130,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 130,000 | 130,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 130,000 | 130,000 |
Debt Noncurrent | $ 0 | 0 |
Original principal amount | $ 2,265,000 | |
Notes Payable 10 [Member] | ||
Debt Instrument, Issuance Date | 04/01/14 | 04/01/14 |
Debt Instrument, Maturity Date | 12/31/18 | 12/31/18 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 2,265,000 | $ 265,000 |
Debt Amount At Period End | 1,102,500 | 1,102,500 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 1,102,500 | 1,102,500 |
Debt Related Party Current | 1,102,500 | 1,102,500 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 11 [Member] | ||
Debt Instrument, Issuance Date | 12/22/14 | 12/22/14 |
Debt Instrument, Maturity Date | 03/31/15 | 03/31/15 |
Debt Stated Interest Rate | 22.00% | 22.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 200,000 | $ 200,000 |
Unamortized Discount | 0 | 0 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 200,000 | 200,000 |
Carrying Current | $ 200,000 | $ 200,000 |
Notes Payable 12 [Member] | ||
Debt Instrument, Issuance Date | 12/26/14 | 12/26/14 |
Debt Instrument, Maturity Date | 12/26/15 | 12/26/15 |
Debt Stated Interest Rate | 22.00% | 22.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 100,000 | $ 100,000 |
Debt Amount At Period End | 100,000 | 100,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 100,000 | 100,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 100,000 | 100,000 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 13 [Member] | ||
Debt Instrument, Issuance Date | 03/12/15 | 03/12/15 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Debt Original Principal | $ 394,380 | $ 394,380 |
Debt Amount At Period End | 394,380 | 394,380 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 394,380 | 394,380 |
Debt Related Party Current | 394,380 | 394,380 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Non related party current | $ 50,000 | $ 50,000 |
Notes Payable 14 [Member] | ||
Debt Instrument, Issuance Date | 04/07/15 | 04/07/15 |
Debt Instrument, Maturity Date | 04/07/18 | 04/07/18 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | Yes | Yes |
Unamortized Discount | $ 0 | $ 0 |
Carrying Amount At Period End | 50,000 | 50,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 50,000 | 50,000 |
Debt Amount At Period End | 50,000 | 50,000 |
Debt to Related Party Current | $ 50,000 | $ 50,000 |
Notes Payable 15 [Member] | ||
Debt Instrument, Issuance Date | 11/23/15 | 11/23/15 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Debt Amount At Period End | $ 50,000 | $ 50,000 |
Unamortized Discount | 0 | 0 |
Debt Related Party Current | 50,000 | 50,000 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 50,000 | 50,000 |
Debt Original Principal | $ 50,000 | $ 50,000 |
Notes Payable 16 [Member] | ||
Debt Instrument, Issuance Date | 02/25/16 | 02/25/16 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Unamortized Discount | $ 0 | $ 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Current | 50,000 | 50,000 |
Debt Original Principal | 50,000 | 50,000 |
Debt Amount At Period End | $ 50,000 | $ 50,000 |
Notes Payable 17 [Member] | ||
Debt Instrument, Issuance Date | 05/20/16 | 05/20/16 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Debt Original Principal | $ 50,000 | $ 50,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 50,000 | 50,000 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Debt Original Principal | 50,000 | 50,000 |
Debt Amount at Period End | $ 50,000 | $ 50,000 |
Notes Payable 18 [Member] | ||
Debt Instrument, Issuance Date | 10/20/16 | 10/20/16 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Debt Original Principal | $ 37,500 | $ 37,500 |
Unamortized Discount | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 12,500 | 12,500 |
Debt to Related Party Current | 12,500 | 12,500 |
Notes principal amount | $ 12,500 | $ 12,500 |
Notes Payable 19 [Member] | ||
Debt Instrument, Issuance Date | 10/20/16 | 10/20/16 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Unamortized Discount | $ 0 | $ 0 |
Debt Related Party Current | 12,500 | 12,500 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 12,500 | 12,500 |
Original principal amount | 12,500 | 12,500 |
Debt Amount at Period End | $ 12,500 | $ 12,500 |
Notes Payable 20 [Member] | ||
Debt Instrument, Issuance Date | 12/21/16 | 12/21/16 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | No | 0 |
