Cover [Abstract]
Entity Registrant Name
Entity Central Index Key
Document Type
Amendment Flag
Entity Voluntary Filers
Current Fiscal Year End Date
Entity Well Known Seasoned Issuer
Entity Small Business
Entity Shell Company
Entity Emerging Growth Company
Entity Current Reporting Status
Document Period End Date
Entity Filer Category
Document Fiscal Period Focus
Document Fiscal Year Focus
Entity Ex Transition Period
Entity Common Stock Shares Outstanding
Entity Public Float
Document Annual Report
Document Transition Report
Document Fin Stmt Error Correction Flag
Entity File Number
Entity Incorporation State Country Code
Entity Tax Identification Number
Entity Address Address Line 1
Entity Address Address Line 2
Entity Address City Or Town
Entity Address State Or Province
Entity Address Postal Zip Code
City Area Code
Local Phone Number
Entity Interactive Data Current
Auditor Name
Auditor Location
Auditor Firm Id
BALANCE SHEETS
Statement [Table]
Statement [Line Items]
Class of Stock [Axis]
Series A Preferred Stock [Member]
Series C Preferred Stock [Member]
Founders Series A Non-Voting Redeemable Preferrd stock [Member]
Series A Non-Voting Redeemable Preferred stock [Member]
ASSETS
Current Assets:
Cash
Accounts receivable
Prepaid expenses
Inventory, net
Total Current Assets
[Assets, Current]
Finance lease right-of-use assets, net
Property and equipment, net
Intangible assets, net
TOTAL ASSETS
[Assets]
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable and accrued liabilities
Accrued interest
Accrued liabilities - related parties
Deposits
Convertible note payable, net of debt discount of $0
Promissory note payable, net of debt discount of $50,279 and $104,248, respectively
Finance lease liabilities
Stock payable - related parties
Stock payable
Total Current Liabilities
[Liabilities, Current]
Finance lease liabilities - non-current
Total Liabilities
[Liabilities]
Commitments and Contingencies (Note 11)
Redeemable preferred stock, value
Stockholders' Deficit:
Preferred stock, value
Founders Class A Common stock, $0.0001 par value, 10,000,000 shares authorized; 115,000 shares issued and outstanding
Common stock, $0.0001 par value, 250,000,000 shares authorized; 91,190,126 shares and 76,657,368 shares issued and outstanding issued and outstanding, respectively
Additional paid in capital
Accumulated deficit
Total Stockholders' Deficit
[Equity, Attributable to Parent]
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
[Liabilities and Equity]
Series A Non - Voting Redeemable Preferred Stock [Member]
Founders Class A Common Stock [Member]
Founder Series A Non Voting Redeemable Preferred Stock [Member]
Debt discount on convertible notes payable
Debt discount on promissory notes payable
Common stock, shares par value
Common stock, shares authorized
Common stock, shares issued
Common stock, shares outstanding
Preferred Stock, shares par value
Preferred Stock, shares issued
Preferred Stock, shares outstanding
Preferred Stock, stated value
Preferred Stock, shares designated
Preferred Stock, shares authorized
STATEMENTS OF OPERATIONS
Revenues
Cost of revenue
Gross Profit
[Gross Profit]
Operating Expenses
General and administrative
Professional fees (including stock-based compensation of $395,118 and $1,304,642, respectively)
Professional fees - related parties (including stock-based compensation of $26,013 and $286,929, respectively)
Management fees and salaries - related parties
Total Operating Expenses
[Operating Expenses]
Loss from operations
[Operating Income (Loss)]
Other Income (Expenses)
Accounts payable written off
Other income
Interest expense
[Interest Expense, Operating and Nonoperating]
Total Other Expenses
[Nonoperating Income (Expense)]
Net Loss
[Net Income (Loss) Attributable to Parent]
Net Loss Per Common Share: Basic and Diluted
Weighted Average Number of Common Shares Outstanding: Basic and Diluted
STATEMENTS OF CHANGES IN STOCKHOLDERS DEFICIT
Equity Components [Axis]
Founders Series A Non - Voting Redeemable Preferred Stock
Series A Non - Voting Redeemable Preferred Stock
Series A Convertible Preferred Stock
Series C Preferred Shares
Founders Class A Common Stock
Common Stock
Subscription Receivable
Additional Paid-In Capital
Accumulated Deficit
Balance, shares
[Shares, Issued]
Balance, amount
Issuance of common stock for loan inducement, shares
Issuance of common stock for loan inducement, amount
Issuance of common stock for loan extension, shares
Issuance of common stock for loan extension, amount
Issuance of common stock for loan interest, shares
Issuance of common stock for loan interest, amount
Issuance of common stock for lease, shares
Issuance of common stock for lease, amount
Issuance of common stock for promissory note repayment, shares
