10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒

 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

or

☐

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File No.: 

000-54624

BOWMO, INC.

(Exact name of registrant as specified in its charter)

Wyoming	26-4144571
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

99 Wall Street, Suite 891, New York City, New York 10005

(Address of principal executive offices)

(212)398-0002

(Registrant’s telephone number, including area code)

Former name, former address and former fiscal year, if changed since last report

Former address: 211 Greenwood Avenue, 2-2, Unit 129, Bethel CT 06801

Former telephone number: (646) 893-1112

Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 and Section 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to files such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

☐	Large accelerated filer	☐	Accelerated filer
☒	Non-accelerated filer	☒	Smaller reporting company
		☐	Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock	BOMO	OTC Markets - Other

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of November 9, 2022, there were 24,709,904,359 shares of Common Stock, par value $0.0001 per shares outstanding.

Table of Contents

PART I
Item 1.	Condensed Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27
Item 4.	Controls and Procedures	27
PART II
Item 1.	Legal Proceedings	28
Item 1A.	Risk Factors	28
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mining Safety Disclosures	28
Item 5.	Other Information	28
Item 6.	Exhibits	28
	Signatures	29

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Condensed Consolidated Balance Sheets as September 30, 2022 (unaudited) and December 31, 2021	2
Condensed Consolidated Statements of Operations for the three months and nine months ended September 30, 2022 and 2021 (unaudited)	3
Condensed Consolidated Statements of Stockholders’ Deficit for the three and nine months ended September 30, 2022 and 2021 (unaudited)	4
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021 (unaudited)	5
Notes to Condensed Consolidated Financial Statements (unaudited)	6

1

Bowmo, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets

	September 30, 2022			December 31, 2021
	(Unaudited)
ASSETS
Cash and cash equivalents	$	95,088		$	385
Accounts receivable		-			37,638
Total Assets	$	95,088		$	38,023
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current Liabilities:
Accounts payable	$	417,253		$	65,853
Accrued expenses		286			286
Accrued interest		753,985			18,602
Accrued officer compensation		1,007,292			556,394
Convertible Notes		362,325			84,681
Put premium on stock settled debt		156,116			-
Derivative liability		-			110,992
Deferred revenue		-			3,108
Loans payable, current portion		257,185			-
Total Current Liabilities		2,954,442			839,916
Loans payable, net of current portion		306,815			40,401
Total Liabilities		3,261,257			880,317
Commitments and Contingencies (Note 13)
STOCKHOLDERS’ DEFICIT:
Series A Preferred stock, 3,500,000 shares authorized, par value $0.01; 3,381,520 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		33,815			-
Series B Preferred stock, 10,000 shares authorized, par value $0.01; 5,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		50			-
Series C Preferred stock, 10,000,000 shares authorized, par value $0.01; 5,000,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		50,000			-
Series D Preferred stock, 125,000 shares authorized, par value $0.0001; 125,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		12			-
Series E Preferred stock to be issued		166,331			-
Series F Preferred stock, 101 shares authorized, par value $0.0001; 101 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		-			-
Series G Preferred stock, 1,000,000 shares authorized, par value $0.0001; 1,000,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		1,000			-
Series AA Preferred stock, 10,000,000 shares authorized, par value $0.0001; 0 and 652,259 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		-			652
Series Super Preferred stock, 10,000,000 shares authorized, par value $0.0001; 0 and 500 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		-			1
Common stock 20,000,000,000 shares authorized, $0.0001 par value;  15,628,974,812 and 18,150,000 shares issued and outstanding, respectively at September 30, 2022 and December 31, 2021		218,358			18,150
Common stock to be issued, 2,550,000 and 0 shares as of September 30, 2022 and December 31, 2021, respectively		26			-
Treasury stock, at cost – 2,917 shares and 0 shares as of September 30, 2022 and December 31, 2021, respectively		(773,500	)		-
Additional paid in capital		2,711,866			3,802,391
Accumulated deficit		(5,574,127	)		(4,663,488	)
Total Stockholders’ Deficit		(3,166,169	)		(842,294	)
Total Liabilities and  Stockholders’ Deficit	$	95,088		$	38,023

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

2

Bowmo, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations

(Unaudited)

	Three Months Ended			Three Months Ended			Nine Months Ended			Nine Months Ended
	September 30, 2022			September 30, 2021			September 30, 2022			September 30, 2021
Revenue	$	-		$	67,400		$	149,848		$	76,400
Cost of revenue		-			178			48,470			178
Gross profit (loss)		-			67,222			101,378			76,222
Operating expenses:
Compensation expense		98,375			102,268			301,660			306,803
Consulting fees		75,000			-			121,667			-
Professional fees		117,119			-			247,837			-
General and administrative		68,820			12,879			123,735			13,927
					-						-
Total operating expenses		359,314			115,147			794,899			320,730
Loss from operations		(359,314	)		(47,925	)		(693,521	)		(244,508	)
Other income (expenses):
Interest expense		(200,269	)		(2,135	)		(243,429	)		(61,082	)
Gain on new methodology for accounting for debt conversion features		-			-			27,856			-
Change in fair value of derivative liability		-			(17,538	)		(1,545	)		(17,470	)
Total other income (expenses)		(200,269	)		(19,673	)		(217,118	)		(78,552	)
Loss before income taxes		(559,583	)		(67,598	)		(910,639	)		(323,060	)
Provision for income taxes		-			-			-			-
Net Loss		(559,583	)		(67,598	)		(910,639	)		(323,060	)
Net loss per common share – basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.02	)
Weighted average common shares – basic and diluted		18,514,334,448			18,150,000			8,488,815,838			18,150,000

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

3

Bowmo Inc. and Subsidiaries

Consolidated Statement of Changes in Stockholders’ Deficit

For the Three and Nine months Ended September 30, 2022

(Unaudited)

	Series AA						Su per						Series A				Series B				Series C				Series D				Series F				Series G				Series E Preferred										Additional
	Preferred Stock						Preferred Stock						Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Stock to be issued				Common Stock				Common Stock		Paid-In			Treasury			Accumulated
	Shares			Amount			Shares			Amount			Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		to be Issued		Capital			Stock			Deficit			Total
Balance December 31, 2021		652,259			652			500			1			-		-		-		-		-		-		-		-		-		-		-		-		-		-		18,150,000		18,150		-		3,802,391			-			(4,663,488	)		(842,294	)
Net loss		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-			-			(64,062	)		(64,062	)
Balance, March 31, 2022		652,259			652			500			1			-		-		-		-		-		-		-		-		-		-		-		-		-		-		18,150,000		18,150		-		3,802,391			-			(4,727,550	)		(906,356	)
Recapitalization at reverse merger - May 4, 2022		(652,259	)		(652	)		(500	)		(1	)		3,381,520		33,815		5,000		50		5,000,000		50,000		125,000		12		101		0		1,000,000		1,000		-		166,331		8,936,864,497		71,400		26		(2,630,899	)		(773,500	)		-			(3,082,418	)
Warrants issued with convertible debt		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		306,220			-			-			306,220
Shares issued for extinguishment of convertible debt		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		6,673,960,315		66,740		-		532,379			-			-			599,119
Net loss		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-			-			( 286,994	)		(286,994	)
Balance, June 30, 2022		-			-			-			-			3,381,520		33,815		5,000		50		5,000,000		50,000		125,000		12		101		0		1,000,000		1,000		-		166,331		15,628,974,812		156,290		26		2,010,091			(773,500	)		(5,014,544	)		(3,370,429	)
Shares issued for extinguishment of convertible debt		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		6,206,841,792		62,068		-		676,812			-			-			738,880
Warrants issued with convertible debt		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		24,963			-			-			24,963
Net loss		-			-			-			-			-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-			-			( 559,583	)		(559,583	)
Balance, September 30, 2022		-			-			-			-			3,381,520		33,815		5,000		50		5,000,000		50,000		125,000		12		101		0		1,000,000		1,000		-		166,331		21,835,816,604		218,358		26		2,711,866			(773,500	)		(5,574,127	)		(3,166,169	)

	Seri es AA				Su per				Series A				Ser ies B				Ser ies C				Serie s D				Series F				Seri es G				Series E Preferred								Additional		Additional
	Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Preferred Stock				Stock to be issued				Common Stock				Paid-In		Paid-In		Treasury		Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Capital		Capital		Stock		Deficit			Total
Balance December 31, 2020		652,259		652		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		18,150,000		18,150		3,802,342		3,802,342		-		(4,397,571	)		(576,427	)
Net loss		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		(137,155	)		(137,155	)
Balance, March 31, 2021		652,259		652		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		18,150,000		18,150		3,802,342		3,802,342		-		(4,534,726	)		(713,582	)
Net loss		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		(118,307	)		(118,307	)
Balance, June 30, 2021		652,259		652		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		18,150,000		18,150		3,802,342		3,802,342		-		(4,653,033	)		(831,889	)
Net loss		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		(67,598	)		(67,598	)
Balance, September 30, 2021		652,259		652		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		18,150,000		18,150		3,802,342		3,802,342		-		(4,720,631	)		(899,487	)

 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

4

Bowmo, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)

	For the Nine Months Ended September 30,
	2022			2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(910,639	)	$	(323,060	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Convertible debt issued for services		123,757			-
Gain on new methodology for accounting for debt conversion features		(27,856	)		-
Expenses incurred on extinguishment of convertible debt and accrued interest		90,246			-
Change in fair value of derivative liability		1,545			17,470
Debt discount amortization		109,236			42,456
Interest expense incurred on put premium on stock settled debt		60,717			-
Changes in Operating Assets and Liabilities:
Accounts receivable		37,638			(28,500	)
Accrued interest		73,485			18,626
Accrued officer compensation		22,565			273,887
Deferred revenue		(3,108	)		-
Net Cash (Used in) provided by Operating Activities		(422,414	)		879
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash acquired in Merger		517			-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loans payable		269,100			-
Proceeds from convertible notes		247,500			-
Net Cash Provided by Financing Activities		516,600			-
Net Increase in Cash		94,703			879
Cash at Beginning of Period		385			111
Cash at End of Period	$	95,088		$	990
Cash paid during the period for:
Interest	$			$	-
Income taxes	$	-		$	-
Supplemental disclosure of non-cash activity:
Common stock issued for extinguishment of debt and accrued interest	$	1,027,729		$	-
Tangible assets acquired in Merger	$	3,082,419		$	-
Equity acquired in Merger, net of cancellation of shares	$	3,063,589		$	-
Debt discount associated with issuance of warrants	$	333,893		$	-
Put premium on stock settled debt extinguishment	$	220,025		$	-
Issuance of Series G Preferred Stock	$	1,000		$	-

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

5

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

NOTE 1 – SUMMARY OF BUSINESS AND BASIS OF PRESENTATION

Reverse Merger and Corporate Restructure

On May 4, 2022, Cruzani, Inc. (“Cruzani” or the “Predecessor”) entered into a merger agreement (the “Merger Agreement”) with Bowmo, Inc. (“Bowmo”) and Bowmo Merger Sub, Inc. to acquire Bowmo. (the “Acquisition”). The transactions contemplated by the Merger Agreement were consummated on May 4, 2022 and, pursuant to the terms of the Merger Agreement, all outstanding shares of Bowmo will be exchanged for shares of Cruzani’s common stock and Bowmo became Cruzani’s wholly owned subsidiary.

