|
Document - Document and Entity Information |
Document - Document and Entity Information (USD $) |
3 Months Ended |
|
( dei:CoverAbstract ) |
|
|
|
Mar. 31, 2021 |
May. 12, 2021 |
|
|
|
|
|
|
|
|
|
Entity Registrant Name |
FDCTECH, INC. | |
| |
( dei:EntityRegistrantName ) |
| |
| |
Entity Central Index Key |
0001722731 | |
| |
( dei:EntityCentralIndexKey ) |
| |
| |
Document Type |
10-Q | |
| |
( dei:DocumentType ) |
| |
| |
Document Period End Date |
2021-03-31 | |
| |
( dei:DocumentPeriodEndDate ) |
| |
| |
Amendment Flag |
false | |
| |
( dei:AmendmentFlag ) |
| |
| |
Current Fiscal Year End Date |
--12-31 | |
| |
( dei:CurrentFiscalYearEndDate ) |
| |
| |
Entity Current Reporting Status |
Yes | |
| |
( dei:EntityCurrentReportingStatus ) |
| |
| |
Entity Interactive Data Current |
Yes | |
| |
( dei:EntityInteractiveDataCurrent ) |
| |
| |
Entity Filer Category |
Non-accelerated Filer | |
| |
( dei:EntityFilerCategory ) |
| |
| |
Entity Small Business Flag |
true | |
| |
( dei:EntitySmallBusiness ) |
| |
| |
Entity Emerging Growth Company |
true | |
| |
( dei:EntityEmergingGrowthCompany ) |
| |
| |
Entity Ex transition Period |
false | |
| |
( dei:EntityExTransitionPeriod ) |
| |
| |
Entity Shell Company |
false | |
| |
( dei:EntityShellCompany ) |
| |
| |
Entity Common Stock, Shares Outstanding |
| |
83,445,412 | |
( dei:EntityCommonStockSharesOutstanding ) |
| |
| |
Document Fiscal Period Focus |
Q1 | |
| |
( dei:DocumentFiscalPeriodFocus ) |
| |
| |
Document Fiscal Year Focus |
2021 | |
| |
( dei:DocumentFiscalYearFocus ) |
| |
| |
|
(End Document - Document and Entity Information) |
|
Statement - Consolidated Balance Sheets |
Statement - Consolidated Balance Sheets (USD $) |
|
|
( us-gaap:StatementOfFinancialPositionAbstract ) |
|
|
|
Mar. 31, 2021 |
Dec. 31, 2020 |
|
|
|
|
|
|
|
|
|
Assets |
| |
| |
( us-gaap:AssetsAbstract ) |
| |
| |
Current assets: |
| |
| |
( us-gaap:AssetsCurrentAbstract ) |
| |
| |
Cash |
4,724 | |
22,467 | |
( us-gaap:CashAndCashEquivalentsAtCarryingValue ) |
| |
| |
Accounts receivable, net of allowance for doubtful accounts of $95,961 and $95,961, respectively |
23,394 | |
16,541 | |
( us-gaap:AccountsReceivableNetCurrent ) |
| |
| |
Prepaid expenses - current |
279,128 | |
27,878 | |
( us-gaap:PrepaidExpenseCurrent ) |
| |
| |
Total Current assets |
307,246 | |
66,886 | |
( us-gaap:AssetsCurrent ) |
| |
| |
Prepaid expenses - non-current |
225,500 | |
� | |
( us-gaap:PrepaidExpenseNoncurrent ) |
| |
| |
Capitalized software, net |
594,908 | |
632,324 | |
( us-gaap:CapitalizedComputerSoftwareNet ) |
| |
| |
Total assets |
1,127,154 | |
699,210 | |
( us-gaap:Assets ) |
| |
| |
Liabilities and Stockholders' Equity (Deficit) |
| |
| |
( us-gaap:LiabilitiesAndStockholdersEquityAbstract ) |
| |
| |
Current liabilities: |
| |
| |
( us-gaap:LiabilitiesCurrentAbstract ) |
| |
| |
Accounts payable |
189,018 | |
116,500 | |
( us-gaap:AccountsPayableCurrent ) |
| |
| |
Line of credit |
38,835 | |
39,071 | |
( us-gaap:LinesOfCreditCurrent ) |
| |
| |
Payroll tax payable |
135,394 | |
125,387 | |
( us-gaap:TaxesPayableCurrent ) |
| |
| |
Related-party convertible notes payable - current |
� | |
1,000,000 | |
( us-gaap:ConvertibleNotesPayableCurrent ) |
| |
| |
Related-party accrued interest - current |
� | |
256,908 | |
( us-gaap:InterestPayableCurrent ) |
| |
| |
Related-party advances |
26,000 | |
� | |
( us-gaap:DueToRelatedPartiesCurrent ) |
| |
| |
Cares act- paycheck protection program advance |
46,393 | |
33,698 | |
( custom:CaresActPaycheckProtectionProgramAdvanceCurrent [Extension] ) |
| |
| |
Total Current liabilities |
435,640 | |
1,571,564 | |
( us-gaap:LiabilitiesCurrent ) |
| |
| |
SBA loan - non-current |
144,900 | |
144,900 | |
( us-gaap:LongTermLoansPayable ) |
| |
| |
Cares act- paycheck protection program advance - non-current |
4,239 | |
16,934 | |
( custom:CaresActPaycheckProtectionProgramAdvanceNoncurrent [Extension] ) |
| |
| |
Accrued interest - non-current |
5,349 | |
3,856 | |
( us-gaap:DepositLiabilitiesAccruedInterest ) |
| |
| |
Total liabilities |
590,128 | |
1,737,254 | |
( us-gaap:Liabilities ) |
| |
| |
Commitments and Contingencies (Note 9) |
� | |
� | |
( us-gaap:CommitmentsAndContingencies ) |
| |
| |
Stockholders' Equity (Deficit): |
| |
| |
( us-gaap:StockholdersEquityAbstract ) |
| |
| |
Preferred stock, par value $0.0001, 10,000,000 shares authorized, 4,000,000 issued and outstanding, as of March 31, 2021 and December 31, 2020 |
400 | |
400 | |
( us-gaap:PreferredStockValue ) |
| |
| |
Common stock, par value $0.0001, 100,000,000 shares authorized; 83,445,412 and 68,876,332 shares issued and outstanding, as of March 31, 2021 and December 31, 2020 |
8,344 | |
6,887 | |
( us-gaap:CommonStockValue ) |
| |
| |
Additional paid-in capital |
2,244,104 | |
448,653 | |
( us-gaap:AdditionalPaidInCapital ) |
| |
| |
Accumulated deficit |
(1,715,822 | ) |
(1,493,984 | ) |
( us-gaap:RetainedEarningsAccumulatedDeficit ) |
| |
| |
Total stockholders' equity (deficit) |
537,026 | |
(1,038,044 | ) |
( us-gaap:StockholdersEquity ) |
| |
| |
Total liabilities and stockholders' equity |
1,127,154 | |
699,210 | |
( us-gaap:LiabilitiesAndStockholdersEquity ) |
| |
| |
|
(End Statement - Consolidated Balance Sheets) |
|
Statement - Consolidated Balance Sheets (Parenthetical) |
Statement - Consolidated Balance Sheets (Parenthetical) (USD $) |
|
|
( us-gaap:StatementOfFinancialPositionAbstract ) |
|
|
|
Mar. 31, 2021 |
Dec. 31, 2020 |
|
|
|
|
|
|
|
|
|
Allowance for doubtful, accounts receivable |
95,961 | |
95,961 | |
( us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent ) |
| |
| |
Preferred stock, par value |
0.0001 | |
0.0001 | |
( us-gaap:PreferredStockParOrStatedValuePerShare ) |
| |
| |
Preferred stock, shares authorized |
10,000,000 | |
10,000,000 | |
( us-gaap:PreferredStockSharesAuthorized ) |
| |
| |
Preferred stock, shares issued |
4,000,000 | |
4,000,000 | |
( us-gaap:PreferredStockSharesIssued ) |
| |
| |
Preferred stock, shares outstanding |
4,000,000 | |
4,000,000 | |
( us-gaap:PreferredStockSharesOutstanding ) |
| |
| |
Common stock, par value |
0.0001 | |
0.0001 | |
( us-gaap:CommonStockParOrStatedValuePerShare ) |
| |
| |
Common stock, shares authorized |
100,000,000 | |
100,000,000 | |
( us-gaap:CommonStockSharesAuthorized ) |
| |
| |
Common stock, shares issued |
83,445,412 | |
68,876,332 | |
( us-gaap:CommonStockSharesIssued ) |
| |
| |
Common stock, shares outstanding |
83,445,412 | |
68,876,332 | |
( us-gaap:CommonStockSharesOutstanding ) |
| |
| |
|
(End Statement - Consolidated Balance Sheets (Parenthetical)) |
|
Statement - Consolidated Statements of Operations (Unaudited) |
Statement - Consolidated Statements of Operations (Unaudited) (USD $) |
3 Months Ended |
( us-gaap:IncomeStatementAbstract ) |
|
|
Mar. 31, 2021 |
Mar. 31, 2020 |
|
|
|
|
|
|
|
|
|
Revenues |
64,353 | |
83,907 | |
( us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax ) |
| |
| |
Cost of sales |
68,616 | |
49,584 | |
( us-gaap:CostOfGoodsAndServicesSold ) |
| |
| |
Gross Profit |
(4,263 | ) |
34,323 | |
( us-gaap:GrossProfit ) |
| |
| |
Operating expenses: |
| |
| |
( us-gaap:OperatingExpensesAbstract ) |
| |
| |
General and administrative |
152,753 | |
75,623 | |
( us-gaap:GeneralAndAdministrativeExpense ) |
| |
| |
Sales and marketing |
64,720 | |
1,226 | |
( us-gaap:SellingAndMarketingExpense ) |
| |
| |
Total operating expenses |
217,473 | |
76,849 | |
( us-gaap:OperatingExpenses ) |
| |
| |
Operating income (loss) |
(221,736 | ) |
(42,456 | ) |
( us-gaap:OperatingIncomeLoss ) |
| |
| |
Other income (expense): |
| |
| |
( us-gaap:NonoperatingIncomeExpenseAbstract ) |
| |
| |
Related-party interest expense |
(8,928 | ) |
(15,000 | ) |
( us-gaap:InterestExpenseRelatedParty ) |
| |
| |
Other interest expense |
(1,494 | ) |
� | |
( us-gaap:InterestExpenseOther ) |
| |
| |
Other income (expense) |
10,320 | |
(2,059 | ) |
( us-gaap:OtherNonoperatingIncomeExpense ) |
| |
| |
Total other expense |
(102 | ) |
(17,059 | ) |
( us-gaap:NonoperatingIncomeExpense ) |
| |
| |
Income (loss) before provision for income taxes |
(221,838 | ) |
(59,585 | ) |
( us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest ) |
| |
| |
Provision (benefit) for income taxes |
� | |
| |
( us-gaap:IncomeTaxExpenseBenefit ) |
| |
| |
Net income (loss ) |
(221,838 | ) |
(59,585 | ) |
( us-gaap:NetIncomeLoss ) |
| |
| |
Net income (loss) per common share, basic and diluted |
0.00 | |
0.00 | |
( us-gaap:EarningsPerShareBasicAndDiluted ) |
| |
| |
Weighted average number of common shares outstanding basic and diluted |
75,443,620 | |
68,626,332 | |
( us-gaap:WeightedAverageNumberOfShareOutstandingBasicAndDiluted ) |
| |
| |
|
(End Statement - Consolidated Statements of Operations (Unaudited)) |
|
Statement - Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) |
Statement - Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) (USD $) |
|
|
|
|
|
( us-gaap:StatementOfStockholdersEquityAbstract ) |
|
|
|
|
|
|
Preferred Stock [Member] |
Common Stock [Member] |
Additional Paid-in Capital [Member] |
Accumulated Deficit [Member] |
<Total> |
( us-gaap:StatementEquityComponentsAxis ) |
|
|
|
|
|
|
|
|
|
|
|
( us-gaap:EquityComponentDomain ) |
|
|
|
|
|
From Jan. 1, 2020 to Mar. 31, 2020 |
| |
| |
| |
| |
| |
|
| |
| |
| |
| |
| |
Balance |
400 | |
6,862 | |
418,678 | |
(1,035,494 | ) |
(609,554 | ) |
( us-gaap:StockholdersEquity ) |
| |
| |
| |
| |
| |
Balance shares |
4,000,000 | |
68,626,332 | |
| |
| |
| |
( us-gaap:SharesOutstanding ) |
| |
| |
| |
| |
| |
Common shares issued for services valued at $0.27 |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueIssuedForServices ) |
| |
| |
| |
| |
| |
Common shares issued for services valued at $0.27, shares |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesIssuedForServices ) |
| |
| |
| |
| |
| |
Common shares issued for FRH Group note conversion at $0.10 per share |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueConversionOfConvertibleSecurities ) |
| |
| |
| |
| |
| |
Common shares issued for FRH Group note conversion at $0.10 per share, shares |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities ) |
| |
| |
| |
| |
| |
Net Loss |
� | |
� | |
� | |
(59,585 | ) |
(59,585 | ) |
( us-gaap:NetIncomeLoss ) |
| |
| |
| |
| |
| |
Balance |
400 | |
6,862 | |
418,678 | |
(1,095,079 | ) |
(669,139 | ) |
( us-gaap:StockholdersEquity ) |
| |
| |
| |
| |
| |
Balance shares |
4,000,000 | |
68,626,332 | |
| |
| |
| |
( us-gaap:SharesOutstanding ) |
| |
| |
| |
| |
| |
|
| |
| |
| |
| |
| |
|
| |
| |
| |
| |
| |
From Jan. 1, 2021 to Mar. 31, 2021 |
| |
| |
| |
| |
| |
|
| |
| |
| |
| |
| |
Balance |
400 | |
6,887 | |
448,653 | |
(1,493,984 | ) |
(1,038,044 | ) |
( us-gaap:StockholdersEquity ) |
| |
| |
| |
| |
| |
Balance shares |
4,000,000 | |
68,876,332 | |
| |
| |
| |
( us-gaap:SharesOutstanding ) |
| |
| |
| |
| |
| |
Common shares issued for services valued at $0.27 |
� | |
200 | |
539,800 | |
� | |
540,000 | |
( us-gaap:StockIssuedDuringPeriodValueIssuedForServices ) |
| |
| |
| |
| |
| |
Common shares issued for services valued at $0.27, shares |
� | |
2,000,000 | |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesIssuedForServices ) |
| |
| |
| |
| |
| |
Common shares issued for FRH Group note conversion at $0.10 per share |
� | |
1,257 | |
1,255,651 | |
� | |
1,256,908 | |
( us-gaap:StockIssuedDuringPeriodValueConversionOfConvertibleSecurities ) |
| |
| |
| |
| |
| |
Common shares issued for FRH Group note conversion at $0.10 per share, shares |
� | |
12,569,080 | |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities ) |
| |
| |
| |
| |
| |
Net Loss |
� | |
� | |
� | |
(221,838 | ) |
(221,838 | ) |
( us-gaap:NetIncomeLoss ) |
| |
| |
| |
| |
| |
Balance |
400 | |
8,344 | |
2,224,104 | |
(1,715,822 | ) |
537,026 | |
( us-gaap:StockholdersEquity ) |
| |
| |
| |
| |
| |
Balance shares |
4,000,000 | |
83,445,412 | |
| |
| |
| |
( us-gaap:SharesOutstanding ) |
| |
| |
| |
| |
| |
|
(End Statement - Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited)) |
|
Statement - Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) |
Statement - Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) (Common Stock [Member], USD $) |
|
( us-gaap:StatementOfStockholdersEquityAbstract ) |
|
|
Mar. 31, 2021 |
( us-gaap:StatementEquityComponentsAxis ) |
|
|
|
( us-gaap:EquityComponentDomain ) |
|
Shares issued price per share |
0.27 | |
( us-gaap:SharesIssuedPricePerShare ) |
| |
Conversion price per share |
0.10 | |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
|
(End Statement - Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical)) |
|
Statement - Consolidated Statements of Cash Flows (Unaudited) |
Statement - Consolidated Statements of Cash Flows (Unaudited) (USD $) |
3 Months Ended |
( us-gaap:StatementOfCashFlowsAbstract ) |
|
|
Mar. 31, 2021 |
Mar. 31, 2020 |
|
|
|
|
|
|
|
|
|
Net loss |
(221,838 | ) |
(59,585 | ) |
( us-gaap:NetIncomeLoss ) |
| |
| |
Adjustments to reconcile net loss to net cash used in operating activities: |
| |
| |
( us-gaap:AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract ) |
| |
| |
Software amortization |
68,616 | |
49,584 | |
( us-gaap:AdjustmentForAmortization ) |
| |
| |
Common stock issued for services |
540,000 | |
� | |
( us-gaap:IssuanceOfStockAndWarrantsForServicesOrClaims ) |
| |
| |
Change in assets and liabilities: |
| |
| |
( us-gaap:IncreaseDecreaseInOperatingCapitalAbstract ) |
| |
| |
Gross accounts receivable |
(6,853 | ) |
(12,361 | ) |
( us-gaap:IncreaseDecreaseInAccountsReceivable ) |
| |
| |
Accounts payable |
72,518 | |
50,000 | |
( us-gaap:IncreaseDecreaseInAccountsPayable ) |
| |
| |
Prepaid expenses |
(476,250 | ) |
� | |
( us-gaap:IncreaseDecreaseInPrepaidExpense ) |
| |
| |
Accrued interest |
1,493 | |
15,000 | |
( us-gaap:IncreaseDecreaseInInterestPayableNet ) |
| |
| |
Accrued payroll tax expenses |
10,007 | |
5,527 | |
( us-gaap:IncreaseDecreaseInAccruedTaxesPayable ) |
| |
| |
Net cash provided by (used in) operating activities |
(12,307 | ) |
48,165 | |
( us-gaap:NetCashProvidedByUsedInOperatingActivities ) |
| |
| |
Investing Activities: |
| |
| |
( us-gaap:NetCashProvidedByUsedInInvestingActivitiesAbstract ) |
| |
| |
Capitalized software |
(31,200 | ) |
(61,600 | ) |
( us-gaap:PaymentsToDevelopSoftware ) |
| |
| |
Net cash used in investing activities |
(31,200 | ) |
(61,600 | ) |
( us-gaap:NetCashProvidedByUsedInInvestingActivities ) |
| |
| |
Financing Activities: |
| |
| |
( us-gaap:NetCashProvidedByUsedInFinancingActivitiesAbstract ) |
| |
| |
Borrowing from (payments to) line of credit |
(236 | ) |
4,796 | |
( us-gaap:ProceedsFromRepaymentsOfLinesOfCredit ) |
| |
| |
Related party advances |
26,000 | |
� | |
( us-gaap:ProceedsFromRelatedPartyDebt ) |
| |
| |
Net cash provided by (used in) financing activities |
25,764 | |
4,796 | |
( us-gaap:NetCashProvidedByUsedInFinancingActivities ) |
| |
| |
Net decrease in cash |
(17,743 | ) |
(8,639 | ) |
( us-gaap:CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect ) |
| |
| |
Cash at beginning of the period |
22,467 | |
27,884 | |
( us-gaap:CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations ) |
| |
| |
Cash at end of the period |
4,724 | |
19,245 | |
( us-gaap:CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations ) |
| |
| |
Cash paid for income taxes |
� | |
� | |
( us-gaap:IncomeTaxesPaidNet ) |
| |
| |
Cash paid for interest |
� | |
� | |
( us-gaap:InterestPaidNet ) |
| |
| |
Non - cash investing and financing activities: |
| |
| |
( us-gaap:NoncashInvestingAndFinancingItemsAbstract ) |
| |
| |
Common stock issued for note conversion |
1,256,908 | |
� | |
( us-gaap:StockIssued1 ) |
| |
| |
|
(End Statement - Consolidated Statements of Cash Flows (Unaudited)) |
|
Disclosure - Business Description and Nature of Operations |
Disclosure - Business Description and Nature of Operations (USD $) |
3 Months Ended |
( us-gaap:AccountingPoliciesAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
|
Business Description and Nature of Operations |
NOTE 1. BUSINESS DESCRIPTION AND NATURE OF OPERATIONS
The Company was incorporated on January 21, 2016,
as Forex Development Corporation, under the State of Delaware laws. On February 27, 2018, the Company changed its name to FDCTech, Inc.
The name change reflects the Company’s commitment to expanding its products and services in the FX, and cryptocurrency markets for
OTC brokers. The Company provides innovative and cost-efficient financial technology (‘fintech’) and Software Solutions to
OTC Online Brokerages and cryptocurrency businesses (“customers”).
As the world continues to respond to the coronavirus
(“COVID-19”), we are ensuring the safety of our employees and customers, striving to protect their health and well-being in
the space they operate by providing technology and resources to help them do their work while remote.
The Company’s products are designed to provide
a complete solution for all operating aspects of the customer’s business, including but not limited to trading terminal, back office,
customer relationship management, and risk management systems. The Company provides business and management consulting, including management
consulting and customer’s B2B sales and marketing divisions. The Company provides turnkey Software Solutions to entrepreneurs and
non-broker entities seeking to enter FX, cryptocurrency, and other OTC markets. The Company takes on customized software development projects
specific to meet the needs of its customers. The Company also acts as a general technical support provider for customers and other fintech
companies.
The Company’s Software Solutions allow its customers
to increase trading revenues and cut operating costs. Our proprietary solutions enable customers to anticipate market challenges using
our in-house processes, state-of-the-art technologies, risk management tools, customized software development, and turnkey prime-of-prime
business solution.
We are a development company in the financial technology
sector with limited operations. The Company has prepared consolidated financial statements on a going concern basis, which contemplates
the realization of assets and the settlement of liabilities and commitments in the ordinary business course.
At present, the Company does not have any patents
or trademarks on its proprietary technology solutions.
At present, the Company has three sources of revenue.
|
● |
Consulting Services – The Company’s turnkey Software Solutions - Start-Your-Own-Brokerage (“SYOB”), Start-Your-Own-Prime Brokerage (“SYOPB”), Start-Your-Own-Crypto Exchange (“SYOC”), FX/OTC liquidity solutions, and lead generations. |
|
|
|
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Technology Solutions – The Company licenses its proprietary and, in some cases, acts as a reseller of third-party technologies to customers. Our proprietary technology includes but is not limited to Condor Risk Management Back Office (“Condor Risk Management”), Condor FX Pro Trading Terminal, Condor Pricing Engine, Crypto Web Trader Platform, and other cryptocurrency-related solutions. |
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Customized Software Development – The Company develops software for Customers with unique requirements outlined in the Software Development Agreement (“Agreement”). |
In the retail foreign exchange trading space, where
individuals speculate on the exchange rate between different currencies, our customers are forex brokerages, prime of prime brokers, prime
brokers, and banks. The Company generates revenues by licensing its trading technology infrastructure, including but not limited to the
trading platform (desktop, web, mobile), back office, and CRM and banking integration technology.
Our customers are companies in the cryptocurrency
and blockchain space. The Company is acting as an adviser/strategic consultant and reseller of its proprietary technologies. The Company
expects to generate additional revenue from its crypto-related solutions. Such solutions include revenues from the development of a custom
crypto exchange platform for customers, the sale of the non-exclusive source code of the crypto exchange platform to third parties, white-label
fees of crypto exchange platforms, and the sale of aggregated cryptocurrency data price feed from various crypto exchanges to OTC brokers.
The Company initially plans to develop the technology architecture of the crypto exchange platform for its customers. The initial capital
required to produce such technologies comes from our customers as the Company takes on design-build software development projects for
customers. The Company develops these projects to meet the design criteria and performance requirements as specified by the customer.
Acquisition of Genesis Financial, Inc.
On February 3, 2021, FDCTech, Inc (the “Company”)
executed a Non-Binding Term Sheet (the “Agreement”) to acquire all of the issued and outstanding shares of Genesis Financial,
Inc., a Wyoming corporation (“Genesis”), in exchange for $35,000,000 worth of the Company’s common stock. As per the
Agreement, the total number of the Company’s shares to be issued to Genesis will be priced at a 10% premium to the closing price
on the day before announcing the Company’s intent to acquire Genesis, which was on February 09, 2021. The company’s closing
price on the date was $0.73; thus, the Company expects the acquisition price for the purchase to be at $0.80, resulting in the issuance
of 43,750,000 shares of the Company to Genesis. In any case, the maximum number of Company shares to be exchanged will not exceed 70,000,000
shares. Upon the closing, Genesis shall have the right to appoint two board members to the Company’s Board of Directors. The closing
is subject to standard conditions including, completion of due diligence by both parties and the negotiation and execution of mutually
acceptable definitive documents. The Agreement merely represents the present understanding for the intended acquisition transaction and
is not binding upon the parties. At present, the Company has received the audited financial statements from Genesis for the fiscal year
ended December 31, 2020, and 2019. The Company is reviewing the Definitive Agreement and expects to close the transaction before the end
of the second quarter on June 30, 2021.
