Resonate Blends (KOAN) 10-Q 18 Aug 21 2021 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2021	Aug. 16, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2021
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	000-21202
Entity Registrant Name	Resonate Blends, Inc.
Entity Central Index Key	0000897078
Entity Tax Identification Number	58-1588291
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	26565 Agoura Road
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Calabasas
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91302
City Area Code	571
Local Phone Number	888-0009
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		44,770,912

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Current assets
Cash and cash equivalents	$ 975,869	$ 114,325
Advances to Suppliers		54,599
Inventories	170,886
Total current assets	1,146,755	168,924
Fixed assets, net	21,063
Investment in equity method investee	100	100
TOTAL ASSETS	1,167,918	169,024
Current liabilities
Accounts payable and accrued liabilities	122,494	198,936
Due to related parties	25,000	187,500
Convertible notes payable, net of discount	1,870,000	504,793
Derivative liability	4,281,046	274,134
Current liabilities of discontinued operations
Total current liabilities	6,298,540	1,165,363
Total liabilities	6,298,540	1,165,363
Stockholders’ deficit
Common stock; $0.0001 par value; 200,000,000 shares authorized; 44,270,912 and 29,769,627 shares issued and outstanding as of June 30, 2021 December 31, 2020 , respectively.	4,427	2,976
Additional paid-in capital	22,405,737	20,101,480
Accumulated deficit	(27,540,986)	(21,100,995)
Total Stockholders’ deficit	(5,130,622)	(996,339)
TOTAL LIABILITIES AND STOCKHOLDER’S EQUITY	1,167,918	169,024
Series B Preferred Stock [Member]
Stockholders’ deficit
Preferred stock,10,000,000 shares authorized, $0.0001 par value
Series C Preferred Stock [Member]
Stockholders’ deficit
Preferred stock,10,000,000 shares authorized, $0.0001 par value	200	200
Series D Preferred Stock [Member]
Stockholders’ deficit
Preferred stock,10,000,000 shares authorized, $0.0001 par value

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred stock, shares issued	2,000,000	2,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Shares, Outstanding	44,270,912	29,769,627
Common stock shares issued	44,270,912	29,769,627
Series B Preferred Stock [Member]
Preferred Stock, Shares Authorized	66,667	66,667
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0	0
Series C Preferred Stock [Member]
Preferred Stock, Shares Authorized	2,000,000	2,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred stock, shares issued	2,000,000	2,000,000
Preferred Stock, Shares Outstanding	2,000,000	2,000,000
Series D Preferred Stock [Member]
Preferred Stock, Shares Authorized	40,000	40,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0	0

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Statement [Abstract]
REVENUES
COST OF REVENUES
Gross profit
Operating expenses
Advertising	157,544	197	210,919	6,697
General and administrative expenses	(14,791)	126,077	133,162	335,088
Legal and Professional fees	93,350	103,716	410,494	297,116
Officer Compensation	105,364		239,114
Salaries and Related	68,750	99,400	193,750	240,900
Sales Commission
Office Rent	675		1,465
Impairment of inhouse software
Non cash management fees	986,121	198,514	986,121	198,514
Total operating expenses	1,397,013	527,904	2,175,025	1,079,315
Loss from operations	(1,397,013)	(527,904)	(2,175,025)	(1,079,315)
Other Income (expense)
Other Income	532		844
Interest expense	(37,198)	(12,805)	(58,728)	(19,802)
Loss on change of derivative liability	(3,881,807)	(699,999)	(4,130,456)	(617,768)
Amortization of debt discount		(13,559)	(10,583)	(13,559)
Amortization of debt issuance costs	(123,543)		(123,543)
Gain (loss) on settlement of derivative liabilities
Legal settlement
Gain on settlement of notes payable	57,500	31,961	57,500	31,961
Total other expense	(3,984,516)	(694,402)	(4,264,966)	(619,168)
Income (loss) from investment in equity method investee
NET INCOME (LOSS) from continuing operations	(5,381,529)	(1,222,306)	(6,439,991)	(1,698,483)
NET INCOME (LOSS) from discontinued operations		40,223		(92,428)
NET INCOME (LOSS)	$ (5,381,529)	$ (1,182,083)	$ (6,439,991)	$ (1,790,911)
Net Income (loss) per common share: basic and diluted	31,085,610	22,583,232	31,085,610	17,727,765
Earnings Per Share, Basic and Diluted	$ (0.17)	$ (0.05)	$ (0.21)	$ (0.10)