Debt Original Principal | $ 25,000 | $ 25,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 25,000 | 25,000 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Original principal amount | 200,000 | 200,000 |
Debt to Related Party Current | 25,000 | 25,000 |
Debt Amount at Period End | 25,000 | 25,000 |
Notes principal amount | $ 177,000 | $ 177,000 |
Notes Payable 21 [Member] | ||
Debt Instrument, Issuance Date | 03/09/17 | 03/09/17 |
Debt Instrument, Maturity Date | (1) | 1 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | No | 0 |
Unamortized Discount | $ 0 | $ 0 |
Debt Related Party Current | 177,000 | 177,000 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Original principal amount | 25,000 | 25,000 |
Debt Amount At Period End | 200,000 | 200,000 |
Debt Amount At Period End | $ 177,000 | $ 177,000 |
Notes Payable 22 [Member] | ||
Debt Instrument, Issuance Date | 07/13/17 | 07/13/17 |
Debt Instrument, Maturity Date | 07/13/19 | 07/13/19 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | Yes | Yes |
Unamortized Discount | $ 0 | $ 0 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 25,000 | 25,000 |
Carrying Current | 25,000 | 25,000 |
Debt Amount at Period End | $ 25,000 | $ 25,000 |
Notes Payable 23 [Member] | ||
Debt Instrument, Issuance Date | 07/18/17 | 07/18/17 |
Debt Instrument, Maturity Date | 07/18/19 | 07/18/19 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | Yes | Yes |
Debt Amount At Period End | $ 25,000 | $ 25,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 25,000 | 25,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 25,000 | 25,000 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | $ 25,000 | $ 25,000 |
Notes Payable 24 [Member] | ||
Debt Instrument, Issuance Date | 07/26/17 | 07/26/17 |
Debt Instrument, Maturity Date | 07/26/19 | 07/26/19 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 15,000 | $ 15,000 |
Unamortized Discount | 0 | 0 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | 15,000 | 15,000 |
Debt Amount at Period End | $ 15,000 | $ 15,000 |
Notes Payable 25 [Member] | ||
Debt Instrument, Issuance Date | 12/20/17 | 12/20/17 |
Debt Instrument, Maturity Date | (2) | 2 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 979,156 | $ 979,156 |
Debt Amount At Period End | 929,156 | 979,156 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 929,156 | 979,156 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 929,156 | 979,156 |
Debt Noncurrent | 0 | 0 |
Carrying Amount at Period End | $ 543,093 | $ 543,093 |
Notes Payable 26 [Member] | ||
Debt Instrument, Issuance Date | 11/06/17 | 11/06/17 |
Debt Instrument, Maturity Date | 12/31/18 | 12/31/18 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 646,568 | $ 646,568 |
Unamortized Discount | 0 | 0 |
Debt Related Party Current | 543,093 | 543,093 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Amount At Period End | $ 543,093 | $ 543,093 |
Notes Payable 27 [Member] | ||
Debt Instrument, Issuance Date | 02/19/18 | 02/19/18 |
Debt Instrument, Maturity Date | (3) | 3 |
Debt Stated Interest Rate | 18.00% | 18.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 629,451 | $ 629,451 |
Debt Amount At Period End | 1,161,136 | 1,161,136 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 1,161,136 | 1,161,136 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 1,161,136 | 1,161,136 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 28 [Member] | ||
Debt Instrument, Issuance Date | 09/19/18 | 09/19/18 |
Debt Instrument, Maturity Date | 09/28/21 | 09/28/21 |
Debt Stated Interest Rate | 6.00% | 6.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 10,000 | $ 10,000 |
Debt Amount At Period End | 10,000 | 10,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 10,000 | 10,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Debt to Related Party Current | $ 10,000 | $ 10,000 |
Notes Payable 29 [Member] | ||
Debt Instrument, Issuance Date | 12/14/18 | 12/14/18 |
Debt Instrument, Maturity Date | 12/22/18 | 12/22/18 |
Debt Stated Interest Rate | 24.00% | 24.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 474,759 | $ 474,759 |
Debt Amount At Period End | 623,725 | 623,725 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 623,725 | 623,725 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 623,725 | 623,725 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 30 [Member] | ||
Debt Instrument, Issuance Date | 01/02/19 | 01/02/19 |
Debt Instrument, Maturity Date | (4) | 4 |
Debt Stated Interest Rate | 17.00% | 17.00% |
In Default | No | 0 |
Debt Original Principal | $ 310,000 | $ 310,000 |