Subsidiaries of the Company
In April 2016, the Company established its wholly-owned
subsidiary – FRH Prime Ltd. (“FRH Prime”), a company incorporated under section 14 of the Companies Act 1981 of Bermuda.
In January 2017, FRH Prime established its wholly-owned subsidiary – FXClients Limited (“FXClients”), under the United
Kingdom Companies Act 2006 as a private company. The Company established FRH Prime and FXClients to conduct financial technology service
activities. For the three months ending March 31, 2021, and 2020, FRH Prime has generated volume rebates of $0 and $1,861, respectively,
from Condor Risk Management Back Office. The Company has included rebates in revenue in the consolidated income statements. There have
been no significant operating activities in FXClients. | |
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Disclosure - Summary of Significant Accounting Policies |
Disclosure - Summary of Significant Accounting Policies (USD $) |
3 Months Ended |
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Summary of Significant Accounting Policies |
Note 2 - Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements
include the accounts of FDCTech, Inc. and its wholly-owned subsidiary. We have eliminated all intercompany balances and transactions.
The Company has prepared the consolidated financial statements consistent with the accounting policies adopted by the Company in its financial
statements. The Company has measured and presented the company’s consolidated financial statements in US Dollars, which is the currency
of the primary economic environment in which the Company operates (also known as its functional currency).
Financial Statement Preparation and Use of Estimates
The Company prepared consolidated financial statements
in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of consolidated
financial statements in conformity with GAAP requires management to make certain estimates, judgments, and assumptions. This could affect
the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements, and the
reported amounts of revenue and expenses during the periods presented. Estimates include revenue recognition, the allowance for doubtful
accounts, website and internal-use software development costs, recoverability of intangible assets with finite lives, and other long-lived
assets. Actual results could materially differ from these estimates. Actual results and outcomes may differ from management’s estimates
and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the coronavirus (“COVID-19”).
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits
held with banks, and other short-term highly liquid investments with original maturities of three months or less. On March 31, 2021, and
December 31, 2020, the Company had $4,724 and $22,467 cash and cash equivalent held at the financial institution.
Accounts Receivable
Accounts Receivable primarily represents the amount
due from six (6) customers. In some cases, the customer receivables are due immediately on demand; however, in most cases, the Company
offers net 30 terms or n/30, where the payment is due in full 30 days after the invoice’s date. The Company has based the allowance
for doubtful accounts on its assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering
historical experience, credit quality, the accounts receivable balances’ age, and economic conditions that may affect a customer’s
ability to pay and expected default frequency rates. Trade receivables are written off at the point when they are considered uncollectible.
At March 31, 2021, and December 31, 2020, the Management
determined that allowance for doubtful accounts was $95,961 and $95,961, respectively. There was no bad debt expense for the three months
ended March 31, 2021, and 2020.
Sales, Marketing, and Advertising
The Company recognizes sales, marketing, and advertising
expenses when incurred.
The Company incurred $64,720 and $1,226 in sales,
marketing, and advertising costs (“sales and marketing”) for the three months ended March 31, 2021, and 2020. The sales and
marketing cost mainly included travel costs for tradeshows, customer meet and greet, online marketing on industry websites, press releases,
and public relations activities. The sales, marketing, and advertising expenses represented 100.57% and 1.46% of the sales for the three
months ended March 31, 2021, and 2020. The increase in expense is mainly due to $60,000 digital marketing cost for the three months ended
March 31, 2021.
Revenue Recognition
On January 1, 2019, the Company adopted ASU 2014-09
Revenue from Contracts with Customers. The majority of the Company’s revenues come from two contracts – IT support and maintenance
(‘IT Agreement’) and software development (‘Second Amendment’) that fall within the scope of ASC 606.
The Company recognizes revenue to depict the transfer
of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to receive in exchange
for those goods or services as per the contract with the customer. As a result, the Company accounts for revenue contracts with customers
by applying the requirements of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (Topic 606), which
includes the following steps:
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Identify the contract or contracts and subsequent amendments with the customer. |
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Identify all the performance obligations in the contract and subsequent amendments. |
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Determine the transaction price for completing performance obligations. |
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Allocate the transaction price to the performance obligations in the contract. |
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Recognize the revenue when, or as, the Company satisfies a performance obligation. |
The Company adopted ASC 606 using the modified retrospective
method applied to all contracts not completed as of January 1, 2019. The Company presents results for reporting periods beginning after
January 1, 2019, under ASC 606 while prior period amounts are reported following legacy GAAP. In addition to the above guidelines, the
Company also considers implementation guidance on warranties, customer options, licensing, and other topics. The Company takes into account
revenue collectability, methods for measuring progress toward complete satisfaction of a performance obligation, warranties, customer
options for additional goods or services, nonrefundable upfront fees, licensing, customer acceptance, and other relevant categories.
The Company accounts for a contract when the Company
and the customer (‘parties’) have approved the contract and are committed to performing their respective obligations. Each
party can identify their rights, obligations, and payment terms; the contract has commercial substance. The Company will probably collect
all of the consideration. Revenue is recognized when performance obligations are satisfied by transferring control of the promised service
to a customer. The Company fixes the transaction price for goods and services at contract inception. The Company’s standard payment
terms are generally net 30 days and in some cases due upon receipt of the invoice.
The Company considers the change in scope or price
or both as contract modifications by the Company. The parties describe contract modification as a change order, a variation, or an amendment.
A contract modification exists when the parties to the contract approve a modification that either creates new or changes existing enforceable
rights and obligations of the parties. The Company assumes a contract modification when approved in writing, by oral agreement, or implied
by the customer’s customary business practice. If the parties to the contract have not approved a contract modification, the Company
continues to apply the existing contract’s guidance until the contract modification is approved. The Company recognizes contract
modification in various forms –partial termination, an extension of the contract term with a corresponding price increase, adding
new goods or services to the contract, with or without a corresponding price change, and reducing the contract price without a change
in goods/services promised.
At contract inception, the Company assesses the solutions
or services, or bundles of solutions and services, obligated in the contract with a customer to identify each performance obligation within
the contract, and then evaluate whether the performance obligations are capable of being distinct and distinct within the context of the
contract. Solutions and services that cannot be distinct and distinct within the contract context are combined and treated as a single
performance obligation in determining the allocation and recognition of revenue. For multi-element transactions, the Company allocates
the transaction price to each performance obligation on a relative stand-alone selling price basis. The Company determines the stand-alone
selling price for each item at the inception of the transaction involving these multiple elements.
Since January 21, 2016 (‘Inception’),
the Company has derived its revenues mainly from three sources – consulting services, technology solutions, and customized software
development. The Company recognizes revenue when it has satisfied a performance obligation by transferring control over a product or delivering
a service to a customer. We measure revenue based upon the consideration outlined in an arrangement or contract with a customer.
The Company’s typical performance obligations
include the following:
Performance Obligation |
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When Performance Obligation is Typically Satisfied |
Consulting Services |
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Services related to Start-Your-Own-Brokerage (“SYOB”), Start-Your-Own-Prime Brokerage (“SYOPB”), Start-Your-Own-Crypto Exchange (“SYOC”), FX/OTC liquidity solutions, and lead generations. |
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The Company recognizes the consulting revenues when the customer receives services over the length of the contract. If the customer pays the Company in advance for these services, the Company records such payment as deferred revenue until the Company completes the services. |
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Technology Services |
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Software licensing of Condor Risk Management Back Office for THIRD-PARTY PLATFORMS (“Condor Risk Management”), Condor FX Pro Trading Terminal, Condor Pricing Engine, Crypto Trading Platform (“Crypto Web Trader Platform”), and other cryptocurrency-related solutions. |
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The Company recognizes ratably over the contractual period for services delivered, beginning when such service is made available to the customer. Licensing agreements are typically one year in length with an option to cancel by giving notice; customers have the right to terminate their agreements if the Company materially breaches its obligations under the agreement. Licensing agreements do not provide customers the right to take possession of the software at any time. The Company charges the customers a set-up fee for installing the platform, and implementation activities are insignificant and not subject to a separate fee. |
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Software Development |
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Design-build software development projects for customers, where the Company develops the project to meet the design criteria and performance requirements specified in the contract. |
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The Company recognizes the software development revenues when the Customer obtains control of the deliverables, as stated in the Statement of Work in the contract. |
To determine the transaction price, the Company assumes
that the goods or services promised in the existing contract will be transferred to the customer. The Company assumes that the contract
will not be canceled, renewed, or modified; therefore, the transaction price includes only those amounts to which the Company has rights
under the present contract. For example, if the Company enters into a contract with a customer with an original term of one year and expects
the customer to renew for a second year, the Company would determine the transaction price based on the original one-year term. When determining
the transaction price, the Company first identifies the fixed consideration, including non-refundable upfront payment amounts.
For purposes of allocating the transaction price,
the Company allocates an amount that best represents consideration that the entity expects to receive for transferring each promised good
or service to the customer. The Company allocates the transaction price to each performance obligation identified in the contract on a
relative standalone selling price basis to meet the allocation objective. In determining the standalone selling price, the Company uses
the best evidence of the stand-alone selling price that the Company charges to similar customers in similar circumstances. In some cases,
the Company uses the adjusted market assessment approach to determine the standalone selling price. It evaluates the market in which it
sells the goods or services and estimates the price that customers in that market would pay for those goods or services when sold separately.
The Company recognizes revenue when or as it transfers
the promised goods or services in the contract. The Company considers the “transfers” the promised goods or services when
the customer obtains control of the goods or services. The Company considers a customer “obtains control” of an asset when
it can direct the use of, and obtain all the remaining benefits from, an asset substantially. The Company recognizes deferred revenue
related to services it will deliver within one year as a current liability. The Company presents deferred revenue related to services
that the Company will deliver more than one year into the future as a non-current liability.
For the period ending March 31, 2021, the Company’s
two primary revenue streams accounted for under ASC 606 follows:
On February 5, 2018 (‘Effective Date’),
the Company signed an IT support and maintenance agreement (‘IT Agreement’) with an FX/OTC broker (‘FX Broker’)
regulated by the Malta Financial Services Authority. The Company earns the recurring monthly payment from the FX Broker for delivering
IT support and maintenance services (‘Services’) to FX Broker’s legacy technology infrastructure. The term of this Agreement
commenced on the Effective Date and shall continue until terminated by either party either for cause, bankruptcy, and other default clauses.
The Company completes and satisfies its performance obligation upon accomplishment of all support and maintenance activities every month.
The Company invoices the FX Broker at the beginning of the month for services performed, delivered, and accepted for the prior month.
At the time of the invoice, the Company renders all Services, and any cash received for Services is non-refundable.
According to the contract’s terms and conditions,
the Company invoices the customer at the beginning of the month for the month’s services. The invoice amount is due upon receipt.
The Company recognizes the revenue at the end of each month, equal to the invoice amount.
Effective January 2021, the Company signed two licensing
agreements for its Condor Pro Multi-Asset Trading platform, where it receives monthly maintenance and volume rebate fees. The initial set-up fee
is $5,000, followed by recurring monthly fees of $2,500. The volume fees can range from $2 to $5 per million traded depending on the volume.
Concentrations of Credit Risk
Cash
The Company maintains its cash balances at a single
financial institution. The balances do not exceed FDIC limits as of March 31, 2021, and December 31, 2020.
Revenues
For the three months ended December 31, 2021, and
2020, the Company had six (6) and eight (8) active customers. Revenues generated from the top three (3) customers represented approximately
86.01% and 84.67% of total revenue for the three months ended March 31, 2021, and 2020.
Accounts Receivable
Accounts Receivable primarily represents the amount
due from six (6) active customers. In some cases, the customer receivables are due immediately on demand; however, in most cases, the
Company offers net 30 terms or n/30, where the payment is due in full 30 days after the invoice’s date. The Company has based the
allowance for doubtful accounts on its assessment of the collectability of customer accounts. The Company regularly reviews the allowance
by considering historical experience, credit quality, the accounts receivable balances’ age, and economic conditions that may affect
a customer’s ability to pay and expected default frequency rates. Trade receivables are written off at the point when they are considered
uncollectible.
At March 31, 2021, and December 31, 2020, the Management
determined that allowance for doubtful accounts was $95,961 and $95,961, respectively. There was no bad debt expense for the three months
ended March 31, 2021, and 2020.
Research and Development (R and D) Cost
The Company acknowledges that future benefits from
research and development (R and D) are uncertain, and as a result, we cannot capitalize on R and D expenditures. The GAAP accounting standards
require us to expense all research and development expenditures as incurred. For the three months ended March 31, 2021 and 2020, the Company
incurred R and D costs of $15,600 and $0. The increase in R and D costs was due to evaluate technological feasibility costs of Condor
Stocks and ETF platform.
Legal Proceedings
The Company discloses a loss contingency if there
is at least a reasonable possibility that a material loss has been incurred. The Company records its best estimate of loss related to
pending legal proceedings when the loss is considered probable, and the amount can be reasonably estimated. The Company can reasonably
estimate a range of loss with no best estimate in the range; the Company records the minimum estimated liability. As additional information
becomes available, the Company assesses the potential liability related to pending legal proceedings, revises its estimates, and updates
its disclosures accordingly. The Company’s legal costs associated with defending itself are recorded to expense as incurred. The
Company is currently not involved in any litigation.
Impairment of Long-Lived Assets
The Company reviews long-lived assets for impairment
in accordance with FASB ASC 360, Property, Plant, and Equipment. Under the standard, long-lived assets are tested for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable. An impairment charge is recognized for
the amount if and when the asset’s carrying value exceeds the fair value. On March 31, 2021, and December 31, 2020, there are no
impairment charges.
Provision for Income Taxes
The provision for income taxes is determined using
the asset and liability method. Under this method, deferred tax assets and liabilities are calculated based upon the temporary differences
between the consolidated financial statement and income tax bases of assets and liabilities using the enacted tax rates applicable each
year.
The Company utilizes a two-step approach to recognizing
and measuring uncertain tax positions (“tax contingencies”). The first step is to evaluate the tax position for recognition
by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit,
including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount,
which is more than 50% likely to be realized upon ultimate settlement. The Company considers many factors when evaluating and estimating
its tax positions and tax benefits, requiring periodic adjustments, which may not accurately forecast actual outcomes. The Company includes
interest and penalties related to tax contingencies in the provision of income taxes in the operations’ consolidated statements.
The Company’s management does not expect the total amount of unrecognized tax benefits to significantly change in the next twelve
(12) months.
Software Development Costs
By ASC 985-20, Software development costs, including
costs to develop software sold, leased, or otherwise marketed, that are incurred after the establishment of technological feasibility,
are capitalized if significant. Capitalized software development costs are amortized using the straight-line amortization method over
the application software’s estimated useful life. By the end of February 2016, the Company completed the activities (planning, designing,
coding, and testing) necessary to establish that it can produce and meet the Condor FX Back Office Version’s design specifications,
Condor FX Pro Trading Terminal Version, and Condor Pricing Engine. The Company established the technological feasibility of the Crypto
Web Trader Platform in 2018. The Company estimates the useful life of the software to be three (3) years.
Amortization expense was $68,616 and $49,584 for the
three months ended March 31, 2021, and 2020 respectively, and the Company classifies such cost as the Cost of Sales. The Company is developing
the Condor Stocks and ETF platform. All costs associated with the development is currently being capitalized. The Company expensed $15,600
as R and D costs to evaluate technological feasibility of Condor Stocks and ETF platform.
The Company capitalizes significant costs incurred
during the application development stage for internal-use software.
Convertible Debentures
The cash conversion guidance in ASC 470-20, Debt with
Conversion and Other Options, is considered when evaluating the accounting for convertible debt instruments (this includes certain convertible
preferred stock that is classified as a liability) to determine whether the conversion feature should be recognized as a separate component
of equity. The cash conversion guidance applies to all convertible debt instruments that may be settled entirely or partially in cash
or other assets where the conversion option is not bifurcated and separately accounted for pursuant to ASC 815.
If the conversion features of conventional convertible
debt provide a conversion rate below market value, this feature is characterized as a beneficial conversion feature (“BCF”).
The Company records BCF as a debt discount pursuant to ASC Topic 470-20, Debt with Conversion and Other Options. In those circumstances,
the convertible debt is recorded net of the discount related to the BCF. The Company amortizes the discount to interest expense over the
life of the debt using the effective interest method.
As of December 31, 2020, the conversion features of
conventional FRH Group convertible notes dated February 22, 2016, May 16, 2016, November 17, 2016, and April 24, 2017 (See Note 8) provide
for a rate of conversion where the conversion price is below the market value. As a result, the conversion feature on all FRH Group convertible
notes has a beneficial conversion feature (“BCF”) to the extent of the price difference.
As the Company and FRH Group extended the maturity
date of the four (4) tranches of convertible notes to June 30, 2021, Management performed an analysis to determine the fair value of the
BCF on these tranches. The Company noted that the value of the BCF for each note was insignificant; thus, it did not record debt discount
as of December 31, 2020.
For FRH Group convertible note dated April 24, 2017,
the stock’s value at issuance date was above the floor conversion price; this feature is characterized as a beneficial conversion
feature (“BCF”). The Company records a BCF as a debt discount pursuant to ASC Topic 470-20 “Debt with Conversion and
Other Options.” As a result, the convertible debt is recorded net of the discount related to the BCF. As of December 31, 2017, the
Company has amortized the discount of $97,996 to interest expense at the issuance date because the debt is convertible at the date of
issuance.
The $97,996 amount equaled to the intrinsic value,
and the Company allocated it to additional paid-in capital in 2017.
On February 22, 2021, the Company entered into an
Assignment of Debt Agreement (the “Agreement”) with FRH and FRH Group Corporation. The Company eliminated all four FRH Group
convertible notes, including interest, of $1,256,908, in return for the issuance of 12,569,080 of unregistered common stock of the Company
(the “Shares”) to FRH. Following the Agreement, FRH assigned the Shares to FRH Group Corporation, an entity also owned by
Mr. Hong.
Basic and Diluted Income (loss) per Share
The Company follows ASC 260, Earnings Per Share, to
account for earnings per share. Basic earnings per share (“EPS”) calculations are determined by dividing net loss by the weighted
average number of shares of common stock outstanding during the year. Diluted earnings per share calculations are determined by dividing
net income by the weighted average number of common shares and dilutive common share equivalents outstanding. As of March 31, 2021, and
December 31, 2020, the Company had 83,445,412 and 68,876,332 basic and dilutive shares issued and outstanding. The Company converted the
four FRH Group convertible notes into 12,569,080 dilutive shares. During the three months ended March 31, 2021, and 2020, common stock
equivalents were anti-dilutive due to a net loss of $221,838 and $59,585, respectively, for the period. During the three months ended
March 31, 2021, common stock equivalents were anti-dilutive due to a net loss for the period. Hence, the Company has not considered in
the computation.
Reclassifications
We have reclassified certain prior period amounts
to conform to the current year’s presentation. None of these classifications impacted reported operating loss or net loss for any
of the periods presented.
Recent Accounting Pronouncements
In February 2016, the FASB issued ASU 2016-02, Leases
(Topic 840), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance
sheet and disclosing key information about leasing arrangements. The amendments to this standard are effective for fiscal years beginning
after December 15, 2019. Early adoption of the amendments in this standard is permitted for all entities, and the Company must recognize
and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted this
policy as of January 1, 2020, and there is no material effect on its financial reporting.
Other recent accounting pronouncements issued by the
FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by
management to have a material impact on the Company’s present or future consolidated financial statements. | |
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Disclosure - Management's Plans |
Disclosure - Management's Plans (USD $) |
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NOTE 3. MANAGEMENT’S PLANS
The Company has prepared consolidated financial statements
on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the ordinary
business course. At March 31, 2021, and December 31, 2020, the accumulated deficit was $1,715,822 and $1,493,984, respectively. At March
31, 2021 and December 31, 2020, the working capital deficit were $128,394 and $1,504,678, respectively.
During the three months ended March 31, 2021, and
2020, the Company incurred a net loss of $221,838 and $59,585, respectively.
Since its inception, the Company has sustained recurring
losses, and negative cash flows from operations. As of March 31, 2021, the Company had $4,724 cash on hand. The Management believes that
future cash flows may not be sufficient for the Company to meet its debt obligations as they become due in the ordinary course of business
for twelve (12) months following March 31, 2021. For the comparable three months year ended March 31, 2021, and 2020, the Company has
earned decreased revenues and increased operating expenses. As a result, the Company continues to experience negative cash flows from
operations and the ongoing requirement for substantial additional capital investment to develop its financial technologies. The Management
expects that it will need to raise substantial additional capital to accomplish its growth plan over the next twelve (12) months. The
Management expects to seek to obtain additional funding through private equity or public markets. However, there can be no assurance about
the availability or terms upon which such financing and capital might be available.
The Company’s ability to continue as a going
concern may depend on the Management’s plans discussed below. The consolidated financial statements do not include any adjustments
relating to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should
the Company be unable to continue as a going concern.
To the extent the Company’s operations are not
sufficient to fund the Company’s capital requirements, the Management may attempt to enter into a revolving loan agreement with
financial institutions or attempt to raise capital by selling additional capital stock or issuance of debt.
The Management intends to continue its efforts to
enhance its revenue from its diversified portfolio of technological solutions, become cash flow positive, and raise funds through private
placement offering and debt financing. See Note 8 for Notes Payable. In the future, as the Company increases its customer base across
the globe, the Company intends to acquire long-lived assets that will provide a future economic benefit beyond fiscal 2021. | |
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Disclosure - Capitalized Software Cost |
Disclosure - Capitalized Software Cost (USD $) |
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NOTE 4. CAPITALIZED SOFTWARE COSTS
During the three months ended March 31, 2021, and
2020, the estimated remaining weighted-average useful life of the Company’s capitalized software was three (3) years. The Company
recognizes amortization expense for capitalized software on a straight-line basis.
At March 31, 2021, and December 31, 2020, the gross
capitalized software asset was $1,055,358 and $1,024,158, respectively. At the end of March 31, 2021, and 2020, the accumulated software
depreciation and amortization expenses were $460,450 and $391,834, respectively. As a result, the unamortized balance of capitalized software
at March 31, 2021, and December 31, 2020, was $594,908 and $632,324, respectively. | |
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Disclosure - Related Party Transactions |
Disclosure - Related Party Transactions (USD $) |
3 Months Ended |
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Related Party Transactions |
NOTE 5. RELATED PARTY TRANSACTIONS
In April 2016, the Company established its wholly-owned
subsidiary – FRH Prime Ltd. (“FRH Prime”), a company incorporated under section 14 of the Companies Act 1981 of Bermuda.
In January 2017, FRH Prime established its wholly-owned subsidiary – FXClients Limited (“FXClients”) under the United
Kingdom Companies Act 2006 as a private company. The Company established FRH Prime and FXClients to conduct financial technology service
activities. For the three months ended March 31, 2021, and 2020, FRH Prime has generated volume rebates of $0 and $1,861, respectively,
from Condor Risk Management Back Office. There have been no significant operating activities in FXClients.
Between February 22, 2016, and April 24, 2017, the
Company borrowed $1,000,000 from FRH Group (“FRH”), a founder and principal shareholder of the Company. The Company executed
Convertible Promissory Notes due between April 24, 2019 and June 30, 2019. The Notes are convertible into common stock initially at $0.10
per share but maybe discounted under certain circumstances, but in no event will the conversion price be less than $0.05 per share. The
Notes carry an interest rate of 6% per annum, which is due and payable at the maturity date. On February 22, 2021, the Company entered
into an Assignment of Debt Agreement (the “Agreement”) with FRH and FRH Group Corporation. The Company eliminated all four
FRH Group convertible notes, including interest, of $1,256,908, in return for the issuance of 12,569,080 of unregistered common stock
of the Company (the “Shares”) to FRH. Following the Agreement, FRH assigned the Shares to FRH Group Corporation, an entity
also owned by Mr. Hong.
Between March 15 and 21, 2017, subject to the terms
and conditions of the Stock Purchase Agreement, the Company issued 1,000,000 shares to Susan Eaglstein and 400,000 shares to Brent Eaglstein
for a cash amount of $70,000. Ms. Eaglstein and Mr. Eaglstein are the Mother and Brother, respectively, of Mitchell Eaglstein, the CEO
and Director of the Company.