Issuance of common stock for promissory note repayment, amount
Issuance of common stock for note conversion, shares
Issuance of common stock for note conversion, amount
Issuance of common stock for services - related parties, shares
Issuance of common stock for services - related parties, amount
Issuance of common stock for services, shares
Issuance of common stock for services, amount
Return of common stock, shares
Return of common stock, amount
Subscription Receivable
[Subscription Receivable]
Issuance of Series C Preferred Shares for cash, shares
Issuance of Series C Preferred Shares for cash, amount
Return of Series C Preferred Shares, shares
Return of Series C Preferred Shares, amount
Net loss
Issuance of common stock for note conversion, shares
[Issuance of common stock for note conversion, shares]
Issuance of common stock for note conversion, Amount
Balance, shares
Balance, amount
STATEMENTS OF CASH FLOWS
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation for services
Stock-based compensation for services - related parties
Stock issued for settlement of leases
[Stock issued for settlement of leases]
Other income from gain on promissory note settlement
[Other income from gain on promissory note settlement]
Other income from insurance coverage on damaged automobile
[Other income from insurance coverage on damaged automobile]
Loss from trade in of automobile
[Trading Gain (Loss)]
Written off of accounts payable
[Written off of accounts payable]
Non-cash interest expense for convertible note conversion
Non-cash interest expense for promissory note inducement
Non-cash interest expense for promissory note extension
Non-cash interest expense for promissory note
Reversal of non-cash interest expense for promissory note extension
Stock payable for lease expense
Stock payable for promissory note inducement
[Stock payable for promissory note inducement]
Stock payable for promissory note extension
Depreciation of furniture and equipment
Depreciation of right-of-use-assets
Amortization of intangible assets
Amortization of promissory note discount
Interest expense on finance lease
Changes in operating assets and liabilities:
Accounts receivable
[Increase (Decrease) in Accounts Receivable]
Prepaid expenses
[Increase (Decrease) in Prepaid Expense]
Inventory
[Increase (Decrease) in Inventories]
Accounts payable and accrued liabilities
[Increase (Decrease) in Accounts Payable and Accrued Liabilities]
Accrued interest
[Increase (Decrease) in Interest Payable, Net]
Accrued liabilities - related parties
[Accrued liabilities - related parties]
Deposit
Net cash used in Operating Activities
[Cash Provided by (Used in) Operating Activity, Including Discontinued Operation]
CASH FLOWS FROM INVESTING ACTIVITIES
Proceed from disposal of vehicle
Purchase of property and equipment
[Payments to Acquire Property, Plant, and Equipment]
Net cash used in Investing Activities
[Cash Provided by (Used in) Investing Activity, Including Discontinued Operation]
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment for finance leases
[Finance Lease, Principal Payments]
Proceeds from issuance of promissory notes
Repayment of promissory notes
[Repayments of Notes Payable]
Repayment from return of series C preferred shares
[Repayment from return of series C preferred shares]
Proceeds from subscription of series C preferred shares
Proceeds from issuance of series C preferred shares
Net cash provided by Financing Activities
[Cash Provided by (Used in) Financing Activity, Including Discontinued Operation]
Net change in cash for period
[Cash, Cash Equivalent, Restricted Cash, and Restricted Cash Equivalent, Period Increase (Decrease), Excluding Exchange Rate Effect, Including Discontinued Operation]
Cash at beginning of period
Cash at end of period
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income taxes
Cash paid for interest
NON-CASH INVESTING AND FINANCING ACTIVITIES
Recognition of finance lease right-of-use assets
Stock payable for promissory note inducement
[Stock payable for promissory note inducement 1]
Stock payable for promissory note extension
[Stock payable for promissory note extension]
Stock payable for repayment of promissory notes
Return of common stock
Issuance of common stock for note inducement
Issuance of common stock for note extension
Issuance of common stock for repayment of promissory notes
Issuance of common stock for conversion of debts
Insider Trading Arrangements [Line Items]
Rule 10b5-1 Arrangement Adopted [Flag]
Rule 10b5-1 Arrangement Terminated [Flag]
Non Rule 10b5-1 Arrangement Adopted [Flag]
Non-Rule 10b5-1 Arrangements Terminated [Flag]
ORGANIZATION AND BASIS OF PRESENTATION
ORGANIZATION AND BASIS OF PRESENTATION