The Merger was effected pursuant to the Merger Agreement. The Merger is being accounted for as a reverse merger whereby Bowmo is the acquirer for accounting purposes. Bowmo is considered the acquiring company for accounting purposes as upon completion of the Merger, Bowmo’s former stockholders held a majority of the voting interest of the combined company.

Pursuant to the Merger, the Company issued Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders.

Upon completion of the acquisition, Bowmo is treated as the surviving entity and accounting acquirer although the Company was the legal acquirer. Accordingly, the Company’s historical financial statements are those of Bowmo.

Organization and Business

Bowmo, Inc. (FKA Cruzani, Inc.) (the “Company”) offers recruiting software and services with the use of its AI-driven platform to connect potential candidates to employers. The Company was incorporated as a Delaware corporation in 2016.

Cruzani had been a franchise development company that builds and represents popular franchise concepts, and other related businesses, throughout the United States as well as international markets. The Company was originally formed as a limited liability company on February 5, 1999 under the name The Powerhouse, L.L.C. pursuant to the laws of the State of Oklahoma. On November 9, 2006, Powerhouse Productions, L.L.C. filed Articles of Conversion changing the entity from a limited liability company to a corporation under the name Harcom Productions, Inc. On January 25, 2010, Articles of Merger were filed with the State of Oklahoma merging U.S. Highland, Inc., an Oklahoma corporation into Harcom Productions, Inc. and the name of the corporation was changed to US Highland, Inc. US Highland, Inc. was a recreational power sports Original Equipment Manufacturer (“OEM”), developing motorcycles, quads, single cylinder engines, and v-twin engines under its own brand and for other OEMs. During 2017, Cruzani exited the recreational power sports OEM and leisure activity vehicles markets.

Acquisition Accounting

The fair value of Bowmo assets acquired and liabilities assumed was based upon management’s estimates.

The following table summarizes the allocation of purchase price of the acquisition: 

6

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Tangible Assets Acquired:		Allocation
Cash and cash equivalents			517
Accounts payable			(326,400	)
Accrued interest			(1,197,027	)
Accrued officer compensation			(453,333	)
Convertible Notes			(620,933	)
Put premium on stock settled debt			(230,743	)
Loans payable			(254,500	)
Net Tangible Assets Acquired		$	(3,082,419	)
Equity Acquired:
Series A Preferred stock, 3,500,000 shares authorized, par value $0.01; 3,381,520 shares issued and outstanding			(33,815	)
Series B Preferred stock, 10,000 shares authorized, par value $0.01; 5,000 shares issued and outstanding			(50	)
Series C Preferred stock, 10,000,000 shares authorized, par value $0.01; 5,000,000 shares issued and outstanding			(50,000	)
Series D Preferred stock, 125,000 shares authorized, par value $0.0001; 125,000 shares issued and outstanding			(12	)
Series E Preferred stock to be issued			(166,331	)
Common stock 20,000,000,000 shares authorized, $0.00001 par value; 8,955,014,498 shares issued and outstanding			(89,550	)
Treasury stock, at cost – 2,917 shares			773,500
Additional paid in capital			(2,648,676	)
Consideration:
Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders

Basis of Presentation

The accompanying unaudited interim consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These unaudited consolidated condensed financial statements should be read in conjunction with the audited financial statements and footnotes for the year ended December 31, 2021 included on the Company’s Form 10-K. The results of the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.

In the opinion of management, all adjustments necessary to present fairly the financial position as of September 30, 2022 and the results of operations and cash flows presented herein have been included in the financial statements. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results of operations for the full year.

Principles of Consolidation

The accompanying unaudited interim consolidated condensed financial statements include the accounts of the Company. All financial information has been prepared in conformity with accounting principles generally accepted in the United States of America. All significant intercompany transactions and balances have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

7

Concentrations of Credit Risk

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash.

Accounts receivable

Accounts receivable include amounts due from customers. The amounts as of September 30, 2022 and December 31, 2021 are certain to be collected and no amount has been accrued for doubtful accounts based on specific reviews performed by management.

Deferred Revenue

The Company’s deferred revenue consists of advance customer payments. Deferred revenue results from transactions in which the Company has been paid for services by customers, but for which all revenue recognition criteria have not yet been met. Once all revenue recognition criteria have been met, the deferred revenues are recognized.

Deferred revenue as of September 30, 2022 and December 31, 2021 is summarized as follows:

	September 30, 2022		December 31, 2021
Recruiting as a service		-		3,108
Total deferred revenue	$	-	$	3.108

Revenue Recognition

The Company recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). Revenues are recognized when control is transferred to customers in amounts that reflect the consideration the Company expects to be entitled to receive in exchange for those goods. Revenue recognition is evaluated through the following five steps: (1) identification of the contract, or contracts, with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when or as a performance obligation is satisfied.

The Company generates revenue from the following activities:

Software as a Service (“SaaS”):

The Company offers a subscription to its web-based software (“Application”) that assists employers find potential candidates for open positions. The Application automates the hiring processes with its while providing content, resources, and tools, such as video interviewing and cultural and technical assessments so that the Company’s customers can vet their candidates.

SaaS revenues are recognized over the term of the subscription for access to the Company’s Application. Revenue is recognized monthly over the subscription term. Any payments received prior to the time passing to provide the subscription services are recorded as deferred revenue on the balance sheets.

8

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Recruiting as a Service (“RaaS”):

RaaS allows the Company’s customers to outsource the management of their recruiting process allowing the Company to use the Application to assist its customers hiring needs by strategically gearing the service to reach the customer’s objectives. Revenue from RaaS consists of monthly billing to the customer for services provided.

RaaS revenue is billed to the Company’s customers monthly. Revenues are recognized on a gross basis when each monthly subscription service is completed.

Direct Placement:

The Company generates direct placement revenue by earning one-time fees for each time an employer hires one of the candidates that the Company refers. The Company sources qualified candidate referrals for the employers’ available jobs through the use of the Company’s Application. Upon the employer hiring one or more of the Company’s candidate referrals, the Company earns the direct placement fee, which consists of an amount agreed upon between the Company and its customers. The fee is a percentage of the referred candidates’ first year’s base salary.

Direct placement revenues are recognized on a gross basis on the date of hire of the candidate placed with an employer, as it is more than probable that a significant revenue reversal will not occur. This fee is only charged to the employer. Any payments received prior to the hire date are recorded as deferred revenue on the unaudited condensed balance sheets. Payments for recruitment services are typically due within 30 days of completion of services.

Direct placement revenue is subject to a 90-180 day guarantee that the candidate will not resign or be terminated in that time period. The Company uses historical evidence as well as additional factors to determine and estimate the amount of consideration received that the Company does not expect to be entitled to. For any amounts received for which the Company does not expect to be entitled, it would not recognize revenue when the candidate is hired but would recognize those amounts received as a refund liability. The Company included in the transaction price the estimated amount of variable consideration per the expected value method. A refund liability would be credited for the difference between cash consideration received and variable consideration recognized. The refund liability would be updated at the end of each reporting period for any changes in circumstances. As of September 30, 2022 and December 31, 2021, there was no refund liability on the unaudited condensed balance sheets as historically no direct placement revenue has been refunded to the Company.

Revenue Disaggregation

For the three and nine months ended September 30, 2022 and 2021, revenues can be categorized into the following:

	Three months ended
	September 30, 2022		September 30, 2021
Direct placement	$	-	$	46,100
Recruiting as a Service		-		21,300
Total revenues	$	-	$	67,400

	Nine months ended
	September 30, 2022		September 30, 2021
Direct placement	$	100,750	$	46,100
Recruiting as a Service		49,098		30,300
Total revenues	$	149,848	$	76,400

9

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Cost of Revenues

Cost of revenue consist of employee costs, third party staffing costs, hosting service fees, and other fees, outsourced recruiter fees and commissions.

Concentrations of credit risk

Financial instruments which potentially subject the Company to credit risks consist primarily of cash and cash equivalents, and accounts receivable. Cash and cash equivalents are held in United States financial institutions. At times such amounts may exceed federally insured limits.

As of September 30, 2022, no customers accounted for more than 10% of accounts receivable. As of December 31, 2021, two customers accounted for more than 10% of accounts receivable, at 80% and 19%, for a total of 99%.

During the three months ended September 30, 2022, no customers accounted for more than 10% of revenue. During the three months ended September 30, 2021, three customer accounted for more than 10% of revenue, at 42%, 32% and 26%, for a total of 100%.

During the nine months ended September 30, 2022, four customers accounted for more than 10% of revenue, at 60%, 14%, 14% and 12%, for a total of 100%. During the nine months ended September 30, 2021, four customers accounted for more than 10% of revenue, at 37%, 28%, 23% and 12%, for a total of 100%.

Fair value of financial instruments

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data.

The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company’s derivative liability and warrants are measured at fair value. The Company’s derivative instruments and warrants are valued using Level 3 fair value inputs. The Company does not have any other financial instruments which require re-measurement to fair value. The carrying values of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable represent fair value based upon their short-term nature.

10

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The table below summarizes the fair values of our financial assets and liabilities as of September 30, 2022 and December 31, 2021, respectively:

	Fair Value at September 30,		Fair Value Measurement Using
	2022		Level 1		Level 2		Level 3
Derivative liability	$	-	$	-	$	-	$	-
Warrants	$	328,694	$	-	$	-	$	328,694

	Fair Value at December 31,		Fair Value Measurement Using
	2021		Level 1		Level 2		Level 3
Derivative liability	$	110,992	$	-	$	-	$	110,992
Warrants	$	-	$	-	$	-	$	-

The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows for the nine months ended September 30, 2022 and 2021:

Balance at December 31, 2020	$	93,172
Addition of new derivative liabilities		-
Change in fair value of derivative liability		17,470
Balance at September 30, 2021	$	110,642
Balance at December 31, 2021	$	110,992
Change in fair value of derivative liability		1,545
Transfer to put premium		(112,537	)
Balance at September 30, 2022	$	-

Convertible Notes with Fixed Rate Conversion Options

The Company may enter into convertible notes, some of which contain, predominantly, fixed rate conversion features, whereby the outstanding principal and accrued interest may be converted by the holder, into common shares at a fixed discount to the market price of the common stock at the time of conversion. This results in a fair value of the convertible note being equal to a fixed monetary amount. The Company records the convertible note liability at its fixed monetary amount by measuring and recording a premium, as applicable, on the note date with a charge to interest expense in accordance with ASC 480 - “Distinguishing Liabilities from Equity”.

11

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Income Taxes

The unaudited condensed financial statements have been prepared in conformity with FASB Accounting Standards Codification 740 (“ASC 740”), Income Taxes. In accordance with ASC 740, deferred taxes are provided based on the temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities. Deferred taxes are measured using the enacted tax rates expected to be applied when temporary differences are settled or realized.

The Company did not have any material uncertain tax positions. The Company’s policy is to recognize interest and penalties accrued related to unrecognized benefits as a component of income tax expense (benefit). The Company did not recognize any interest or penalties during the three and nine months ended September 30, 2022 and 2021, nor did it have any interest or penalties accrued as of September 30, 2022 and December 31, 2021.

Equity-based compensation

We account for our stock-based compensation under ASC 718 “Compensation - Stock Compensation” using the fair value based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the shorter of the service period or the vesting period of the stock-based compensation. This guidance establishes standards for the accounting for transactions in which an entity exchanges it equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. Determining the fair value of stock-based compensation at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based compensation represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment.