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Deficit - USD ($)	Preferred Stock Series A [Member]	Preferred Stock Series C [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2019	$ 400	$ 200	$ 1,715	$ 18,570,178	$ (19,159,721)	$ (587,228)
Beginning Balance, shares at Dec. 31, 2019	4,000,000	2,000,000	17,133,936
Common stock issue			$ 255	275,440		275,696
Common stock issuance, shares			2,571,778
Net Loss for the quarter					(608,828)	(608,828)
Ending balance, value at Mar. 31, 2020	$ 400	$ 200	$ 1,970	18,845,618	(19,768,549)	(920,360)
Shares, Outstanding, Ending Balance at Mar. 31, 2020	4,000,000	2,000,000	19,705,714
Beginning balance, value at Dec. 31, 2019	$ 400	$ 200	$ 1,715	18,570,178	(19,159,721)	(587,228)
Beginning Balance, shares at Dec. 31, 2019	4,000,000	2,000,000	17,133,936
Net Loss for the quarter						(1,790,911)
Ending balance, value at Jun. 30, 2020	$ 400	$ 200	$ 2,395	19,269,708	(20,950,632)	(1,677,929)
Shares, Outstanding, Ending Balance at Jun. 30, 2020	4,000,000	2,000,000	23,950,843
Beginning balance, value at Mar. 31, 2020	$ 400	$ 200	$ 1,970	18,845,618	(19,768,549)	(920,360)
Beginning Balance, shares at Mar. 31, 2020	4,000,000	2,000,000	19,705,714
Common stock issue			$ 100	99,900		100,000
Common stock issuance, shares			1,000,000
Non-Cash Compensation			$ 250	249,265		249,515
Non-Cash Compensation, shares			2,495,129
Conversion of notes payable			$ 75	74,925		75,000
Conversion of notes payable, shares			750,000
Net Loss for the quarter					(1,182,083)	(1,182,083)
Ending balance, value at Jun. 30, 2020	$ 400	$ 200	$ 2,395	19,269,708	(20,950,632)	(1,677,929)
Shares, Outstanding, Ending Balance at Jun. 30, 2020	4,000,000	2,000,000	23,950,843
Beginning balance, value at Dec. 31, 2020		$ 200	$ 2,976	20,101,480	(21,100,995)	(996,339)
Beginning Balance, shares at Dec. 31, 2020		2,000,000	29,769,627
Common stock issue			$ 1,163	1,721,338		1,722,501
Common stock issuance, shares			11,633,260
Preferred stock issuance
Net Loss for the quarter					(1,058,462)	(1,058,462)
Ending balance, value at Mar. 31, 2021		$ 200	$ 4,139	21,822,818	(22,159,457)	(332,300)
Shares, Outstanding, Ending Balance at Mar. 31, 2021		2,000,000	41,402,887
Beginning balance, value at Dec. 31, 2020		$ 200	$ 2,976	20,101,480	(21,100,995)	(996,339)
Beginning Balance, shares at Dec. 31, 2020		2,000,000	29,769,627
Net Loss for the quarter						(6,439,991)
Ending balance, value at Jun. 30, 2021		$ 200	$ 4,427	22,405,737	(27,540,986)	(5,130,622)
Shares, Outstanding, Ending Balance at Jun. 30, 2021		2,000,000	44,270,912
Beginning balance, value at Mar. 31, 2021		$ 200	$ 4,139	21,822,818	(22,159,457)	(332,300)
Beginning Balance, shares at Mar. 31, 2021		2,000,000	41,402,887
Common stock issue			$ 288	582,919		583,207
Common stock issuance, shares			2,868,025
Net Loss for the quarter						(5,381,529)
Ending balance, value at Jun. 30, 2021		$ 200	$ 4,427	$ 22,405,737	$ (27,540,986)	$ (5,130,622)
Shares, Outstanding, Ending Balance at Jun. 30, 2021		2,000,000	44,270,912