Related Party Advance – Officer Loan
On April 1, 2020, the Company received $15,000 from
the Officer as a loan. The Company repaid the loan in full as of May 29, 2020. Between February and March 2021, the Company received $26,000
from the Officer for working capital purposes and recorded in related party advances. | |
( us-gaap:RelatedPartyTransactionsDisclosureTextBlock ) |
| |
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(End Disclosure - Related Party Transactions) |
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Disclosure - Line of Credit |
Disclosure - Line of Credit (USD $) |
3 Months Ended |
( us-gaap:LineOfCreditFacilityAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
|
Line of Credit |
NOTE 6. LINE OF CREDIT
From June 24, 2016, the Company obtained an unsecured
revolving line of credit of $40,000 from Bank of America to fund various purchases and travel expenses. The line of credit has an average
interest rate at the close of business on March 31, 2021, for purchases, and cash is drawn at 12% and 25%, respectively. As of March 31,
2021, the Company complies with the credit line’s terms and conditions. At March 31, 2021, and December 31, 2020, the outstanding
balance was $38,835 and $39,071, respectively. | |
( custom:LineOfCreditTextBlock [Extension] ) |
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(End Disclosure - Line of Credit) |
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Disclosure - Notes Payable |
Disclosure - Notes Payable (USD $) |
3 Months Ended |
( us-gaap:DebtDisclosureAbstract ) |
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Mar. 31, 2021 |
|
|
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Notes Payable |
NOTE 7. NOTES PAYABLE
Convertible Notes Payable
– Related Party
On February 22, 2016, the Company
issued and promised to pay a convertible note to FRH Group Ltd. (“FRH Group,” shareholder) for the principal sum of One Hundred
Thousand and 00/100 Dollars ($100,000) on February 28, 2018 (the “Maturity Date”). The Company extended the Maturity Date
of the Note to June 30, 2019, and an additional extension to December 31, 2020. The Company will pay the outstanding principal amount
of this Note, together with interest at 6% per annum, in cash on the Maturity Date to this Note’s registered holder. On-demand,
the Company will pay interest on the amount of any overdue payment of principal or interest for the period following the due date at a
rate of ten percent (10%) per annum.
The initial conversion rate will
be $0.10 per share or 1,000,000 shares if FRH Group converts the entire Note, subject to adjustments in certain events as set forth below.
The conversion price shall be discounted by 30% if the Company’s common stock’s fair market value is less than $0.10 per share.
However, in no event will the conversion price be less than $0.05 per share with a maximum of 2,000,000 shares if FRH Group converts the
entire Note subject to adjustments in certain events. The Company will not issue fractional share or scrip representing a fractional share
upon conversion of the Notes.
Convertible Notes Payable
– Related Party
On May 16, 2016, the Company issued
and promised to pay a convertible note to FRH Group for the principal sum of Four Hundred Thousand and 00/100 Dollars ($400,000) on May
31, 2018 (the “Maturity Date”). The Company extended the Maturity Date of the Note to June 30, 2019, and an additional extension
to December 31, 2020. The Company will pay the outstanding principal amount of this Note, together with interest at 6% per annum, in cash
on the Maturity Date to this Note’s registered holder. On-demand, the Company will pay interest on the amount of any overdue payment
of principal or interest for the period following the due date at a rate of ten percent (10%) per annum.
The initial conversion rate will
be $0.10 per share or 4,000,000 shares if FRH Group converts the entire Note, subject to adjustments in certain events as set forth below.
The conversion price shall be discounted by 30% if the fair market value of the Company’s common stock is less than $0.10 per share.
However, in no event will the conversion price be less than $0.05 per share with a maximum of 8,000,000 shares if FRH Group converts the
entire Note, subject to adjustments in certain events. The Company will not issue fractional share or scrip representing a fractional
share upon conversion of the Notes.
On November 17, 2016, the Company
issued and promised to pay a convertible note to FRH Group for the principal sum of Two Hundred and Fifty Thousand and 00/100 Dollars
($250,000) on November 30, 2018, and an additional extension to June 30, 2019. The Company extended the Maturity Date of the Note to June
30, 2019, and an additional extension to December 31, 2020. The Company will pay the outstanding principal amount of this Note, together
with interest at 6% per annum, in cash on the Maturity Date to this Note’s registered holder. On-demand, the Company will pay interest
on the amount of any overdue payment of principal or interest for the period following the due date at a rate of ten percent (10%) per
annum.
The initial conversion rate will
be $0.10 per share or 2,500,000 shares if FRH Group converts the entire Note, subject to adjustments in certain events as set forth below.
The conversion price shall be discounted by 30% if the Company’s common stock’s fair market value is less than $0.10 per share.
However, in no event will the conversion price be less than $0.05 per share with a maximum of 5,000,000 shares if FRH Group converts the
entire Note, subject to adjustments in certain events. The Company will not issue fractional share or scrip representing a fractional
share upon conversion of the Notes.
On April 24, 2017, the Company
issued and promised to pay a convertible note to FRH Group for the principal sum of Two Hundred and Fifty Thousand and 00/100 Dollars
($250,000) on April 24, 2019 (the “Maturity Date”). The Company will pay the outstanding principal amount of this Note, together
with interest at 6% per annum, in cash on the Maturity Date to this Note’s registered holder. The Company extended the Maturity
Date of the Note to June 30, 2019, and an additional extension to December 31, 2020. The Company will pay the outstanding principal amount
of this Note, together with interest at 6% per annum, in cash on the Maturity Date to this Note’s registered holder. On-demand,
the Company will pay interest on the amount of any overdue payment of principal or interest for the period following the due date at a
rate of ten percent (10%) per annum.
The initial conversion rate will
be $0.10 per share or 2,500,000 shares if FRH Group converts the entire Note, subject to adjustments in certain events as set forth below.
The conversion price shall be discounted by 30% if the Company’s common stock’s fair market value is less than $0.10 per share.
However, in no event will the conversion price be less than $0.05 per share with a maximum of 5,000,000 shares if FRH Group converts the
entire Note, subject to adjustments in certain events. The Company will not issue fractional share or scrip representing a fractional
share upon conversion of the Notes. At March 31, 2021, there was no current and non-current portion of convertible notes payable and accrued
interest.
FRH Group Note Summary
Date of Note: |
|
2/22/2016 |
|
|
5/16/2016 |
|
|
11/17/2016 |
|
|
4/24/2017 |
|
Original Amount of Note: |
|
$ |
100,000 |
|
|
$ |
400,000 |
|
|
$ |
250,000 |
|
|
$ |
250,000 |
|
Outstanding Principal Balance: |
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
Conversion Date (1): |
|
|
02/22/2021 |
|
|
|
02/22/2021 |
|
|
|
02/22/2021 |
|
|
|
02/22/2021 |
|
Interest Rate: |
|
|
6 |
% |
|
|
6 |
% |
|
|
6 |
% |
|
|
6 |
% |
Date to which interest has been paid: |
|
|
Accrued |
|
|
|
Accrued |
|
|
|
Accrued |
|
|
|
Accrued |
|
Conversion Rate on February 22, 2021: |
|
$ |
0.10 |
|
|
$ |
0.10 |
|
|
$ |
0.10 |
|
|
$ |
0.10 |
|
Floor Conversion Price: |
|
$ |
0.05 |
|
|
$ |
0.05 |
|
|
$ |
0.05 |
|
|
$ |
0.05 |
|
Number Shares Converted for Original Note: |
|
|
1,000,000 |
|
|
|
4,000,000 |
|
|
|
2,500,000 |
|
|
|
2,500,000 |
|
Number Shares Converted for Interest: |
|
|
291,165 |
|
|
|
1,110,000 |
|
|
|
617,915 |
|
|
|
550,000 |
|
(1) Note Extension –
On February 22, 2021, the Company entered into an Assignment of Debt Agreement (the “Agreement”) with FRH and FRH Group Corporation.
The Company eliminated all four FRH Group convertible notes, including interest, of $1,256,908, in return for the issuance of 12,569,080
of unregistered common stock of the Company (the “Shares”) to FRH. Following the Agreement, FRH assigned the Shares to FRH
Group Corporation, an entity also owned by Mr. Hong.
Cares Act – Paycheck Protection
Program (PPP Note)
On May 01, 2020, the Company received
proceeds of Fifty-Thousand Six Hundred and Thirty-Two ($50,632) from the Promissory Note (“PPP Note”) under the Paycheck Protection
Program under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The funding of the PPP Note is conditioned
upon approval of the Company’s application by the Small Business Administration (SBA) and Bank of America (“Bank”),
receiving confirmation from the SBA that the Bank may proceed with the PPP Note. Suppose the SBA does not confirm the PPP Note’s
forgiveness, or only partly confirms forgiveness of the PPP Note or the Company fails to apply for PPP Note forgiveness. In that case,
the Company will be obligated to repay to the Bank the total outstanding balance remaining due under the PPP Note, including principal
and interest (the “PPP Note Balance”). In such case, Bank will establish the terms for repayment of the PPP Note Balance in
a separate letter to be provided to the Company, which letter will set forth the PPP Note Balance, the amount of each monthly payment,
the interest rate (not above a fixed rate of one percent (1.00%) per annum), the term of the PPP Note, and the maturity date of two (2)
years from the funding date of the PPP Note. No principal or interest payments will be due before the Deferment Period, which is ten months
from the end of the covered period. The Company plans to apply for PPP Note forgiveness.
SBA Loan
On May 22, 2020, the Company received
proceeds of one hundred and forty-four thousand nine hundred and 00/100 Dollars ($144,900). The installment payments will include the
principal and interest of $707 monthly and will begin Twelve (12) months from the promissory note date. The principal and interest balance
will be payable Thirty (30) years from the promissory Note date. Interest will accrue at the rate of 3.75% per annum and will accrue only
on $144,900 funds advanced from May 22, 2020, the advance date.
Economic Injury Disaster Loan
(EIDL)
The Economic Injury Disaster Loan program is offered through the Small
Business Administration. The CARES Act changed the program to offer an emergency grant up to $10,000 per business, which is forgivable
like the PPP Note. This grant doesn’t have to be repaid. On May 14, 2020, the Company received $4,000 in EIDL grants. The Company
has recorded it as other income since the EIDL grant is forgivable. | |
( us-gaap:DebtDisclosureTextBlock ) |
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(End Disclosure - Notes Payable) |
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Disclosure - Commitments and Contingencies |
Disclosure - Commitments and Contingencies (USD $) |
3 Months Ended |
( us-gaap:CommitmentsAndContingenciesDisclosureAbstract ) |
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Mar. 31, 2021 |
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|
|
|
|
Commitments and Contingencies |
NOTE 8. COMMITMENTS AND CONTINGENCIES
Office Facility and Other Operating Leases
The rental expense was $7,823 and $8,280 for the three
months ended March 31, 2021, and 2020, respectively. The decrease in rent expense is due to reduce rent rate for Irvine Office for the
fiscal year ended December 31, 2020. Effective October 29, 2019, the Company rents its servers, computers, and data center from an unrelated
third party. The lessor provides furniture and fixtures and any leasehold improvements at Irvine Office under the rent Agreement, discussed
in Note 2. Effective February 2019, the Company leases office space in Limassol District, Cyprus, from an unrelated party for a year.
The office’s rent payment is $1,750 per month, included in the General and administrative expenses. From February 2020, this agreement
continues every year upon written request by the Company. The Company uses the office for sales and marketing in Europe and Asia. Effective
April 2019, the Company leases office space in Chelyabinsk, Russia, from an unrelated party for an eleven (11) month term. The office’s
rent payment is $500 per month, and is included it in the General and administrative expenses. From March 2020, this agreement
continues on a month-to-month basis until the Company or the lessor chooses to terminate by the agreement’s terms by giving thirty
(30) days’ notice. The Company uses the office for software development and technical support.
Employment Agreement
The Company gave all salary compensation to key executives
as independent contractors, where Eaglstein, Firoz, and Platt commit one hundred percent (100%) of their time to the Company. The Company
has not formalized performance bonuses and other incentive plans. Each executive is paid every month at the beginning of the month. From
September 2018 to September 30, 2020, the Company is paying a monthly compensation of $5,000 each per month to its CEO and CFO; respectively,
with increases, each succeeding year should the agreement be approved annually by the Company. Effective October 1, 2020, the Company
expenses $12,000 monthly to its CEO and CFO, respectively.
Accrued Interest
At March 31, 2021, and December 31, 2020, the cumulative
accrued interest at 6% per annum on FRH Group Note(s) was $0, and $256,908 respectively.
Pending Litigation
The management is unaware of any actions, suits, investigations,
or proceedings (public or private) pending against or threatened against or affecting any of the assets or any affiliate of the Company.
Tax Compliance Matters
The Company has estimated payroll tax liabilities
based on its officers’ reclassification from independent contractors to employees from fiscal ended December 31, 2017, to 2020.
As of March 31, 2021, the Company has assessed federal and state payroll tax payments in the aggregate amount of $135,394, and is
included it in the General and administrative expenses. | |
( us-gaap:CommitmentsAndContingenciesDisclosureTextBlock ) |
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(End Disclosure - Commitments and Contingencies) |
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Disclosure - Stockholders' Equity (Deficit) |
Disclosure - Stockholders' Equity (Deficit) (USD $) |
3 Months Ended |
( us-gaap:EquityAbstract ) |
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Mar. 31, 2021 |
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Stockholders' Equity (Deficit) |
NOTE 9. STOCKHOLDERS’ EQUITY (DEFICIT)
Authorized Shares
On February 12, 2021, the Company filed the Certificate
of Amendment with the Secretary of State of Deleware to change authorized shares. As per the Amendment, the Company shall have authority
to issue is 260,000,000 shares, consisting of 250,000,000 shares of Common Stock having a par value of $.0001 per share and 10,000,000
shares of Preferred Stock having a par value of $.0001 per share.
As of March 31, 2021, and December 31, 2020, the Company’s
authorized capital stock consists of 10,000,000 shares of preferred stock, par value $0.0001 per share, and 250,000,000 shares of common
stock, par value $0.0001 per share. As of March 31, 2021, and December 31, 2021, the Company had 83,445,412 and 68,876,332, respectively,
common shares issued and outstanding and 4,000,000 preferred shares issued and outstanding. The preferred stock has fifty votes for each
share of preferred shares owned. The preferred shares have no other rights, privileges, and higher claims on the Company’s assets
and earnings than common stock.
Preferred Stock
On December 12, 2016, the Board agreed to issue 2,600,000,
400,000, and 1,000,000 shares of Preferred Stock to Mitchell Eaglstein, Imran Firoz, and FRH Group, respectively, as the founders in consideration
of services rendered to the Company. As of March 31, 2021, the Company had 4,000,000 preferred shares issued and outstanding.
Common Stock
On January 21, 2016, the Company collectively issued
30,000,000 and 5,310,000 common shares at par value to Mitchell Eaglstein and Imran Firoz, respectively, as the founders considered the
Company’s services.
On December 12, 2016, the Company issued 28,600,000
common shares to the remaining two founding members of the Company.
On March 15, 2017, the Company issued 1,000,000 restricted
common shares for platform development valued at $50,000. The Company issued the securities with a restrictive legend.
On March 15, 2017, the Company issued 1,500,000 restricted
common shares for professional services to three individuals valued at $75,000. The Company issued the securities with a restrictive legend.
On March 17, 2017, subject to the terms and conditions
of the Stock Purchase Agreement, the Company issued 1,000,000 shares to Susan Eaglstein for a cash amount of $50,000. The Company issued
the securities with a restrictive legend.
On March 21, 2017, subject to the terms and conditions
of the Stock Purchase Agreement, the Company issued 400,000 shares to Bret Eaglstein for a cash amount of $20,000. The Company issued
the securities with a restrictive legend.
Ms. Eaglstein and Mr. Eaglstein are the Mother and
Brother, respectively, of Mitchell Eaglstein, the CEO and Director of the Company.
From July 1, 2017, to October 03, 2017, the Company
has issued 653,332 units for a cash amount of $98,000 under its offering Memorandum, where the unit consists of one share of common stock
and one Class A warrant (See Note 11).
On October 31, 2017, the Company issued 70,000 restricted
common shares to a management consultant valued at $10,500. The Company issued the securities with a restrictive legend.
On January 15, 2019, the Company issued 60,000 restricted
common shares for professional services to ten (10) consultants valued at $9,000.
From January 29, 2019 to February 15, 2019, the Company
issued 33,000 registered shares under the Securities Act of 1933 for a cash amount of $4,950. On February 26, 2019, the Company filed
the Post-Effective Amendment No. 1 (the “Amendment”) related to the Registration Statement on Form S-1and its amendments thereto,
filed with the U.S. Securities and Exchange Commission on November 22, 2017, and declared effective on August 7, 2018 (Registration No.
333-221726) (the “Registration Statement”) of FDCTech, Inc., a Delaware corporation (the “Registrant”), amended
the Registration Statement to remove from registration all shares of common stock that were offered for sale by the Registrant but were
not sold prior to the termination of the offering made pursuant to the Registration Statement. At the termination of the offering made
pursuant to the Registration Statement, 2,967,000 shares of common stock which were offered for sale by the Registrant were not sold or
issued.
Effective June 03, 2020, the Company issued 2,745,053
shares to Benchmark Investments, Inc. (“Broker-Dealer” or “Kingswood Capital Markets”) of common stock at $0.25
per share for a total value of $686,263. The Broker-Dealer is retained to provide general financial advisory to the Company for the next
twelve months. The Company has expensed the prepaid compensation through the income statement following a regular straight-line amortization
schedule over the contract’s life, which is for twelve months—the time during which Kingswood Capital Markets presumably will
produce benefits for the Company. On August 25, 2020, the Company and Broker-Dealer terminated all obligations other than maintaining
confidentiality, with no fees due by the Company to the Broker-Dealer. The Broker-Dealer agreed to return the 2,745,053 shares of the
Company’s common stock.
On January 27, 2021, the Company issued 2,000,000
restricted common shares to two consultants valued at $540,000. The Company issued the securities with a restrictive legend. | |
( us-gaap:StockholdersEquityNoteDisclosureTextBlock ) |
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(End Disclosure - Stockholders' Equity (Deficit)) |
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Disclosure - Warrants |
Disclosure - Warrants (USD $) |
3 Months Ended |
( us-gaap:WarrantsAndRightsNoteDisclosureAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
|
Warrants |
NOTE 10. WARRANTS
Effective June 1, 2017, the Company planned to raise
$600,000 through a Private Placement Memorandum (the “Memorandum”) of up to 4,000,000 Units. Each unit (a “Unit”)
consists of one share of Common Stock, par value $.0001 per share (the “Common Stock) and one redeemable Class A Warrant (the “Class
A Warrant(s)”) of the Company. The Company closed the private placement effective December 15, 2017.
Each Class A Warrant entitles the holder to purchase
one (1) share of Common Stock for $0.30 per share at any time until April 30, 2019 (‘Expiration Date’). The Company issued
the securities with a restrictive legend.
Information About the Warrants Outstanding During
Fiscal 2020 Follows
Original Number of Warrants Issued |
|
|
Exercise Price per Common Share |
|
|
Exercisable
at
December 31, 2020 |
|
|
Became Exercisable |
|
|
Exercised |
|
|
Terminated / Canceled / Expired |
|
|
Exercisable at March 31, 2021 |
|
|
Expiration Date |
|
653,332 |
|
|
$ |
0.30 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
653,332 |
|
|
|
- |
|
|
April 2019 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Warrants are redeemable by the Company, upon thirty
(30) day notice, at a price of $.05 per Warrant, provided the average of the closing bid price of the Common Stock, as reported by the
National Association of Securities Dealers Automated Quotation (“NASDAQ”) System (or the average of the last sale price if
the Common Stock is then listed on the NASDAQ National Market System or a securities exchange), shall equal or exceed $1.00 per share
(subject to adjustment) for ten (10) consecutive trading days prior to the date on which the Company gives notice of redemption. The holders
of Warrants called for redemption have exercise rights until the business’s close on the date fixed for redemption.
The exercise price and a number of shares of Common
Stock or other securities issuable on exercise of the Warrants are subject to adjustment in certain circumstances, including in the event
of a stock dividend, recapitalization, reorganization, merger, or consolidation of the Company. However, no Warrant is subject to adjustment
for issuances of Common Stock at a price below the exercise price of that Warrant.
As of the date of this report, the holders have not
exercised any Class A Warrants. All Class A Warrants have expired. | |
( custom:WarrantsTextBlock [Extension] ) |
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(End Disclosure - Warrants) |
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Disclosure - Off-Balance Sheet Arrangements |
Disclosure - Off-Balance Sheet Arrangements (USD $) |
3 Months Ended |
( custom:OffbalanceSheetArrangementsAbstract [Extension] ) |
|
|
Mar. 31, 2021 |
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|
|
Off-Balance Sheet Arrangements |
NOTE 11. OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements, including
arrangements that would affect our liquidity, capital resources, market risk support, and credit risk support, or other benefits. | |
( custom:OffbalanceSheetArrangementsTextBlock [Extension] ) |
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(End Disclosure - Off-Balance Sheet Arrangements) |
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Disclosure - Subsequent Events |
Disclosure - Subsequent Events (USD $) |
3 Months Ended |
( us-gaap:SubsequentEventsAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
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Subsequent Events |
NOTE 12. SUBSEQUENT EVENTS
On May 4, 2021, the Company received the Sales Purchase
Agreement (“Definitive Agreement”) from Genesis. At present, the Company has received the audited financial statements from
Genesis for the fiscal year ended December 31, 2020, and 2019. The Company is reviewing the Definitive Agreement and other due diligence
documents and expects to close the transaction before the end of the second quarter on June 30, 2021. | |
( us-gaap:SubsequentEventsTextBlock ) |
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(End Disclosure - Subsequent Events) |
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Disclosure - Summary of Significant Accounting Policies (Policies) |
Disclosure - Summary of Significant Accounting Policies (Policies) (USD $) |
3 Months Ended |
( us-gaap:AccountingPoliciesAbstract ) |
|
|
Mar. 31, 2021 |
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Basis of Presentation and Principles of Consolidation |
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements
include the accounts of FDCTech, Inc. and its wholly-owned subsidiary. We have eliminated all intercompany balances and transactions.
The Company has prepared the consolidated financial statements consistent with the accounting policies adopted by the Company in its financial
statements. The Company has measured and presented the company’s consolidated financial statements in US Dollars, which is the currency
of the primary economic environment in which the Company operates (also known as its functional currency). | |
( us-gaap:BasisOfAccountingPolicyPolicyTextBlock ) |
| |
Financial Statement Preparation and Use of Estimates |
Financial Statement Preparation and Use of Estimates
The Company prepared consolidated financial statements
in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of consolidated
financial statements in conformity with GAAP requires management to make certain estimates, judgments, and assumptions. This could affect
the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements, and the
reported amounts of revenue and expenses during the periods presented. Estimates include revenue recognition, the allowance for doubtful
accounts, website and internal-use software development costs, recoverability of intangible assets with finite lives, and other long-lived
assets. Actual results could materially differ from these estimates. Actual results and outcomes may differ from management’s estimates
and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the coronavirus (“COVID-19”). | |
( us-gaap:UseOfEstimates ) |
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Cash and Cash Equivalents |
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, deposits
held with banks, and other short-term highly liquid investments with original maturities of three months or less. On March 31, 2021, and
December 31, 2020, the Company had $4,724 and $22,467 cash and cash equivalent held at the financial institution. | |
( us-gaap:CashAndCashEquivalentsPolicyTextBlock ) |
| |
Accounts Receivable |
Accounts Receivable
Accounts Receivable primarily represents the amount
due from six (6) customers. In some cases, the customer receivables are due immediately on demand; however, in most cases, the Company
offers net 30 terms or n/30, where the payment is due in full 30 days after the invoice’s date. The Company has based the allowance
for doubtful accounts on its assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering
historical experience, credit quality, the accounts receivable balances’ age, and economic conditions that may affect a customer’s
ability to pay and expected default frequency rates. Trade receivables are written off at the point when they are considered uncollectible.
At March 31, 2021, and December 31, 2020, the Management
determined that allowance for doubtful accounts was $95,961 and $95,961, respectively. There was no bad debt expense for the three months
ended March 31, 2021, and 2020. | |
( us-gaap:TradeAndOtherAccountsReceivablePolicy ) |
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Sales, Marketing and Advertising |
Sales, Marketing, and Advertising
The Company recognizes sales, marketing, and advertising
expenses when incurred.
The Company incurred $64,720 and $1,226 in sales,
marketing, and advertising costs (“sales and marketing”) for the three months ended March 31, 2021, and 2020. The sales and
marketing cost mainly included travel costs for tradeshows, customer meet and greet, online marketing on industry websites, press releases,
and public relations activities. The sales, marketing, and advertising expenses represented 100.57% and 1.46% of the sales for the three
months ended March 31, 2021, and 2020. The increase in expense is mainly due to $60,000 digital marketing cost for the three months ended
March 31, 2021. | |
( us-gaap:AdvertisingCostsPolicyTextBlock ) |
| |
Revenue Recognition |
Revenue Recognition
On January 1, 2019, the Company adopted ASU 2014-09
Revenue from Contracts with Customers. The majority of the Company’s revenues come from two contracts – IT support and maintenance
(‘IT Agreement’) and software development (‘Second Amendment’) that fall within the scope of ASC 606.