Earnings (Loss) per Share

Basic net loss per share is calculated using the weighted average number of common shares outstanding during the periods. Diluted earnings per share is calculated by dividing earnings (loss) by the weighted number of common shares outstanding. If there is a loss from operations, diluted EPS is computed in the same manner as basic EPS is computed. Accordingly, the outstanding Series Preferred Stock is considered anti-dilutive at September 30, 2022 and 2021, respectively. The outstanding stock options and warrants are considered anti-dilutive at September 30, 2022 and 2021.

Recently issued accounting pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

NOTE 2 – GOING CONCERN

The accompanying unaudited interim consolidated condensed financial statements have been prepared in conformity with generally accepted accounting principles which contemplate continuation of the Company on a going-concern basis. The going concern basis assumes that assets are realized, and liabilities are extinguished in the ordinary course of business at amounts disclosed in the consolidated financial statements. The Company has incurred recurring losses from operations and has an accumulated deficit of ($5,574,127). The Company’s ability to continue as a going concern depends upon its ability to obtain adequate funding to support its operations through continuing investments of debt and/or equity by qualified investors/creditors, internally generated working capital and monetization of intellectual property assets. These factors raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management is currently pursuing a business strategy which includes raising the necessary funds to finance the Company’s development and marketing efforts.

12

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

NOTE 3 – CASH AND CASH EQUIVALENTS

Cash and cash equivalents includes deposits on account held in escrow by our attorney. As of September 30, 2022 and December 31, 2021, the balances were as follows:

	September 30, 2022		December 31, 2021
Total	$	517	$	-

NOTE 4 – ACCRUED INTEREST

Accrued interest represents interest accrued on our long term indebtedness. A reconciliation of accrued interest at September 30, 2022 follows below:

Balance at December 31, 2021	$	18,602
Add: Accrued interest acquired in Merger		1,197,027
Add: Accrued interest on outstanding indebtedness		73,485
Less: Accrued interest extinguished on conversions of debt		(535,129	)
Accrued interest, September 30, 2022	$	753,985

NOTE 5 – CONVERTIBLE NOTES

On June 15, 2022, the Company issued a $165,000 convertible promissory note (the “Convertible Note”) to Trillium Partners, LP in exchange for $150,000. The Convertible Note bears interest at 12%, per annum. All unpaid principal and accrued interest under the Convertible Note will be due and payable in full one year from issuance. The note converts at $0.0001 per common share and Trillium Partners LP may elect to convert 1,500,000 shares of the Company’s common stock at any time.

The following table summarizes the convertible notes as of September 30, 2022 and December 31, 2021:

Creditor	Date Issued		Interest Rate			Maturity Date		September 30, 2022			December 31, 2021
Travel Data Solutions, Inc.		18-Nov-17		10	%		30-Nov-19	$	100,000		$	-
Travel Data Solutions, Inc.		18-Jan-19		10	%		31-Jan-20		25,000			-
Third Party		07-Jul-20		10	%		07-Jul-21		84,681			84,681
Trillium Partners, LP		1-Apr-22		10	%		31-Mar-23		11,000			-
Trillium Partners, LP		14-Apr-22		10	%		14-Apr-23		11,000			-
Frondeur Partners LLC		01-May-22		10	%		28-Feb-23		25,000			-
Frondeur Partners LLC		01-Jun-22		10	%		31-Mar-23		25,000			-
Trillium Partners, LP		1-Jun-22		10	%		1-Jun-23		7,800			-
Trillium Partners, LP		15-June-22		12	%		15-Jun-23		165,000			-
Trillium Partners, LP		05-Aug-22		12	%		28-Jun-23		110,000
Frondeur Partners LLC		01-Aug-22		10	%		28-Feb-23		50,000			-
Total								$	614,481		$	84,681
Less: debt discount									(252,156	)		-
Convertible notes payable, total									362,325			84,681

13

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

NOTE 6 – LOANS PAYABLE

The loan payable balances are as follows:

	Rate			September 30, 2022		December 31, 2021
Loan 1		1	%	$	27,000	$	-
Loan 2		1	%		3,000		-
Loan 3		8	%		64,000		-
Loan 4		8	%		160,500		-
Loan 5		3.75	%		309,500		40,400
Total				$	564,000	$	40,400

Loans 1 through 4 are past due as of the issuance of these financial statements.

Loan 1) On May 30, 2013 and August 12, 2013, the Company received advances from a director for $2,000 and $25,000, respectively. On August 12, 2013, the Company entered into an unsecured, non-guaranteed, demand loan agreement with the director for $27,000. The loan bears interest at 1% per annum compounded monthly.

Loan 2) On February 27, 2014, and March 19, 2015, the Company received advances from a director of $6,000, and $10,200, respectively. During the year ended December 31, 2015, the Company repaid $13,200. The advances are unsecured, due on demand and bears interest at 1% per annum compounded and calculated monthly.

14

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Loan 3) On September 18, 2014, May 29, 2015, July 3, 2015, December 2, 2015, and January 4, 2016, the Company entered into unsecured, non-guaranteed, loan agreements pursuant to which the Company received proceeds of $35,000, $4,000, $5,000, $22,000, and $45,000, respectively. The loans bear interest at 8% per annum compounded annually and are due 1 year after the date of issuance.

Loan 4) On December 4, 2014, January 29, 2015, August 12, 2015, August 21, 2015, September 1, 2015, September 15, 2015, November 13, 2015, and December 23, 2015, the Company issued unsecured notes payable of $20,000, $20,000, $20,000, $25,000, $40,000, $25,000, $30,000 and $10,000, respectively, to a significant shareholder. The notes bear interest at an annual rate of 8% per annum, are uncollateralized, and due 1 year after the date of issuance.

Loan 5) In February 2022, the Company agreed to the second and third modifications of the Economic Injury Disaster Loan (“EIDL” or “Loan 5”). The EIDL was modified to include additional borrowings of $269,200, which were received in full in February 2022. Periodic monthly payments have increased to $1,506. Additionally, the Company entered into an amended security agreement with the SBA in which this promissory note, and the modifications, is collateralized by certain of the Company’s property as specified within the amended security agreement.

Annual maturities of the loans payable are as follows:

For the year ending	Amount
December 31, 2022 (remainder of year)	$	254,500
December 31, 2023		5,994
December 31, 2024		6,807
December 31, 2025		7,066
December 31, 2026		7,336
Thereafter		282,297
Total payments		564,000

NOTE 7 – PUT PREMIUM ON STOCK SETTLED DEBT

At the end of the quarter ended September 30, 2022, the Company decided to adopt ASC 480- ” Distinguishing Liabilities from Equity.” When the enter into convertible notes, some of which contain, predominantly, fixed rate conversion features, whereby the outstanding principal and accrued interest may be converted by the holder, into common shares at a fixed discount to the market price of the common stock at the time of conversion. This results in a fair value of the convertible note being equal to a fixed monetary amount. The Company records the convertible note liability at its fixed monetary amount by measuring and recording a premium, as applicable, on the note date with a charge to interest expense.

In previous quarters, the Company had recorded such items as derivative liabilities. Thusly, there was a charge to put premium on stock settled debt and a decrease to derivative liability. On a going-forward basis, all put premiums will be charged to interest expense.

The reconciliation of put premium on stock settled debt is as follows

Balance at December 31, 2021	$	-
Add: put premium acquired in Merger		230,743
Add: Gain on new methodology for accounting for debt conversion features		84,683
Add: put premium on new debt issuances		50,006
Less: put premium on convertible debt extinguished		(220,028	)
Balance at September 30, 2022	$	156,116

15

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Put premium on stock settled debt by individual note is as follows:

Creditor	Date Issued		Maturity Date		September 30, 2022		Discount Percentage			Put premium on stock settled debt
Travel Data Solutions, Inc.		18-Nov-17		30-Nov-19	$	100,000		-		$	-
Travel Data Solutions, Inc.		18-Jan-19		31-Jan-20	$	25,000		-			-
Third party		7-Jul-20		7-Jul-21		84,681		50	%		84,681
Trillium Partners, LP		1-Apr-22		31-Mar-23		11,000		0	%		-
Trillium Partners, LP		14-Apr-22		14-Apr-23		11,000		0	%		-
Frondeur Partners LLC		01-May-22		28-Feb-23		25,000		30	%		10,717
Frondeur Partners LLC		01-Jun-22		31-Mar-23		25,000		30	%		10,718
Trillium Partners, LP		14-Apr-22		14-Apr-23		7,800		0	%		-
Trillium Partners, LP		15-Jun-22		15-Jun-23		165,000		0	%		-
Trillium Partners, LP		05-Aug-22		28-Jun-23		110,000		0	%		-
Frondeur Partners LLC		01-Sept-22		31-June-23		50,000		30	%		50,000
Put premium on stock settled debt					$	614,481				$	156,116

NOTE 8 – DERIVATIVE LIABILITIES

The embedded conversion options of the Company’s convertible debentures summarized in Note 5, and its convertible preferred Series E stock. contain conversion features that qualify for embedded derivative classification. The fair value of these liabilities is re-measured at the end of every reporting period and the change in fair value is reported in the statement of operations as a gain or loss on derivative financial instruments. Commencing with the second quarter of 2022, the Company changed its accounting treatment for such securities by recording the derivative feature as a put premium on stock settled debt. See Note 7 above for further discussion.

A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s common stock purchase that are categorized within Level 3 of the fair value hierarchy for the periods ended September 30, 2022 and December 31, 2021 is as follows:

	September 30, 2022		December 31, 2021
Stock price		-	$	0.10
Exercise price		-	$	0.05
Contractual term (in years)		-		0.66
Volatility (annual)		-		83	%
Risk-free rate		-		0.39	%

16

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

NOTE 9 – COMMON STOCK

The Company has been authorized to issue 20,000,000,000 shares of common stock, $0.001 par value. Each share of issued and outstanding common stock shall entitle the holder thereof to fully participate in all shareholder meetings, to cast one vote on each matter with respect to which shareholders have the right to vote, and to share ratably in all dividends and other distributions declared and paid with respect to common stock, as well as in the net assets of the corporation upon liquidation or dissolution.