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Cash Flows from Operating Activities
Net Income (loss)	$ (6,439,991)	$ (1,790,911)
Net loss from discontinued operations
Adjustments to reconcile
Amortization and depreciation	10,583	13,559
Loss on derivative liability	4,006,912	616,768
Non cash interest expense	16,142	18,303
Share professional fees	82,473	251,695
Share based compensation	986,121	198,514
Gain (Loss) on the settlement of debt	(57,500)	(31,961)
Gain on settlement of derivative liabilities		(143,293)
Changes in assets and liabilities
Receivables		6,006
Inventories	(170,886)
Advances to suppliers	(54,599)
Accounts payable and accrued expenses	(76,442)	99,088
Due to Related party	(105,000)	(29)
Net cash used by operating activities	(1,802,187)	(762,261)
Net cash provided by discontinued operations
Net cash used in operations	(1,802,187)	(762,261)
Cash Flows from investing activities
Purchase of fixed assets	(21,063)
Net cash used by investing activities	(21,063)
Cash Flows from Financing Activities
Proceeds from subscription	1,319,587	150,000
Proceeds from convertible notes (net)	1,870,000	581,000
Proceeds from notes payables		187,619
Payments on preferred stocks buy back
Payments on convertible notes payable	(504,793)	(27,757)
Net cash provided by financing activities	2,684,794	890,862
Net increase in cash	861,544	128,601
Cash, beginning of period	114,325	53,139
Cash, end of period	975,869	181,740
Supplemental disclosure of cash flow information
Cash paid for interest	58,728
Cash paid for tax
Non-Cash investing and financing transactions
Conversion of debt for common stock	$ 306,858	$ 85,000