The Company recognizes revenue to depict the transfer
of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to receive in exchange
for those goods or services as per the contract with the customer. As a result, the Company accounts for revenue contracts with customers
by applying the requirements of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (Topic 606), which
includes the following steps:
|
● |
Identify the contract or contracts and subsequent amendments with the customer. |
|
● |
Identify all the performance obligations in the contract and subsequent amendments. |
|
● |
Determine the transaction price for completing performance obligations. |
|
● |
Allocate the transaction price to the performance obligations in the contract. |
|
● |
Recognize the revenue when, or as, the Company satisfies a performance obligation. |
The Company adopted ASC 606 using the modified retrospective
method applied to all contracts not completed as of January 1, 2019. The Company presents results for reporting periods beginning after
January 1, 2019, under ASC 606 while prior period amounts are reported following legacy GAAP. In addition to the above guidelines, the
Company also considers implementation guidance on warranties, customer options, licensing, and other topics. The Company takes into account
revenue collectability, methods for measuring progress toward complete satisfaction of a performance obligation, warranties, customer
options for additional goods or services, nonrefundable upfront fees, licensing, customer acceptance, and other relevant categories.
The Company accounts for a contract when the Company
and the customer (‘parties’) have approved the contract and are committed to performing their respective obligations. Each
party can identify their rights, obligations, and payment terms; the contract has commercial substance. The Company will probably collect
all of the consideration. Revenue is recognized when performance obligations are satisfied by transferring control of the promised service
to a customer. The Company fixes the transaction price for goods and services at contract inception. The Company’s standard payment
terms are generally net 30 days and in some cases due upon receipt of the invoice.
The Company considers the change in scope or price
or both as contract modifications by the Company. The parties describe contract modification as a change order, a variation, or an amendment.
A contract modification exists when the parties to the contract approve a modification that either creates new or changes existing enforceable
rights and obligations of the parties. The Company assumes a contract modification when approved in writing, by oral agreement, or implied
by the customer’s customary business practice. If the parties to the contract have not approved a contract modification, the Company
continues to apply the existing contract’s guidance until the contract modification is approved. The Company recognizes contract
modification in various forms –partial termination, an extension of the contract term with a corresponding price increase, adding
new goods or services to the contract, with or without a corresponding price change, and reducing the contract price without a change
in goods/services promised.
At contract inception, the Company assesses the solutions
or services, or bundles of solutions and services, obligated in the contract with a customer to identify each performance obligation within
the contract, and then evaluate whether the performance obligations are capable of being distinct and distinct within the context of the
contract. Solutions and services that cannot be distinct and distinct within the contract context are combined and treated as a single
performance obligation in determining the allocation and recognition of revenue. For multi-element transactions, the Company allocates
the transaction price to each performance obligation on a relative stand-alone selling price basis. The Company determines the stand-alone
selling price for each item at the inception of the transaction involving these multiple elements.
Since January 21, 2016 (‘Inception’),
the Company has derived its revenues mainly from three sources – consulting services, technology solutions, and customized software
development. The Company recognizes revenue when it has satisfied a performance obligation by transferring control over a product or delivering
a service to a customer. We measure revenue based upon the consideration outlined in an arrangement or contract with a customer.
The Company’s typical performance obligations
include the following:
Performance Obligation |
|
Types of Deliverables |
|
When Performance Obligation is Typically Satisfied |
Consulting Services |
|
Services related to Start-Your-Own-Brokerage (“SYOB”), Start-Your-Own-Prime Brokerage (“SYOPB”), Start-Your-Own-Crypto Exchange (“SYOC”), FX/OTC liquidity solutions, and lead generations. |
|
The Company recognizes the consulting revenues when the customer receives services over the length of the contract. If the customer pays the Company in advance for these services, the Company records such payment as deferred revenue until the Company completes the services. |
|
|
|
|
|
Technology Services |
|
Software licensing of Condor Risk Management Back Office for THIRD-PARTY PLATFORMS (“Condor Risk Management”), Condor FX Pro Trading Terminal, Condor Pricing Engine, Crypto Trading Platform (“Crypto Web Trader Platform”), and other cryptocurrency-related solutions. |
|
The Company recognizes ratably over the contractual period for services delivered, beginning when such service is made available to the customer. Licensing agreements are typically one year in length with an option to cancel by giving notice; customers have the right to terminate their agreements if the Company materially breaches its obligations under the agreement. Licensing agreements do not provide customers the right to take possession of the software at any time. The Company charges the customers a set-up fee for installing the platform, and implementation activities are insignificant and not subject to a separate fee. |
|
|
|
|
|
Software Development |
|
Design-build software development projects for customers, where the Company develops the project to meet the design criteria and performance requirements specified in the contract. |
|
The Company recognizes the software development revenues when the Customer obtains control of the deliverables, as stated in the Statement of Work in the contract. |
To determine the transaction price, the Company assumes
that the goods or services promised in the existing contract will be transferred to the customer. The Company assumes that the contract
will not be canceled, renewed, or modified; therefore, the transaction price includes only those amounts to which the Company has rights
under the present contract. For example, if the Company enters into a contract with a customer with an original term of one year and expects
the customer to renew for a second year, the Company would determine the transaction price based on the original one-year term. When determining
the transaction price, the Company first identifies the fixed consideration, including non-refundable upfront payment amounts.
For purposes of allocating the transaction price,
the Company allocates an amount that best represents consideration that the entity expects to receive for transferring each promised good
or service to the customer. The Company allocates the transaction price to each performance obligation identified in the contract on a
relative standalone selling price basis to meet the allocation objective. In determining the standalone selling price, the Company uses
the best evidence of the stand-alone selling price that the Company charges to similar customers in similar circumstances. In some cases,
the Company uses the adjusted market assessment approach to determine the standalone selling price. It evaluates the market in which it
sells the goods or services and estimates the price that customers in that market would pay for those goods or services when sold separately.
The Company recognizes revenue when or as it transfers
the promised goods or services in the contract. The Company considers the “transfers” the promised goods or services when
the customer obtains control of the goods or services. The Company considers a customer “obtains control” of an asset when
it can direct the use of, and obtain all the remaining benefits from, an asset substantially. The Company recognizes deferred revenue
related to services it will deliver within one year as a current liability. The Company presents deferred revenue related to services
that the Company will deliver more than one year into the future as a non-current liability.
For the period ending March 31, 2021, the Company’s
two primary revenue streams accounted for under ASC 606 follows:
On February 5, 2018 (‘Effective Date’),
the Company signed an IT support and maintenance agreement (‘IT Agreement’) with an FX/OTC broker (‘FX Broker’)
regulated by the Malta Financial Services Authority. The Company earns the recurring monthly payment from the FX Broker for delivering
IT support and maintenance services (‘Services’) to FX Broker’s legacy technology infrastructure. The term of this Agreement
commenced on the Effective Date and shall continue until terminated by either party either for cause, bankruptcy, and other default clauses.
The Company completes and satisfies its performance obligation upon accomplishment of all support and maintenance activities every month.
The Company invoices the FX Broker at the beginning of the month for services performed, delivered, and accepted for the prior month.
At the time of the invoice, the Company renders all Services, and any cash received for Services is non-refundable.
According to the contract’s terms and conditions,
the Company invoices the customer at the beginning of the month for the month’s services. The invoice amount is due upon receipt.
The Company recognizes the revenue at the end of each month, equal to the invoice amount.
Effective January 2021, the Company signed two licensing
agreements for its Condor Pro Multi-Asset Trading platform, where it receives monthly maintenance and volume rebate fees. The initial set-up fee
is $5,000, followed by recurring monthly fees of $2,500. The volume fees can range from $2 to $5 per million traded depending on the volume. | |
( us-gaap:RevenueRecognitionPolicyTextBlock ) |
| |
Concentrations of Credit Risk |
Concentrations of Credit Risk
Cash
The Company maintains its cash balances at a single
financial institution. The balances do not exceed FDIC limits as of March 31, 2021, and December 31, 2020.
Revenues
For the three months ended December 31, 2021, and
2020, the Company had six (6) and eight (8) active customers. Revenues generated from the top three (3) customers represented approximately
86.01% and 84.67% of total revenue for the three months ended March 31, 2021, and 2020.
Accounts Receivable
Accounts Receivable primarily represents the amount
due from six (6) active customers. In some cases, the customer receivables are due immediately on demand; however, in most cases, the
Company offers net 30 terms or n/30, where the payment is due in full 30 days after the invoice’s date. The Company has based the
allowance for doubtful accounts on its assessment of the collectability of customer accounts. The Company regularly reviews the allowance
by considering historical experience, credit quality, the accounts receivable balances’ age, and economic conditions that may affect
a customer’s ability to pay and expected default frequency rates. Trade receivables are written off at the point when they are considered
uncollectible.
At March 31, 2021, and December 31, 2020, the Management
determined that allowance for doubtful accounts was $95,961 and $95,961, respectively. There was no bad debt expense for the three months
ended March 31, 2021, and 2020. | |
( us-gaap:ConcentrationRiskCreditRisk ) |
| |
Research and Development (R and D) Cost |
Research and Development (R and D) Cost
The Company acknowledges that future benefits from
research and development (R and D) are uncertain, and as a result, we cannot capitalize on R and D expenditures. The GAAP accounting standards
require us to expense all research and development expenditures as incurred. For the three months ended March 31, 2021 and 2020, the Company
incurred R and D costs of $15,600 and $0. The increase in R and D costs was due to evaluate technological feasibility costs of Condor
Stocks and ETF platform. | |
( us-gaap:ResearchAndDevelopmentExpensePolicy ) |
| |
Legal Proceedings |
Legal Proceedings
The Company discloses a loss contingency if there
is at least a reasonable possibility that a material loss has been incurred. The Company records its best estimate of loss related to
pending legal proceedings when the loss is considered probable, and the amount can be reasonably estimated. The Company can reasonably
estimate a range of loss with no best estimate in the range; the Company records the minimum estimated liability. As additional information
becomes available, the Company assesses the potential liability related to pending legal proceedings, revises its estimates, and updates
its disclosures accordingly. The Company’s legal costs associated with defending itself are recorded to expense as incurred. The
Company is currently not involved in any litigation. | |
( us-gaap:LegalCostsPolicyTextBlock ) |
| |
Impairment of Long-Lived Assets |
Impairment of Long-Lived Assets
The Company reviews long-lived assets for impairment
in accordance with FASB ASC 360, Property, Plant, and Equipment. Under the standard, long-lived assets are tested for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable. An impairment charge is recognized for
the amount if and when the asset’s carrying value exceeds the fair value. On March 31, 2021, and December 31, 2020, there are no
impairment charges. | |
( us-gaap:ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock ) |
| |
Provision for Income Taxes |
Provision for Income Taxes
The provision for income taxes is determined using
the asset and liability method. Under this method, deferred tax assets and liabilities are calculated based upon the temporary differences
between the consolidated financial statement and income tax bases of assets and liabilities using the enacted tax rates applicable each
year.
The Company utilizes a two-step approach to recognizing
and measuring uncertain tax positions (“tax contingencies”). The first step is to evaluate the tax position for recognition
by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit,
including resolution of related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount,
which is more than 50% likely to be realized upon ultimate settlement. The Company considers many factors when evaluating and estimating
its tax positions and tax benefits, requiring periodic adjustments, which may not accurately forecast actual outcomes. The Company includes
interest and penalties related to tax contingencies in the provision of income taxes in the operations’ consolidated statements.
The Company’s management does not expect the total amount of unrecognized tax benefits to significantly change in the next twelve
(12) months. | |
( us-gaap:IncomeTaxPolicyTextBlock ) |
| |
Software Development Costs |
Software Development Costs
By ASC 985-20, Software development costs, including
costs to develop software sold, leased, or otherwise marketed, that are incurred after the establishment of technological feasibility,
are capitalized if significant. Capitalized software development costs are amortized using the straight-line amortization method over
the application software’s estimated useful life. By the end of February 2016, the Company completed the activities (planning, designing,
coding, and testing) necessary to establish that it can produce and meet the Condor FX Back Office Version’s design specifications,
Condor FX Pro Trading Terminal Version, and Condor Pricing Engine. The Company established the technological feasibility of the Crypto
Web Trader Platform in 2018. The Company estimates the useful life of the software to be three (3) years.
Amortization expense was $68,616 and $49,584 for the
three months ended March 31, 2021, and 2020 respectively, and the Company classifies such cost as the Cost of Sales. The Company is developing
the Condor Stocks and ETF platform. All costs associated with the development is currently being capitalized. The Company expensed $15,600
as R and D costs to evaluate technological feasibility of Condor Stocks and ETF platform.
The Company capitalizes significant costs incurred
during the application development stage for internal-use software. | |
( us-gaap:ResearchDevelopmentAndComputerSoftwarePolicyTextBlock ) |
| |
Convertible Debentures |
Convertible Debentures
The cash conversion guidance in ASC 470-20, Debt with
Conversion and Other Options, is considered when evaluating the accounting for convertible debt instruments (this includes certain convertible
preferred stock that is classified as a liability) to determine whether the conversion feature should be recognized as a separate component
of equity. The cash conversion guidance applies to all convertible debt instruments that may be settled entirely or partially in cash
or other assets where the conversion option is not bifurcated and separately accounted for pursuant to ASC 815.
If the conversion features of conventional convertible
debt provide a conversion rate below market value, this feature is characterized as a beneficial conversion feature (“BCF”).
The Company records BCF as a debt discount pursuant to ASC Topic 470-20, Debt with Conversion and Other Options. In those circumstances,
the convertible debt is recorded net of the discount related to the BCF. The Company amortizes the discount to interest expense over the
life of the debt using the effective interest method.
As of December 31, 2020, the conversion features of
conventional FRH Group convertible notes dated February 22, 2016, May 16, 2016, November 17, 2016, and April 24, 2017 (See Note 8) provide
for a rate of conversion where the conversion price is below the market value. As a result, the conversion feature on all FRH Group convertible
notes has a beneficial conversion feature (“BCF”) to the extent of the price difference.
As the Company and FRH Group extended the maturity
date of the four (4) tranches of convertible notes to June 30, 2021, Management performed an analysis to determine the fair value of the
BCF on these tranches. The Company noted that the value of the BCF for each note was insignificant; thus, it did not record debt discount
as of December 31, 2020.
For FRH Group convertible note dated April 24, 2017,
the stock’s value at issuance date was above the floor conversion price; this feature is characterized as a beneficial conversion
feature (“BCF”). The Company records a BCF as a debt discount pursuant to ASC Topic 470-20 “Debt with Conversion and
Other Options.” As a result, the convertible debt is recorded net of the discount related to the BCF. As of December 31, 2017, the
Company has amortized the discount of $97,996 to interest expense at the issuance date because the debt is convertible at the date of
issuance.
The $97,996 amount equaled to the intrinsic value,
and the Company allocated it to additional paid-in capital in 2017.
On February 22, 2021, the Company entered into an
Assignment of Debt Agreement (the “Agreement”) with FRH and FRH Group Corporation. The Company eliminated all four FRH Group
convertible notes, including interest, of $1,256,908, in return for the issuance of 12,569,080 of unregistered common stock of the Company
(the “Shares”) to FRH. Following the Agreement, FRH assigned the Shares to FRH Group Corporation, an entity also owned by
Mr. Hong. | |
( us-gaap:DebtPolicyTextBlock ) |
| |
Basic and Diluted Income (loss) Per Share |
Basic and Diluted Income (loss) per Share
The Company follows ASC 260, Earnings Per Share, to
account for earnings per share. Basic earnings per share (“EPS”) calculations are determined by dividing net loss by the weighted
average number of shares of common stock outstanding during the year. Diluted earnings per share calculations are determined by dividing
net income by the weighted average number of common shares and dilutive common share equivalents outstanding. As of March 31, 2021, and
December 31, 2020, the Company had 83,445,412 and 68,876,332 basic and dilutive shares issued and outstanding. The Company converted the
four FRH Group convertible notes into 12,569,080 dilutive shares. During the three months ended March 31, 2021, and 2020, common stock
equivalents were anti-dilutive due to a net loss of $221,838 and $59,585, respectively, for the period. During the three months ended
March 31, 2021, common stock equivalents were anti-dilutive due to a net loss for the period. Hence, the Company has not considered in
the computation. | |
( us-gaap:EarningsPerSharePolicyTextBlock ) |
| |
Reclassifications |
Reclassifications
We have reclassified certain prior period amounts
to conform to the current year’s presentation. None of these classifications impacted reported operating loss or net loss for any
of the periods presented. | |
( us-gaap:PriorPeriodReclassificationAdjustmentDescription ) |
| |
Recent Accounting Pronouncements |
Recent Accounting Pronouncements
In February 2016, the FASB issued ASU 2016-02, Leases
(Topic 840), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance
sheet and disclosing key information about leasing arrangements. The amendments to this standard are effective for fiscal years beginning
after December 15, 2019. Early adoption of the amendments in this standard is permitted for all entities, and the Company must recognize
and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company adopted this
policy as of January 1, 2020, and there is no material effect on its financial reporting.
Other recent accounting pronouncements issued by the
FASB (including its Emerging Issues Task Force) and the United States Securities and Exchange Commission did not or are not believed by
management to have a material impact on the Company’s present or future consolidated financial statements. | |
( us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock ) |
| |
|
(End Disclosure - Summary of Significant Accounting Policies (Policies)) |
|
Disclosure - Notes Payable (Tables) |
Disclosure - Notes Payable (Tables) (USD $) |
3 Months Ended |
( us-gaap:DebtDisclosureAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
|
Schedule of Notes Payable |
At March 31, 2021, there was no current and non-current
portion of convertible notes payable and accrued interest.
FRH Group Note Summary
Date of Note: |
|
2/22/2016 |
|
|
5/16/2016 |
|
|
11/17/2016 |
|
|
4/24/2017 |
|
Original Amount of Note: |
|
$ |
100,000 |
|
|
$ |
400,000 |
|
|
$ |
250,000 |
|
|
$ |
250,000 |
|
Outstanding Principal Balance: |
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
- |
|
Conversion Date (1): |
|
|
02/22/2021 |
|
|
|
02/22/2021 |
|
|
|
02/22/2021 |
|
|
|
02/22/2021 |
|
Interest Rate: |
|
|
6 |
% |
|
|
6 |
% |
|
|
6 |
% |
|
|
6 |
% |
Date to which interest has been paid: |
|
|
Accrued |
|
|
|
Accrued |
|
|
|
Accrued |
|
|
|
Accrued |
|
Conversion Rate on February 22, 2021: |
|
$ |
0.10 |
|
|
$ |
0.10 |
|
|
$ |
0.10 |
|
|
$ |
0.10 |
|
Floor Conversion Price: |
|
$ |
0.05 |
|
|
$ |
0.05 |
|
|
$ |
0.05 |
|
|
$ |
0.05 |
|
Number Shares Converted for Original Note: |
|
|
1,000,000 |
|
|
|
4,000,000 |
|
|
|
2,500,000 |
|
|
|
2,500,000 |
|
Number Shares Converted for Interest: |
|
|
291,165 |
|
|
|
1,110,000 |
|
|
|
617,915 |
|
|
|
550,000 |
|
(1) Note Extension –
On February 22, 2021, the Company entered into an Assignment of Debt Agreement (the “Agreement”) with FRH and FRH Group Corporation.