Debt Amount At Period End | 310,000 | 310,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 310,000 | 310,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 310,000 | 310,000 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 31 [Member] | ||
Debt Instrument, Issuance Date | 08/14/19 | 08/14/19 |
Debt Instrument, Maturity Date | 10/31/2021 | 10/31/2021 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 26,200 | $ 26,200 |
Debt Amount At Period End | 26,200 | 26,200 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 26,200 | 26,200 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 26,200 | 26,200 |
Debt Noncurrent | 0 | 0 |
Non related party current | $ 85,000 | $ 95,000 |
Notes Payable 32 [Member] | ||
Debt Instrument, Issuance Date | (5) | 5 |
Debt Instrument, Maturity Date | 10/31/2021 | 10/31/2021 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | Yes | Yes |
Debt Original Principal | $ 105,000 | $ 105,000 |
Debt Amount At Period End | 95,000 | 105,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 95,000 | 105,000 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Current | $ 10,000 | $ 10,000 |
Notes Payable 33 [Member] | ||
Debt Instrument, Issuance Date | (6) | 6 |
Debt Instrument, Maturity Date | 01/02/22 | 01/02/22 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | Yes | 0 |
Debt Original Principal | $ 306,750 | $ 306,750 |
Debt Amount At Period End | 286,750 | 306,750 |
Unamortized Discount | 0 | 885 |
Carrying Amount At Period End | 286,750 | 305,865 |
Debt Related Party Current | 20,000 | 19,946 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 266,750 | 285,919 |
Debt Noncurrent | 0 | 0 |
Original principal amount | $ 15,000 | $ 15,000 |
Notes Payable 34 [Member] | ||
Debt Instrument, Issuance Date | (8) | 8 |
Debt Instrument, Maturity Date | 05/12/22 | 05/12/22 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | No | 0 |
Unamortized Discount | $ 930 | $ 2,924 |
Carrying Amount At Period End | 14,070 | 12,076 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Noncurrent | 0 | 0 |
Carrying Current | 15,000 | 15,000 |
Debt Amount at Period End | $ 15,000 | $ 15,000 |
Notes Payable 35 [Member] | ||
Debt Instrument, Issuance Date | (9) | 9 |
Debt Instrument, Maturity Date | 09/01/22 | 09/01/22 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | No | 0 |
Debt Original Principal | $ 160,000 | $ 160,000 |
Debt Amount At Period End | 160,000 | 160,000 |
Unamortized Discount | 46,416 | 73,542 |
Carrying Amount At Period End | 113,584 | 86,458 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 113,584 | 86,458 |
Debt Noncurrent | $ 0 | $ 0 |
Notes Payable 36 [Member] | ||
Debt Instrument, Issuance Date | (10) | 10 |
Debt Instrument, Maturity Date | 08/30/23 | 08/30/23 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | No | 0 |
Debt Original Principal | $ 285,000 | $ 285,000 |
Debt Amount At Period End | 285,000 | 285,000 |
Unamortized Discount | 186,362 | 218,805 |
Carrying Amount At Period End | 98,638 | 66,195 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 1,855 | 1,307 |
Debt Current | 0 | 0 |
Debt Noncurrent | $ 96,783 | $ 64,888 |
Notes Payable 37 [Member] | ||
Debt Instrument, Issuance Date | (11) | 11 |
Debt Instrument, Maturity Date | 11/30/23 | 11/30/23 |
Debt Stated Interest Rate | 8.00% | 8.00% |
In Default | No | 0 |
Debt Original Principal | $ 5,000 | $ 5,000 |
Debt Amount At Period End | 5,000 | 5,000 |
Unamortized Discount | 2,385 | 2,736 |
Carrying Amount At Period End | 2,615 | 2,264 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 2,615 | 2,264 |
Debt Current | 0 | 0 |
Debt Noncurrent | $ 0 | $ 0 |
Note Payable 38 [Member] | ||
Debt Instrument, Issuance Date | (7) | 7 |
Debt Instrument, Maturity Date | (7) | 7 |
Debt Stated Interest Rate | 10.00% | 10.00% |
In Default | No | 0 |
Debt Original Principal | $ 625,000 | $ 625,000 |
Debt Amount At Period End | 625,000 | 625,000 |
Unamortized Discount | 0 | 0 |
Carrying Amount At Period End | 625,000 | 625,000 |
Debt Related Party Current | 0 | 0 |
Debt Related Party Noncurrent | 0 | 0 |
Debt Current | 625,000 | 625,000 |
Debt Noncurrent | 0 | 0 |
Notes Payable Total [Member] | ||
Debt Original Principal | 9,850,598 | 9,850,598 |
Debt Amount At Period End | 8,929,739 | 9,009,739 |
Unamortized Discount | 236,093 | 298,892 |
Carrying Amount At Period End | 8,693,646 | 8,710,847 |
Debt Related Party Current | 2,446,973 | 2,446,919 |
Debt Related Party Noncurrent | 4,470 | 3,571 |
Debt Current | 5,987,086 | 6,037,135 |
Debt Noncurrent | $ 255,117 | $ 223,222 |
CONVERTIBLE NOTES AND NOTES P_4