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]
GOING CONCERN
GOING CONCERN
Substantial Doubt about Going Concern [Text Block]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Significant Accounting Policies [Text Block]
ASSETS PURCHASE
ASSETS PURCHASE
Asset Acquisition [Text Block]
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT
Property, Plant and Equipment Disclosure [Text Block]
CAPITAL STOCK
CAPITAL STOCK
Equity [Text Block]
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS
Related Party Transactions Disclosure [Text Block]
COVERTIBLE NOTE PAYABLE
COVERTIBLE NOTE PAYABLE
[COVERTIBLE NOTE PAYABLE]
PROMISSORY NOTE PAYABLE
PROMISSORY NOTE PAYABLE
Debt Disclosure [Text Block]
LEASES
LEASES
[LEASES]
INCOME TAX
INCOME TAX
Income Tax Disclosure [Text Block]
SEGMENT REPORTING
SEGMENT REPORTING
Segment Reporting Disclosure [Text Block]
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
Commitments and Contingencies Disclosure [Text Block]
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS
Subsequent Events [Text Block]
Basis of presentation
Use of Estimates
Cash and Cash Equivalents
Accounts Receivable
Prepaid Expense
Inventory
Inventory, Policy [Policy Text Block]
Intangible Assets
Long-Lived Assets
Property, Plant and Equipment
Revenue Recognition
Accounts payable and accrued liabilities
[Accounts payable and accrued liabilities]
Leases
Operating leases
Finance lease
Segments
Fair Value Measurement
Related Party Balances and Transactions
Convertible Financial Instruments
Share-Based Compensation
Basic and Diluted Loss per Share
Recent Accounting Pronouncements
New Adopted Accounting Standards
Schedule of Prepaid Expense
Schedule of Finished Goods Inventory
Schedule of Property, Plant and Equipment
Schedule of Share-Based Compensation
Schedule of Antidilutive Securities
Schedule of Weighted Average Number of Shares
Summary of Property and Equipment
Schedule of Equity Compensation Plans
Schedule of Activity of Warrants Exercisable for Shares of Common Stock
Schedule of Related Party Compensation
Schedule of Convertible Note Payable
Schedule of Promissory Note Payable
Summary of Lease Obligations
Summarizes the Maturity of Lease Liabilities
Summary of Right-Of-Use Assets
Schedule of Net Operating Loss
Schedule of Deferred Tax Asset
Related Party Transaction [Axis]
Business Acquisition Axis
Brett H. Pojunis [Member]
Acquistion Member
Common stock, shares outstanding
Ownership percentage
Business acquisition percentage of voting interests acquired
Accumulated deficit
Security Deposit for office and warehouse
Prepayment for services to consultants
Prepayment for interest on promissory notes
Total
Related Party Transactions By Related Party Axis
Long Term Purchase Commitment By Category Of Item Purchased Axis
Nutriumph [Member]
Distro inventory [Member]
Loon inventory [Member]
Vyve inventory [Member]
Coast Inventory [Member]
Inventory, Finished goods
Long-Lived Tangible Asset [Axis]
Plan Name [Axis]
Computer Equipment [Member]
Automobile [Member]
Bottom
Furniture and Equipment [Member]
Top
Estimated useful lives
Common stock award to consultants
Common stock award to management and executives - related parties
Total
[Share-Based Payment Arrangement, Expense]
Short Term Debt Type Axis
Derivative Instrument Risk Axis
Convertible Note [Member]
Warrants [Member]
Common Stock Payable [Member]
Antidilutive securities excluded from the computation of EPS
Net loss per share, basic diluted
Net loss per common shares outstanding founders Class A common stock
Net loss per common shares outstanding Ordinary Common stock
Weighted average shares outstanding Founders Class A Common stock
Weighted average shares outstanding Ordinary Common stock
Total weighted average shares outstanding
Concentration Risk Benchmark [Axis]
Finite Lived Intangible Assets By Major Class Axis
Accounts Receivable [Member]
One Customer [Member]
Sales Revenue, Net [Member]
Inventory FIFO [Member]
Convertible Notes [Member]
Accounts receivable
Accounts payable and accrued liabilities
[Accounts Payable and Other Accrued Liabilities]
Payroll liabilities
Concentration of credit risk, percentage
[Concentration of credit risk, percentage]
Concentration of credit risk, percentage
Warrants outstanding, number of shares
Trade payable
Preferred stock, shares issued
Preferred stock, shares outstanding
Cash and cash equivalents
Common Stock, Shares, Outstanding
Gross profit
Stocks payable
Cost of revenue
Revenue recognition during period
Inventory
Inventory reserve
Stock-based compensation expense
Leases economic life
Leases fair value of the leased asset
Convertible shares
Aseets Purchase Agreement [Member]
Intangible Assets, net
Share issued fo acquisition
Business acquisition share price