The Company eliminated all four FRH Group convertible notes, including interest, of $1,256,908, in return for the issuance of 12,569,080
of unregistered common stock of the Company (the “Shares”) to FRH. Following the Agreement, FRH assigned the Shares to FRH
Group Corporation, an entity also owned by Mr. Hong. | |
( us-gaap:ScheduleOfDebtTableTextBlock ) |
| |
|
(End Disclosure - Notes Payable (Tables)) |
|
Disclosure - Warrants (Tables) |
Disclosure - Warrants (Tables) (USD $) |
3 Months Ended |
( us-gaap:WarrantsAndRightsNoteDisclosureAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
|
Schedule of Warrants Activity |
Information About the Warrants Outstanding During
Fiscal 2020 Follows
Original Number of Warrants Issued |
|
|
Exercise Price per Common Share |
|
|
Exercisable
at
December 31, 2020 |
|
|
Became Exercisable |
|
|
Exercised |
|
|
Terminated / Canceled / Expired |
|
|
Exercisable at March 31, 2021 |
|
|
Expiration Date |
|
653,332 |
|
|
$ |
0.30 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
653,332 |
|
|
|
- |
|
|
April 2019 |
| |
( us-gaap:ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock ) |
| |
|
(End Disclosure - Warrants (Tables)) |
|
Disclosure - Business Description and Nature of Operations (Details Narrative) |
Disclosure - Business Description and Nature of Operations (Details Narrative) (USD $) |
|
0 Months Ended |
|
0 Months Ended |
3 Months Ended |
( us-gaap:AccountingPoliciesAbstract ) |
|
|
|
|
|
|
Feb. 3, 2021 |
Feb. 3, 2021 |
Feb. 3, 2021 |
Feb. 3, 2021 |
Mar. 31, 2021 |
Mar. 31, 2020 |
( us-gaap:BusinessAcquisitionAxis ) |
|
|
|
|
|
|
|
Genesis Financial, Inc. [Member] |
Genesis Financial, Inc. [Member] |
Genesis Financial, Inc. [Member] Closing Price [Member] |
Genesis Financial, Inc. [Member] Maximum [Member] |
FRH Prime Ltd. [Member] |
FRH Prime Ltd. [Member] |
( us-gaap:BusinessAcquisitionAcquireeDomain ) |
|
|
|
|
|
|
Acquisition amount |
35,000,000 | |
| |
| |
| |
| |
| |
( us-gaap:BusinessAcquisitionCostOfAcquiredEntityTransactionCosts ) |
| |
| |
| |
| |
| |
| |
Acquisition percentage |
0.10 | |
| |
| |
| |
| |
| |
( us-gaap:BusinessAcquisitionPercentageOfVotingInterestsAcquired ) |
| |
| |
| |
| |
| |
| |
Acquisition matuity date |
| |
2021-02-09 | |
| |
| |
| |
| |
( us-gaap:BusinessAcquisitionDateOfAcquisitionAgreement1 ) |
| |
| |
| |
| |
| |
| |
Share price |
0.80 | |
| |
0.73 | |
| |
| |
| |
( us-gaap:BusinessAcquisitionSharePrice ) |
| |
| |
| |
| |
| |
| |
Acquisition of shares |
| |
43,750,000 | |
| |
70,000,000 | |
| |
| |
( us-gaap:BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued ) |
| |
| |
| |
| |
| |
| |
Generated volume rebates |
| |
| |
| |
| |
0 | |
1,861 | |
( custom:GeneratedVolumeRebates [Extension] ) |
| |
| |
| |
| |
| |
| |
|
(End Disclosure - Business Description and Nature of Operations (Details Narrative)) |
|
Disclosure - Summary of Significant Accounting Policies (Details Narrative) |
Disclosure - Summary of Significant Accounting Policies (Details Narrative) (USD $) |
|
|
3 Months Ended |
1 Month Ended |
|
3 Months Ended |
12 Months Ended |
|
( us-gaap:AccountingPoliciesAbstract ) |
|
|
|
|
|
|
|
|
|
Mar. 31, 2021 |
Dec. 31, 2020 |
Mar. 31, 2021 |
Mar. 31, 2020 |
Jan. 31, 2021 |
Jan. 31, 2021 |
Mar. 31, 2021 |
Mar. 31, 2020 |
Dec. 31, 2017 |
Dec. 31, 2017 |
( us-gaap:TypeOfArrangementAxis ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Licensing Agreements [Member] |
Licensing Agreements [Member] |
Customer Concentration Risk [Member] Sales Revenue, Net [Member] Top Three Customers [Member] |
Customer Concentration Risk [Member] Sales Revenue, Net [Member] Top Three Customers [Member] |
|
|
( us-gaap:ArrangementsAndNonarrangementTransactionsMember ) |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
4,724 | |
22,467 | |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:CashAndCashEquivalentsAtCarryingValue ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Allowance for doubtful, accounts receivable |
95,961 | |
95,961 | |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:AllowanceForDoubtfulAccountsReceivable ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Bad debt expense |
| |
| |
� | |
� | |
| |
| |
| |
| |
| |
| |
( us-gaap:ProvisionForDoubtfulAccounts ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Sales and marketing |
| |
| |
64,720 | |
1,226 | |
| |
| |
| |
| |
| |
| |
( us-gaap:SellingAndMarketingExpense ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Sales percentage |
| |
| |
1.0057 | |
0.0146 | |
| |
| |
0.8601 | |
0.8467 | |
| |
| |
( us-gaap:ConcentrationRiskPercentage1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Increase in marketing expense |
| |
| |
60,000 | |
| |
| |
| |
| |
| |
| |
| |
( custom:IncreaseInMarketingExpense [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
License fee |
| |
| |
| |
| |
5,000 | |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromLicenseFeesReceived ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Recurring monthly fees |
| |
| |
| |
| |
| |
2,500 | |
| |
| |
| |
| |
( custom:RecurringMonthlyFees [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Volume fees, description |
| |
| |
| |
| |
The volume fees can range from $2 to $5 per million traded depending on the volume. | |
| |
| |
| |
| |
| |
( custom:VolumeFeesDescription [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Research and development cost |
| |
| |
15,600 | |
0 | |
| |
| |
| |
| |
| |
| |
( us-gaap:ResearchAndDevelopmentExpense ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Impairment charges |
| |
| |
� | |
� | |
| |
| |
| |
| |
| |
| |
( us-gaap:AssetImpairmentCharges ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Estimated useful life of the software |
| |
| |
P3Y | |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:FiniteLivedIntangibleAssetUsefulLife ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Amortization expense |
| |
| |
68,616 | |
49,584 | |
| |
| |
| |
| |
| |
| |
( us-gaap:AdjustmentForAmortization ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Amortized discount |
| |
| |
| |
| |
| |
| |
| |
| |
97,996 | |
| |
( us-gaap:AmortizationOfDebtDiscountPremium ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Intrinsic value |
| |
| |
| |
| |
| |
| |
| |
| |
| |
97,996 | |
( us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueOutstanding ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Interest amount |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:InterestExpenseDebt ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock for cash, shares |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of common shares basic and diluted |
| |
| |
75,443,620 | |
68,626,332 | |
| |
| |
| |
| |
| |
| |
( us-gaap:WeightedAverageNumberOfShareOutstandingBasicAndDiluted ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Potentially dilutive shares |
| |
| |
221,838 | |
59,585 | |
| |
| |
| |
| |
| |
| |
( us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Summary of Significant Accounting Policies (Details Narrative) (USD $) |
0 Months Ended |
12 Months Ended |
( us-gaap:AccountingPoliciesAbstract ) |
|
|
|
Feb. 22, 2021 |
Feb. 22, 2021 |
Dec. 31, 2020 |
( us-gaap:TypeOfArrangementAxis ) |
|
|
|
|
Agreement [Member] FRH Group Corporation [Member] Four Convertible Notes [Member] |
Agreement [Member] FRH Group Corporation [Member] Common Stock [Member] |
|
( us-gaap:ArrangementsAndNonarrangementTransactionsMember ) |
|
|
|
Cash and cash equivalents |
| |
| |
| |
( us-gaap:CashAndCashEquivalentsAtCarryingValue ) |
| |
| |
| |
Allowance for doubtful, accounts receivable |
| |
| |
| |
( us-gaap:AllowanceForDoubtfulAccountsReceivable ) |
| |
| |
| |
Bad debt expense |
| |
| |
| |
( us-gaap:ProvisionForDoubtfulAccounts ) |
| |
| |
| |
Sales and marketing |
| |
| |
| |
( us-gaap:SellingAndMarketingExpense ) |
| |
| |
| |
Sales percentage |
| |
| |
| |
( us-gaap:ConcentrationRiskPercentage1 ) |
| |
| |
| |
Increase in marketing expense |
| |
| |
| |
( custom:IncreaseInMarketingExpense [Extension] ) |
| |
| |
| |
License fee |
| |
| |
| |
( us-gaap:ProceedsFromLicenseFeesReceived ) |
| |
| |
| |
Recurring monthly fees |
| |
| |
| |
( custom:RecurringMonthlyFees [Extension] ) |
| |
| |
| |
Volume fees, description |
| |
| |
| |
( custom:VolumeFeesDescription [Extension] ) |
| |
| |
| |
Research and development cost |
| |
| |
| |
( us-gaap:ResearchAndDevelopmentExpense ) |
| |
| |
| |
Impairment charges |
| |
| |
| |
( us-gaap:AssetImpairmentCharges ) |
| |
| |
| |
Estimated useful life of the software |
| |
| |
| |
( us-gaap:FiniteLivedIntangibleAssetUsefulLife ) |
| |
| |
| |
Amortization expense |
| |
| |
| |
( us-gaap:AdjustmentForAmortization ) |
| |
| |
| |
Amortized discount |
| |
| |
| |
( us-gaap:AmortizationOfDebtDiscountPremium ) |
| |
| |
| |
Intrinsic value |
| |
| |
| |
( us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueOutstanding ) |
| |
| |
| |
Interest amount |
1,256,908 | |
| |
| |
( us-gaap:InterestExpenseDebt ) |
| |
| |
| |
Common stock for cash, shares |
� | |
12,569,080 | |
| |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
Number of common shares basic and diluted |
| |
| |
68,626,332 | |
( us-gaap:WeightedAverageNumberOfShareOutstandingBasicAndDiluted ) |
| |
| |
| |
Potentially dilutive shares |
| |
| |
| |
( us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount ) |
| |
| |
| |
|
(End Disclosure - Summary of Significant Accounting Policies (Details Narrative)) |
|
Disclosure - Management's Plans (Details Narrative) |
Disclosure - Management's Plans (Details Narrative) (USD $) |
|
|
3 Months Ended |
( custom:ManagementsPlansAbstract [Extension] ) |
|
|
|
|
Mar. 31, 2021 |
Dec. 31, 2020 |
Mar. 31, 2021 |
Mar. 31, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated deficit |
(1,715,822 | ) |
(1,493,984 | ) |
| |
| |
( us-gaap:RetainedEarningsAccumulatedDeficit ) |
| |
| |
| |
| |
Working capital deficit |
128,394 | |
1,504,678 | |
| |
| |
( custom:WorkingCapitalDeficit [Extension] ) |
| |
| |
| |
| |
Net loss |
| |
| |
(221,838 | ) |
(59,585 | ) |
( us-gaap:NetIncomeLoss ) |
| |
| |
| |
| |
Cash on hand |
4,724 | |
22,467 | |
| |
| |
( us-gaap:CashAndCashEquivalentsAtCarryingValue ) |
| |
| |
| |
| |
|
(End Disclosure - Management's Plans (Details Narrative)) |
|
Disclosure - Capitalized Software Costs (Details Narrative) |
Disclosure - Capitalized Software Costs (Details Narrative) (USD $) |
3 Months Ended |
|
|
( custom:CapitalizedSoftwareCostsAbstract [Extension] ) |
|
|
|
|
Mar. 31, 2021 |
Mar. 31, 2021 |
Dec. 31, 2020 |
|
|
|
|
|
|
|
|
|
|
|
|
Estimated useful life of capitalized software |
P3Y | |
| |
| |
( us-gaap:FiniteLivedIntangibleAssetUsefulLife ) |
| |
| |
| |
Gross capitalized software asset |
| |
1,055,358 | |
1,024,158 | |
( us-gaap:CapitalizedComputerSoftwareGross ) |
| |
| |
| |
Accumulated software depreciation and amortization expenses |
| |
460,450 | |
391,834 | |
( us-gaap:CapitalizedComputerSoftwareAccumulatedAmortization ) |
| |
| |
| |
Unamortized balance of capitalized software |
| |
594,908 | |
632,324 | |
( us-gaap:CapitalizedComputerSoftwareNet ) |
| |
| |
| |
|
(End Disclosure - Capitalized Software Costs (Details Narrative)) |
|
Disclosure - Related Party Transactions (Details Narrative) |
Disclosure - Related Party Transactions (Details Narrative) (USD $) |
3 Months Ended |
|
14 Months Ended |
|
0 Months Ended |
( us-gaap:RelatedPartyTransactionsAbstract ) |
|
|
|
|
|
|
Mar. 31, 2021 |
Mar. 31, 2020 |
Apr. 24, 2017 |
Apr. 24, 2017 |
Apr. 24, 2017 |
Feb. 22, 2021 |
Feb. 22, 2021 |
Mar. 21, 2017 |
Mar. 21, 2017 |
Mar. 21, 2017 |
( dei:LegalEntityAxis ) |
|
|
|
|
|
|
|
|
|
|
|
FRH Prime Ltd. [Member] |
FRH Prime Ltd. [Member] |
FRH Group Ltd [Member] Convertible Promissory Notes [Member] |
FRH Group Ltd [Member] Convertible Promissory Notes [Member] |
FRH Group Ltd [Member] Convertible Promissory Notes [Member] Maximum [Member] |
Agreement [Member] FRH Group Corporation [Member] Four Convertible Notes [Member] |
Agreement [Member] FRH Group Corporation [Member] Common Stock [Member] |
Stock Purchase Agreement [Member] Susan Eaglstein [Member] |
Stock Purchase Agreement [Member] Brent Eaglstein [Member] |
Stock Purchase Agreement [Member] Susan Eaglstein and Brent Eaglstein [Member] |
( dei:EntityDomain ) |
|
|
|
|
|
|
|
|
|
|
Generated volume rebates |
0 | |
1,861 | |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:GeneratedVolumeRebates [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Short term borrowing |
| |
| |
1,000,000 | |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:ShortTermBorrowings ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument maturity date, description |
| |
| |
| |
The Company executed Convertible Promissory Notes due between April 24, 2019 and June 30, 2019 | |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentMaturityDateDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument convertible price per share |
| |
| |
0.10 | |
| |
0.05 | |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate |
| |
| |
0.06 | |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Interest amount |
| |
| |
| |
| |
| |
1,256,908 | |
| |
| |
| |
| |
( us-gaap:InterestExpenseDebt ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock for cash, shares |
| |
| |
| |
| |
| |
| |
12,569,080 | |
1,000,000 | |
400,000 | |
| |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Value of shares issued during period |
| |
| |
| |
| |
| |
| |
| |
| |
| |
70,000 | |
( us-gaap:StockIssuedDuringPeriodValueNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Proceeds from loan |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromLoans ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Proceeds from reated party advances |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromRelatedPartyDebt ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Related Party Transactions (Details Narrative) (USD $) |
2 Months Ended |
( us-gaap:RelatedPartyTransactionsAbstract ) |
|
|
Apr. 1, 2020 |
Mar. 31, 2021 |
( dei:LegalEntityAxis ) |
|
|
|
Officer [Member] |
Officer [Member] |
( dei:EntityDomain ) |
|
|
Generated volume rebates |
| |
| |
( custom:GeneratedVolumeRebates [Extension] ) |
| |
| |
Short term borrowing |
| |
| |
( us-gaap:ShortTermBorrowings ) |
| |
| |
Debt instrument maturity date, description |
| |
| |
( us-gaap:DebtInstrumentMaturityDateDescription ) |
| |
| |
Debt instrument convertible price per share |
| |
| |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
| |
Debt interest rate |
| |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
Interest amount |
| |
| |
( us-gaap:InterestExpenseDebt ) |
| |
| |
Common stock for cash, shares |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
Value of shares issued during period |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueNewIssues ) |
| |
| |
Proceeds from loan |
15,000 | |
| |
( us-gaap:ProceedsFromLoans ) |
| |
| |
Proceeds from reated party advances |
| |
26,000 | |
( us-gaap:ProceedsFromRelatedPartyDebt ) |
| |
| |
|
(End Disclosure - Related Party Transactions (Details Narrative)) |
|
Disclosure - Line of Credit (Details Narrative) |
Disclosure - Line of Credit (Details Narrative) (USD $) |
|
|
3 Months Ended |
|
( us-gaap:LineOfCreditFacilityAbstract ) |
|
|
|
|
|
Jun. 24, 2016 |
Mar. 31, 2021 |
Mar. 31, 2021 |
Dec. 31, 2020 |
( dei:LegalEntityAxis ) |
|
|
|
|
|
Bank of America [Member] |
|
|
|
( dei:EntityDomain ) |
|
|
|
|
|
| |
| |
| |
| |
|
| |
| |
| |
| |
Revolving line of credit |
40,000 | |
| |
| |
| |
( us-gaap:LineOfCredit ) |
| |
| |
| |
| |
Line of credit average interest rate, purchases |
| |
0.12 | |
| |
| |
( us-gaap:LineOfCreditFacilityInterestRateAtPeriodEnd ) |
| |
| |
| |
| |
Line of credit average interest rate, cash drawn |
| |
| |
0.25 | |
| |
( custom:LineOfCreditAverageInterestRateCashDrawn [Extension] ) |
| |
| |
| |
| |
Line of credit outstanding balance |
| |
38,835 | |
| |
39,071 | |
( us-gaap:LinesOfCreditCurrent ) |
| |
| |
| |
| |
|
(End Disclosure - Line of Credit (Details Narrative)) |
|
Disclosure - Notes Payable (Details Narrative) |
Disclosure - Notes Payable (Details Narrative) (USD $) |
|
0 Months Ended |
|
|
0 Months Ended |
|
0 Months Ended |
|
( us-gaap:DebtDisclosureAbstract ) |
|
|
|
|
|
|
|
|
|
Feb. 22, 2016 |
Feb. 22, 2016 |
Feb. 22, 2016 |
Feb. 22, 2016 |
Feb. 22, 2016 |
Feb. 22, 2016 |
May. 16, 2016 |
May. 16, 2016 |
May. 16, 2016 |
May. 16, 2016 |
( us-gaap:DebtInstrumentAxis ) |
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Extended Maturity [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Common Stock [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Extended Maturity [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Common Stock [Member] Maximum [Member] |
( us-gaap:DebtInstrumentNameDomain ) |
|
|
|
|
|
|
|
|
|
|
Debt instrument, face value |
100,000 | |
| |
| |
| |
| |
| |
400,000 | |
| |
| |
| |
( us-gaap:DebtInstrumentFaceAmount ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, maturity date |
| |
2018-02-28 | |
2019-06-30 | |
| |
| |
| |
| |
2018-05-31 | |
2019-06-30 | |
| |
( us-gaap:DebtInstrumentMaturityDate ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, maturity date, description |
| |
| |
An additional extension to December 31, 2020. | |
| |
| |
| |
| |
| |
An additional extension to December 31, 2020 | |
| |
( us-gaap:DebtInstrumentMaturityDateDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate |
0.06 | |
| |
| |
| |
| |
| |
0.06 | |
| |
| |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate, description |
| |
On-demand, the Company will pay interest on the amount of any overdue payment of principal or interest for the period following the due date at a rate of ten percent (10%) per annum. | |
| |
| |
| |
| |
| |
On-demand, the Company will pay interest on the amount of any overdue payment of principal or interest for the period following the due date at a rate of ten percent (10%) per annum. | |
| |
| |
( us-gaap:DebtInstrumentInterestRateTerms ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument convertible price per share |
0.10 | |
| |
| |
0.10 | |
0.05 | |
| |
0.10 | |
| |
| |
0.10 | |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument conversion shares |
| |
1,000,000 | |
| |
| |
| |
2,000,000 | |
| |
4,000,000 | |
| |
| |
( us-gaap:DebtConversionConvertedInstrumentSharesIssued1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument conversion rate |
| |
0.30 | |
| |
| |
| |
| |
| |
0.30 | |
| |
| |
( us-gaap:DebtConversionConvertedInstrumentRate ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Proceeds from promissory note |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromIssuanceOfDebt ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Accrued interest, current |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:InterestPayableCurrent ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, periodic payment |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentPeriodicPayment ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, description |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Program to offer emergency grant |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:ProgramToOfferEmergencyGrant [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Amount received in grants |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:AmountReceivedInGrants [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Notes Payable (Details Narrative) (USD $) |
|
0 Months Ended |
|
0 Months Ended |
|
|
0 Months Ended |
|
0 Months Ended |
( us-gaap:DebtDisclosureAbstract ) |
|
|
|
|
|
|
|
|
|
|
May. 16, 2016 |
May. 16, 2016 |
Nov. 17, 2016 |
Nov. 17, 2016 |
Nov. 17, 2016 |
Nov. 17, 2016 |
Nov. 17, 2016 |
Nov. 17, 2016 |
Apr. 24, 2017 |
Apr. 24, 2017 |
( us-gaap:DebtInstrumentAxis ) |
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Extended Maturity [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Common Stock [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] |
( us-gaap:DebtInstrumentNameDomain ) |
|
|
|
|
|
|
|
|
|
|
Debt instrument, face value |
| |
| |
250,000 | |
| |
| |
| |
| |
| |
250,000 | |
| |
( us-gaap:DebtInstrumentFaceAmount ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, maturity date |
| |
| |
| |
2018-11-30 | |
2019-06-30 | |
| |
| |
| |
| |
2019-04-24 | |
( us-gaap:DebtInstrumentMaturityDate ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, maturity date, description |
| |
| |
| |
| |
An additional extension to December 31, 2020 | |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentMaturityDateDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate |
| |
| |
0.06 | |
| |
| |
| |
| |
| |
0.06 | |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate, description |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentInterestRateTerms ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument convertible price per share |
0.05 | |
| |
0.10 | |
| |
| |
0.10 | |
0.05 | |
| |
0.10 | |
| |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument conversion shares |
| |
8,000,000 | |
| |
2,500,000 | |
| |
| |
| |
5,000,000 | |
| |
2,500,000 | |
( us-gaap:DebtConversionConvertedInstrumentSharesIssued1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument conversion rate |
| |
| |
| |
0.30 | |
| |
| |
| |
| |
| |
0.30 | |
( us-gaap:DebtConversionConvertedInstrumentRate ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Proceeds from promissory note |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromIssuanceOfDebt ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Accrued interest, current |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:InterestPayableCurrent ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, periodic payment |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentPeriodicPayment ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, description |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Program to offer emergency grant |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:ProgramToOfferEmergencyGrant [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Amount received in grants |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:AmountReceivedInGrants [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Notes Payable (Details Narrative) (USD $) |
|
|
0 Months Ended |
|
|
0 Months Ended |
3 Months Ended |
0 Months Ended |
( us-gaap:DebtDisclosureAbstract ) |
|
|
|
|
|
|
|
|
|
Apr. 24, 2017 |
Apr. 24, 2017 |
Apr. 24, 2017 |
Apr. 24, 2017 |
May. 1, 2020 |
May. 1, 2020 |
May. 22, 2020 |
May. 22, 2020 |
Mar. 31, 2021 |
May. 14, 2020 |
( us-gaap:DebtInstrumentAxis ) |
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes [Member] FRH Group Ltd [Member] Extended Maturity [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Common Stock [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Convertible Notes [Member] FRH Group Ltd [Member] Maximum [Member] |
Paycheck Protection Program [Member] |
Paycheck Protection Program [Member] |
Small Business Administration [Member] |
Small Business Administration [Member] |
Economic Injury Disaster Loan [Member] Maximum [Member] |
Economic Injury Disaster Loan [Member] |
( us-gaap:DebtInstrumentNameDomain ) |
|
|
|
|
|
|
|
|
|
|
Debt instrument, face value |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentFaceAmount ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, maturity date |
2019-06-30 | |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentMaturityDate ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, maturity date, description |
An additional extension to December 31, 2020 | |
| |
| |
| |
The maturity date of two (2) years from the funding date of the PPP Note. | |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentMaturityDateDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate |
| |
| |
| |
| |
| |
0.0100 | |
0.0375 | |
| |
| |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate, description |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentInterestRateTerms ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument convertible price per share |
| |
0.10 | |
0.05 | |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument conversion shares |
| |
| |
| |
5,000,000 | |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtConversionConvertedInstrumentSharesIssued1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument conversion rate |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtConversionConvertedInstrumentRate ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Proceeds from promissory note |
| |
| |
| |
| |
50,632 | |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromIssuanceOfDebt ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Accrued interest, current |
| |
| |
| |
| |
| |
| |
144,900 | |
| |
| |
| |
( us-gaap:InterestPayableCurrent ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, periodic payment |
| |
| |
| |
| |
| |
| |
| |
707 | |
| |
| |
( us-gaap:DebtInstrumentPeriodicPayment ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt instrument, description |
| |
| |
| |
| |
| |
| |
| |
The installment payments will include the principal and interest of $707 monthly and will begin Twelve (12) months from the promissory note date. The principal and interest balance will be payable Thirty (30) years from the promissory Note date. | |
| |
| |
( us-gaap:DebtInstrumentDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Program to offer emergency grant |
| |
| |
| |
| |
| |
| |
| |
| |
10,000 | |
| |
( custom:ProgramToOfferEmergencyGrant [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Amount received in grants |
| |
| |
| |
| |
| |
| |
| |
| |
| |
4,000 | |
( custom:AmountReceivedInGrants [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
(End Disclosure - Notes Payable (Details Narrative)) |
|
Disclosure - Notes Payable - Related Party - Schedule of Notes Payable (Details) |
Disclosure - Notes Payable - Related Party - Schedule of Notes Payable (Details) (FRH Group Note [Member], USD $) |
0 Months Ended |
|
0 Months Ended |
|
0 Months Ended |
|
0 Months Ended |
|
( custom:NotesPayableRelatedPartyScheduleOfNotesPayableDetailsAbstract [Extension] ) |
|
|
|
|
|
|
|
|
|
Feb. 22, 2016 |
Feb. 22, 2016 |
May. 16, 2016 |
May. 16, 2016 |
Nov. 17, 2016 |
Nov. 17, 2016 |
Apr. 24, 2017 |
Apr. 24, 2017 |
( us-gaap:DebtInstrumentAxis ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( us-gaap:DebtInstrumentNameDomain ) |
|
|
|
|
|
|
|
|
Original Amount of Note: |
100,000 | |
| |
400,000 | |
| |
250,000 | |
| |
250,000 | |
| |
( us-gaap:DebtConversionOriginalDebtAmount1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
Outstanding Principal Balance: |
| |
� | |
| |
� | |
| |
� | |
| |
� | |
( us-gaap:DebtInstrumentFaceAmount ) |
| |
| |
| |
| |
| |
| |
| |
| |
Conversion Date: |
| [1] |
2021-02-22 | [1] |
| |
2021-02-22 | [1] |
| |
2021-02-22 | [1] |
| |
2021-02-22 | [1] |
( us-gaap:DebtInstrumentConvertibleConversionDate ) |
| |
| |
| |
| |
| |
| |
| |
| |
Interest Rate: |
| |
0.06 | |
| |
0.06 | |
| |
0.06 | |
| |
0.06 | |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
| |
| |
| |
| |
| |
Date to which interest has been paid: |
Accrued | |
| |
Accrued | |
| |
Accrued | |
| |
Accrued | |
| |
( us-gaap:DebtConversionConvertedInstrumentType ) |
| |
| |
| |
| |
| |
| |
| |
| |
Conversion Rate on February 22, 2021: |
| |
0.10 | |
| |
0.10 | |
| |
0.10 | |
| |
0.10 | |
( us-gaap:DebtInstrumentConvertibleConversionPrice1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
Floor Conversion Price: |
| |
0.05 | |
| |
0.05 | |
| |
0.05 | |
| |
0.05 | |
( custom:FloorConversionPrice [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
Number Shares Converted for Original Note: |
1,000,000 | |
| |
4,000,000 | |
| |
2,500,000 | |
| |
2,500,000 | |
| |
( us-gaap:DebtConversionConvertedInstrumentSharesIssued1 ) |
| |
| |
| |
| |
| |
| |
| |
| |
Number Shares Converted for Interest: |
291,165 | |
| |
1,110,000 | |
| |
617,915 | |
| |
550,000 | |
| |
( custom:DebtConversionConvertedSharesForInterest [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
Footnotes: |
1. | | Note Extension - On February 22, 2021, the Company entered into an Assignment of Debt Agreement (the "Agreement") with FRH and FRH Group Corporation. The Company eliminated all four FRH Group convertible notes, including interest, of $1,256,908, in return for the issuance of 12,569,080 of unregistered common stock of the Company (the "Shares") to FRH. Following the Agreement, FRH assigned the Shares to FRH Group Corporation, an entity also owned by Mr. Hong. |
|
(End Disclosure - Notes Payable - Related Party - Schedule of Notes Payable (Details)) |
|
Disclosure - Notes Payable - Related Party - Schedule of Notes Payable (Details) (Parenthetical) |
Disclosure - Notes Payable - Related Party - Schedule of Notes Payable (Details) (Parenthetical) (USD $) |
0 Months Ended |
( custom:NotesPayableRelatedPartyScheduleOfNotesPayableDetailsParentheticalAbstract [Extension] ) |
|
|
Feb. 22, 2021 |
Feb. 22, 2021 |
( us-gaap:TypeOfArrangementAxis ) |
|
|
|
Agreement [Member] FRH Group Corporation [Member] Four Convertible Notes [Member] |
Agreement [Member] FRH Group Corporation [Member] Common Stock [Member] |
( us-gaap:ArrangementsAndNonarrangementTransactionsMember ) |