During the nine months ended September 30, 2022, the Company issued 13,869,610,180  shares of common stock for the extinguishment of convertible debt as follows:

Creditor	Date		Shares Issued		Principal Retired		Accrued Interest		Fees		Total
Livingston Asset Management LLC		7-Mar-22		154,190,143	$	25,000	$	4,085	$	3,295	$	32,380
Livingston Asset Management LLC		7-Mar-22		152,370,190		25,000		3,703		3,295		31,998
Trillium Partners, LP		7-Mar-22		220,029,400		17,000		4,085		3,295		24,380
Livingston Asset Management LLC		17-Mar-22		462,218,243		25,000		3,295		3,295		31,590
Livingston Asset Management LLC		6-May-22		315,275,000		9,500		2,969		3,295		15,764
Livingston Asset Management LLC		6-May-22		392,525,000		12,500		3,831		3,295		19,626
Livingston Asset Management LLC		19-May-22		50,910,200		1,100		396		1,050		2,546
Livingston Asset Management LLC		19-May-22		185,850,000		4,500		1,498		3,295		9,293
Livingston Asset Management LLC		6-Jun-22		376,768,000		18,750		4,329		3,295		26,374
Livingston Asset Management LLC		6-Jun-22		316,566,800		10,000		3,773		2,055		15,828
Livingston Asset Management LLC		10-Jun-22		163,772,200		-		6,134		2,055		8,189
Livingston Asset Management LLC		14-Jun-22		140,214,000		6,250		270		3,295		9,815
Oscalata partners LLC		15-Jun-22		300,727,400		11,000		741		3,295		15,036
Livingston Asset Management LLC		17-Jun-22		467,932,429		25,000		4,460		3,295		32,755
Livingston Asset Management LLC		17-Jun-22		463,470,571		25,000		4,148		3,295		32,443
Livingston Asset Management LLC		22-Jun-22		458,010,714		25,000		3,766		3,295		32,061
Livingston Asset Management LLC		23-Jun-22		453,588,000		25,000		3,456		3,295		31,751
Livingston Asset Management LLC		23-Jun-22		443,529,286		25,000		2,752		3,295		31,047
Livingston Asset Management LLC		27-Jun-22		434,833,714		25,000		2,023		3,415		30,438
Livingston Asset Management LLC		27-Jun-22		413,336,143		25,000		519		3,415		28,934
Livingston Asset Management LLC		28-Jun-22		434,891,429		25,000		2,027		3,415		30,442
Livingston Asset Management LLC		29-Jun-22		432,347,429		25,000		1,849		3,415		30,264
Frondeur Partners, LLC		30-Jun-22		429,412,000		25,000		1,644		3,415		30,059
Frondeur Partners, LLC		6-July-22		423,639,000		25,000		1,452		3,415		29,867
Frondeur Partners, LLC		6-July-22		426,672,143		25,000		1,644		3,415		30,059
Trillium Partners, LP		13-July-22		143,324,850		22,000		3,250		3,415		28,665
Trillium Partners, LP		13-July-22		92,680,867		22,000		2,389		3,415		27,804
Frondeur Partners, LLC		18-July-22		421,975,571		25,000		1,123		3,415		29,538
Frondeur Partners, LLC		18-July-22		419,235,857		25,000		932		3,415		29,347
Frondeur Partners, LLC		18-July-22		416,202,571		25,000		932		3,415		29,347
Oasis Capital, LLC		20-July-22		600,000,000		-		27,000		-		27,000
Trillium Partners, LP		07-Sept-22		766,606,000		-		41,133		1,030		42,163
Trillium Partners, LP		14-Sept-22		947,060,606		-		152,850		3,415		156,265
Trillium Partners, LP		27-Sept-22		1,549,444,424		-		252,243		3,415		255,658
Total				13,869,610,180	$	584,600	$	550,701	$	103,425	$	1,238,726

17

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

NOTE 10 – WARRANTS

In 2022, in connection with the issuance of convertible note with Frondeur Partners, LLC (“Frondeur”) and Trillium Partners, LP, the Company also issued 2,903,500,000 common stock purchase warrants to purchase 2,903,500,000 shares of the Company’s common stock pursuant to the terms therein as a commitment fee.

These warrants have an exercise price per share between $0.0025 - $0.0001 the above and expire between five – seven years. The aggregate fair value of the warrants, which was allocated against the debt proceeds totaled $328,694 based on the Black Scholes Merton pricing model using the following estimates: exercise price ranging from $0.0025 $0.0001, 2.50% - 2.94% risk free rate, 266.74% - 302.19% volatility and expected life of the warrants of 5 to 7 years. The fair value was credited to additional paid in capital and debited to debt discount to be amortized over the term of the loan.

18

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

A summary of the status of the Company’s outstanding stock warrants and changes during the periods is presented below:

	Shares available to purchase with warrants		Weighted Average Price		Weighted Average Remaining life
Outstanding, December 31, 2021		-		$.-	$	-
Issued		2,903,500,000	$	0.0001	$	6.63
Exercised		-	$	-	$	-
Forfeited		-	$	-	$	-
Expired		-	$	-	$	-
Outstanding, September 30, 2022		2,903,500,000	$	0.0001	$	6.63
Exercisable, September 30, 2022		2,853,500,000	$	0.0001	$	6.66

The Company uses Level 3 inputs for its valuation methodology for its conversion option liabilities as their fair values were determined by using the Binomial option pricing model based on various assumptions. The model incorporates the price of a share of the Company’s common stock (as quoted on the Over the Counter Bulletin Board), volatility, risk free rate, dividend rate and estimated life. Significant changes in any of these inputs in isolation would result in a significant change in the fair value measurement. As, required, these are classified based on the lowest level of input that is significant to the fair value measurement. The following table shows the assumptions used in the calculations:

Range of Exercise Prices			Number Outstanding September 30, 2022	Weighted Average Remaining Contractual Life		Weighted Average Exercise Price
	$	0.0001-0.0025	2,903,500,000	6.63 years	$	0.0001

NOTE 11 – PREFERRED STOCK

Series AA and Super Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock at the conversion rate of one share of common stock for one share of Preferred Stock.

 As of September 30, 2022, and December 31, 2021, there are 0 and 652,759 shares of Series AA and Super preferred stock outstanding, respectively.

Series A Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of ten shares of common stock for one share of Series A Preferred Stock. Each share is entitled to 10 votes, voting with the common stock as a single class, has liquidation rights of $2.00 per share and is not entitled to receive dividends.

As of September 30, 2022, and December 31, 2021, there are 3,381,520 and 0 shares of Series A preferred stock outstanding, respectively.

19

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

Series B Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of 4,000 shares of common stock for one share of Series B Preferred Stock. Each share is entitled to 4,000 votes, voting with the common stock as a single class, has liquidation rights of $0.01 per share and is not entitled to receive dividends. As of September 30, 2022, and December 31, 2021, there are 5,000 and 0 shares of Series B preferred stock outstanding, respectively.

Series C Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of 400 shares of common stock for one share of Series C Preferred Stock. Each share is entitled to 400 votes, voting with the common stock as a single class, has liquidation rights of $0.01 per share and is entitled to receive four hundred times the dividends declared and paid with respect to each share of Common Stock.

As of September 30, 2022, and December 31, 2021, there are 5,000,000 and 0 shares of Series C preferred stock outstanding, respectively.

Series D Convertible Preferred Stock, has a par value of $0.0001, may be converted at a ratio of the Stated Value plus dividends accrued but unpaid divided by the fixed conversion price of $0.0015, which conversion price is subject to adjustment. Series D is non-voting, has liquidation rights to be paid in cash, before any payment to common or junior stock, 140% of the Stated Value ($2.00) per share plus any dividends accrued but unpaid thereon and is entitled to 8% cumulative dividends. As of September 30, 2022, and December 31, 2021, there are 125,000 and 0 shares of Series D preferred stock outstanding, respectively.

Series E Convertible Preferred Stock, has a par value of $0.001, and a stated value of $1.00 per share, subject to adjustment. The shares of Series E Convertible Preferred Stock can convert at a conversion price that is equal to the amount that is 61% of the lowest trading price of the Company’s common stock during the 20 trading days immediately preceding such conversion. The shares of Series E Convertible Preferred Stock are subject to redemption by the Company at its option from the date of issuance until the date that is 180 days therefrom, subject to premium that ranges from 120% to 145%, increasing by 5% during each 30-day period following issuance. Series E carries a 12% cumulative dividend, which will increase to 22% upon an event of default, is non-voting, and has liquidation rights to be paid in cash, before any payment to common or junior stock.

Series F Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock at the current conversion rate of 93,761,718 shares of common stock for one share of Series F Preferred Stock. Each share is entitled to 93,761,718 votes, voting with the common stock as a single class, has no liquidation rights and is not entitled to receive dividends. As of September 30, 2022 and December 31, 2021, there are 101 and 0 shares of Series F preferred stock issued.

Series G Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock for a period ending 18 months following issuance at the conversion rate that will result, in the aggregate, in the holders of Series G Preferred Stock receiving that number of shares of Common Stock which equals Seventy Eight Percent (78%) of the total issued and outstanding shares of commons stock of the company on a fully diluted basis. The Series G Preferred Stock shall vote with the common stock as a single class, has liquidation rights of $0.001 per share and is entitled to receive an annal dividend of 6% of the Stated Value (the “Divided Rate”), which shall be cumulative, payable solely upon redemption, liquidation, or conversion. There are 1,000,000 and 0 shares of Series G preferred stock issued as of September 30, 2022 and December 31, 2021, respectively.

NOTE 12 – RELATED PARTY TRANSACTIONS

For the three months ended September 30, 2022 and 2021, expenses of $0 and $0 were incurred for recruitment services by an entity owned by Michael Neece, Chief Marketing Officer.

20

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

For the nine months ended September 30, 2022 and 2021, expenses of $40,875 and $0 were incurred for recruitment services by an entity owned by Michael Neece, Chief Marketing Officer.

Through September 30, 2022, the Company owed Eddie Aizman and Michael Lakshin compensation based on their employee agreements. The agreements provide for a salary of $200,000 and 180,000 per year, respectively. As of September 30, 2022, $440,684 has been credited to accrued compensation.

On July 8, 2019, the Company executed an employment agreement with Conrad Huss. The agreement provides for a salary of $10,000 per month. As of September 30, 2022, $502,000 has been credited to accrued compensation.

NOTE 13 – COMMITMENTS AND CONTINGENCIES

Potential Acquisitions

In 2021, the Company signed two letters of intent to acquire substantially all the assets of Talent Coefficient, LLC and to acquire the business and assume the liabilities of Interview Mastery, Inc. As of September 30, 2022, the consideration for these acquisitions has not been determined and these acquisitions have not been completed.

COVID-19 pandemic contingencies

The spread of the COVID-19 outbreak in the United States has resulted in economic uncertainties which may negatively impact the Company’s business operations. While the disruption is expected to be temporary, there is uncertainty surrounding the duration and extent of the impact. The impact of the coronavirus outbreak on the unaudited condensed financial statements cannot be reasonably estimated at this time.

Adverse events such as health-related concerns about working in our offices, the inability to travel and other matters affecting the general work environment could harm our business and our business strategy. While we do not anticipate any material impact to our business operations as a result of the coronavirus, in the event of a major disruption caused by the outbreak of pandemic diseases such as coronavirus, we may lose the services of our employees or experience system interruptions, which could lead to diminishment of our business operations. Any of the foregoing could harm our business and delay the implementation of our business strategy and we cannot anticipate all the ways in which the current global health crisis and financial market conditions could adversely impact our business.

Management is actively monitoring the global situation on its financial condition, liquidity, operations, industry, and workforce.

Legal

During the normal course of business, the Company may be exposed to litigation. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with FASB ASC 450-20-50, Contingencies. The Company evaluates its exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome. If the Company determines that an unfavorable outcome is probable and can be reasonably estimated, it establishes the necessary accruals.

On February 13, 2017, Baum Glass & Jayne PLLC (“Plaintiff”) obtained a default judgment against the Company in the amount of $27,083.74. Plaintiff has not attempted enforced collection. The amount was included in accounts payable as of September 30, 2022 and December 31, 2021.

A contingency arises when there is a situation for which the outcome is uncertain, and which should be resolved in the future, Generally Accepted Accounting Principles require recognition of only those losses that are probable and for which a loss amount can be reasonably estimated.