Amortization expense recorded as general and administrative expense
Cash purchase price
Common stock for total consideration
Acquired inventory
Acquired intangible assets
Deemed value
Furniture and Equipment [Member]
Cost Beggining
[Property, Plant and Equipment, Gross]
Cost Additions
Cost Disposal
[Cost Disposal]
Cost Ending
Accumulated Depreciation Beggining
[Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment]
Accumulated Depreciation Additions
Accumulated Depreciation Disposal
[Accumulated Depreciation Disposal]
Accumulated Depreciation Ending
Net Book Value
Collateral Held [Axis]
Four Automobiles [Member]
Loss on disposal
Acquire automobile
Property and equipment
Depreciation expense
Automobile damaged
Insurance coverage Automobile damaged
Other income
[Other Income]
Class of Warrant or Right [Axis]
Securities issuance future compensation plans [Member]
Equity compensation plans approved by security holders
Number of shares, Beginning balance
[Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number]
Expired
[Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period]
Number of shares, ending balance
Weighted average exercise price, Beginning balance
[Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price]
Weighted average exercise price, Expired
Weighted average exercise price, Ending balance
Debt Instrument [Axis]
Product and Service [Axis]
Promissory Note Two [Member]
Blank Check Common Stock [Member]
Convertible Notes [Member]
[Convertible Notes [Member]]
CEO And CFO [Member]
Interest And Fees [Member]
Senior Management And Executives [Member]
Preferred C [Member]
Series C Preferred Stock [Member]
[Series C Preferred Stock [Member]]
Class A Common Stock [Member]
Blank Check Preferred Stock [Member]
Equity compensation plan [Member]
Promissory Note [Member]
Series A Convertible Preferred Stocks [Member]
Ordinary Common Stock [Member]
Founders Series A Non Voting Redeemable Preferred Stockss
Capital Stock Payable [Member]
Stock Payable Non Affiliates [Member]
Employees [Member]
Executives and senior management [Member]
Promissory Note Three [Member]
Warrants Or Stock [Member]
202 Equity incentive Plan [Member]
Office lease [Member]
Director [Member]
CEO [Member]
Non-affiliated consultants [Member]
Promissory Note One [Member]
Returned shares of common stock
Common stock, shares issued
Issuance of common stock during period
Repayment of note principal amount
Common stock issued for conversion of convertible notes
Issuance of common stock
Conversion of stock, amount converted
Principal converted
Accrued interest
[Debt Instrument, Increase, Accrued Interest]
Settlement gain
Share capital authorized description
Preferred stock share
Refund to the investor
Common stock share returned
Stock purchase warrants expired
Preferred stock, share issued
Considration amount
Preferred stock, share outstanding
Redeemable preferred stock shares issued during period
Consideration of preferred stock
Preferred Stock, stated value
Redemption fair market value
Preferred stock redemption value
Excess amount of cash consideration
Non voting redeemable preferred stock
Non voting redeemable preferred stock allocated to common stock
Preferred stock, shares authorized
Common stock, shares authorized
Stock issued during period for employee and consultant, shares
Grant date value
Stock issuance expense
Shares to be issued
Common stocks value
Sale price per preferred share
Stock payable
[Stock payable]
Cash proceed from preferred stock value
Shares outstanding for stock payable
Description of conversion of preferred stock to common stock
Conversion of preferred stock
Redemption value
Common stock shares issued for services, shares
Common stock shares issued for services, value
Common stock, shares issued
[Common Unit, Issued]
Per shares
Consideration
Preferred Stock shares
Stock payable
[Stock payable 1]
Issued of warrant exercisable price
Warrant exercised
proceeds from issue of warrants
Common stock purchase warrants shares
Number of common stock reserved
CEO-CFO [Member]
Advisor - Affiliate [Member]
President - Distro Plus [Member]
VP-Distro Plus [Member]
Operational Manager [Member]
Wages
Management/Consulting Fees
Stock Compensation
Common stock shares
Convertible Series A Preferred Shares
Series A non voting redeemable preferred shares
Salary/Consulting Fees Payable
Stock Payable
Consulting fee
Common stock shares issued during period
Common stock shares issued, value
Common Stock Issuable, Shares
Share based Compensation Expense
Common stock awarded, shares
Common stock awarded, value
Salary and wages
Stock Payable
Stock Payable Recognized During Period
Amount due to related party
Award Date Axis
June 16 2021 [Member]
September 8 2021 [Member]
Total convertible notes