ORGANIZATION AND BUSINESS OPERA

ORGANIZATION AND BUSINESS OPERATIONS	6 Months Ended
	Jun. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1 – ORGANIZATION AND BUSINESS OPERATIONS The Company Resonate Blends, Inc. formerly Textmunication Holdings, Inc. (the “Company”) was incorporated on in October 1984 in the State of Georgia as Brock Control Systems. Founded by Richard T. Brock, the Company was in the sales automation market and an early developer of enterprise customer management systems. The Company went public at the end of March of 1993. In February of 1996, the Company changed its name to Brock International Inc., and in March of 1998, the Company again changed our name to Firstwave Technologies, Inc. On January 20, 2020, Wais Asefi resigned as Chairman and as a member of our Board of Directors. Mr. Asefi’s resignation is in support of Resonate Blends strategic direction of becoming a pure play cannabis company. The Company does not believe that Mr. Asefi has any disagreements on matters relating to our operations, policies or practices. Also, on January 20, 2020, our Board of Directors appointed Geoffrey Selzer as our Chairman. In connection with the name change, the Company’s symbol was changed to “KOAN” that more resembles the Company’s new business focus. On May 22, 2020, Resonate Blends, Inc. (the “Company”) entered into a Stock Purchase Agreement (the “SPA”) with Wais Asefi, Nick Miniello, Juleon Asefi, and Curt Byers (collectively, the “Asefi Group”) to sell to the Asefi Group its subsidiary, Textmunication, Inc., a California corporation (“Textmunication”). Textmunication operates the Company’s SMS business activities. The Company will retain its cannabis operations based in Calabasas, California. The consideration for the sale of Textmunication consists of the cancellation by the Asefi Group of 4,822,029 shares of common stock (the “Shares”) of the Company. The Shares have a market value of $ 337,542 , based on our last sales price of $ 0.07 per share as of May 26, 2020. Upon the cancellation of the Shares, the Company agreed to execute a general release in favor of Mr. Asefi. Also on May 22, 2020, the Company entered into a Separation and Release Agreement (the “Separation Agreement”) with Wais Asefi. Pursuant to the Separation Agreement, Mr. Asefi agreed to separate from all officer positions and as a director of the Company and to further accept the payment of $ 200,000 from the Company’s future fundraising as consideration of all debts outstanding under Mr. Asefi’s employment agreement with the Company. Mr. Asefi further agreed to cancel his 4,000,000 shares of Series A Preferred Stock and to transfer his 2,000,000 shares of Series C Preferred Stock to Geoffrey Selzer, the Company’s current CEO and Director. Mr. Asefi further released the Company of all claims. Also on May 22, 2020, Mr. Selzer signed a Voting Agreement and agreed to vote his newly acquired 2,000,000 shares of Series C Preferred Stock in favor of the sale of Textmunication to the Asefi Group. On July 20, 2020, the parties closed on the transactions contained in the SPA. The Asefi Group cancelled 4,822,029 shares of common stock (the “Shares”) of the Company. The Shares have a market value of $ 332,842 , based on our last sales price of $ 0.07 per share as of May 26, 2020. The Company also executed a general release in favor of Mr. Asefi. Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted. Going concern These consolidated financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of June 30, 2021, the Company has an accumulated deficit of $ 27,540,986 . The company’s ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable operations. While the Company is expanding its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the issuance of these financial statements. These consolidated financial statements do not include any adjustments that might arise from this uncertainty.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents. The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. As of June 30, 2021, the company balances exceeded the federally insured limit by approximately $ 1,250,000 deposited under one institution. Management is making certain arrangements to mitigate this risk during the next quarter. Revenue Recognition The Company did not have any revenues from continuing operations for the periods presented. The Company’s policy is that revenues will be recognized when control of the product is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those services. Fair Value of Financial Instruments The carrying amounts reflected in the balance sheets for cash, accounts payable and accrued expenses approximate the respective fair values due to the short maturities of these items. As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The three levels of the fair value hierarchy are described below: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs that is observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the quarter ended June 30, 2021 and year ended December 31, 2020. SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS As of June 30, 2021 Level 1 Level 2 Level 3 Total Liabilities Derivative Liabilities - - 4,281,046 4,281,046 As of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Derivative Liabilities - - 274,134 274,134 Net income (loss) per Common Share Basic net income (loss) per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Property and equipment Property and equipment are stated at cost, less accumulated depreciation provided on the straight-line method over the estimated useful lives of the assets, which range from three to seven years . Expenditures for renewals or betterments are capitalized, and repairs and maintenance are charged to expense as incurred the cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the accounts, and any gain or loss thereon is reflected in operations. Company policy capitalize property and equipment for cost over $ 1,000 , asset acquired under $ 1,000 are charge to operations. Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. Because the Company has no net income, the tax benefit of the accumulated net loss has been fully offset by an equal valuation allowance. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Stock-Based Compensation The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation – Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. The Company follows ASC Topic 505-50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non-employees. In accordance with ASC Topic 505-50, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2021
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 3 – RELATED PARTY TRANSACTIONS On May 22, 2020, the Company entered into a Separation and Release Agreement (the “Separation Agreement”) with Wais Asefi. Pursuant to the Separation Agreement, Mr. Asefi agreed to separate from all officer positions and as a director of the Company and to further accept the payment of $ 200,000 from the Company’s future fundraising as consideration of all debts outstanding under Mr. Asefi’s employment agreement with the Company. Mr. Asefi further agreed to cancel his 4,000,000 shares of Series A Preferred Stock and to transfer his 2,000,000 shares of Series C Preferred Stock to Geoffrey Selzer, the Company’s current CEO and Director. Mr. Asefi further released the Company of all claims. On May 22, 2020, the 4,000,000 shares of Series A Preferred Stock were returned to the Company’s transfer agent and cancelled and on May 22, 2020 the 2,000,000 shares of Series C Preferred Stock were transferred to Mr. Selzer. The parties to the Separation Agreement agreed to a payment schedule of $ 200,000 based on future monies raised by the Company - and not on a specific date – as follows: ● $ 12,500 when the initial $ 250,000 is raised by the Company; ● $ 12,500 when a total of $ 500,000 is raised by the Company; ● $ 10,000 when a total of $ 750,000 is raised by the Company; ● $ 35,000 when a total of $ 1,750,000 is raised by the Company; ● $ 35,000 when a total of $ 2,750,000 is raised by the Company; ● $ 35,000 when a total of $ 3,750,000 is raised by the Company; ● $ 35,000 when a total of $ 4,750,000 is raised by the Company; and ● $ 25,000 when a total of $ 5,750,000 is raised by the Company. On May 13, 2021, we amended the Separation Agreement to state the parties desire to reduce the total amount payable to Wais Asefi from $ 200,000 USD to $ 142,500 USD. In addition to the earlier payments made to Mr. Asefi, a payment of $ 40,000 was made on May 14, 2021 and another payment on June 27, 2021 for $ 40,000 . The final payment due on August 11, 2021 is for $ 25,000 . The final payment due on August 11, 2021 will settle this agreement in full. Further under the amendment, Mr. Asefi nominated Textmunication, Inc., our prior subsidiary, as the recipient of the funds due under the Separation Agreement. The outstanding balances as of June 30, 2021 and December 31, 2020 are $ 25,000 and $ 187,500 respectively.

