STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) |
12 Months Ended | ||||||
---|---|---|---|---|---|---|---|
Dec. 13, 2024 |
May 16, 2024 |
May 14, 2024 |
Apr. 11, 2024 |
Mar. 29, 2024 |
Dec. 31, 2024 |
Dec. 31, 2023 |
|
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized | 8,500,000 | 8,500,000 | |||||
Common stock, shares authorized | 490,000,000 | 490,000,000 | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares issued | 12,455,252 | 3,500,000 | |||||
Common stock, shares outstanding | 12,455,252 | 3,500,000 | |||||
Common stock, value | $ 35,000 | ||||||
Debt discount amortized charge | 35,000 | ||||||
Interest expense | $ 35,000 | ||||||
Advisory fee | $ 300,000 | ||||||
Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock, per share | $ 0.025 | ||||||
Shares issued | 50,000 | 1,400,000 | |||||
Common stock, value | $ 1,250 | $ 140 | |||||
Shares converted | 5,100 | ||||||
Shares cancelled | 850,000 | ||||||
Series C Redeemable Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized | 7,500,000 | ||||||
Series C Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized | 1,000,000 | ||||||
Common stock, per share | $ 10.00 | ||||||
Trigger event bid price description | (a) if no Trigger Event (as defined below) has occurred, 100% of the average of the 5 lowest closing bid prices of the IAC common stock during the 10 days preceding the conversion notice date (the “Measurement Period”), not to exceed 100% of the lowest sales price on the last day of the Measurement Period, or (b) following any Trigger Event, 50.0% of the average of the lowest closing bid prices of the common stock during the Measurement Period, not to exceed 50.0% of the lowest sales price on the last day of such Measurement Period. “Trigger Event” generally means (a) a failure of a holder of Series C Preferred Stock to receive conversion shares when required or any agreement between IAC and the Series C Preferred Stockholder that is either (x) related to the payment of cash or delivery of conversion shares, or (y) curable, has not occurred before, and is not cured within 5 trading days of notice; (c) IAC’s suspension from trading or delisting from its principal trading exchange or market; (d) notification of an intention for IAC or its transfer agent not to comply with a conversion notice; (e) IAC’s bankruptcy, insolvency, reorganization, liquidation or similar proceedings; (f) the appointment of a custodian, receiver or similar official for IAC; (g) the entry of judgments against IAC in excess of $500,000 which are not stayed or satisfied within 30 days of entry; (h) IAC’s failure to comply with reporting requirements of Securities Exchange Act; (i) the initiation of any regulatory, administrative or enforcement proceeding against IAC; or (j) any material provision of the designation of the Series C Preferred Stock ceases to be valid or is contested. | ||||||
Shares issued | 7,500,000 | ||||||
Fair value | $ 71,809,025 | ||||||
Common Class A [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock, per share | $ 0.025 | ||||||
Common stock, shares authorized | 200,000,000 | 200,000,000 | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares issued | 12,455,252 | 3,500,000 | |||||
Common stock, shares outstanding | 12,455,252 | 3,500,000 | |||||
Shares issued | 2,334,092 | 1,400,000 | 2,200,000 | ||||
Common stock, value | $ 35,000 | ||||||
Shares converted | 50,000 | ||||||
Common Class A [Member] | JanBella [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock, per share | $ 9.50 | ||||||
Shares issued | 1,392,308 | ||||||
Common stock, value | $ 13,226,926 | ||||||
Common Class A [Member] | Pickwick Capital Partners LLC [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock, per share | $ 0.025 | ||||||
Shares issued | 195,000 | ||||||
Common stock, value | $ 4,875 | ||||||
Common Class A [Member] | Polar Multi Strategy Master Fund [Member] | |||||||
Class of Stock [Line Items] | |||||||
Shares issued | 5,767,944 | ||||||
Common stock, value | $ 25,000 | ||||||
Shares issued | 1,000,000 | ||||||
Share price | $ 0.025 | ||||||
Shares cancelled | 850,000 | ||||||
Common Class B [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock, shares authorized | 20,000,000 | 20,000,000 | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares issued | 0 | 0 | |||||
Common stock, shares outstanding | 0 | 0 | |||||
Common stock, votes per share | one |