ORGANIZATION AND BUSINESS (Details Narrative) - USD ($) |
1 Months Ended | |||
|---|---|---|---|---|
Dec. 13, 2023 |
Nov. 09, 2023 |
Sep. 02, 2022 |
Sep. 29, 2023 |
|
| Restricted shares of common stock | 500,000 | |||
| ReachOut Technology Corp [Member] | ||||
| Ownership interest | 100.00% | |||
| RedGear, LLC [Member] | ||||
| Ownership interest | 100.00% | |||
| Membership interest purchase agreement description | Upon closing October 2, 2023, the total value of the consideration given for the purchase was $3,025,249 The purchase price was allocated to net tangible assets of $54,006 with the balance of $2,510,0291 allocated to goodwill, which is not amortized to expense. ReachOut hired an independent accounting firm to validate the Adjusted EBITDA (as defined in the closing documents). The results of the validation resulted in a purchase price adjustment reducing goodwill to $2,117,502. During the three months ended March 31, 2024, the Company determined that the goodwill was fully impaired and charged to loss to operating expenses. | |||
| Series A Preferred Stock [Member] | Chief Executive Officer [Member] | ||||
| Sale of stock | $ 140,000 | |||
| Series C Preferred Stock [Member] | ||||
| Shares authorized | 8,750,000 | |||
| Stated value | $ 3.00 | |||
| Series C Preferred Stock [Member] | ReachOut Technology Corp [Member] | ||||
| Number of shares issued | 8,750,000 |