21

Bowmo, Inc. and Subsidiaries

Notes to Unaudited Consolidated Condensed Financial Statements

September 30, 2022

The following details the nature of the contingency with Oasis Capital LLC (“Oasis”). In the normal course of its business, Oasis files notices to convert (“conversion notices”) a portion of its outstanding ownership of the Company’s indebtedness into shares of common stock. As a customary procedure for the annual audit for the period ended December 31, 2021, the Company’s auditors confirmed its outstanding balance of the indebtedness and related accrued interest. During the quarter ended March 31, 2022, Oasis submitted one such conversion which stated that the outstanding indebtedness was far greater than that which was on the Company’s books. The total amount of the increased indebtedness was approximately $1.6 million. After investigation, the Company determined that the difference related to liquidated damages that the Company does not believe that it owes.

Since the Company believes that the loss is not probable and no litigation has been pursued at this time, there has been no recognition of this liability on the books and records of the Company.

NOTE 14 – IMPACT OF CLIMATE CHANGE

The Financial Stability Board created the Task Force on Climate-related Financial Disclosures (TCFD) to improve and increase reporting of climate-related financial information. The TCFD requires that the impact of climate change upon risk assessment, capital allocation and strategic planning be discussed.

At this time, the impact cannot be determined.

NOTE 15 – SUBSEQUENT EVENTS

From October 1, 2022 through November 9, 2022, the Company has issued 2,869,087,755 shares of the Company’s common stock upon the conversion of $593,874 of notes payable and accrued interest.

On October 19, 2022, the Company borrowed $275,000 from Trillium Partners, LP, which includes an original issue discount of $25,000. This note is convertible into shares of the Company’s common stock at a conversion price of $.0001.

Through November 1, 2022, the  Company issued $75,000 in notes for consulting services.

The Company also was loaned $11,000 in order to pay its auditors.

Subsequent to September 30, 2022, upon issuance of convertible notes, the Company granted Trillium Partners, LP 2,550,000,000 warrants to purchase 2,550,000,000 shares of the Company’s common stock, and granted Frondeur Partners, LLC 112,500,000 warrants to purchase 112,500,000 shares of the Company’s common stock

22

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Forward Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements. For this purpose, any statements contained in this Report that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking information includes statements relating to future actions, prospective products, future performance or results of current or anticipated products, sales and marketing efforts, costs and expenses, interest rates, outcome of contingencies, financial condition, results of operations, liquidity, business strategies, cost savings, objectives of management, and other matters. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “will,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “continue” and similar expressions or the negative of these similar terms. The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking information to encourage companies to provide prospective information about themselves without fear of litigation so long as that information is identified as forward-looking and is accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in the information.

These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that we cannot predict. In evaluating these forward-looking statements, you should consider various factors, including the following: (a) those risks and uncertainties related to general economic conditions, (b) whether we are able to manage our planned growth efficiently and operate profitable operations, (c) whether we are able to generate sufficient revenues or obtain financing to sustain and grow our operations, (d) whether we are able to successfully fulfill our primary requirements for cash, which are explained below under “Liquidity and Capital Resources”. We assume no obligation to update forward-looking statements, except as otherwise required under the applicable federal securities laws. Unless stated otherwise, terms such as the “Company,” “Bowmo,” “we,” “us,” “our,” and similar terms shall refer to Bowmo, Inc., a Nevada corporation, and its subsidiaries.

Results of Operations

Three Months Ended September 30, 2022 Compared to the Three Months Ended September 30, 2021

Revenues

Revenues for the three months ended September 30, 2022 totaled $0, a decrease of $67,000 or 100% compared to $67,000 of revenues for the three months ended September 30, 2021. This was primarily a result of decreased operations for the three months ended September 30, 2022.

Cost of Revenues

Cost of revenues for the three months ended September 30, 2022 totaled $0, an decrease of $178 or 100% compared to $178 cost of revenues for the three months ended September 30, 2021. This was primarily a result of no revenue recognized in the current period .

Compensation Expense

Compensation expense for the three months ended September 30, 2022 and September 30, 2021 was $98,000 and $102,000, respectively, and consists entirely of compensation paid to officers..

Consulting Fees

Consulting fees for the three months ended September 30, 2022 was $75,000, an increase of $75,000 or 100% from $0 through the three months ended September 30, 2021. The increase is due to the consulting contract acquired in the Merger on May 4, 2022 with a fee of $25,000 per month, payable in a note, the consultant shall provide accounting and financial statement services, evaluate business acquisition opportunities and help in securing financing.

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General and administrative expenses

General and administrative expenses for the three months ended September 30, 2022 were $69,000 compared to $13,000 for the three months ended September 30, 2021. The increase was primarily due to payments for investor relations along with increase in development expenses .

Professional fees

Professional fees for the three months ended September 30, 2022 were $117,000, an increase of $117,000 or 100% compared to $0 for the three months ended September 30, 2021. The increase in expenses were due to greater legal and accounting expenses and expenses associated with the extinguishment of debt.

Other Income (Expense)

Total other expense for the three months ended September 30, 2022 were $200,000, an increase of $180,000 or 728% compared to $20,000 of expense for the three months ended September 30, 2021. The increase is a result of the increase in interest expense by $170,000.

Net Loss

The Company had a net loss of $560,000 for the three months ended September 30, 2022, as compared to a net loss of $68,000 for the three months ended September 30, 2021. The increase in net loss is a result of the explanations above.

Nine months Ended September 30, 2022 Compared to the Nine months Ended September 30, 2021

Revenues

Revenues for the nine months ended September 30, 2022 totaled $150,000, an increase of $73,000 or 96% compared to $76,000 of revenues for the nine months ended September 30, 2021. This was primarily a result of increased operations for the three months ended September 30, 2022.

Cost of Revenues

Cost of revenues for the nine months ended September 30, 2022 totaled $48,000, an increase of $48,000 or 27,130% compared to $178 cost of revenues for the nine months ended September 30, 2021. This was primarily a result of increased revenue activities, resulting in increased costs for the three months ended September 30, 2022.

Compensation Expense

Compensation expense for the nine months ended September 30, 2022 and September 30, 2021 was $302,000 and $307,000, respectively, and consists entirely of compensation paid to officers..

Consulting Fees

Consulting fees for the three months ended September 30, 2022 was $122,000, an increase of $122,000 or 100% from $0 through the nine months ended September 30, 2021. The increase is due to the consulting contract acquired in the Merger on May 4, 2022 with a fee of $25,000 per month, payable in a note, the consultant shall provide accounting and financial statement services, evaluate business acquisition opportunities and help in securing financing.

24

General and administrative expenses

General and administrative expenses for the nine months ended September 30, 2022 were $124,000 compared to $14,000 for the nine months ended September 30, 2021. The increase was primarily due to payments for investor relations and an increase development expenses.

Professional fees

Professional fees for the nine months ended September 30, 2022 were $248,000, an increase of $248,000 or 100% compared to $0 for the nine months ended September 30, 2021. The increase in expenses were due to greater legal expenses and expenses associated with the extinguishment of debt.

Other Income (Expense)

Total other expense for the nine months ended September 30, 2022 were $217,000 an increase of $138,000 or 176% compared to $79,000 of expense for the three months ended September 30, 2021. The increase is a result of the increase in interest expense, offset by the gain on new methodology for accounting for debt conversion features.

Net Loss

The Company had a net loss of $911,000 for the three months ended September 30, 2022, as compared to a net loss of $323,000 for the three months ended September 30, 2021. The increase in net loss is a result of the explanations above.

Liquidity and Capital Resources

Through September 30, 2022, we used $422,000 in operating activities compared to $879 by in the third quarter of 2021. Cash used for the nine months in 2022 is primarily caused by a net loss of $911,000, gain on new methodology for accounting for debt conversion features of $28,000, offset by Expenses incurred on extinguishment of convertible debt and accrued interest of 90,000, debt discount amortization of $109,000, and working capital items of $131,000.

Through September 30, 2022, we generated $516,000 through financing activities compared to $0 in the second quarter of 2021. The increase in funds was due greater funds from financings as the Company evaluates its operating options.

The Company currently owes $564,000 on notes payable, four of which are in default, and $614,000 for outstanding convertible notes. The majority of the convertible notes payable are in default.

Quarterly Developments

None.

Significant Developments

Acquisition of Bowmo, Inc.

On May 4, 2022, the Company entered into a merger agreement (the “Merger Agreement”) with Bowmo and Bowmo Merger Sub, Inc. to acquire Bowmo (the “Acquisition”). The transactions contemplated by the Merger Agreement were consummated on May 4, 2022 and, pursuant to the terms of the Merger Agreement, all outstanding shares of Bowmo will be exchanged for shares of the Company’s common stock and Bowmo became the Company’s wholly owned subsidiary.

25

The Merger was effected pursuant to the Merger Agreement. The Merger is being accounted for as a reverse merger whereby Bowmo is the acquirer for accounting purposes. Bowmo is considered the acquiring company for accounting purposes as upon completion of the Merger, Bowmo’s former stockholders held a majority of the voting interest of the combined company.

Pursuant to the Merger, the Company issued Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders.

Going Concern

The accompanying unaudited interim consolidated condensed financial statements have been prepared in conformity with generally accepted accounting principles which contemplate continuation of the Company on a going-concern basis. The going concern basis assumes that assets are realized, and liabilities are extinguished in the ordinary course of business at amounts disclosed in the consolidated financial statements. The Company has incurred recurring losses from operations and has an accumulated deficit of $(5,574,127). The Company’s ability to continue as a going concern depends upon its ability to obtain adequate funding to support its operations through continuing investments of debt and/or equity by qualified investors/creditors, internally generated working capital and monetization of intellectual property assets. These factors raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management is currently pursuing a business strategy which includes raising the necessary funds to finance the Company’s development and marketing efforts.

Critical Accounting Estimates and Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Note 1 to the Financial Statements describes the significant accounting policies and methods used in the preparation of the Financial Statements. Estimates are used for, but not limited to, contingencies and taxes. Actual results could differ materially from those estimates. The following critical accounting policies are impacted significantly by judgments, assumptions, and estimates used in the preparation of the Financial Statements.

We are subject to various loss contingencies arising in the ordinary course of business. We consider the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as our ability to reasonably estimate the amount of loss in determining loss contingencies. An estimated loss contingency is accrued when management concludes that it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. We regularly evaluate current information available to us to determine whether such accruals should be adjusted.

We recognize deferred tax assets (future tax benefits) and liabilities for the expected future tax consequences of temporary differences between the book carrying amounts and the tax basis of assets and liabilities. The deferred tax assets and liabilities represent the expected future tax return consequences of those differences, which are expected to be either deductible or taxable when the assets and liabilities are recovered or settled. Future tax benefits have been fully offset by a 100% valuation allowance as management is unable to determine that it is more likely than not that this deferred tax asset will be realized.

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

26

Off Balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable to smaller reporting companies.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to be effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, they concluded that our disclosure controls and procedures were not effective for the quarterly period ended September 30, 2022.

The following aspects of the Company were noted as potential material weaknesses:

1. We do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act which is applicable to us for the period ended September 30, 2022. Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

2. We do not have sufficient resources in our accounting function, which restricts the Company’s ability to gather, analyze and properly review information related to financial reporting in a timely manner. As a result, as of the date of filing, we have not completed our ASC 606 implementation process and, thus, cannot disclose the quantitative impact of adoption on our financial statements. In addition, due to our size and nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by separate individuals. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

3. We have inadequate controls to ensure that information necessary to properly record transactions is adequately communicated on a timely basis from non-financial personnel to those responsible for financial reporting. Management evaluated the impact of the lack of timely communication between non–financial personnel and financial personnel on our assessment of our reporting controls and procedures and has concluded that the control deficiency represented a material weakness.