Convertible Notes [Member]
Top
Bottom
Debt discount
Debt discount
[Debt discount]
Accrued interest
[Deposit Liabilities, Accrued Interest]
Debt discount
[Debt discount 1]
Issued of warrant to purchase
Issued of common stock for conversion of convertible note
Warrants to purchase common stock shares exercise price
Convertible note principal balance
Conversion of convertible note principal balance
Conversion of convertible note shares issued
Convertible note payable
Convertible promissory note fixed rate per share
Fixed conversion rate
Common stock issued for conversion amount
Description of warrant
Original issue discount
Convertible note purchase price
Warrants to purchase common stock shares
Interest rate
Conversion price
Amortization of debt discount
Accrued interest payable
Interest expense
[Interest and Debt Expense]
Expiry date
July 2025 [Member]
October 2025 [Member]
August 2025 [Member]
November 2025 [Member]
December 2025 [Member]
January 2026 [Member]
February 2026 [Member]
March 2026 [Member]
August, 2022 [Member]
September, 2022 [Member]
October, 2022 [Member]
November, 2022 [Member]
January, 2023 [Member]
February 2023 [Member]
March 2023 [Member]
May 2023 [Member]
June 2023 [Member]
August 2023 [Member]
September 2023 [Member]
November 2023 [Member]
January 2024 [Member]
February 2024 [Member]
September 2024 [Member]
October, 2024 [Member]
January 2025 [Member]
February 2025 [Member]
March 2025 [Member]
April 2025 [Member]
Total promissory notes payable, gross
Less: Unamortized debt discount
[Debt Instrument, Unamortized Discount]
Total promissory notes
Pledging Purpose [Axis]
Loan Inducements [Member]
Loan inducements of promissory notes [Member]
Term Extension For Promissory Notes [Member]
Interest And Fees On Promissory Notes [Member]
Stock payable for promissory notes
Interest expense
[Interest Expense, Other]
Repayment of interest expense amount
Accrued interest payable
[Accounts Payable, Interest-Bearing, Noncurrent]
Weighted Average Remaining Term
Annual interest rate
Debt Instrument, Face Amount
Repayment on principal balance of promissory notes
Accrued interest of promissory notes
Issuance of common stock shares
Issued of common stock for conversion of convertible note
Conversion of stock repayments
Gain on settlement of debt
Issuance of common stock shares
Stock payable
[Stock payable 2]
Stock payable shares
Descriiption of trading days
Proceeds from Issuance of Short-term Debt
Financial Instrument Axis
Current Lease Obligation [Member]
Non Current Lease Obligation [Member]
Current
Non-current
Finance lease liabilities
[Finance lease liabilities]
Leases discount rate
Leases maturity date
Finance lease liabilitiess current and non current
[Finance Lease, Liability]
Lease liability additions
Repayment of Lease liability
Imputed interest
Finance lease liabilitiess current and non current
2027
2028
Thereafter
Total lease payments
Less: imputed interest
Lease liabilities
Finance lease right-of-use assets, net
[Finance lease right-of-use assets, net]
Addition right of use assets
Depreciation
Finance lease right-of-use assets, net
Vehicles down payment [Member]
Vehicles down payment for Two [Member]
Vehicles down payment one [Member]
Leases APR range
Interest expenses
Vehicles down payment
Trade-in credit valued
Depreciation of right-of-use-assets
[Depreciation of right-of-use-assets]
Interest expense on finance lease
[Interest expense on finance lease]
Finance lease liabilities, current
Lease payment per month
Finance lease liabilities, non current
Net loss
[Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Amount]
Add: Stock based compensation
Less: Accounts payable written off
Net operating loss
Net operating loss carryforward
[Operating Loss Carryforwards]
Effective tax rate
Deferred tax asset
[Deferred Tax Assets, Gross]
Less: Valuation allowance
Net deferred asset
Change in valuation allowance
Net operating losses
Description of net operating loss expiration
Net operating loss carry forwards ownership changes
COMMITTMENTS AND CONTINGENCIES (Details Narrative)
Statement Geographical Axis
Regional Distribution Hub
Las Vegas [Member]
January 01 2022 [Member]
August 05 2020 [Member]
Area of office
Lease term expiration date
Lease monthly cost
Office lease cost, cash payable
Office lease cost, shares issuable
Office lease cost, per month
Lease term
Subsequent Event Type Axis
Subsequent Event [Member]
Investor [Member]
Loan Inducement of Promissory note [Member]
Repayment Of Promissory notes [Member]
Promissory note, maturity date
Promissory note issued
Common stock share issued
Promissory note, accrues interest rate
Promissory note, purchase price
Convertible note description
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affili