STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) - USD ($)
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1 Months Ended |
3 Months Ended |
6 Months Ended |
12 Months Ended |
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Oct. 31, 2023 |
Jun. 02, 2023 |
Jul. 26, 2021 |
Oct. 31, 2023 |
Jun. 30, 2025 |
Jun. 30, 2024 |
Mar. 31, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
Dec. 31, 2019 |
Nov. 29, 2024 |
Dec. 01, 2022 |
Dec. 31, 2021 |
Aug. 26, 2020 |
Feb. 11, 2019 |
Class of Stock [Line Items] |
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Common stock, shares authorized |
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150,000,000
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150,000,000
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150,000,000
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Preferred stock, shares authorized |
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2,010,000
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2,010,000
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Common stock, par value |
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$ 0.001
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$ 0.001
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$ 0.001
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Common stock, shares issued |
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110,570,465
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110,570,465
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97,602,713
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Common stock, shares outstanding |
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107,570,465
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107,570,465
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94,602,713
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Common stock issued for consulting services |
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$ 618,500
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$ 66,000
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$ 100,919
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Common shares issued pursuant to inducement agreement |
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$ 12,500
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Temporary equity value |
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603,500
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$ 603,500
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$ 603,500
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$ 293,500
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$ 293,500
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Principal balance |
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432,762
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432,762
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432,762
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Interest payable |
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$ 1,655,644
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1,655,644
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1,394,889
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Six-Twenty Management LLC [Member] |
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Class of Stock [Line Items] |
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Principal balance |
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$ 1,414,338
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Interest payable |
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$ 171,825
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Cleanspark Inc [Member] |
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Class of Stock [Line Items] |
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Common stock, shares issued |
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350,000
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Proceeds from equity offerings |
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$ 500,000
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Common Stock [Member] |
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Class of Stock [Line Items] |
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Common stock issued for consulting services, shares |
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6,185,000
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1,000,000
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1,552,595
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Common stock issued for consulting services |
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$ 6,185
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$ 1,000
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$ 1,553
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Stock issued during period, shares, conversion of convertible securities |
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1,223,776
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Common shares issued pursuant to inducement agreement, shares |
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500,000
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Common shares issued pursuant to inducement agreement |
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$ 500
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Common Stock [Member] | Convertible Notes and Notes Payable [Member] |
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Class of Stock [Line Items] |
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Stock issued during period, shares, conversion of convertible securities |
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1,223,776
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Warrant [Member] |
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Class of Stock [Line Items] |
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Common shares issued pursuant to inducement agreement, shares |
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2,484,832
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Aggregate intrinsic value |
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$ 0
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$ 0
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$ 0
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Warrant [Member] | Bigger Capital Fund LP [Member] |
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Class of Stock [Line Items] |
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Exercise price of warrants |
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$ 0.68
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Number of shares issued |
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1,240,000
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Reduction of exercise price of warrants |
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$ 0.07
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Number of warrants shares |
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2,740,000
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Warrant [Member] | Bigger Capital Fund LP [Member] | Minimum [Member] |
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Class of Stock [Line Items] |
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Exercise price of warrants |
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$ 0.07
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Preferred Stock [Member] |
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Class of Stock [Line Items] |
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Common shares issued pursuant to inducement agreement, shares |
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289,824
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Consulting Agreement [Member] |
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Class of Stock [Line Items] |
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Common stock issued for consulting services, shares |
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12,967,752
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2,552,595
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Common stock issued for consulting services |
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$ 1,296,775
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$ 166,919
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Promissory Note Agreement [Member] |
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Class of Stock [Line Items] |
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Common shares issued pursuant to inducement agreement, shares |
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550,000
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Common shares issued pursuant to inducement agreement |
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$ 47,415
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Securities Purchase Agreement [Member] |
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Class of Stock [Line Items] |
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Agreement description |
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The
Securities Purchase Agreement (“SPA”) states that the in-kind accrual rate should be increased by10% per annum upon each
occurrence of an event of default. In addition, the SPA further states that the conversion price initially set at a discount of 35% to
the market price should be further increased by an additional 10% upon each occurrence of an event of default. At the date of their Annual
Report, CleanSpark claims that the Company was in default in three instances triggering further discount to the market price for the
conversion feature and additional accrual rate. Management has recorded for this additional default and interest expense as noted in
the previous paragraph. The Company has not been served with any notice of default stating the specific default events but will continue
to accrue the additional default interest until the matter is resolved. As of the date of the filing of this Annual Report, the parties
are cooperating to resolve this matter
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2024 Equity Incentive Plan [Member] |
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Class of Stock [Line Items] |
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Common stock reserved for issuance |
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15,000,000
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2022 Equity Incentive Plan [Member] |
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Class of Stock [Line Items] |
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Common stock reserved for issuance |
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5,000,000
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Number of options granted |
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2,150,000
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2022 Equity Incentive Plan [Member] | Share-Based Payment Arrangement, Option [Member] |
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Class of Stock [Line Items] |
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Option issued and outstanding |
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0
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0
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2020 Equity Incentive Plan [Member] |
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Class of Stock [Line Items] |
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Common stock reserved for issuance |
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3,000,000
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2020 Equity Incentive Plan [Member] | Share-Based Payment Arrangement, Option [Member] |
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Class of Stock [Line Items] |
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Option issued and outstanding |
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1,700,000
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2019 Equity Incentive Plan [Member] |
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Class of Stock [Line Items] |
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Common stock reserved for issuance |
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3,000,000
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Series A Preferred Stock [Member] |
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Class of Stock [Line Items] |
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Preferred stock, shares authorized |
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2,010,000
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2,010,000
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2,010,000
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Preferred stock, shares issued |
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117,000
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117,000
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117,000
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Preferred stock, shares outstanding |
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117,000
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117,000
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117,000
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Preferred stock, par value |
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$ 0.001
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$ 0.001
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$ 0.001
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Series A Preferred Stock [Member] | Preferred Stock [Member] |
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Class of Stock [Line Items] |
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Common stock issued for consulting services |
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Common shares issued pursuant to inducement agreement, shares |
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89,000
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Common shares issued pursuant to inducement agreement |
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Convertible note |
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$ 8,900,000
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Accrued interest |
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$ 556,250
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Series B Preferred Stock [Member] |
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Class of Stock [Line Items] |
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Preferred stock, shares issued |
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1,000
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|
1,000
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1,000
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Preferred stock, shares outstanding |
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1,000
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1,000
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1,000
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Temporary equity value |
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$ 293,500
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$ 293,500
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$ 293,500
|
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Conversion basis |
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The holder can convert the Series B into shares of common stock at a discount of 35% to the market price.