CONVERTIBLE NOTE PAYABLE

CONVERTIBLE NOTE PAYABLE	6 Months Ended
	Jun. 30, 2021
Debt Disclosure [Abstract]
CONVERTIBLE NOTE PAYABLE	NOTE 4 - CONVERTIBLE NOTE PAYABLE Convertible notes payable consists of the following as of June 30, 2021 and December 31, 2020: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, 2021 December 31, 2020 Convertible notes face value $ 1,870,000 $ 517,544 Less: Discounts - (12,751 ) Less: Debt issuance cost - Net convertible notes $ 1,870,000 $ 504,793 Explanation of Derivative Liability Loss: The convertible notes as of June 30, 2021 are 8 % Unsecured Convertible Promissory Notes from various accredited investors issued from January 1, 2021 to June 30, 2021. All notes have an automatic conversion into equity on the maturity date, which is January 2, 2022 5,000,000 4,281,046 .10 The three months ended June interest accrued for the convertible notes payable at $ 12,263 , $ 12,671 and $ 12,263 respectively. Under U.S. GAAP, convertible debt is considered a “hybrid” financial instrument consisting of interest-bearing debt, referred to as the “host”, and certain embedded features requiring evaluation for bifurcation and separate accounting from the host instrument. ASC 815-15-25-1 provides the following guidance for determining whether an embedded feature should be accounted for separately as a derivative: An embedded derivative shall be separated from the host contract and accounted for as a derivative instrument pursuant to Subtopic 815-10 if and only if all of the following criteria are met: a. The economic characteristics and risks of the embedded derivative are not clearly and closely related to the economic characteristics and risks of the host contract. b. The hybrid instrument is not remeasured at fair value under otherwise applicable generally accepted accounting principles (GAAP) with changes in fair value reported in earnings as they occur. c. A separate instrument with the same terms as the embedded derivative would, pursuant to Section 815-10-15, be a derivative instrument subject to the requirements of this Subtopic. If an issuer concludes that any of the embedded features should be bifurcated and accounted for as derivatives, the issuer should determine the fair value of these features upon issuance and record them on the balance sheet as a derivative liability with a corresponding amount recorded as debt discount. This discount should be amortized to interest expense using the effective interest method. Any changes in fair value of the derivative liability subsequent to issuance should be recognized in the income statement in the period in which the change occurs. The Company accounts for the fair value of the conversion features of its convertible debt in accordance with ASC Topic No. 815-15 “Derivatives and Hedging; Embedded Derivatives” (“Topic No. 815-15”). Topic No. 815-15 requires the Company to bifurcate and separately account for the conversion features as an embedded derivative contained in the Company’s convertible debt. The Company is required to carry the embedded derivative on its balance sheet at fair value and account for’ any unrealized change in fair value as a component of results of operations. The Company values the embedded derivatives using the Black-Scholes pricing model.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 5 – COMMITMENTS AND CONTINGENCIES Office Lease On October 16, 2019, the Company signed a lease agreement that expires on thirty days’ notice. Rent expense was approximately $ 675 and $ 0 for the quarter ended June 30, 2021 and 2020, respectively. Executive Employment Agreement On October 25, 2019, the Company entered into Employment Agreements with the following persons: (i) Geoffrey Selzer as Chief Executive Officer (CEO) of the Company with an annual salary of $ 180,000 ; (ii) Pamela Kerwin as Chief Operating Officer (COO) of the Company with an annual salary of $ 120,000 : and David Thielen as Chief Investment Officer (CIO) with an annual salary of $ 120,000 . All are eligible for salary increases upon milestone achievements and other benefits. The Employment Agreement for the CEO has a term of 2 years and can’t be terminated without cause. Severance of six (6) weeks is available for termination of the COO and CIO without cause before one-year of service and eight (8) weeks after one-year of service. Other On May 22, 2020, the Company entered into a Separation and Release Agreement (the “Separation Agreement”) with Wais Asefi. Pursuant to the Separation Agreement, Mr. Asefi agreed to separate from all officer positions and as a director of the Company and to further accept the payment of $ 200,000 On May 13, 2021, we amended the Separation Agreement to state the parties desire to reduce the total amount payable to Wais Asefi from $ 200,000 142,500 40,000 40,000 25,000

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	6 Months Ended
	Jun. 30, 2021
Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 6 – STOCKHOLDERS’ EQUITY During the second quarter of 2021 the company issued a total of 2,868,025 SCHEDULE OF COMPENSATION AND SERVICES RENDERED Professional Fees $ 583,409 Convertible promissory notes - Total $ 583,409