4. Certain control procedures were unable to be verified due to performance not being sufficiently documented. As an example, some procedures requiring review of certain reports could not be verified due to there being no written documentation of such review. Management evaluated the impact of its failure to maintain proper documentation of the review process on its assessment of its reporting controls and procedures and has concluded deficiencies represented a material weakness.

In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute assurance of achieving the desired objectives. Also, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.

Changes in Internal Controls

Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that no change occurred in the Company’s internal controls over financial reporting during the quarter ended September 30, 2022, that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.

27

PART II – OTHER INFORMATION

Item. 1. Legal Proceedings.

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

On February 13, 2017, Baum Glass & Jayne PLLC (“Plaintiff”) obtained a default judgment against the Company in the amount of $27,083.74. Plaintiff has not attempted enforced collection. The amount was included in accounts payable as of September 30, 2022 and December 31, 2021. The management is having discussions with respect to the timing and structure of the settlement.

On September 21, 2018, Pro Drive Outboards, LLC (“Pro-Drive”) filed a lawsuit against the Company, in which Pro-Drive alleges that the Company breached a contract that Pro-Drive entered into with the Company. Pro-Drive is seeking damages in excess of $500,000. The Company has filed an answer, including the defenses of defective service of process and statute of limitations and a motion to dismiss. The judge granted a motion to dismiss, and the plaintiff’s deadline to appeal has passed, thus concluding the matter.

Item 1A. Risk Factors.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

September 30, 2022 See Note Nine above for all unregistered sales of equity during the three and nine months ended September 30, 2022.

Recipient of shares	Date	Shares
20

Item 3. Defaults Upon Senior Securities.

None

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

Exhibit	Description
31	Section 302 Certification of Principal Executive Officer and Financial Officer*
32	Section 906 Certification of Principal Executive Officer and Financial Officer*
101.INS	Inline XBRL Instance Document.
101.SCH	Inline XBRL Taxonomy Extension Schema Document.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* filed herewith

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SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BOWMO, INC.
Date: November 18, 2022	By:	Michael Lakshin
	Name:	Michael Lakshin
	Title:	President and Chairman of the Board
		(Principal Executive, Financial, and Accounting Officer)

29

EX-31

Exhibit 31

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002

I, Michael Lakshin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Bowmo, Inc. (the “registrant”) for the quarter ended September 30, 2022;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated:  November 18, 2022

/s/ Michael Lakshin

Michael Lakshin

President and Chairman of the Board

(Principal Executive, Financial and Accounting Officer)

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Michael Lakshin, President and Chairman of the Board of Bowmo, Inc. (the “Company”) certifies, under the standards set forth and solely for the purposes of 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of our knowledge, the Annual Report on Form 10-Q of the Company for the quarter ended September 30, 2022 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in that Form 10-Q fairly presents, in all material respects, the financial condition and  results  of operations of the Company.

Dated:  November 18, 2022

/s/ Michael Lakshin

Michael Lakshin

President and Chairman of the Board

(Principal Executive, Financial, and Accounting Officer)

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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Cover Page - shares	9 Months Ended
	Sep. 30, 2022	Nov. 09, 2022
Document Information [Line Items]
Entity Registrant Name	BOWMO, INC.
Trading Symbol	BOMO
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		24,709,904,359
Amendment Flag	false
Entity Central Index Key	0001381871
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-54624
Entity Incorporation, State or Country Code	WY
Entity Tax Identification Number	26-4144571
Entity Address, Address Line One	99 Wall Street
Entity Address, Address Line Two	Suite 891
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10005
City Area Code	212
Local Phone Number	398-0002
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common stock
Security Exchange Name	NYSEAMER

XML

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2022	Dec. 31, 2021
ASSETS
Cash and cash equivalents	$ 95,088	$ 385
Accounts receivable	0	37,638
Total Assets	95,088	38,023
Current Liabilities:
Accounts payable	417,253	65,853
Accrued expenses	286	286
Accrued interest	753,985	18,602
Accrued officer compensation	1,007,292	556,394
Convertible Notes	362,325	84,681
Put premium on stock settled debt	156,116	0
Derivative liability	0	110,992
Deferred revenue	0	3,108
Loans payable, current portion	257,185	0
Total Current Liabilities	2,954,442	839,916
Loans payable, net of current portion	306,815	40,401
Total Liabilities	3,261,257	880,317
Commitments and Contingencies (Note 13)
STOCKHOLDERS' DEFICIT:
Series A Preferred stock, 3,500,000 shares authorized, par value $0.01; 3,381,520 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	33,815	0
Series B Preferred stock, 10,000 shares authorized, par value $0.01; 5,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	50	0
Series C Preferred stock, 10,000,000 shares authorized, par value $0.01; 5,000,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	50,000	0
Series D Preferred stock, 125,000 shares authorized, par value $0.0001; 125,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	12	0
Series E Preferred stock to be issued	166,331	0
Series F Preferred stock, 101 shares authorized, par value $0.0001; 101 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	0	0
Series G Preferred stock, 1,000,000 shares authorized, par value $0.0001; 1,000,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	1,000	0
Series AA Preferred stock, 10,000,000 shares authorized, par value $0.0001; 0 and 652,259 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	0	652
Series Super Preferred stock, 10,000,000 shares authorized, par value $0.0001; 0 and 500 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	0	1
Common stock 20,000,000,000 shares authorized, $0.0001 par value; 15,628,974,812 and 18,150,000 shares issued and outstanding, respectively at September 30, 2022 and December 31, 2021	218,358	18,150
Common stock to be issued, 2,550,000 and 0 shares as of September 30, 2022 and December 31, 2021, respectively	26	0
Treasury stock, at cost – 2,917 shares and 0 shares as of September 30, 2022 and December 31, 2021, respectively	(773,500)	0
Additional paid in capital	2,711,866	3,802,391
Accumulated deficit	(5,574,127)	(4,663,488)
Total Stockholders' Deficit	(3,166,169)	(842,294)
Total Liabilities and Stockholders' Deficit	$ 95,088	$ 38,023

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Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	20,000,000,000	20,000,000,000
Common stock, shares issued	15,628,974,812	18,150,000
Common stock, shares outstanding	15,628,974,812	18,150,000
Common stock to be issued	2,550,000	0
Treasury stock, shares	2,917	0
Series A Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	3,500,000	3,500,000
Preferred stock, shares issued	3,381,520	0
Preferred stock, shares outstanding	3,381,520	0
Series B Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000	10,000
Preferred stock, shares issued	5,000	0
Preferred stock, shares outstanding	5,000	0
Series C Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	5,000,000	0
Preferred stock, shares outstanding	5,000,000	0
Series D Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	125,000	125,000
Preferred stock, shares issued	125,000	0
Preferred stock, shares outstanding	125,000	0
Series F Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	101	101
Preferred stock, shares issued	101	0
Preferred stock, shares outstanding	101	0
Series G Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	1,000,000	0
Preferred stock, shares outstanding	1,000,000	0
Series AA Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	652,259
Preferred stock, shares outstanding	0	652,259
Series Super Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	500
Preferred stock, shares outstanding	0	500

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Condensed Consolidated Statement of Operations - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Revenues	$ 0	$ 67,400	$ 149,848	$ 76,400
Cost of revenue	0	178	48,470	178
Gross profit (loss)	0	67,222	101,378	76,222
Operating expenses:
Compensation expense	98,375	102,268	301,660	306,803
Consulting fees	75,000	0	121,667	0
Professional fees	117,119	0	247,837	0
General and administrative	68,820	12,879	123,735	13,927
Total operating expenses	359,314	115,147	794,899	320,730
Loss from operations	(359,314)	(47,925)	(693,521)	(244,508)
Other income (expenses):
Interest expense	(200,269)	(2,135)	(243,429)	(61,082)
Gain on new methodology for accounting for debt conversion features	0	0	27,856	0
Change in fair value of derivative liability	0	(17,538)	(1,545)	(17,470)
Total other income (expenses)	(200,269)	(19,673)	(217,118)	(78,552)
Loss before income taxes	(559,583)	(67,598)	(910,639)	(323,060)
Provision for income taxes	0	0	0	0
Net Loss	$ (559,583)	$ (67,598)	$ (910,639)	$ (323,060)
Net loss per common share – basic	$ 0	$ 0	$ 0	$ (0.02)
Net loss per common share – diluted	$ 0	$ 0	$ 0	$ (0.02)
Weighted average common shares – basic	18,514,334,448	18,150,000	8,488,815,838	18,150,000
Weighted average common shares – diluted	18,514,334,448	18,150,000	8,488,815,838	18,150,000

XML

Consolidated Statement of Changes in Stockholders' Deficit - USD ($)	Total	Common Stock	Common Stock to be Issued	Additional Paid-In Capital	Treasury Stock	Accumulated Deficit	Series AA Preferred Stock	Super Preferred Preferred Stock	Series A Preferred Stock	Series B Preferred Stock	Series C Preferred Stock	Series D Preferred Stock	Series F Preferred Stock	Series G Preferred Stock	Series E Preferred Stock
Balance at Dec. 31, 2020	$ (576,427)	$ 18,150		$ 3,802,342		$ (4,397,571)	$ 652
Balance (in Shares) at Dec. 31, 2020		18,150,000					652,259
Net loss	(137,155)					(137,155)
Balance at Mar. 31, 2021	(713,582)	$ 18,150		3,802,342		(4,534,726)	$ 652
Balance (in Shares) at Mar. 31, 2021		18,150,000					652,259
Net loss	(118,307)					(118,307)
Balance at Jun. 30, 2021	(831,889)	$ 18,150		3,802,342		(4,653,033)	$ 652
Balance (in Shares) at Jun. 30, 2021		18,150,000					652,259
Net loss	(67,598)					(67,598)
Balance at Sep. 30, 2021	(899,487)	$ 18,150		3,802,342		(4,720,631)	$ 652
Balance (in Shares) at Sep. 30, 2021		18,150,000					652,259
Balance at Dec. 31, 2021	(842,294)	$ 18,150		3,802,391		(4,663,488)	$ 652	$ 1
Balance (in Shares) at Dec. 31, 2021		18,150,000					652,259	500
Net loss	(64,062)					(64,062)
Balance at Mar. 31, 2022	(906,356)	$ 18,150		3,802,391		(4,727,550)	$ 652	$ 1
Balance (in Shares) at Mar. 31, 2022		18,150,000					652,259	500
Recapitalization at reverse merger	(3,082,418)	$ 71,400	$ 26	(2,630,899)	$ (773,500)		$ (652)	$ (1)	$ 33,815	$ 50	$ 50,000	$ 12	$ 0	$ 1,000	$ 166,331
Recapitalization at reverse merger (in Shares)		8,936,864,497					(652,259)	(500)	3,381,520	5,000	5,000,000	125,000	101	1,000,000
Warrants issued with convertible debt	306,220			306,220
Shares issued for extinguishment of convertible debt	599,119	$ 66,740		532,379
Shares issued for extinguishment of convertible debt (in Shares)		6,673,960,315
Net loss	(286,994)				0	(286,994)
Balance at Jun. 30, 2022	(3,370,429)	$ 156,290	26	2,010,091	(773,500)	(5,014,544)			$ 33,815	$ 50	$ 50,000	$ 12	$ 0	$ 1,000	166,331
Balance (in Shares) at Jun. 30, 2022		15,628,974,812							3,381,520	5,000	5,000,000	125,000	101	1,000,000
Warrants issued with convertible debt	24,963			24,963
Shares issued for extinguishment of convertible debt	738,880	$ 62,068		676,812
Shares issued for extinguishment of convertible debt (in Shares)		6,206,841,792
Net loss	(559,583)				0	(559,583)
Balance at Sep. 30, 2022	$ (3,166,169)	$ 218,358	$ 26	$ 2,711,866	$ (773,500)	$ (5,574,127)			$ 33,815	$ 50	$ 50,000	$ 12	$ 0	$ 1,000	$ 166,331
Balance (in Shares) at Sep. 30, 2022		21,835,816,604							3,381,520	5,000	5,000,000	125,000	101	1,000,000