|
|
Interest amount |
1,256,908 | |
| |
( us-gaap:InterestExpenseDebt ) |
| |
| |
Common stock for cash, shares |
| |
12,569,080 | |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
|
(End Disclosure - Notes Payable - Related Party - Schedule of Notes Payable (Details) (Parenthetical)) |
|
Disclosure - Commitments and Contingencies (Details Narrative) |
Disclosure - Commitments and Contingencies (Details Narrative) (USD $) |
3 Months Ended |
1 Month Ended |
|
1 Month Ended |
3 Months Ended |
25 Months Ended |
0 Months Ended |
( us-gaap:CommitmentsAndContingenciesDisclosureAbstract ) |
|
|
|
|
|
|
|
|
Mar. 31, 2021 |
Mar. 31, 2020 |
Feb. 28, 2019 |
Feb. 28, 2020 |
Apr. 30, 2019 |
Apr. 30, 2019 |
Apr. 30, 2019 |
Mar. 31, 2021 |
Sep. 30, 2020 |
Oct. 1, 2020 |
( us-gaap:IncomeStatementLocationAxis ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
General and Administrative Expense [Member] |
|
|
General and Administrative Expense [Member] |
|
Employment Agreement [Member] |
Chief Executive Officer and Chief Financial Officer [Member] |
Chief Executive Officer and Chief Financial Officer [Member] |
( us-gaap:IncomeStatementLocationDomain ) |
|
|
|
|
|
|
|
|
|
|
Rental expense |
7,823 | |
8,280 | |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:LeaseAndRentalExpenses [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Rent payment per month |
| |
| |
1,750 | |
| |
| |
500 | |
| |
| |
| |
| |
( us-gaap:PaymentsForRent ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Office lease, description |
| |
| |
| |
From February 2020, this agreement continues every year upon written request by the Company. The Company uses the office for sales and marketing in Europe and Asia. | |
| |
| |
From March 2020, this agreement continues on a month-to-month basis until the Company or the lessor chooses to terminate by the agreement's terms by giving thirty (30) days' notice. The Company uses the office for software development and technical support. | |
The Company gave all salary compensation to key executives as independent contractors, where Eaglstein, Firoz, and Platt commit one hundred percent (100%) of their time to the Company | |
| |
| |
( us-gaap:LesseeOperatingLeaseDescription ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Office lease, term |
| |
| |
| |
| |
P11M | |
| |
| |
| |
| |
| |
( us-gaap:LesseeOperatingLeaseTermOfContract ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Monthly compensation |
| |
| |
| |
| |
| |
| |
| |
| |
5,000 | |
12,000 | |
( us-gaap:OfficersCompensation ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Debt interest rate |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Accrued interest |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:InterestPayableCurrent ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Payroll tax amount |
10,007 | |
5,527 | |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:IncreaseDecreaseInAccruedTaxesPayable ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Commitments and Contingencies (Details Narrative) (USD $) |
|
|
3 Months Ended |
( us-gaap:CommitmentsAndContingenciesDisclosureAbstract ) |
|
|
|
|
Mar. 31, 2021 |
Dec. 31, 2020 |
Mar. 31, 2021 |
( us-gaap:IncomeStatementLocationAxis ) |
|
|
|
|
FRH Group Note [Member] |
FRH Group Note [Member] |
General and Administrative Expense [Member] |
( us-gaap:IncomeStatementLocationDomain ) |
|
|
|
Rental expense |
| |
| |
| |
( custom:LeaseAndRentalExpenses [Extension] ) |
| |
| |
| |
Rent payment per month |
| |
| |
| |
( us-gaap:PaymentsForRent ) |
| |
| |
| |
Office lease, description |
| |
| |
| |
( us-gaap:LesseeOperatingLeaseDescription ) |
| |
| |
| |
Office lease, term |
| |
| |
| |
( us-gaap:LesseeOperatingLeaseTermOfContract ) |
| |
| |
| |
Monthly compensation |
| |
| |
| |
( us-gaap:OfficersCompensation ) |
| |
| |
| |
Debt interest rate |
0.06 | |
0.06 | |
| |
( us-gaap:DebtInstrumentInterestRateStatedPercentage ) |
| |
| |
| |
Accrued interest |
0 | |
256,908 | |
| |
( us-gaap:InterestPayableCurrent ) |
| |
| |
| |
Payroll tax amount |
| |
| |
135,394 | |
( us-gaap:IncreaseDecreaseInAccruedTaxesPayable ) |
| |
| |
| |
|
(End Disclosure - Commitments and Contingencies (Details Narrative)) |
|
Disclosure - Stockholders' Equity (Deficit) (Details Narrative) |
Disclosure - Stockholders' Equity (Deficit) (Details Narrative) (USD $) |
|
|
|
|
0 Months Ended |
( us-gaap:EquityAbstract ) |
|
|
|
|
|
|
Feb. 12, 2021 |
Feb. 12, 2021 |
Mar. 31, 2021 |
Dec. 31, 2020 |
Dec. 12, 2016 |
Dec. 12, 2016 |
Dec. 12, 2016 |
Jan. 21, 2016 |
Jan. 21, 2016 |
Dec. 12, 2016 |
( us-gaap:TypeOfArrangementAxis ) |
|
|
|
|
|
|
|
|
|
|
|
Certificate of Amendment with the Secretary of State of Deleware [Member] |
Certificate of Amendment with the Secretary of State of Deleware [Member] Common Stock [Member] |
|
|
Mitchell Eaglstein [Member] Preferred Stock [Member] |
Imran Firoz [Member] Preferred Stock [Member] |
FRH Group Ltd [Member] Preferred Stock [Member] |
Mitchell Eaglstein [Member] Common Stock [Member] |
Imran Firoz [Member] Common Stock [Member] |
Two Founding Members [Member] Common Stock [Member] |
( us-gaap:ArrangementsAndNonarrangementTransactionsMember ) |
|
|
|
|
|
|
|
|
|
|
Authorized common stock |
260,000,000 | |
250,000,000 | |
100,000,000 | |
100,000,000 | |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockSharesAuthorized ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock, par value |
0.0001 | |
| |
0.0001 | |
0.0001 | |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockParOrStatedValuePerShare ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock, shares authorized |
10,000,000 | |
| |
10,000,000 | |
10,000,000 | |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockSharesAuthorized ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock par value |
0.0001 | |
| |
0.0001 | |
0.0001 | |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockParOrStatedValuePerShare ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock, shares issued |
| |
| |
83,445,412 | |
68,876,332 | |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockSharesIssued ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock, shares outstanding |
| |
| |
83,445,412 | |
68,876,332 | |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockSharesOutstanding ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock, shares issued |
| |
| |
4,000,000 | |
4,000,000 | |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockSharesIssued ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock, shares outstanding |
| |
| |
4,000,000 | |
4,000,000 | |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockSharesOutstanding ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of shares issued during period for services |
| |
| |
| |
| |
2,600,000 | |
400,000 | |
1,000,000 | |
30,000,000 | |
5,310,000 | |
| |
( us-gaap:StockIssuedDuringPeriodSharesIssuedForServices ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of shares issued during period |
| |
| |
| |
| |
| |
| |
| |
| |
| |
28,600,000 | |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of restricted common shares issued |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesRestrictedStockAwardGross ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of restricted common shares issued, value |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueRestrictedStockAwardGross ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of shares issued during period, value |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Share issued price per share |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:SharesIssuedPricePerShare ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Return of common stock, shares |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:ReturnOfCommonStockShares [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Stockholders' Equity (Deficit) (Details Narrative) (USD $) |
3 Months Ended |
0 Months Ended |
1 Month Ended |
0 Months Ended |
( us-gaap:EquityAbstract ) |
|
|
|
|
|
Mar. 15, 2017 |
Mar. 15, 2017 |
Mar. 17, 2017 |
Mar. 21, 2017 |
Oct. 3, 2017 |
Oct. 31, 2017 |
Jan. 15, 2019 |
Feb. 15, 2019 |
Feb. 26, 2019 |
Jun. 3, 2020 |
( us-gaap:TypeOfArrangementAxis ) |
|
|
|
|
|
|
|
|
|
|
|
|
Three Individuals [Member] |
Stock Purchase Agreement [Member] Susan Eaglstein [Member] |
Stock Purchase Agreement [Member] Bret Eaglstein [Member] |
One Common Shares and One Class A Warrant [Member] |
Management Consultants [Member] |
Ten Consultants [Member] |
|
|
Benchmark Investments, Inc. [Member] |
( us-gaap:ArrangementsAndNonarrangementTransactionsMember ) |
|
|
|
|
|
|
|
|
|
|
Authorized common stock |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockSharesAuthorized ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock, par value |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockParOrStatedValuePerShare ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock, shares authorized |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockSharesAuthorized ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock par value |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockParOrStatedValuePerShare ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock, shares issued |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockSharesIssued ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Common stock, shares outstanding |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:CommonStockSharesOutstanding ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock, shares issued |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockSharesIssued ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Preferred stock, shares outstanding |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:PreferredStockSharesOutstanding ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of shares issued during period for services |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesIssuedForServices ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of shares issued during period |
| |
| |
1,000,000 | |
400,000 | |
653,332 | |
| |
| |
| |
2,967,000 | |
2,745,053 | |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of restricted common shares issued |
1,000,000 | |
1,500,000 | |
| |
| |
| |
70,000 | |
60,000 | |
33,000 | |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesRestrictedStockAwardGross ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of restricted common shares issued, value |
50,000 | |
75,000 | |
| |
| |
| |
10,500 | |
9,000 | |
4,950 | |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueRestrictedStockAwardGross ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Number of shares issued during period, value |
| |
| |
50,000 | |
20,000 | |
98,000 | |
| |
| |
| |
| |
686,263 | |
( us-gaap:StockIssuedDuringPeriodValueNewIssues ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Share issued price per share |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( us-gaap:SharesIssuedPricePerShare ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
Return of common stock, shares |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
( custom:ReturnOfCommonStockShares [Extension] ) |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
|
Table continued from above |
|
Disclosure - Stockholders' Equity (Deficit) (Details Narrative) (USD $) |
|
0 Months Ended |
( us-gaap:EquityAbstract ) |
|
|
|
Jun. 3, 2020 |
Aug. 25, 2020 |
Jan. 27, 2021 |
( us-gaap:TypeOfArrangementAxis ) |
|
|
|
|
Benchmark Investments, Inc. [Member] |
|
Two Consultants [Member] |
( us-gaap:ArrangementsAndNonarrangementTransactionsMember ) |
|
|
|
Authorized common stock |
| |
| |
| |
( us-gaap:CommonStockSharesAuthorized ) |
| |
| |
| |
Common stock, par value |
| |
| |
| |
( us-gaap:CommonStockParOrStatedValuePerShare ) |
| |
| |
| |
Preferred stock, shares authorized |
| |
| |
| |
( us-gaap:PreferredStockSharesAuthorized ) |
| |
| |
| |
Preferred stock par value |
| |
| |
| |
( us-gaap:PreferredStockParOrStatedValuePerShare ) |
| |
| |
| |
Common stock, shares issued |
| |
| |
| |
( us-gaap:CommonStockSharesIssued ) |
| |
| |
| |
Common stock, shares outstanding |
| |
| |
| |
( us-gaap:CommonStockSharesOutstanding ) |
| |
| |
| |
Preferred stock, shares issued |
| |
| |
| |
( us-gaap:PreferredStockSharesIssued ) |
| |
| |
| |
Preferred stock, shares outstanding |
| |
| |
| |
( us-gaap:PreferredStockSharesOutstanding ) |
| |
| |
| |
Number of shares issued during period for services |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesIssuedForServices ) |
| |
| |
| |
Number of shares issued during period |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
Number of restricted common shares issued |
| |
| |
2,000,000 | |
( us-gaap:StockIssuedDuringPeriodSharesRestrictedStockAwardGross ) |
| |
| |
| |
Number of restricted common shares issued, value |
| |
| |
540,000 | |
( us-gaap:StockIssuedDuringPeriodValueRestrictedStockAwardGross ) |
| |
| |
| |
Number of shares issued during period, value |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodValueNewIssues ) |
| |
| |
| |
Share issued price per share |
0.25 | |
| |
| |
( us-gaap:SharesIssuedPricePerShare ) |
| |
| |
| |
Return of common stock, shares |
| |
2,745,053 | |
| |
( custom:ReturnOfCommonStockShares [Extension] ) |
| |
| |
| |
|
(End Disclosure - Stockholders' Equity (Deficit) (Details Narrative)) |
|
Disclosure - Warrants (Details Narrative) |
Disclosure - Warrants (Details Narrative) (USD $) |
0 Months Ended |
|
|
|
3 Months Ended |
( us-gaap:WarrantsAndRightsNoteDisclosureAbstract ) |
|
|
|
|
|
|
Jun. 1, 2017 |
Jun. 1, 2017 |
Jun. 1, 2017 |
Mar. 31, 2021 |
Mar. 31, 2021 |
Mar. 31, 2021 |
( us-gaap:SubsidiarySaleOfStockAxis ) |
|
|
|
|
|
|
|
Private Placement [Member] |
Private Placement [Member] Maximum [Member] |
Private Placement [Member] |
Class A Warrant [Member] |
Warrant [Member] |
Warrant [Member] |
( us-gaap:SaleOfStockNameOfTransactionDomain ) |
|
|
|
|
|
|
Proceeds from private placement |
600,000 | |
| |
| |
| |
| |
| |
( us-gaap:ProceedsFromIssuanceOfPrivatePlacement ) |
| |
| |
| |
| |
| |
| |
Number of units offering during period |
| |
4,000,000 | |
| |
| |
| |
| |
( us-gaap:StockIssuedDuringPeriodSharesNewIssues ) |
| |
| |
| |
| |
| |
| |
Description of warrants |
Each unit (a "Unit") consists of one share of Common Stock, par value $.0001 per share (the "Common Stock) and one redeemable Class A Warrant (the "Class A Warrant(s)") of the Company. The Company closed the private placement effective December 15, 2017. | |
| |
| |
| |
| |
| |
( custom:DescriptionOfWarrants [Extension] ) |
| |
| |
| |
| |
| |
| |
Common stock, par value |
| |
| |
0.0001 | |
| |
| |
| |
( us-gaap:CommonStockParOrStatedValuePerShare ) |
| |
| |
| |
| |
| |
| |
Warrants to purchase shares |
| |
| |
| |
1 | |
| |
| |
( us-gaap:ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights ) |
| |
| |
| |
| |
| |
| |
Common stock, per share |
| |
| |
| |
0.30 | |
1.00 | |
| |
( us-gaap:SharesIssuedPricePerShare ) |
| |
| |
| |
| |
| |
| |
Warrant expiration date |
| |
| |
| |
2019-04-30 | |
| |
| |
( us-gaap:WarrantsAndRightsOutstandingMaturityDate ) |
| |
| |
| |
| |
| |
| |
Warrant exercise price |
| |
| |
| |
| |
0.05 | |
| |
( us-gaap:ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1 ) |
| |
| |
| |
| |
| |
| |
Trading days |
| |
| |
| |
| |
| |
10 | |
( us-gaap:DebtInstrumentConvertibleThresholdTradingDays ) |
| |
| |
| |
| |
| |
| |
|
(End Disclosure - Warrants (Details Narrative)) |
|
Disclosure - Warrants - Schedule of Warrants Activity (Details) |
Disclosure - Warrants - Schedule of Warrants Activity (Details) (USD $) |
3 Months Ended |
( us-gaap:WarrantsAndRightsNoteDisclosureAbstract ) |
|
|
Mar. 31, 2021 |
|
|
|
|
|
|
Original Number of Warrants Issued |
653,332 | |
( us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingNumber ) |
| |
Exercise Price per Common Share |
0.30 | |
( custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercisePrice [Extension] ) |
| |
Exercisable at December 31, 2020 |
� | |
( custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionsExercisable [Extension] ) |
| |
Became Exercisable |
� | |
( custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsBecameExercisable [Extension] ) |
| |
Exercised |
� | |
( us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercised ) |
| |
Terminated/Canceled/Expired |
653,332 | |
( us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsForfeituresAndExpirations ) |
| |
Exercisable at March 31, 2021 |
� | |
( custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionsExercisable [Extension] ) |
| |
Expiration Date |
2019-04-30 | |
( custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExpirationDate [Extension] ) |
| |
|
(End Disclosure - Warrants - Schedule of Warrants Activity (Details)) |
Contexts |
ID |
Period |
CIK |
Dimensions |
From2021-01-01to2021-03-31 |
2021-01-01 - 2021-03-31 |
0001722731 |
|
AsOf2017-12-31 |
2017-12-31 |
0001722731 |
|
From2017-01-01to2017-12-31 |
2017-01-01 - 2017-12-31 |
0001722731 |
|
AsOf2017-04-24_custom_FRHGroupLtdMember_custom_ConvertiblePromissoryNotesMember |
2017-04-24 |
0001722731 |
dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:DebtInstrumentAxis: custom:ConvertiblePromissoryNotesMember |
AsOf2017-04-24_custom_FRHGroupLtdMember_custom_ConvertiblePromissoryNotesMember_srt_MaximumMember |
2017-04-24 |
0001722731 |
dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:DebtInstrumentAxis: custom:ConvertiblePromissoryNotesMember srt:RangeAxis: srt:MaximumMember |
From2016-02-23to2017-04-24_custom_FRHGroupLtdMember_custom_ConvertiblePromissoryNotesMember |
2016-02-23 - 2017-04-24 |
0001722731 |
dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:DebtInstrumentAxis: custom:ConvertiblePromissoryNotesMember |
From2017-03-16to2017-03-21_custom_StockPurchaseAgreementMember_custom_SusanEaglsteinMember |
2017-03-16 - 2017-03-21 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:StockPurchaseAgreementMember us-gaap:RelatedPartyTransactionsByRelatedPartyAxis: custom:SusanEaglsteinMember |
From2017-03-16to2017-03-21_custom_StockPurchaseAgreementMember_custom_BrentEaglsteinMember |
2017-03-16 - 2017-03-21 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:StockPurchaseAgreementMember us-gaap:RelatedPartyTransactionsByRelatedPartyAxis: custom:BrentEaglsteinMember |
From2017-03-16to2017-03-21_custom_StockPurchaseAgreementMember_custom_SusanEaglsteinAndBrentEaglsteinMember |
2017-03-16 - 2017-03-21 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:StockPurchaseAgreementMember us-gaap:RelatedPartyTransactionsByRelatedPartyAxis: custom:SusanEaglsteinAndBrentEaglsteinMember |
AsOf2016-06-24_custom_BankOfAmericaMember |
2016-06-24 |
0001722731 |
dei:LegalEntityAxis: custom:BankOfAmericaMember |
AsOf2016-02-22_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
From2016-02-21to2016-02-22_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2016-02-21 - 2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
AsOf2016-02-22_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
From2016-02-21to2016-02-22_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2016-02-21 - 2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
AsOf2016-02-22_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_CommonStockMember_srt_MaximumMember |
2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember srt:RangeAxis: srt:MaximumMember |
AsOf2016-05-16_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
From2016-05-15to2016-05-16_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2016-05-15 - 2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
AsOf2016-05-16_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_CommonStockMember_srt_MaximumMember |
2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember srt:RangeAxis: srt:MaximumMember |
AsOf2016-05-16_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
From2016-05-15to2016-05-16_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2016-05-15 - 2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
AsOf2016-11-17_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
From2016-11-16to2016-11-17_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2016-11-16 - 2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
AsOf2016-11-17_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_CommonStockMember_srt_MaximumMember |
2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember srt:RangeAxis: srt:MaximumMember |
AsOf2016-11-17_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
From2016-11-16to2016-11-17_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2016-11-16 - 2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
AsOf2017-04-24_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
From2017-04-23to2017-04-24_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember |
2017-04-23 - 2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember |
AsOf2017-04-24_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_CommonStockMember_srt_MaximumMember |
2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember srt:RangeAxis: srt:MaximumMember |
AsOf2017-04-24_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
From2017-04-23to2017-04-24_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_srt_MaximumMember |
2017-04-23 - 2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember srt:RangeAxis: srt:MaximumMember |
From2016-02-21to2016-02-22_custom_FRHGroupNoteMember |
2016-02-21 - 2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
AsOf2016-02-22_custom_FRHGroupNoteMember |
2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
From2016-05-15to2016-05-16_custom_FRHGroupNoteMember |
2016-05-15 - 2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
From2016-11-16to2016-11-17_custom_FRHGroupNoteMember |
2016-11-16 - 2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
AsOf2016-11-17_custom_FRHGroupNoteMember |
2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
From2017-04-23to2017-04-24_custom_FRHGroupNoteMember |
2017-04-23 - 2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
AsOf2017-04-24_custom_FRHGroupNoteMember |
2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
From2018-09-01to2020-09-30_custom_ChiefExecutiveOfficerAndChiefFinancialOfficerMember |
2018-09-01 - 2020-09-30 |
0001722731 |
srt:TitleOfIndividualAxis: custom:ChiefExecutiveOfficerAndChiefFinancialOfficerMember |
From2016-12-11to2016-12-12_custom_MitchellEaglsteinMember_us-gaap_PreferredStockMember |
2016-12-11 - 2016-12-12 |
0001722731 |
srt:TitleOfIndividualAxis: custom:MitchellEaglsteinMember us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
From2016-12-11to2016-12-12_custom_ImranFirozMember_us-gaap_PreferredStockMember |
2016-12-11 - 2016-12-12 |
0001722731 |
srt:TitleOfIndividualAxis: custom:ImranFirozMember us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
From2016-12-11to2016-12-12_custom_FRHGroupLtdMember_us-gaap_PreferredStockMember |
2016-12-11 - 2016-12-12 |
0001722731 |
dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
From2016-01-20to2016-01-21_custom_MitchellEaglsteinMember_us-gaap_CommonStockMember |
2016-01-20 - 2016-01-21 |
0001722731 |
srt:TitleOfIndividualAxis: custom:MitchellEaglsteinMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2016-01-20to2016-01-21_custom_ImranFirozMember_us-gaap_CommonStockMember |
2016-01-20 - 2016-01-21 |
0001722731 |
srt:TitleOfIndividualAxis: custom:ImranFirozMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2016-12-11to2016-12-12_custom_TwoFoundingMemberMember_us-gaap_CommonStockMember |
2016-12-11 - 2016-12-12 |
0001722731 |
srt:TitleOfIndividualAxis: custom:TwoFoundingMemberMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2017-03-14to2017-03-15_custom_ThreeIndividualsMember |
2017-03-14 - 2017-03-15 |
0001722731 |
srt:TitleOfIndividualAxis: custom:ThreeIndividualsMember |
From2017-03-16to2017-03-17_custom_SusanEaglsteinMember_custom_StockPurchaseAgreementMember |
2017-03-16 - 2017-03-17 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:StockPurchaseAgreementMember srt:TitleOfIndividualAxis: custom:SusanEaglsteinMember |
From2017-03-20to2017-03-21_custom_BretEaglsteinMember_custom_StockPurchaseAgreementMember |
2017-03-20 - 2017-03-21 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:StockPurchaseAgreementMember srt:TitleOfIndividualAxis: custom:BretEaglsteinMember |
From2017-07-01to2017-10-03_custom_OneShareOfCommonStockAndOneClassAWarrantMember |
2017-07-01 - 2017-10-03 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: custom:OneShareOfCommonStockAndOneClassAWarrantMember |
From2017-10-30to2017-10-31_custom_ManagementConsultantsMember |
2017-10-30 - 2017-10-31 |
0001722731 |
srt:TitleOfIndividualAxis: custom:ManagementConsultantsMember |
AsOf2020-12-31_custom_FRHGroupNoteMember |
2020-12-31 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
From2017-03-14to2017-03-15 |
2017-03-14 - 2017-03-15 |
0001722731 |
|
From2017-05-30to2017-06-01_us-gaap_PrivatePlacementMember_srt_MaximumMember |
2017-05-30 - 2017-06-01 |
0001722731 |
us-gaap:SubsidiarySaleOfStockAxis: us-gaap:PrivatePlacementMember srt:RangeAxis: srt:MaximumMember |
From2017-05-30to2017-06-01_us-gaap_PrivatePlacementMember |
2017-05-30 - 2017-06-01 |
0001722731 |
us-gaap:SubsidiarySaleOfStockAxis: us-gaap:PrivatePlacementMember |
AsOf2017-06-01_us-gaap_PrivatePlacementMember |
2017-06-01 |
0001722731 |
us-gaap:SubsidiarySaleOfStockAxis: us-gaap:PrivatePlacementMember |
AsOf2016-05-16_custom_FRHGroupNoteMember |
2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
AsOf2019-12-31 |
2019-12-31 |
0001722731 |
|
AsOf2021-03-31_custom_ClassAWarrantMember |
2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: custom:ClassAWarrantMember |
AsOf2021-03-31_us-gaap_WarrantMember |
2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:WarrantMember |
AsOf2019-12-31_us-gaap_PreferredStockMember |
2019-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
AsOf2019-12-31_us-gaap_CommonStockMember |
2019-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2019-12-31_us-gaap_AdditionalPaidInCapitalMember |
2019-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
AsOf2019-12-31_us-gaap_RetainedEarningsMember |
2019-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
From2019-01-14to2019-01-15_custom_TenConsultantsMember |
2019-01-14 - 2019-01-15 |
0001722731 |
srt:TitleOfIndividualAxis: custom:TenConsultantsMember |
From2019-01-29to2019-02-15 |
2019-01-29 - 2019-02-15 |
0001722731 |
|
From2019-04-01to2019-04-30 |
2019-04-01 - 2019-04-30 |
0001722731 |
|
AsOf2019-04-30 |
2019-04-30 |
0001722731 |
|
From2019-02-01to2019-02-28_us-gaap_GeneralAndAdministrativeExpenseMember |
2019-02-01 - 2019-02-28 |
0001722731 |
us-gaap:IncomeStatementLocationAxis: us-gaap:GeneralAndAdministrativeExpenseMember |
From2019-04-01to2019-04-30_us-gaap_GeneralAndAdministrativeExpenseMember |
2019-04-01 - 2019-04-30 |
0001722731 |
us-gaap:IncomeStatementLocationAxis: us-gaap:GeneralAndAdministrativeExpenseMember |
AsOf2021-05-12 |
2021-05-12 |
0001722731 |
|
From2019-02-25to2019-02-26 |
2019-02-25 - 2019-02-26 |
0001722731 |
|
From2021-01-01to2021-03-31_us-gaap_WarrantMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:WarrantMember |
From2020-03-29to2020-04-01_srt_OfficerMember |
2020-03-29 - 2020-04-01 |
0001722731 |
srt:TitleOfIndividualAxis: srt:OfficerMember |
From2020-04-30to2020-05-01_custom_PaycheckProtectionProgramMember_us-gaap_SubsequentEventMember |
2020-04-30 - 2020-05-01 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:PaycheckProtectionProgramMember |
AsOf2020-05-01_custom_PaycheckProtectionProgramMember_us-gaap_SubsequentEventMember |
2020-05-01 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:PaycheckProtectionProgramMember |
From2020-05-21to2020-05-22_us-gaap_SubsequentEventMember_custom_SmallBusinessAdministrationMember |
2020-05-21 - 2020-05-22 |
0001722731 |
dei:LegalEntityAxis: custom:SmallBusinessAdministrationMember |
AsOf2020-05-22_us-gaap_SubsequentEventMember_custom_SmallBusinessAdministrationMember |
2020-05-22 |
0001722731 |
dei:LegalEntityAxis: custom:SmallBusinessAdministrationMember |
From2021-01-01to2021-03-31_custom_EconomicInjuryDisasterLoanMember_srt_MaximumMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:EconomicInjuryDisasterLoanMember srt:RangeAxis: srt:MaximumMember |
From2020-05-13to2020-05-14_us-gaap_SubsequentEventMember_custom_EconomicInjuryDisasterLoanMember |
2020-05-13 - 2020-05-14 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:EconomicInjuryDisasterLoanMember |
From2020-06-02to2020-06-03_custom_BenchmarkInvestmentsIncMember |
2020-06-02 - 2020-06-03 |
0001722731 |
dei:LegalEntityAxis: custom:BenchmarkInvestmentsIncMember |
AsOf2020-06-03_custom_BenchmarkInvestmentsIncMember |
2020-06-03 |
0001722731 |
dei:LegalEntityAxis: custom:BenchmarkInvestmentsIncMember |
From2020-08-24to2020-08-25 |
2020-08-24 - 2020-08-25 |
0001722731 |
|
AsOf2020-12-31 |
2020-12-31 |
0001722731 |
|
AsOf2020-12-31_us-gaap_PreferredStockMember |
2020-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
AsOf2020-12-31_us-gaap_CommonStockMember |
2020-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2020-12-31_us-gaap_AdditionalPaidInCapitalMember |
2020-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
AsOf2020-12-31_us-gaap_RetainedEarningsMember |