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Cumulative accrual percentage |
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12.00%
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Deemed dividend |
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1,212,822
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$ 1,212,822
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$ 1,212,822
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Debt interest rate |
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8.00%
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Series B Preferred Stock [Member] | Cleanspark Inc [Member] |
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Class of Stock [Line Items] |
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Preferred stock, shares authorized |
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1,000
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Series B Preferred Stock [Member] | Preferred Stock [Member] |
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Class of Stock [Line Items] |
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Common stock issued for consulting services |
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Common shares issued pursuant to inducement agreement |
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Series C Preferred Stock [Member] |
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Class of Stock [Line Items] |
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Preferred stock, shares issued |
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|
3,100
|
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|
3,100
|
|
3,100
|
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Preferred stock, shares outstanding |
|
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|
|
3,100
|
|
|
3,100
|
|
3,100
|
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Common shares issued pursuant to inducement agreement, shares |
|
|
|
|
|
|
|
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|
94,827
|
|
|
|
|
|
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|
Temporary equity value |
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|
|
$ 310,000
|
|
|
$ 310,000
|
|
$ 310,000
|
|
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|
|
|
Cumulative accrual percentage |
|
|
|
|
|
|
|
|
|
|
12.00%
|
|
|
|
|
|
|
|
Deemed dividend |
|
|
|
|
|
|
|
|
|
|
$ 60,003
|
|
|
|
|
|
|
|
Series C Preferred Stock [Member] | Bigger Capital Fund LP [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class of Stock [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, shares authorized |
|
10,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, shares issued |
|
3,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from equity offerings |
|
$ 310,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Temporary equity value |
|
|
|
|
310,000
|
|
|
$ 310,000
|
|
$ 310,000
|
|
|
|
|
|
|
|
|
Series C Preferred Stock [Member] | Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class of Stock [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued for consulting services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares issued pursuant to inducement agreement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class of Stock [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, shares authorized |
20,000
|
|
|
20,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, shares issued |
|
|
|
|
17,000
|
|
|
17,000
|
|
17,000
|
|
|
|
|
|
|
|
|
Preferred stock, shares outstanding |
|
|
|
|
17,000
|
|
|
17,000
|
|
17,000
|
|
|
|
|
|
|
|
|
Preferred stock, par value |
$ 0.001
|
|
|
$ 0.001
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, stated value |
$ 100.00
|
|
|
$ 100.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, redemption terms |
|
|
|
The Series D Preferred Stock has no stated maturity and is subject to a mandatory
redemption at 110% of the Stated Value, plus all unpaid dividends in respect of such share (the “Additional Amount”) thereon.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, dividend payment terms |
|
|
|
Holders
of shares of Series D Preferred Stock are entitled to receive, on each dividend payment date, (i) cumulative cash dividends on each share
of Series D Preferred Stock, on a quarterly basis, at a rate of 12% per annum of the Stated Value, plus the Additional Amount thereon,
and (ii) dividends in the form of shares of common stock on each share of Series D Preferred Stock, on a quarterly basis, at a rate of
8% per annum on the Stated Value.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, conversion terms |
The
amount of shares of common stock issuable upon a conversion for each Series D Preferred Stock shall be the Stated Value of such share
plus the Additional Amount divided by the Conversion Price (as defined below). The “Conversion Price” for each Series D Preferred
Stock is, the lower of the price per share at which a Qualified Offering (as defined below) is made (the “Qualified Offering Price”)
or 80% of the average of the closing sale price for the 10 consecutive trading days immediately preceding, but not including, the effective
date of the applicable conversion notice.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D Preferred Stock [Member] | Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class of Stock [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued for consulting services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares issued pursuant to inducement agreement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series D Convertible Preferred Stock [Member] | Six-Twenty Management LLC [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class of Stock [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest payable |
|
|
|
|
|
|
|
|
|
|
17,000
|
|
|
|
|
|
|
|