CONVERTIBLE NOTES AND NOTES PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Amount Converted Into Shares | $ 115,000 | ||
Coversion Of Shares | 59 | 7,329,587 | |
Accrued Interest | $ 27,900 | ||
Preferred Stock Series D [Member] | |||
Amount Converted Into Shares | $ 80,000 | ||
Coversion Of Shares | 53 | ||
Amount Converted Into Shares | $ 80,000 | ||
Accrued Interest | $ 24,775 |
DERIVATIVE LIABILITY (Details)
DERIVATIVE LIABILITY (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Derivative Liability | $ 5,534,373 | $ 3,769,211 |
Level 1 | ||
Derivative Liability | 0 | 0 |
Level 2 | ||
Derivative Liability | 0 | 0 |
Level 3 | ||
Derivative Liability | $ 5,534,373 | $ 3,769,211 |
DERIVATIVE LIABILITY (Details 1
DERIVATIVE LIABILITY (Details 1) - USD ($) | 3 Months Ended | 24 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
DERIVATIVE LIABILITY | ||
Derivative Liability, Beginning Of Period | $ 3,769,211 | $ 5,321,395 |
Addition To Derivative Instruments | 0 | 85,000 |
Derivative Liability Extinguished Upon Conversion Of Notes Payable | (3,492) | (241,408) |
Change In Fair Value Of Derivative Liability | 1,768,654 | 295,642 |
Derivative Liability, End Of Period | $ 5,534,373 | $ 5,460,629 |
DERIVATIVE LIABILITY (Details 2
DERIVATIVE LIABILITY (Details 2) - USD ($) | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
DERIVATIVE LIABILITY | ||||
Day One Gains/(losses) On Valuation | $ 0 | $ 85,000 | ||
Losses From The Change In Fair Value Of Derivative Liability | $ 1,768,654 | $ 210,642 | ||
Change In Fair Value Of Derivative Liability | $ 1,768,654 | $ 295,642 |
DERIVATIVE LIABILITY (Details 3
DERIVATIVE LIABILITY (Details 3) - Remeasurement Date | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Expected Dividends | 0.00% | 0.00% |
Minimum [Member] | ||
Expected Volatility | 184.00% | 180.00% |
Risk Free Interest Rate | 0.52% | 0.01% |
Expected Term (in Years) | 3 months | 3 months |
Maximum [Member] | ||
Expected Volatility | 247.00% | 469.00% |
Risk Free Interest Rate | 2.28% | 0.29% |
Expected Term (in Years) | 1 year 8 months 1 day | 3 years 6 months 21 days |
STOCKHOLDERS EQUITY (Details Na
STOCKHOLDERS EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Apr. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | May 22, 2018 | |
Initial Commitment, Shares Issued | 400,000 | ||||
Common Stock Shares Issued During The Period,shares | 1,693,877 | ||||
Common Stock Shares Issued During The Period, Value | $ 10,000 | $ 83,000 | |||
Accured Interest | $ 27,900 | ||||
Oasis Capital LLC [Member] | |||||
Common Stock Shares Issued During The Period,shares | 7,329,587 | ||||
Common Stock Shares Issued During The Period, Value | $ 348,881 | ||||
Convertible Note Payable And Accrued Interest Converted Into Common Stock | $ 115,000 | ||||
Preferred Stock Series D [Member] | |||||
Preferred Stock, Shares Issued | 173 | 120 | 0 | ||
Preferred shares issued for conversion | 53 | ||||
Amount of notes converted | $ 80,000 | ||||
Accured Interest | 24,775 | ||||
Proceeds from Stock | $ 240,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Aug. 15, 2019 | Aug. 08, 2018 | May 28, 2019 | Aug. 22, 2018 | Jul. 19, 2018 | Mar. 31, 2022 | Dec. 31, 2021 |
Repayment Of Settlement | $ 160,000 | ||||||
Outstanding Balance Of Settlement | 215,000 | ||||||
Settlement Agreement Descriptions | In our ongoing efforts to collect the $25,500,000 judgment obtained, a third party has intervened in our case in the Central District of California | ||||||
Engineering Service Paid | $ 500,000 | ||||||
Accrued Legal Settlement | $ 8,000,000 | 375,000 | |||||
Settlement Interest Rate | 18.00% | ||||||
Total Payment Received From Defendant | $ 100,000 | ||||||
Regular Monthly Payments To Fugro Of Per Month, Until The Balance Owed Has Been Paid | $ 10,000 | ||||||
Trade Base Sales, Inc [Member] | |||||||
Settlement Amount, Total | $ 25,500,000 | ||||||
Brett M Regal [Member] | |||||||
Settlement Amount, Total | $ 25,500,000 |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Company Controlled by the CEO | |||
Rent Expense | $ 30,000 | $ 30,000 | |
Related Party 1 | |||
Accrued Interest | $ 1,490,390 | $ 1,435,120 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended |
Apr. 30, 2022 | Mar. 31, 2021 | |
Stock Issued During Period, Value, New Issues | $ 10,000 | $ 83,000 |
Amount Converted Into Shares | $ 90,000 | |
Coversion Of Shares | 59 | 7,329,587 |
Accrued Interest | $ 27,900 | |
Stock Issued During Period, Shares, New Issues | 1,693,877 | |
Chief Executive Officer [Member] | ||
Stock Issued During Period, Shares, New Issues | 5 |