2020-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
From2020-02-01to2020-02-28 |
2020-02-01 - 2020-02-28 |
0001722731 |
|
From2021-01-01to2021-03-31_custom_EmploymentAgreementMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:EmploymentAgreementMember |
From2020-09-29to2020-10-01_custom_ChiefExecutiveOfficerAndChiefFinancialOfficerMember |
2020-09-29 - 2020-10-01 |
0001722731 |
srt:TitleOfIndividualAxis: custom:ChiefExecutiveOfficerAndChiefFinancialOfficerMember |
From2021-02-02to2021-02-03_us-gaap_SubsequentEventMember_custom_GenesisFinancialIncMember |
2021-02-02 - 2021-02-03 |
0001722731 |
us-gaap:BusinessAcquisitionAxis: custom:GenesisFinancialIncMember |
AsOf2021-02-03_us-gaap_SubsequentEventMember_custom_GenesisFinancialIncMember |
2021-02-03 |
0001722731 |
us-gaap:BusinessAcquisitionAxis: custom:GenesisFinancialIncMember |
From2021-02-02to2021-02-03_us-gaap_SubsequentEventMember_custom_GenesisFinancialIncMember_srt_MaximumMember |
2021-02-02 - 2021-02-03 |
0001722731 |
us-gaap:BusinessAcquisitionAxis: custom:GenesisFinancialIncMember srt:RangeAxis: srt:MaximumMember |
AsOf2021-02-12_us-gaap_SubsequentEventMember_custom_CertificateOfAmendmentWithTheSecretaryOfStateOfDelewareMember |
2021-02-12 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:CertificateOfAmendmentWithTheSecretaryOfStateOfDelewareMember |
AsOf2021-02-12_us-gaap_SubsequentEventMember_custom_CertificateOfAmendmentWithTheSecretaryOfStateOfDelewareMember_us-gaap_CommonStockMember |
2021-02-12 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:CertificateOfAmendmentWithTheSecretaryOfStateOfDelewareMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2021-03-31 |
2021-03-31 |
0001722731 |
|
From2020-01-01to2020-03-31 |
2020-01-01 - 2020-03-31 |
0001722731 |
|
From2020-01-01to2020-03-31_us-gaap_PreferredStockMember |
2020-01-01 - 2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
From2021-01-01to2021-03-31_us-gaap_PreferredStockMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
AsOf2020-03-31_us-gaap_PreferredStockMember |
2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
AsOf2021-03-31_us-gaap_PreferredStockMember |
2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
From2020-01-01to2020-03-31_us-gaap_CommonStockMember |
2020-01-01 - 2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2021-01-01to2021-03-31_us-gaap_CommonStockMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2020-03-31_us-gaap_CommonStockMember |
2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2021-03-31_us-gaap_CommonStockMember |
2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2020-01-01to2020-03-31_us-gaap_AdditionalPaidInCapitalMember |
2020-01-01 - 2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
From2021-01-01to2021-03-31_us-gaap_AdditionalPaidInCapitalMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
AsOf2020-03-31_us-gaap_AdditionalPaidInCapitalMember |
2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
AsOf2021-03-31_us-gaap_AdditionalPaidInCapitalMember |
2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
From2020-01-01to2020-03-31_us-gaap_RetainedEarningsMember |
2020-01-01 - 2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
From2021-01-01to2021-03-31_us-gaap_RetainedEarningsMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
AsOf2020-03-31_us-gaap_RetainedEarningsMember |
2020-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
AsOf2021-03-31_us-gaap_RetainedEarningsMember |
2021-03-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
AsOf2020-03-31 |
2020-03-31 |
0001722731 |
|
AsOf2021-02-03_custom_GenesisFinancialIncMember_custom_ClosingPriceMember |
2021-02-03 |
0001722731 |
us-gaap:BusinessAcquisitionAxis: custom:GenesisFinancialIncMember us-gaap:AwardTypeAxis: custom:ClosingPriceMember |
From2020-01-01to2020-03-31_custom_FRHPrimeLtdMember |
2020-01-01 - 2020-03-31 |
0001722731 |
dei:LegalEntityAxis: custom:FRHPrimeLtdMember |
From2021-01-01to2021-03-31_custom_FRHPrimeLtdMember |
2021-01-01 - 2021-03-31 |
0001722731 |
dei:LegalEntityAxis: custom:FRHPrimeLtdMember |
From2020-01-01to2020-12-31 |
2020-01-01 - 2020-12-31 |
0001722731 |
|
From2021-01-01to2021-03-31_us-gaap_CustomerConcentrationRiskMember_us-gaap_SalesRevenueNetMember_custom_TopThreeCustomersMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:ConcentrationRiskByTypeAxis: us-gaap:CustomerConcentrationRiskMember us-gaap:ConcentrationRiskByBenchmarkAxis: us-gaap:SalesRevenueNetMember srt:MajorCustomersAxis: custom:TopThreeCustomersMember |
From2020-01-01to2020-03-31_us-gaap_CustomerConcentrationRiskMember_us-gaap_SalesRevenueNetMember_custom_TopThreeCustomersMember |
2020-01-01 - 2020-03-31 |
0001722731 |
us-gaap:ConcentrationRiskByTypeAxis: us-gaap:CustomerConcentrationRiskMember us-gaap:ConcentrationRiskByBenchmarkAxis: us-gaap:SalesRevenueNetMember srt:MajorCustomersAxis: custom:TopThreeCustomersMember |
From2021-02-21to2021-02-22_custom_AgreementMember_custom_FRHGroupCorporationMember_custom_FourConvertibleDebtMember |
2021-02-21 - 2021-02-22 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:AgreementMember dei:LegalEntityAxis: custom:FRHGroupCorporationMember us-gaap:ShortTermDebtTypeAxis: custom:FourConvertibleDebtMember |
From2021-02-21to2021-02-22_custom_AgreementMember_custom_FRHGroupCorporationMember_us-gaap_CommonStockMember |
2021-02-21 - 2021-02-22 |
0001722731 |
us-gaap:TypeOfArrangementAxis: custom:AgreementMember dei:LegalEntityAxis: custom:FRHGroupCorporationMember us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2021-02-01to2021-03-31_srt_OfficerMember |
2021-02-01 - 2021-03-31 |
0001722731 |
srt:TitleOfIndividualAxis: srt:OfficerMember |
AsOf2021-03-31_custom_FRHGroupNoteMember |
2021-03-31 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:FRHGroupNoteMember |
From2021-01-01to2021-03-31_us-gaap_GeneralAndAdministrativeExpenseMember |
2021-01-01 - 2021-03-31 |
0001722731 |
us-gaap:IncomeStatementLocationAxis: us-gaap:GeneralAndAdministrativeExpenseMember |
From2021-01-26to2021-01-27_custom_TwoConsultantsMember |
2021-01-26 - 2021-01-27 |
0001722731 |
srt:TitleOfIndividualAxis: custom:TwoConsultantsMember |
From2021-01-01to2021-01-31_us-gaap_LicensingAgreementsMember |
2021-01-01 - 2021-01-31 |
0001722731 |
us-gaap:TypeOfArrangementAxis: us-gaap:LicensingAgreementsMember |
AsOf2021-01-31_us-gaap_LicensingAgreementsMember |
2021-01-31 |
0001722731 |
us-gaap:TypeOfArrangementAxis: us-gaap:LicensingAgreementsMember |
AsOf2021-01-31_us-gaap_LicensingAgreementsMember_srt_MinimumMember |
2021-01-31 |
0001722731 |
us-gaap:TypeOfArrangementAxis: us-gaap:LicensingAgreementsMember srt:RangeAxis: srt:MinimumMember |
AsOf2021-01-31_us-gaap_LicensingAgreementsMember_srt_MaximumMember |
2021-01-31 |
0001722731 |
us-gaap:TypeOfArrangementAxis: us-gaap:LicensingAgreementsMember srt:RangeAxis: srt:MaximumMember |
From2017-01-01to2017-12-31_us-gaap_PreferredStockMember |
2017-01-01 - 2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
AsOf2016-12-31_us-gaap_PreferredStockMember |
2016-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
AsOf2017-12-31_us-gaap_PreferredStockMember |
2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:PreferredStockMember |
From2017-01-01to2017-12-31_us-gaap_CommonStockMember |
2017-01-01 - 2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2016-12-31_us-gaap_CommonStockMember |
2016-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
AsOf2017-12-31_us-gaap_CommonStockMember |
2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:CommonStockMember |
From2017-01-01to2017-12-31_us-gaap_AdditionalPaidInCapitalMember |
2017-01-01 - 2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
AsOf2016-12-31_us-gaap_AdditionalPaidInCapitalMember |
2016-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
AsOf2017-12-31_us-gaap_AdditionalPaidInCapitalMember |
2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:AdditionalPaidInCapitalMember |
From2017-01-01to2017-12-31_us-gaap_RetainedEarningsMember |
2017-01-01 - 2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
AsOf2016-12-31_us-gaap_RetainedEarningsMember |
2016-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
AsOf2017-12-31_us-gaap_RetainedEarningsMember |
2017-12-31 |
0001722731 |
us-gaap:StatementEquityComponentsAxis: us-gaap:RetainedEarningsMember |
From2016-02-21to2016-02-22_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_ExtendedMaturityMember |
2016-02-21 - 2016-02-22 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:LoanRestructuringModificationAxis: us-gaap:ExtendedMaturityMember |
From2016-05-15to2016-05-16_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_ExtendedMaturityMember |
2016-05-15 - 2016-05-16 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:LoanRestructuringModificationAxis: us-gaap:ExtendedMaturityMember |
From2016-11-16to2016-11-17_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_ExtendedMaturityMember |
2016-11-16 - 2016-11-17 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:LoanRestructuringModificationAxis: us-gaap:ExtendedMaturityMember |
From2017-04-23to2017-04-24_custom_ConvertibleNotesMember_custom_FRHGroupLtdMember_us-gaap_ExtendedMaturityMember |
2017-04-23 - 2017-04-24 |
0001722731 |
us-gaap:DebtInstrumentAxis: custom:ConvertibleNotesMember dei:LegalEntityAxis: custom:FRHGroupLtdMember us-gaap:LoanRestructuringModificationAxis: us-gaap:ExtendedMaturityMember |
|
(End Contexts) |
|
Elements |
|
|
|
|
|
|
|
|
|
Element |
Data Type |
Period Type |
Balance Type |
Custom |
custom:AgreementMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Agreement [Member] |
|
custom:AmountReceivedInGrants |
xbrli:monetaryItemType |
| Duration |
| Debit |
| Yes |
|
Amount received in grants. |
|
custom:BankOfAmericaMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Bank of America [Member] |
|
custom:BenchmarkInvestmentsIncMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Benchmark Investments, Inc. [Member] |
|
custom:BrentEaglsteinMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Brent Eaglstein [Member] |
|
custom:BretEaglsteinMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Bret Eaglstein [Member] |
|
custom:CapitalizedSoftwareCostsAbstract |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
|
|
custom:CapitalizedSoftwareCostsTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| Yes |
|
Capitalized Software Costs [Text Block] |
|
custom:CaresActPaycheckProtectionProgramAdvanceCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| Yes |
|
Cares act- paycheck protection program advance. |
|
custom:CaresActPaycheckProtectionProgramAdvanceNoncurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| Yes |
|
Cares act- paycheck protection program advance - non-current. |
|
custom:CertificateOfAmendmentWithTheSecretaryOfStateOfDelewareMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Certificate of Amendment with the Secretary of State of Deleware [Member] |
|
custom:ChiefExecutiveOfficerAndChiefFinancialOfficerMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
custom:ChiefExecutiveOfficerAndChiefFinancialOfficerMember |
|
custom:ClassAWarrantMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Class A Warrant [Member] |
|
custom:ClosingPriceMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Closing Price [Member] |
|
custom:ConvertibleNotesMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Convertible Notes [Member] |
|
custom:ConvertiblePromissoryNotesMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Convertible Promissory Notes [Member] |
|
custom:DebtConversionConvertedSharesForInterest |
xbrli:sharesItemType |
| Duration |
| |
| Yes |
|
Number Shares Converted for Interest. |
|
custom:DescriptionOfWarrants |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
Description of warrants. |
|
custom:EconomicInjuryDisasterLoanMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Economic Injury Disaster Loan [Member] |
|
custom:EmploymentAgreementMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Employment Agreement [Member] |
|
custom:FRHGroupCorporationMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
FRH Group Corporation [Member] |
|
custom:FRHGroupLtdMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
FRH Group Ltd [Member] |
|
custom:FRHGroupNoteMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
FRH Group Note [Member] |
|
custom:FRHPrimeLtdMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
FRH Prime Ltd. [Member] |
|
custom:FloorConversionPrice |
dtr-types:perShareItemType |
| Instant |
| |
| Yes |
|
Floor Conversion Price |
|
custom:FourConvertibleDebtMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Four Convertible Notes [Member] |
|
custom:GeneratedVolumeRebates |
xbrli:monetaryItemType |
| Duration |
| Debit |
| Yes |
|
Generated volume rebates. |
|
custom:GenesisFinancialIncMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Genesis Financial, Inc. [Member] |
|
custom:ImranFirozMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Imran Firoz [Member] |
|
custom:IncreaseInMarketingExpense |
xbrli:monetaryItemType |
| Duration |
| Debit |
| Yes |
|
Increase in marketing expense. |
|
custom:LeaseAndRentalExpenses |
xbrli:monetaryItemType |
| Duration |
| Debit |
| Yes |
|
Amount of rent expense incurred for leased assets, including but not limited to, furniture and equipment, that is not directly or indirectly associated with the manufacture, sale or creation of a product or product line. |
|
custom:LineOfCreditAverageInterestRateCashDrawn |
dtr-types:percentItemType |
| Duration |
| |
| Yes |
|
Line of credit average interest rate, cash drawn. |
|
custom:LineOfCreditTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| Yes |
|
Line of Credit [Text Block] |
|
custom:ManagementConsultantsMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Management Consultants [Member] |
|
custom:ManagementsPlansAbstract |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
|
|
custom:ManagementsPlansTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| Yes |
|
Management's Plans [Text Block] |
|
custom:MitchellEaglsteinMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Mitchell Eaglstein [Member] |
|
custom:NotesPayableRelatedPartyScheduleOfNotesPayableDetailsAbstract |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
|
|
custom:NotesPayableRelatedPartyScheduleOfNotesPayableDetailsParentheticalAbstract |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
|
|
custom:OffbalanceSheetArrangementsAbstract |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
|
|
custom:OffbalanceSheetArrangementsTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| Yes |
|
Off-Balance Sheet Arrangements [Text Block] |
|
custom:OneShareOfCommonStockAndOneClassAWarrantMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
One Common Shares and One Class A Warrant [Member] |
|
custom:PaycheckProtectionProgramMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Paycheck Protection Program [Member] |
|
custom:ProgramToOfferEmergencyGrant |
xbrli:monetaryItemType |
| Duration |
| Debit |
| Yes |
|
Program to offer emergency grant. |
|
custom:RecurringMonthlyFees |
xbrli:monetaryItemType |
| Instant |
| Debit |
| Yes |
|
Recurring monthly fees. |
|
custom:ReturnOfCommonStockShares |
xbrli:sharesItemType |
| Duration |
| |
| Yes |
|
Return Of Common Stock Shares |
|
custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsBecameExercisable |
xbrli:sharesItemType |
| Duration |
| |
| Yes |
|
Number of warrants became exercisable. |
|
custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercisePrice |
dtr-types:perShareItemType |
| Duration |
| |
| Yes |
|
Exercise Price per Common Share. |
|
custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExpirationDate |
xbrli:dateItemType |
| Duration |
| |
| Yes |
|
Expiration date of warrants. |
|
custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionsExercisable |
xbrli:sharesItemType |
| Instant |
| |
| Yes |
|
Number of shares exercisable. |
|
custom:SmallBusinessAdministrationMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Small Business Administration [Member] |
|
custom:StockPurchaseAgreementMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Stock Purchase Agreement [Member] |
|
custom:SusanEaglsteinAndBrentEaglsteinMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Susan Eaglstein and Brent Eaglstein [Member] |
|
custom:SusanEaglsteinMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Susan Eaglstein [Member] |
|
custom:TenConsultantsMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Ten Consultants [Member] |
|
custom:ThreeIndividualsMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Three Individuals [Member] |
|
custom:TopThreeCustomersMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Top 3 Customers [Member] |
|
custom:TwoConsultantsMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Two Consultants [Member] |
|
custom:TwoFoundingMemberMember |
dtr-types:domainItemType |
| Duration |
| |
| Yes |
|
Two Founding Member [Member] |
|
custom:VolumeFeesDescription |
xbrli:stringItemType |
| Duration |
| |
| Yes |
|
Volume fees, description. |
|
custom:WarrantsTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| Yes |
|
Warrants [Text Block] |
|
custom:WorkingCapitalDeficit |
xbrli:monetaryItemType |
| Instant |
| Credit |
| Yes |
|
Working capital deficit. |
|
dei:AmendmentFlag |
xbrli:booleanItemType |
| Duration |
| |
| |
|
Boolean flag that is true when the XBRL content amends previously-filed or accepted submission. |
|
dei:CoverAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
Cover page. |
|
dei:CurrentFiscalYearEndDate |
xbrli:gMonthDayItemType |
| Duration |
| |
| |
|
End date of current fiscal year in the format --MM-DD. |
|
dei:DocumentFiscalPeriodFocus |
dei:fiscalPeriodItemType |
| Duration |
| |
| |
|
Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY. |
|
dei:DocumentFiscalYearFocus |
xbrli:gYearItemType |
| Duration |
| |
| |
|
This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. |
|
dei:DocumentPeriodEndDate |
xbrli:dateItemType |
| Duration |
| |
| |
|
For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD. |
|
dei:DocumentType |
dei:submissionTypeItemType |
| Duration |
| |
| |
|
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'. |
|
dei:EntityCentralIndexKey |
dei:centralIndexKeyItemType |
| Duration |
| |
| |
|
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. |
|
dei:EntityCommonStockSharesOutstanding |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. |
|
dei:EntityCurrentReportingStatus |
dei:yesNoItemType |
| Duration |
| |
| |
|
Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. |
|
dei:EntityDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
All the names of the entities being reported upon in a document. Any legal structure used to conduct activities or to hold assets. Some examples of such structures are corporations, partnerships, limited liability companies, grantor trusts, and other trusts. This item does not include business and geographical segments which are included in the geographical or business segments domains. |
|
dei:EntityEmergingGrowthCompany |
xbrli:booleanItemType |
| Duration |
| |
| |
|
Indicate if registrant meets the emerging growth company criteria. |
|
dei:EntityExTransitionPeriod |
xbrli:booleanItemType |
| Duration |
| |
| |
|
Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards. |
|
dei:EntityFilerCategory |
dei:filerCategoryItemType |
| Duration |
| |
| |
|
Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. |
|
dei:EntityInteractiveDataCurrent |
dei:yesNoItemType |
| Duration |
| |
| |
|
Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). |
|
dei:EntityRegistrantName |
xbrli:normalizedStringItemType |
| Duration |
| |
| |
|
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. |
|
dei:EntityShellCompany |
xbrli:booleanItemType |
| Duration |
| |
| |
|
Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. |
|
dei:EntitySmallBusiness |
xbrli:booleanItemType |
| Duration |
| |
| |
|
Indicates that the company is a Smaller Reporting Company (SRC). |
|
dei:LegalEntityAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
The set of legal entities associated with a report. |
|
srt:MajorCustomersAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by name or description of a single external customer or a group of external customers. |
|
srt:MaximumMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Upper limit of the provided range. |
|
srt:MinimumMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Lower limit of the provided range. |
|
srt:NameOfMajorCustomerDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Single external customer or group of external customers. |
|
srt:OfficerMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Person with designation of officer. |
|
srt:RangeAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median. |
|
srt:RangeMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median. |
|
srt:TitleOfIndividualAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by title of individual or nature of relationship to individual or group of individuals. |
|
srt:TitleOfIndividualWithRelationshipToEntityDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Title of individual, or nature of relationship to individual or group of individuals. |
|
us-gaap:AccountingPoliciesAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:AccountsPayableCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). |
|
us-gaap:AccountsReceivableNetCurrent |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current. |
|
us-gaap:AdditionalPaidInCapital |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Amount of excess of issue price over par or stated value of stock and from other transaction involving stock or stockholder. Includes, but is not limited to, additional paid-in capital (APIC) for common and preferred stock. |
|
us-gaap:AdditionalPaidInCapitalMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders. |
|
us-gaap:AdjustmentForAmortization |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The aggregate amount of recurring noncash expense charged against earnings in the period to allocate the cost of assets over their estimated remaining economic lives. |
|
us-gaap:AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:AdvertisingCostsPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for advertising cost. |
|
us-gaap:AllowanceForDoubtfulAccountsReceivable |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Amount of allowance for credit loss on accounts receivable. |
|
us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Amount of allowance for credit loss on accounts receivable, classified as current. |
|
us-gaap:AmortizationOfDebtDiscountPremium |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense. |
|
us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented. |
|
us-gaap:ArrangementsAndNonarrangementTransactionsMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Collaborative arrangement and arrangement other than collaborative applicable to revenue-generating activity or operations. |
|
us-gaap:AssetImpairmentCharges |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of write-down of assets recognized in the income statement. Includes, but is not limited to, losses from tangible assets, intangible assets and goodwill. |
|
us-gaap:Assets |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. |
|
us-gaap:AssetsAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:AssetsCurrent |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. |
|
us-gaap:AssetsCurrentAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:AwardTypeAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by type of award under share-based payment arrangement. |
|
us-gaap:BasisOfAccountingPolicyPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). |
|
us-gaap:BusinessAcquisitionAcquireeDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Identification of the acquiree in a material business combination (or series of individually immaterial business combinations), which may include the name or other type of identification of the acquiree. |
|
us-gaap:BusinessAcquisitionAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by business combination or series of individually immaterial business combinations. |
|
us-gaap:BusinessAcquisitionCostOfAcquiredEntityTransactionCosts |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Amount of direct costs of the business combination including legal, accounting, and other costs incurred to consummate the business acquisition. |
|
us-gaap:BusinessAcquisitionDateOfAcquisitionAgreement1 |
xbrli:dateItemType |
| Duration |
| |
| |
|
Date when the business acquisition agreement was executed, in YYYY-MM-DD format. |
|
us-gaap:BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Number of shares of equity interests issued or issuable to acquire entity. |
|
us-gaap:BusinessAcquisitionPercentageOfVotingInterestsAcquired |
dtr-types:percentItemType |
| Instant |
| |
| |
|
Percentage of voting equity interests acquired at the acquisition date in the business combination. |
|
us-gaap:BusinessAcquisitionSharePrice |
dtr-types:perShareItemType |
| Instant |
| |
| |
|
Price of a single share of a number of saleable stocks paid or offered to be paid in a business combination. |
|
us-gaap:BusinessDescriptionAndBasisOfPresentationTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
The entire disclosure for the business description and basis of presentation concepts. Business description describes the nature and type of organization including but not limited to organizational structure as may be applicable to holding companies, parent and subsidiary relationships, business divisions, business units, business segments, affiliates and information about significant ownership of the reporting entity. Basis of presentation describes the underlying basis used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). |
|
us-gaap:CapitalizedComputerSoftwareAccumulatedAmortization |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
For each balance sheet presented, the amount of accumulated amortization for capitalized computer software costs. |
|
us-gaap:CapitalizedComputerSoftwareGross |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Amount before accumulated amortization of capitalized costs for computer software, including but not limited to, acquired and internally developed computer software. |
|
us-gaap:CapitalizedComputerSoftwareNet |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
The carrying amount of capitalized computer software costs net of accumulated amortization as of the balance sheet date. |
|
us-gaap:CashAndCashEquivalentsAtCarryingValue |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. |
|
us-gaap:CashAndCashEquivalentsPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value. |
|
us-gaap:CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including, but not limited to, disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. |
|
us-gaap:CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of increase (decrease) in cash, cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. |
|
us-gaap:ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1 |
dtr-types:perShareItemType |
| Instant |
| |
| |
|
Exercise price per share or per unit of warrants or rights outstanding. |
|
us-gaap:ClassOfWarrantOrRightNumberOfSecuritiesCalledByWarrantsOrRights |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Number of securities into which the class of warrant or right may be converted. For example, but not limited to, 500,000 warrants may be converted into 1,000,000 shares. |
|
us-gaap:CommitmentsAndContingencies |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. |
|
us-gaap:CommitmentsAndContingenciesDisclosureAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:CommitmentsAndContingenciesDisclosureTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
The entire disclosure for commitments and contingencies. |
|
us-gaap:CommonStockMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Stock that is subordinate to all other stock of the issuer. |
|
us-gaap:CommonStockParOrStatedValuePerShare |
dtr-types:perShareItemType |
| Instant |
| |
| |
|
Face amount or stated value per share of common stock. |
|
us-gaap:CommonStockSharesAuthorized |
xbrli:sharesItemType |
| Instant |
| |
| |
|
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. |
|
us-gaap:CommonStockSharesIssued |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. |
|
us-gaap:CommonStockSharesOutstanding |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. |
|
us-gaap:CommonStockValue |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. |
|
us-gaap:ConcentrationRiskBenchmarkDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
The denominator in a calculation of a disclosed concentration risk percentage. |
|
us-gaap:ConcentrationRiskByBenchmarkAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by benchmark of concentration risk. |
|
us-gaap:ConcentrationRiskByTypeAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by type of concentration risk, for example, but not limited to, asset, liability, net assets, geographic, customer, employees, supplier, lender. |
|