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Condensed Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (910,639)	$ (323,060)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Convertible debt issued for services	123,757
Gain on new methodology for accounting for debt conversion features	(27,856)
Expenses incurred on extinguishment of convertible debt and accrued interest	90,246
Change in fair value of derivative liability	1,545	17,470
Debt discount amortization	109,236	42,456
Interest expense incurred on put premium on stock settled debt	60,717
Changes in Operating Assets and Liabilities:
Accounts receivable	37,638	(28,500)
Accrued interest	73,485	18,626
Accrued officer compensation	22,565	273,887
Deferred revenue	(3,108)
Net Cash (Used in) provided by Operating Activities	(422,414)	879
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash acquired in Merger	517
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from loans payable	269,100
Proceeds from convertible notes	247,500
Net Cash Provided by Financing Activities	516,600
Net Increase in Cash	94,703	879
Cash at Beginning of Period	385	111
Cash at End of Period	95,088	$ 990
Cash paid during the period for:
Interest
Income taxes
Supplemental disclosure of non-cash activity:
Common stock issued for extinguishment of debt and accrued interest	1,027,729
Tangible assets acquired in Merger	3,082,419
Equity acquired in Merger, net of cancellation of shares	3,063,589
Debt discount associated with issuance of warrants	333,893
Put premium on stock settled debt extinguishment	220,025
Issuance of Series G Preferred Stock	$ 1,000

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Summary of Business and Basis of Presentation

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Summary of Business and Basis of Presentation

NOTE 1 – SUMMARY OF BUSINESS AND BASIS OF PRESENTATION

Reverse Merger and Corporate Restructure

On May 4, 2022, Cruzani, Inc. (“Cruzani” or the “Predecessor”) entered into a merger agreement (the “Merger Agreement”) with Bowmo, Inc. (“Bowmo”) and Bowmo Merger Sub, Inc. to acquire Bowmo. (the “Acquisition”). The transactions contemplated by the Merger Agreement were consummated on May 4, 2022 and, pursuant to the terms of the Merger Agreement, all outstanding shares of Bowmo will be exchanged for shares of Cruzani’s common stock and Bowmo became Cruzani’s wholly owned subsidiary.

The Merger was effected pursuant to the Merger Agreement. The Merger is being accounted for as a reverse merger whereby Bowmo is the acquirer for accounting purposes. Bowmo is considered the acquiring company for accounting purposes as upon completion of the Merger, Bowmo’s former stockholders held a majority of the voting interest of the combined company.

Pursuant to the Merger, the Company issued Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders.

Upon completion of the acquisition, Bowmo is treated as the surviving entity and accounting acquirer although the Company was the legal acquirer. Accordingly, the Company’s historical financial statements are those of Bowmo.

Organization and Business

Bowmo, Inc. (FKA Cruzani, Inc.) (the “Company”) offers recruiting software and services with the use of its AI-driven platform to connect potential candidates to employers. The Company was incorporated as a Delaware corporation in 2016.

Cruzani had been a franchise development company that builds and represents popular franchise concepts, and other related businesses, throughout the United States as well as international markets. The Company was originally formed as a limited liability company on February 5, 1999 under the name The Powerhouse, L.L.C. pursuant to the laws of the State of Oklahoma. On November 9, 2006, Powerhouse Productions, L.L.C. filed Articles of Conversion changing the entity from a limited liability company to a corporation under the name Harcom Productions, Inc. On January 25, 2010, Articles of Merger were filed with the State of Oklahoma merging U.S. Highland, Inc., an Oklahoma corporation into Harcom Productions, Inc. and the name of the corporation was changed to US Highland, Inc. US Highland, Inc. was a recreational power sports Original Equipment Manufacturer (“OEM”), developing motorcycles, quads, single cylinder engines, and v-twin engines under its own brand and for other OEMs. During 2017, Cruzani exited the recreational power sports OEM and leisure activity vehicles markets.

Acquisition Accounting

The fair value of Bowmo assets acquired and liabilities assumed was based upon management’s estimates.

The following table summarizes the allocation of purchase price of the acquisition: 

Tangible Assets Acquired:		Allocation
Cash and cash equivalents			517
Accounts payable			(326,400	)
Accrued interest			(1,197,027	)
Accrued officer compensation			(453,333	)
Convertible Notes			(620,933	)
Put premium on stock settled debt			(230,743	)
Loans payable			(254,500	)
Net Tangible Assets Acquired		$	(3,082,419	)
Equity Acquired:
Series A Preferred stock, 3,500,000 shares authorized, par value $0.01; 3,381,520 shares issued and outstanding			(33,815	)
Series B Preferred stock, 10,000 shares authorized, par value $0.01; 5,000 shares issued and outstanding			(50	)
Series C Preferred stock, 10,000,000 shares authorized, par value $0.01; 5,000,000 shares issued and outstanding			(50,000	)
Series D Preferred stock, 125,000 shares authorized, par value $0.0001; 125,000 shares issued and outstanding			(12	)
Series E Preferred stock to be issued			(166,331	)
Common stock 20,000,000,000 shares authorized, $0.00001 par value; 8,955,014,498 shares issued and outstanding			(89,550	)
Treasury stock, at cost – 2,917 shares			773,500
Additional paid in capital			(2,648,676	)
Consideration:
Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders

Basis of Presentation

The accompanying unaudited interim consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These unaudited consolidated condensed financial statements should be read in conjunction with the audited financial statements and footnotes for the year ended December 31, 2021 included on the Company’s Form 10-K. The results of the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.

In the opinion of management, all adjustments necessary to present fairly the financial position as of September 30, 2022 and the results of operations and cash flows presented herein have been included in the financial statements. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results of operations for the full year.

Principles of Consolidation

The accompanying unaudited interim consolidated condensed financial statements include the accounts of the Company. All financial information has been prepared in conformity with accounting principles generally accepted in the United States of America. All significant intercompany transactions and balances have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Concentrations of Credit Risk

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash.

Accounts receivable

Accounts receivable include amounts due from customers. The amounts as of September 30, 2022 and December 31, 2021 are certain to be collected and no amount has been accrued for doubtful accounts based on specific reviews performed by management.

Deferred Revenue

The Company’s deferred revenue consists of advance customer payments. Deferred revenue results from transactions in which the Company has been paid for services by customers, but for which all revenue recognition criteria have not yet been met. Once all revenue recognition criteria have been met, the deferred revenues are recognized.

Deferred revenue as of September 30, 2022 and December 31, 2021 is summarized as follows:

	September 30, 2022		December 31, 2021
Recruiting as a service		-		3,108
Total deferred revenue	$	-	$	3.108

Revenue Recognition

The Company recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). Revenues are recognized when control is transferred to customers in amounts that reflect the consideration the Company expects to be entitled to receive in exchange for those goods. Revenue recognition is evaluated through the following five steps: (1) identification of the contract, or contracts, with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when or as a performance obligation is satisfied.

The Company generates revenue from the following activities:

Software as a Service (“SaaS”):

The Company offers a subscription to its web-based software (“Application”) that assists employers find potential candidates for open positions. The Application automates the hiring processes with its while providing content, resources, and tools, such as video interviewing and cultural and technical assessments so that the Company’s customers can vet their candidates.

SaaS revenues are recognized over the term of the subscription for access to the Company’s Application. Revenue is recognized monthly over the subscription term. Any payments received prior to the time passing to provide the subscription services are recorded as deferred revenue on the balance sheets.

Recruiting as a Service (“RaaS”):

RaaS allows the Company’s customers to outsource the management of their recruiting process allowing the Company to use the Application to assist its customers hiring needs by strategically gearing the service to reach the customer’s objectives. Revenue from RaaS consists of monthly billing to the customer for services provided.

RaaS revenue is billed to the Company’s customers monthly. Revenues are recognized on a gross basis when each monthly subscription service is completed.

Direct Placement:

The Company generates direct placement revenue by earning one-time fees for each time an employer hires one of the candidates that the Company refers. The Company sources qualified candidate referrals for the employers’ available jobs through the use of the Company’s Application. Upon the employer hiring one or more of the Company’s candidate referrals, the Company earns the direct placement fee, which consists of an amount agreed upon between the Company and its customers. The fee is a percentage of the referred candidates’ first year’s base salary.

Direct placement revenues are recognized on a gross basis on the date of hire of the candidate placed with an employer, as it is more than probable that a significant revenue reversal will not occur. This fee is only charged to the employer. Any payments received prior to the hire date are recorded as deferred revenue on the unaudited condensed balance sheets. Payments for recruitment services are typically due within 30 days of completion of services.

Direct placement revenue is subject to a 90-180 day guarantee that the candidate will not resign or be terminated in that time period. The Company uses historical evidence as well as additional factors to determine and estimate the amount of consideration received that the Company does not expect to be entitled to. For any amounts received for which the Company does not expect to be entitled, it would not recognize revenue when the candidate is hired but would recognize those amounts received as a refund liability. The Company included in the transaction price the estimated amount of variable consideration per the expected value method. A refund liability would be credited for the difference between cash consideration received and variable consideration recognized. The refund liability would be updated at the end of each reporting period for any changes in circumstances. As of September 30, 2022 and December 31, 2021, there was no refund liability on the unaudited condensed balance sheets as historically no direct placement revenue has been refunded to the Company.

Revenue Disaggregation

For the three and nine months ended September 30, 2022 and 2021, revenues can be categorized into the following:

	Three months ended
	September 30, 2022		September 30, 2021
Direct placement	$	-	$	46,100
Recruiting as a Service		-		21,300
Total revenues	$	-	$	67,400

	Nine months ended
	September 30, 2022		September 30, 2021
Direct placement	$	100,750	$	46,100
Recruiting as a Service		49,098		30,300
Total revenues	$	149,848	$	76,400

Cost of Revenues

Cost of revenue consist of employee costs, third party staffing costs, hosting service fees, and other fees, outsourced recruiter fees and commissions.

Concentrations of credit risk

Financial instruments which potentially subject the Company to credit risks consist primarily of cash and cash equivalents, and accounts receivable. Cash and cash equivalents are held in United States financial institutions. At times such amounts may exceed federally insured limits.

As of September 30, 2022, no customers accounted for more than 10% of accounts receivable. As of December 31, 2021, two customers accounted for more than 10% of accounts receivable, at 80% and 19%, for a total of 99%.

During the three months ended September 30, 2022, no customers accounted for more than 10% of revenue. During the three months ended September 30, 2021, three customer accounted for more than 10% of revenue, at 42%, 32% and 26%, for a total of 100%.

During the nine months ended September 30, 2022, four customers accounted for more than 10% of revenue, at 60%, 14%, 14% and 12%, for a total of 100%. During the nine months ended September 30, 2021, four customers accounted for more than 10% of revenue, at 37%, 28%, 23% and 12%, for a total of 100%.