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	6 Months Ended
	Jun. 30, 2021
Discontinued Operations
DISCONTINUED OPERATIONS	NOTE 7 – DISCONTINUED OPERATIONS On July 20, 2020, the Company finalized a Stock Purchase Agreement (the “SPA”) with Wais Asefi, Nick Miniello, Juleon Asefi, and Curt Byers (collectively, the “Asefi Group”) to sell to the Asefi Group its subsidiary, Textmunication, Inc., a California corporation (“Textmunication”). Textmunication operates the Company’s SMS business activities. The Company retained its cannabis operations based in Calabasas, California. The Company has accounted for this spinout as a discontinued operation and retroactively reclassified all previously presented financial information. The following summarizes the results of operations for Textmunication, Inc. for the six months ended June 30, 2020 2020 Revenues $ 477,734 Cost of Revenues (114,237 ) Operating expenses (455,925 ) Loss from operations of discontinued operations (92,428 )

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 8 – SUBSEQUENT EVENTS Resonate Blends was granted a Type S: Shared Facility - Adult and Medicinal Cannabis Manufacturing License on July 23, 2021. The license allows Resonate Blends to manufacture cannabis products at the licensed facility of The Galley, QVI, Inc. in Santa Rosa, California.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Cash	Cash The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents. The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. As of June 30, 2021, the company balances exceeded the federally insured limit by approximately $ 1,250,000 deposited under one institution. Management is making certain arrangements to mitigate this risk during the next quarter.
Revenue Recognition	Revenue Recognition The Company did not have any revenues from continuing operations for the periods presented. The Company’s policy is that revenues will be recognized when control of the product is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those services.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The carrying amounts reflected in the balance sheets for cash, accounts payable and accrued expenses approximate the respective fair values due to the short maturities of these items. As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The three levels of the fair value hierarchy are described below: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs that is observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the quarter ended June 30, 2021 and year ended December 31, 2020. SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS As of June 30, 2021 Level 1 Level 2 Level 3 Total Liabilities Derivative Liabilities - - 4,281,046 4,281,046 As of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Derivative Liabilities - - 274,134 274,134
Net income (loss) per Common Share	Net income (loss) per Common Share Basic net income (loss) per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Fully diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.
Property and equipment	Property and equipment Property and equipment are stated at cost, less accumulated depreciation provided on the straight-line method over the estimated useful lives of the assets, which range from three to seven years . Expenditures for renewals or betterments are capitalized, and repairs and maintenance are charged to expense as incurred the cost and accumulated depreciation of assets sold or otherwise disposed of are removed from the accounts, and any gain or loss thereon is reflected in operations. Company policy capitalize property and equipment for cost over $ 1,000 , asset acquired under $ 1,000 are charge to operations.
Income Taxes	Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. Because the Company has no net income, the tax benefit of the accumulated net loss has been fully offset by an equal valuation allowance.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation – Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. The Company follows ASC Topic 505-50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non-employees. In accordance with ASC Topic 505-50, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS	Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the quarter ended June 30, 2021 and year ended December 31, 2020. SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS As of June 30, 2021 Level 1 Level 2 Level 3 Total Liabilities Derivative Liabilities - - 4,281,046 4,281,046 As of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Derivative Liabilities - - 274,134 274,134

CONVERTIBLE NOTE PAYABLE (Table

CONVERTIBLE NOTE PAYABLE (Tables)	6 Months Ended
	Jun. 30, 2021
Debt Disclosure [Abstract]
SCHEDULE OF CONVERTIBLE NOTES PAYABLE	Convertible notes payable consists of the following as of June 30, 2021 and December 31, 2020: SCHEDULE OF CONVERTIBLE NOTES PAYABLE June 30, 2021 December 31, 2020 Convertible notes face value $ 1,870,000 $ 517,544 Less: Discounts - (12,751 ) Less: Debt issuance cost - Net convertible notes $ 1,870,000 $ 504,793

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	6 Months Ended
	Jun. 30, 2021
Equity [Abstract]
SCHEDULE OF COMPENSATION AND SERVICES RENDERED	SCHEDULE OF COMPENSATION AND SERVICES RENDERED Professional Fees $ 583,409 Convertible promissory notes - Total $ 583,409

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	6 Months Ended
	Jun. 30, 2021
Discontinued Operations
SCHEDULE OF DISCONTINUED OPERATIONS	2020 Revenues $ 477,734 Cost of Revenues (114,237 ) Operating expenses (455,925 ) Loss from operations of discontinued operations (92,428 )