us-gaap:ConcentrationRiskCreditRisk |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for credit risk. |
|
us-gaap:ConcentrationRiskPercentage1 |
dtr-types:percentItemType |
| Duration |
| |
| |
|
For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the "benchmark" (or denominator) in the equation, this concept represents the concentration percentage derived from the division. |
|
us-gaap:ConcentrationRiskTypeDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
For an entity that discloses a concentration risk as a percentage of some financial balance or benchmark, identifies the type (for example, asset, liability, net assets, geographic, customer, employees, supplier, lender) of the concentration. |
|
us-gaap:ConvertibleNotesPayableCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Carrying value as of the balance sheet date of the portion of long-term debt due within one year or the operating cycle if longer identified as Convertible Notes Payable. Convertible Notes Payable is a written promise to pay a note which can be exchanged for a specified amount of another, related security, at the option of the issuer and the holder. |
|
us-gaap:CostOfGoodsAndServicesSold |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities. |
|
us-gaap:CustomerConcentrationRiskMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Reflects the percentage that revenues in the period from one or more significant customers is to net revenues, as defined by the entity, such as total net revenues, product line revenues, segment revenues. The risk is the materially adverse effects of loss of a significant customer. |
|
us-gaap:DebtConversionConvertedInstrumentRate |
dtr-types:percentItemType |
| Duration |
| |
| |
|
Dividend or interest rate associated with the financial instrument issued in exchange for the original debt being converted in a noncash or part noncash transaction. Noncash are transactions that affect recognized assets or liabilities but that do not result in cash receipts or cash payments. Part noncash refers to that portion of the transaction not resulting in cash receipts or cash payments. |
|
us-gaap:DebtConversionConvertedInstrumentSharesIssued1 |
xbrli:sharesItemType |
| Duration |
| |
| |
|
The number of shares issued in exchange for the original debt being converted in a noncash (or part noncash) transaction. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or payments in the period. |
|
us-gaap:DebtConversionConvertedInstrumentType |
xbrli:stringItemType |
| Duration |
| |
| |
|
The type of the financial instrument that the original debt is being converted into (for example, new debt, common stock, preferred stock, etc.) in a noncash (or part noncash) transaction. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period. |
|
us-gaap:DebtConversionOriginalDebtAmount1 |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The amount of the original debt being converted in a noncash (or part noncash) transaction. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period. |
|
us-gaap:DebtDisclosureAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:DebtDisclosureTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. |
|
us-gaap:DebtInstrumentAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by type of debt instrument, including, but not limited to, draws against credit facilities. |
|
us-gaap:DebtInstrumentConvertibleConversionDate |
xbrli:dateItemType |
| Instant |
| |
| |
|
Date debt instrument can be converted into equity, in YYYY-MM-DD format. |
|
us-gaap:DebtInstrumentConvertibleConversionPrice1 |
dtr-types:perShareItemType |
| Instant |
| |
| |
|
The price per share of the conversion feature embedded in the debt instrument. |
|
us-gaap:DebtInstrumentConvertibleThresholdTradingDays |
xbrli:integerItemType |
| Duration |
| |
| |
|
Threshold number of specified trading days that common stock price to conversion price of convertible debt instruments must exceed threshold percentage within a specified consecutive trading period to trigger conversion feature. |
|
us-gaap:DebtInstrumentDescription |
xbrli:stringItemType |
| Duration |
| |
| |
|
Identification of the lender and information about a contractual promise to repay a short-term or long-term obligation, which includes borrowings under lines of credit, notes payable, commercial paper, bonds payable, debentures, and other contractual obligations for payment. This may include rationale for entering into the arrangement, significant terms of the arrangement, which may include amount, repayment terms, priority, collateral required, debt covenants, borrowing capacity, call features, participation rights, conversion provisions, sinking-fund requirements, voting rights, basis for conversion if convertible and remarketing provisions. The description may be provided for individual debt instruments, rational groupings of debt instruments, or by debt in total. |
|
us-gaap:DebtInstrumentFaceAmount |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Face (par) amount of debt instrument at time of issuance. |
|
us-gaap:DebtInstrumentInterestRateStatedPercentage |
dtr-types:percentItemType |
| Instant |
| |
| |
|
Contractual interest rate for funds borrowed, under the debt agreement. |
|
us-gaap:DebtInstrumentInterestRateTerms |
xbrli:stringItemType |
| Duration |
| |
| |
|
Description of the interest rate as being fixed or variable, and, if variable, identification of the index or rate on which the interest rate is based and the number of points or percentage added to that index or rate to set the rate, and other pertinent information, such as frequency of rate resets. |
|
us-gaap:DebtInstrumentMaturityDate |
xbrli:dateItemType |
| Duration |
| |
| |
|
Date when the debt instrument is scheduled to be fully repaid, in YYYY-MM-DD format. |
|
us-gaap:DebtInstrumentMaturityDateDescription |
xbrli:stringItemType |
| Duration |
| |
| |
|
Description of the maturity date of the debt instrument including whether the debt matures serially and, if so, a brief description of the serial maturities. |
|
us-gaap:DebtInstrumentNameDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
The name for the particular debt instrument or borrowing that distinguishes it from other debt instruments or borrowings, including draws against credit facilities. |
|
us-gaap:DebtInstrumentPeriodicPayment |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of the required periodic payments including both interest and principal payments. |
|
us-gaap:DebtPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy related to debt. Includes, but is not limited to, debt issuance costs, the effects of refinancings, method of amortizing debt issuance costs and original issue discount, and classifications of debt. |
|
us-gaap:DepositLiabilitiesAccruedInterest |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Amount of accrued but unpaid interest on deposit liabilities. |
|
us-gaap:DueToRelatedPartiesCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer). |
|
us-gaap:EarningsPerShareBasicAndDiluted |
dtr-types:perShareItemType |
| Duration |
| |
| |
|
The amount of net income or loss for the period per each share in instances when basic and diluted earnings per share are the same amount and reported as a single line item on the face of the financial statements. Basic earnings per share is the amount of net income or loss for the period per each share of common stock or unit outstanding during the reporting period. Diluted earnings per share includes the amount of net income or loss for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. |
|
us-gaap:EarningsPerSharePolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements. |
|
us-gaap:EquityAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:EquityComponentDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc. |
|
us-gaap:ExtendedMaturityMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Loan modification for an extension of the term of a loan in which it must be paid. |
|
us-gaap:FiniteLivedIntangibleAssetUsefulLife |
xbrli:durationItemType |
| Duration |
| |
| |
|
Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. |
|
us-gaap:GeneralAndAdministrativeExpense |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line. |
|
us-gaap:GeneralAndAdministrativeExpenseMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Primary financial statement caption encompassing general and administrative expense. |
|
us-gaap:GrossProfit |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity. |
|
us-gaap:ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets. |
|
us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest. |
|
us-gaap:IncomeStatementAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:IncomeStatementLocationAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by location in the income statement. |
|
us-gaap:IncomeStatementLocationDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Location in the income statement. |
|
us-gaap:IncomeTaxExpenseBenefit |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. |
|
us-gaap:IncomeTaxPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements. |
|
us-gaap:IncomeTaxesPaidNet |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income, net of any cash received during the current period as refunds for the overpayment of taxes. |
|
us-gaap:IncreaseDecreaseInAccountsPayable |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. |
|
us-gaap:IncreaseDecreaseInAccountsReceivable |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services. |
|
us-gaap:IncreaseDecreaseInAccruedTaxesPayable |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The increase (decrease) during the reporting period of all taxes owed but not paid, including income, property and other taxes. |
|
us-gaap:IncreaseDecreaseInInterestPayableNet |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The increase (decrease) during the reporting period in interest payable, which represents the amount owed to note holders, bond holders, and other parties for interest earned on loans or credit extended to the reporting entity. |
|
us-gaap:IncreaseDecreaseInOperatingCapitalAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:IncreaseDecreaseInPrepaidExpense |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The increase (decrease) during the reporting period in the amount of outstanding money paid in advance for goods or services that bring economic benefits for future periods. |
|
us-gaap:InterestExpenseDebt |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of the cost of borrowed funds accounted for as interest expense for debt. |
|
us-gaap:InterestExpenseOther |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of interest expense classified as other. |
|
us-gaap:InterestExpenseRelatedParty |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of interest expense incurred on a debt or other obligation to related party. |
|
us-gaap:InterestPaidNet |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount. |
|
us-gaap:InterestPayableCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Carrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). |
|
us-gaap:IssuanceOfStockAndWarrantsForServicesOrClaims |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Fair value of share-based compensation granted to nonemployees as payment for services rendered or acknowledged claims. |
|
us-gaap:LegalCostsPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for legal costs incurred to protect or defend the entity's assets and rights, or to obtain assets, including monetary damages, or to obtain rights. |
|
us-gaap:LesseeOperatingLeaseDescription |
xbrli:stringItemType |
| Duration |
| |
| |
|
Description of lessee's operating lease. |
|
us-gaap:LesseeOperatingLeaseTermOfContract |
xbrli:durationItemType |
| Instant |
| |
| |
|
Term of lessee's operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. |
|
us-gaap:Liabilities |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future. |
|
us-gaap:LiabilitiesAndStockholdersEquity |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any. |
|
us-gaap:LiabilitiesAndStockholdersEquityAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:LiabilitiesCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. |
|
us-gaap:LiabilitiesCurrentAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:LicensingAgreementsMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Rights, generally of limited duration, under a license arrangement (for example, to sell or otherwise utilize specified products or processes in a specified territory). |
|
us-gaap:LineOfCredit |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire |
|
us-gaap:LineOfCreditFacilityAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:LineOfCreditFacilityInterestRateAtPeriodEnd |
dtr-types:percentItemType |
| Instant |
| |
| |
|
The effective interest rate at the end of the reporting period. |
|
us-gaap:LinesOfCreditCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
The carrying value as of the balance sheet date of the current portion of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year an |
|
us-gaap:LoanRestructuringModificationAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by concessions made to the terms of loan contracts. |
|
us-gaap:LoanRestructuringModificationDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Concessions made to the terms of loan contracts, including but not limited to, interest rate reductions, maturity extensions, principal forgiveness, and payment deferral. |
|
us-gaap:LongTermLoansPayable |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Carrying value as of the balance sheet date of loans payable (with maturities initially due after one year or beyond the operating cycle if longer), excluding current portion. |
|
us-gaap:NetCashProvidedByUsedInFinancingActivities |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit. |
|
us-gaap:NetCashProvidedByUsedInFinancingActivitiesAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:NetCashProvidedByUsedInInvestingActivities |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets. |
|
us-gaap:NetCashProvidedByUsedInInvestingActivitiesAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:NetCashProvidedByUsedInOperatingActivities |
xbrli:monetaryItemType |
| Duration |
| |
| |
|
Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities. |
|
us-gaap:NetIncomeLoss |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. |
|
us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact. |
|
us-gaap:NoncashInvestingAndFinancingItemsAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:NonoperatingIncomeExpense |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business). |
|
us-gaap:NonoperatingIncomeExpenseAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:OfficersCompensation |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of expense for salary and wage arising from service rendered by officer. Excludes allocated cost, labor-related nonsalary expense, and direct and overhead labor cost included in cost of good and service sold. |
|
us-gaap:OperatingExpenses |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense. |
|
us-gaap:OperatingExpensesAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:OperatingIncomeLoss |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The net result for the period of deducting operating expenses from operating revenues. |
|
us-gaap:OtherNonoperatingIncomeExpense |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Amount of income (expense) related to nonoperating activities, classified as other. |
|
us-gaap:PaymentsForRent |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Cash payments to lessor's for use of assets under operating leases. |
|
us-gaap:PaymentsToDevelopSoftware |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The cash outflow associated with the development or modification of software programs or applications for internal use (that is, not to be sold, leased or otherwise marketed to others) that qualify for capitalization. |
|
us-gaap:PreferredStockMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Preferred shares may provide a preferential dividend to the dividend on common stock and may take precedence over common stock in the event of a liquidation. Preferred shares typically represent an ownership interest in the company. |
|
us-gaap:PreferredStockParOrStatedValuePerShare |
dtr-types:perShareItemType |
| Instant |
| |
| |
|
Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer. |
|
us-gaap:PreferredStockSharesAuthorized |
xbrli:sharesItemType |
| Instant |
| |
| |
|
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. |
|
us-gaap:PreferredStockSharesIssued |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt. |
|
us-gaap:PreferredStockSharesOutstanding |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased. |
|
us-gaap:PreferredStockValue |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity. |
|
us-gaap:PrepaidExpenseCurrent |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Amount of asset related to consideration paid in advance for costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer. |
|
us-gaap:PrepaidExpenseNoncurrent |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Sum of the carrying amounts as of the balance sheet date of amounts paid in advance for expenses which will be charged against earnings in periods after one year or beyond the operating cycle, if longer. |
|
us-gaap:PriorPeriodReclassificationAdjustmentDescription |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for reclassification affecting comparability of financial statement. Excludes amendment to accounting standards, other change in accounting principle, and correction of error. |
|
us-gaap:PrivatePlacementMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
A private placement is a direct offering of securities to a limited number of sophisticated investors such as insurance companies, pension funds, mezzanine funds, stock funds and trusts. |
|
us-gaap:ProceedsFromIssuanceOfDebt |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The cash inflow during the period from additional borrowings in aggregate debt. Includes proceeds from short-term and long-term debt. |
|
us-gaap:ProceedsFromIssuanceOfPrivatePlacement |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The cash inflow associated with the amount received from entity's raising of capital via private rather than public placement. |
|
us-gaap:ProceedsFromLicenseFeesReceived |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Cash received from licensees for license fees during the current period. |
|
us-gaap:ProceedsFromLoans |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Cash received from principal payments made on loans related to operating activities. |
|
us-gaap:ProceedsFromRelatedPartyDebt |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The cash inflow from a long-term borrowing made from related parties where one party can exercise control or significant influence over another party; including affiliates, owners or officers and their immediate families, pension trusts, and so forth. Alternate caption: Proceeds from Advances from Affiliates. |
|
us-gaap:ProceedsFromRepaymentsOfLinesOfCredit |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The net cash inflow or cash outflow from a contractual arrangement with the lender, including letter of credit, standby letter of credit and revolving credit arrangements, under which borrowings can be made up to a specific amount at any point in time with either short term or long term maturity that is collateralized (backed by pledge, mortgage or other lien in the entity's assets). |
|
us-gaap:ProvisionForDoubtfulAccounts |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
Amount of expense (reversal of expense) for expected credit loss on accounts receivable. |
|
us-gaap:RelatedPartyDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Related parties include affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. |
|
us-gaap:RelatedPartyTransactionsAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:RelatedPartyTransactionsByRelatedPartyAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by type of related party. Related parties include, but not limited to, affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. |
|
us-gaap:RelatedPartyTransactionsDisclosureTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
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) affiliates. |
|
us-gaap:ResearchAndDevelopmentExpense |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use. |
|
us-gaap:ResearchAndDevelopmentExpensePolicy |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for costs it has incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process. |
|
us-gaap:ResearchDevelopmentAndComputerSoftwarePolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for its research and development and computer software activities including the accounting treatment for costs incurred for (1) research and development activities, (2) development of computer software for internal use, (3) computer software to be sold, leased or otherwise marketed as a separate product or as part of a product or process and (4) in-process research and development acquired in a purchase business combination. |
|
us-gaap:RetainedEarningsAccumulatedDeficit |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
The cumulative amount of the reporting entity's undistributed earnings or deficit. |
|
us-gaap:RetainedEarningsMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
The cumulative amount of the reporting entity's undistributed earnings or deficit. |
|
us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise. |
|
us-gaap:RevenueRecognitionPolicyTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for revenue. Includes revenue from contract with customer and from other sources. |
|
us-gaap:SaleOfStockNameOfTransactionDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Sale of the entity's stock, including, but not limited to, initial public offering (IPO) and private placement. |
|
us-gaap:SalesRevenueNetMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Revenue from sale of product and rendering of service and other sources of income, when it serves as benchmark in concentration of risk calculation. |
|
us-gaap:ScheduleOfDebtTableTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Tabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation. |
|
us-gaap:ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable. |
|
us-gaap:SellingAndMarketingExpense |
xbrli:monetaryItemType |
| Duration |
| Debit |
| |
|
The aggregate total amount of expenses directly related to the marketing or selling of products or services. |
|
us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsExercised |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Number of non-option equity instruments exercised by participants. |
|
us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsForfeituresAndExpirations |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Number of shares under non-option equity instrument agreements that were either cancelled or expired. |
|
us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsOutstandingNumber |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Number of equity instruments other than options outstanding, including both vested and non-vested instruments. |
|
us-gaap:ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Award under share-based payment arrangement. |
|
us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueOutstanding |
xbrli:monetaryItemType |
| Instant |
| Debit |
| |
|
Intrinsic value of outstanding award under share-based payment arrangement. Excludes share and unit options. |
|
us-gaap:SharesIssuedPricePerShare |
dtr-types:perShareItemType |
| Instant |
| |
| |
|
Per share or per unit amount of equity securities issued. |
|
us-gaap:SharesOutstanding |
xbrli:sharesItemType |
| Instant |
| |
| |
|
Number of shares issued which are neither cancelled nor held in the treasury. |
|
us-gaap:ShortTermBorrowings |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Reflects the total carrying amount as of the balance sheet date of debt having initial terms less than one year or the normal operating cycle, if longer. |
|
us-gaap:ShortTermDebtTypeAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by type of short-term debt arrangement. |
|
us-gaap:ShortTermDebtTypeDomain |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Type of short-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing. |
|
us-gaap:SignificantAccountingPoliciesTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
The entire disclosure for all significant accounting policies of the reporting entity. |
|
us-gaap:StatementEquityComponentsAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by component of equity. |
|
us-gaap:StatementOfCashFlowsAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:StatementOfFinancialPositionAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:StatementOfStockholdersEquityAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:StockIssued1 |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The fair value of stock issued in noncash financing activities. |
|
us-gaap:StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Number of shares issued during the period as a result of the conversion of convertible securities. |
|
us-gaap:StockIssuedDuringPeriodSharesIssuedForServices |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Number of shares issued in lieu of cash for services contributed to the entity. Number of shares includes, but is not limited to, shares issued for services contributed by vendors and founders. |
|
us-gaap:StockIssuedDuringPeriodSharesNewIssues |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Number of new stock issued during the period. |
|
us-gaap:StockIssuedDuringPeriodSharesRestrictedStockAwardGross |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Total number of shares issued during the period, including shares forfeited, as a result of Restricted Stock Awards. |
|
us-gaap:StockIssuedDuringPeriodValueConversionOfConvertibleSecurities |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
The gross value of stock issued during the period upon the conversion of convertible securities. |
|
us-gaap:StockIssuedDuringPeriodValueIssuedForServices |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Value of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders. |
|
us-gaap:StockIssuedDuringPeriodValueNewIssues |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering. |
|
us-gaap:StockIssuedDuringPeriodValueRestrictedStockAwardGross |
xbrli:monetaryItemType |
| Duration |
| Credit |
| |
|
Aggregate value of stock related to Restricted Stock Awards issued during the period. |
|
us-gaap:StockholdersEquity |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. |
|
us-gaap:StockholdersEquityAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:StockholdersEquityNoteDisclosureTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. |
|
us-gaap:SubsequentEventsAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:SubsequentEventsTextBlock |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. |
|
us-gaap:SubsidiarySaleOfStockAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by type of sale of the entity's stock. |
|
us-gaap:TaxesPayableCurrent |
xbrli:monetaryItemType |
| Instant |
| Credit |
| |
|
Carrying value as of the balance sheet date of obligations incurred and payable for statutory income, sales, use, payroll, excise, real, property and other taxes. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). |
|
us-gaap:TradeAndOtherAccountsReceivablePolicy |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for accounts receivable. |
|
us-gaap:TypeOfArrangementAxis |
xbrli:stringItemType |
| Duration |
| |
| |
|
Information by collaborative arrangement and arrangement other than collaborative applicable to revenue-generating activity or operations. |
|
us-gaap:UseOfEstimates |
dtr-types:textBlockItemType |
| Duration |
| |
| |
|
Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles. |
|
us-gaap:WarrantMember |
dtr-types:domainItemType |
| Duration |
| |
| |
|
Security that gives the holder the right to purchase shares of stock in accordance with the terms of the instrument, usually upon payment of a specified amount. |
|
us-gaap:WarrantsAndRightsNoteDisclosureAbstract |
xbrli:stringItemType |
| Duration |
| |
| |
|
|
|
us-gaap:WarrantsAndRightsOutstandingMaturityDate |
xbrli:dateItemType |
| Instant |
| |
| |
|
Expiration date of outstanding warrant and right embodying unconditional obligation requiring redemption by transferring asset at specified or determinable date or upon event certain to occur, in YYYY-MM-DD format. |
|
us-gaap:WeightedAverageNumberOfShareOutstandingBasicAndDiluted |
xbrli:sharesItemType |
| Duration |
| |
| |
|
Average number of shares or units issued and outstanding that are used in calculating basic and diluted earnings per share (EPS). |
|
Total Elements |
|
299 |
Total Non-Abstract Elements |
|
223 |
Total Extension Elements |
|
62 |
Percent Extended |
|
20% |
Percent Extended (excluding abstracts) |
|
25% |
Total Facts |
|
445 |
|
(End Elements) |