ORGANIZATION AND BUSINESS OPE_2

ORGANIZATION AND BUSINESS OPERATIONS (Details Narrative) - USD ($)	Jul. 20, 2020	May 26, 2020	May 22, 2020	Jun. 30, 2021	Dec. 31, 2020
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Retained Earnings (Accumulated Deficit)				$ 27,540,986	$ 21,100,995
Asefi Group [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock Repurchased and Retired During Period, Shares	4,822,029	4,822,029
Stock Repurchased and Retired During Period, Value	$ 332,842	$ 337,542
Sale of Stock, Price Per Share	$ 0.07	$ 0.07
Asefi Group [Member] | Separation and Release Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock Repurchased and Retired During Period, Shares			4,000,000
Repayments of Debt			$ 200,000
Stock Issued During Period, Shares, New Issues			2,000,000
Mr. Selzer [Member] | Voting Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock Issued During Period, Shares, Acquisitions			2,000,000

SUMMARY OF ASSETS AND LIABILITI

SUMMARY OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities	$ 4,281,046	$ 274,134
Fair Value, Inputs, Level 1 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities
Fair Value, Inputs, Level 2 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities
Fair Value, Inputs, Level 3 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liabilities	$ 4,281,046	$ 274,134

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)	6 Months Ended
	Jun. 30, 2021USD ($)
Accounting Policies [Abstract]
Cash, FDIC Insured Amount	$ 1,250,000
Property, Plant and Equipment, Useful Life	from three to seven years
[custom:PropertyAndEquipmentExcessCapitalizedCost]	$ 1,000
Payments to Acquire Productive Assets	$ 1,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Aug. 11, 2021	Jun. 27, 2021	May 14, 2021	May 13, 2021	Jul. 20, 2020	May 26, 2020	May 22, 2020	Jun. 30, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Due to Related Parties, Current								$ 25,000	$ 187,500
Series A Preferred Stock [Member]
Related Party Transaction [Line Items]
Stock Repurchased and Retired During Period, Shares							4,000,000
Series C Preferred Stock [Member]
Related Party Transaction [Line Items]
Stock Repurchased and Retired During Period, Shares							2,000,000
Asefi Group [Member]
Related Party Transaction [Line Items]
Stock Repurchased and Retired During Period, Shares					4,822,029	4,822,029
Asefi Group [Member] | Separation and Release Agreement [Member]
Related Party Transaction [Line Items]
Repayments of Debt							$ 200,000
Stock Repurchased and Retired During Period, Shares							4,000,000
Stock Issued During Period, Shares, New Issues							2,000,000
Geoffrey Selzer, CEO [Member] | Transaction One [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							$ 12,500
[custom:AmountOfCapitalRaised]							250,000
Geoffrey Selzer, CEO [Member] | Transaction Two [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							12,500
[custom:AmountOfCapitalRaised]							500,000
Geoffrey Selzer, CEO [Member] | Transaction Three [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							10,000
[custom:AmountOfCapitalRaised]							750,000
Geoffrey Selzer, CEO [Member] | Transaction Four [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							35,000
[custom:AmountOfCapitalRaised]							1,750,000
Geoffrey Selzer, CEO [Member] | Transaction Five [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							35,000
[custom:AmountOfCapitalRaised]							2,750,000
Geoffrey Selzer, CEO [Member] | Transaction Six [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							35,000
[custom:AmountOfCapitalRaised]							3,750,000
Geoffrey Selzer, CEO [Member] | Transaction Seven [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							35,000
[custom:AmountOfCapitalRaised]							4,750,000
Geoffrey Selzer, CEO [Member] | Transaction Eight [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							25,000
[custom:AmountOfCapitalRaised]							5,750,000
Geoffrey Selzer, CEO [Member] | Separation and Release Agreement [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction							$ 200,000
Wais Asefi [Member] | Separation and Release Agreement [Member]
Related Party Transaction [Line Items]
Proceeds from (Repayments of) Debt		$ 40,000	$ 40,000	$ 40,000
Wais Asefi [Member] | Separation and Release Agreement [Member] | Subsequent Event [Member]
Related Party Transaction [Line Items]
Proceeds from (Repayments of) Debt	$ 25,000
Wais Asefi [Member] | Separation and Release Agreement [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Proceeds from (Repayments of) Debt				200,000
Wais Asefi [Member] | Separation and Release Agreement [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Proceeds from (Repayments of) Debt				$ 142,500

SCHEDULE OF CONVERTIBLE NOTES P

SCHEDULE OF CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
Convertible notes face value	$ 1,870,000	$ 517,544
Less: Discounts		(12,751)
Less: Debt issuance cost
Net convertible notes	$ 1,870,000	$ 504,793

CONVERTIBLE NOTE PAYABLE (Detai

CONVERTIBLE NOTE PAYABLE (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Short-term Debt [Line Items]
Loss on derivative liability			$ 4,006,912	$ 616,768
Convertible Promissory Note [Member]
Short-term Debt [Line Items]
Debt Instrument, Increase, Accrued Interest	$ 12,263	$ 12,671	$ 12,263
Convertible Promissory Note [Member] | Unsecured Debt [Member]
Short-term Debt [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	8.00%		8.00%
Debt Conversion, Description			All notes have an automatic conversion into equity on the maturity date, which is January 2, 2022, or if a Qualified Financing (QF) of $5,000,000 is achieved, whichever occurs first. The maturity date pricing is the lesser of $.10 or 75% of the VWAP with a 20-day lookback. A QF converts into equity at the lesser of $1.00 or 75% of the average selling price of the aggregate offering.
Debt Instrument, Maturity Date			Jan. 2, 2022
[custom:QualifiedFinancingAmount]			$ 5,000,000
Unsecured Convertible Promissory Note [Member]
Short-term Debt [Line Items]
Loss on derivative liability			$ 4,281,046
Conversion price	$ 0.10		$ 0.10

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	Aug. 11, 2021	Jun. 27, 2021	May 14, 2021	May 13, 2021	May 22, 2020	Oct. 25, 2019	Oct. 16, 2019	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Loss Contingencies [Line Items]
Lessee, Operating Lease, Description							the Company signed a lease agreement that expires on thirty days’ notice.
Payments for Rent										$ 675	$ 0
Salary and Wage, Officer, Excluding Cost of Good and Service Sold								$ 105,364		$ 239,114
Employment Agreement [Member]
Loss Contingencies [Line Items]
[custom:EmployementAgreementDescription]						The Employment Agreement for the CEO has a term of 2 years and can’t be terminated without cause. Severance of six (6) weeks is available for termination of the COO and CIO without cause before one-year of service and eight (8) weeks after one-year of service.
Employment Agreement [Member] | Geoffrey Selzer, CEO [Member]
Loss Contingencies [Line Items]
Salary and Wage, Officer, Excluding Cost of Good and Service Sold						$ 180,000
Employment Agreement [Member] | Pamela Kerwin, COO [Member]
Loss Contingencies [Line Items]
Salary and Wage, Officer, Excluding Cost of Good and Service Sold						120,000
Employment Agreement [Member] | David Thielen, CIO [Member]
Loss Contingencies [Line Items]
Salary and Wage, Officer, Excluding Cost of Good and Service Sold						$ 120,000
Separation and Release Agreement [Member] | Asefi Group [Member]
Loss Contingencies [Line Items]
Repayments of Debt					$ 200,000
Separation and Release Agreement [Member] | Wais Asefi [Member]
Loss Contingencies [Line Items]
Proceeds from (Repayments of) Debt		$ 40,000	$ 40,000	$ 40,000
Separation and Release Agreement [Member] | Wais Asefi [Member] | Subsequent Event [Member]
Loss Contingencies [Line Items]
Proceeds from (Repayments of) Debt	$ 25,000
Separation and Release Agreement [Member] | Wais Asefi [Member] | Maximum [Member]
Loss Contingencies [Line Items]
Proceeds from (Repayments of) Debt				200,000
Separation and Release Agreement [Member] | Wais Asefi [Member] | Minimum [Member]
Loss Contingencies [Line Items]
Proceeds from (Repayments of) Debt				$ 142,500

SCHEDULE OF COMPENSATION AND SE

SCHEDULE OF COMPENSATION AND SERVICES RENDERED (Details)	6 Months Ended
	Jun. 30, 2021USD ($)
Equity [Abstract]
Professional Fees	$ 583,409
Convertible promissory notes
Total	$ 583,409

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative)	6 Months Ended
	Jun. 30, 2021shares
Vendors [Member]
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items]
Stock Issued During Period, Shares, New Issues	2,868,025

SCHEDULE OF DISCONTINUED OPERAT

SCHEDULE OF DISCONTINUED OPERATIONS (Details)	3 Months Ended
	Jun. 30, 2020USD ($)
Discontinued Operations
Revenues	$ 477,734
Cost of Revenues	(114,237)
Operating expenses	(455,925)
Loss from operations of discontinued operations	$ (92,428)