Fair value of financial instruments

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data.

The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company’s derivative liability and warrants are measured at fair value. The Company’s derivative instruments and warrants are valued using Level 3 fair value inputs. The Company does not have any other financial instruments which require re-measurement to fair value. The carrying values of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable represent fair value based upon their short-term nature.

A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The table below summarizes the fair values of our financial assets and liabilities as of September 30, 2022 and December 31, 2021, respectively:

	Fair Value at September 30,		Fair Value Measurement Using
	2022		Level 1		Level 2		Level 3
Derivative liability	$	-	$	-	$	-	$	-
Warrants	$	328,694	$	-	$	-	$	328,694

	Fair Value at December 31,		Fair Value Measurement Using
	2021		Level 1		Level 2		Level 3
Derivative liability	$	110,992	$	-	$	-	$	110,992
Warrants	$	-	$	-	$	-	$	-

The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows for the nine months ended September 30, 2022 and 2021:

Balance at December 31, 2020	$	93,172
Addition of new derivative liabilities		-
Change in fair value of derivative liability		17,470
Balance at September 30, 2021	$	110,642
Balance at December 31, 2021	$	110,992
Change in fair value of derivative liability		1,545
Transfer to put premium		(112,537	)
Balance at September 30, 2022	$	-

Convertible Notes with Fixed Rate Conversion Options

The Company may enter into convertible notes, some of which contain, predominantly, fixed rate conversion features, whereby the outstanding principal and accrued interest may be converted by the holder, into common shares at a fixed discount to the market price of the common stock at the time of conversion. This results in a fair value of the convertible note being equal to a fixed monetary amount. The Company records the convertible note liability at its fixed monetary amount by measuring and recording a premium, as applicable, on the note date with a charge to interest expense in accordance with ASC 480 - “Distinguishing Liabilities from Equity”.

Income Taxes

The unaudited condensed financial statements have been prepared in conformity with FASB Accounting Standards Codification 740 (“ASC 740”), Income Taxes. In accordance with ASC 740, deferred taxes are provided based on the temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities. Deferred taxes are measured using the enacted tax rates expected to be applied when temporary differences are settled or realized.

The Company did not have any material uncertain tax positions. The Company’s policy is to recognize interest and penalties accrued related to unrecognized benefits as a component of income tax expense (benefit). The Company did not recognize any interest or penalties during the three and nine months ended September 30, 2022 and 2021, nor did it have any interest or penalties accrued as of September 30, 2022 and December 31, 2021.

Equity-based compensation

We account for our stock-based compensation under ASC 718 “Compensation - Stock Compensation” using the fair value based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the shorter of the service period or the vesting period of the stock-based compensation. This guidance establishes standards for the accounting for transactions in which an entity exchanges it equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. Determining the fair value of stock-based compensation at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based compensation represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment.

Earnings (Loss) per Share

Basic net loss per share is calculated using the weighted average number of common shares outstanding during the periods. Diluted earnings per share is calculated by dividing earnings (loss) by the weighted number of common shares outstanding. If there is a loss from operations, diluted EPS is computed in the same manner as basic EPS is computed. Accordingly, the outstanding Series Preferred Stock is considered anti-dilutive at September 30, 2022 and 2021, respectively. The outstanding stock options and warrants are considered anti-dilutive at September 30, 2022 and 2021.

Recently issued accounting pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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Going Concern

9 Months Ended

Sep. 30, 2022

Going Concern [Abstract]

GOING CONCERN

NOTE 2 – GOING CONCERN

The accompanying unaudited interim consolidated condensed financial statements have been prepared in conformity with generally accepted accounting principles which contemplate continuation of the Company on a going-concern basis. The going concern basis assumes that assets are realized, and liabilities are extinguished in the ordinary course of business at amounts disclosed in the consolidated financial statements. The Company has incurred recurring losses from operations and has an accumulated deficit of ($5,574,127). The Company’s ability to continue as a going concern depends upon its ability to obtain adequate funding to support its operations through continuing investments of debt and/or equity by qualified investors/creditors, internally generated working capital and monetization of intellectual property assets. These factors raise substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management is currently pursuing a business strategy which includes raising the necessary funds to finance the Company’s development and marketing efforts.

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Cash and Cash Equivalents

9 Months Ended

Sep. 30, 2022

Cash and Cash Equivalents [Abstract]

CASH AND CASH EQUIVALENTS

NOTE 3 – CASH AND CASH EQUIVALENTS

Cash and cash equivalents includes deposits on account held in escrow by our attorney. As of September 30, 2022 and December 31, 2021, the balances were as follows:

	September 30, 2022		December 31, 2021
Total	$	517	$	-

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Accrued Interest

9 Months Ended

Sep. 30, 2022

Payables and Accruals [Abstract]

ACCRUED INTEREST

NOTE 4 – ACCRUED INTEREST

Accrued interest represents interest accrued on our long term indebtedness. A reconciliation of accrued interest at September 30, 2022 follows below:

Balance at December 31, 2021	$	18,602
Add: Accrued interest acquired in Merger		1,197,027
Add: Accrued interest on outstanding indebtedness		73,485
Less: Accrued interest extinguished on conversions of debt		(535,129	)
Accrued interest, September 30, 2022	$	753,985

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Convertible Notes

9 Months Ended

Sep. 30, 2022

Notes Payable [Abstract]

CONVERTIBLE NOTES

NOTE 5 – CONVERTIBLE NOTES

On June 15, 2022, the Company issued a $165,000 convertible promissory note (the “Convertible Note”) to Trillium Partners, LP in exchange for $150,000. The Convertible Note bears interest at 12%, per annum. All unpaid principal and accrued interest under the Convertible Note will be due and payable in full one year from issuance. The note converts at $0.0001 per common share and Trillium Partners LP may elect to convert 1,500,000 shares of the Company’s common stock at any time.

The following table summarizes the convertible notes as of September 30, 2022 and December 31, 2021:

Creditor	Date Issued		Interest Rate			Maturity Date		September 30, 2022			December 31, 2021
Travel Data Solutions, Inc.		18-Nov-17		10	%		30-Nov-19	$	100,000		$	-
Travel Data Solutions, Inc.		18-Jan-19		10	%		31-Jan-20		25,000			-
Third Party		07-Jul-20		10	%		07-Jul-21		84,681			84,681
Trillium Partners, LP		1-Apr-22		10	%		31-Mar-23		11,000			-
Trillium Partners, LP		14-Apr-22		10	%		14-Apr-23		11,000			-
Frondeur Partners LLC		01-May-22		10	%		28-Feb-23		25,000			-
Frondeur Partners LLC		01-Jun-22		10	%		31-Mar-23		25,000			-
Trillium Partners, LP		1-Jun-22		10	%		1-Jun-23		7,800			-
Trillium Partners, LP		15-June-22		12	%		15-Jun-23		165,000			-
Trillium Partners, LP		05-Aug-22		12	%		28-Jun-23		110,000
Frondeur Partners LLC		01-Aug-22		10	%		28-Feb-23		50,000			-
Total								$	614,481		$	84,681
Less: debt discount									(252,156	)		-
Convertible notes payable, total									362,325			84,681

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Loans Payable

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Loans Payable

NOTE 6 – LOANS PAYABLE

The loan payable balances are as follows:

	Rate			September 30, 2022		December 31, 2021
Loan 1		1	%	$	27,000	$	-
Loan 2		1	%		3,000		-
Loan 3		8	%		64,000		-
Loan 4		8	%		160,500		-
Loan 5		3.75	%		309,500		40,400
Total				$	564,000	$	40,400

Loans 1 through 4 are past due as of the issuance of these financial statements.

Loan 1) On May 30, 2013 and August 12, 2013, the Company received advances from a director for $2,000 and $25,000, respectively. On August 12, 2013, the Company entered into an unsecured, non-guaranteed, demand loan agreement with the director for $27,000. The loan bears interest at 1% per annum compounded monthly.

Loan 2) On February 27, 2014, and March 19, 2015, the Company received advances from a director of $6,000, and $10,200, respectively. During the year ended December 31, 2015, the Company repaid $13,200. The advances are unsecured, due on demand and bears interest at 1% per annum compounded and calculated monthly.

Loan 3) On September 18, 2014, May 29, 2015, July 3, 2015, December 2, 2015, and January 4, 2016, the Company entered into unsecured, non-guaranteed, loan agreements pursuant to which the Company received proceeds of $35,000, $4,000, $5,000, $22,000, and $45,000, respectively. The loans bear interest at 8% per annum compounded annually and are due 1 year after the date of issuance.

Loan 4) On December 4, 2014, January 29, 2015, August 12, 2015, August 21, 2015, September 1, 2015, September 15, 2015, November 13, 2015, and December 23, 2015, the Company issued unsecured notes payable of $20,000, $20,000, $20,000, $25,000, $40,000, $25,000, $30,000 and $10,000, respectively, to a significant shareholder. The notes bear interest at an annual rate of 8% per annum, are uncollateralized, and due 1 year after the date of issuance.

Loan 5) In February 2022, the Company agreed to the second and third modifications of the Economic Injury Disaster Loan (“EIDL” or “Loan 5”). The EIDL was modified to include additional borrowings of $269,200, which were received in full in February 2022. Periodic monthly payments have increased to $1,506. Additionally, the Company entered into an amended security agreement with the SBA in which this promissory note, and the modifications, is collateralized by certain of the Company’s property as specified within the amended security agreement.

Annual maturities of the loans payable are as follows:

For the year ending	Amount
December 31, 2022 (remainder of year)	$	254,500
December 31, 2023		5,994
December 31, 2024		6,807
December 31, 2025		7,066
December 31, 2026		7,336
Thereafter		282,297
Total payments		564,000

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Put Premium on Stock Settled Debt

9 Months Ended

Sep. 30, 2022

Share-based Payment Arrangement [Abstract]

Put Premium on Stock Settled Debt

NOTE 7 – PUT PREMIUM ON STOCK SETTLED DEBT

At the end of the quarter ended September 30, 2022, the Company decided to adopt ASC 480- ” Distinguishing Liabilities from Equity.” When the enter into convertible notes, some of which contain, predominantly, fixed rate conversion features, whereby the outstanding principal and accrued interest may be converted by the holder, into common shares at a fixed discount to the market price of the common stock at the time of conversion. This results in a fair value of the convertible note being equal to a fixed monetary amount. The Company records the convertible note liability at its fixed monetary amount by measuring and recording a premium, as applicable, on the note date with a charge to interest expense.

In previous quarters, the Company had recorded such items as derivative liabilities. Thusly, there was a charge to put premium on stock settled debt and a decrease to derivative liability. On a going-forward basis, all put premiums will be charged to interest expense.

The reconciliation of put premium on stock settled debt is as follows

Balance at December 31, 2021	$	-
Add: put premium acquired in Merger		230,743
Add: Gain on new methodology for accounting for debt conversion features		84,683
Add: put premium on new debt issuances		50,006
Less: put premium on convertible debt extinguished		(220,028	)
Balance at September 30, 2022	$	156,116

Put premium on stock settled debt by individual note is as follows:

Creditor	Date Issued		Maturity Date		September 30, 2022		Discount Percentage			Put premium on stock settled debt
Travel Data Solutions, Inc.		18-Nov-17		30-Nov-19	$	100,000		-		$	-
Travel Data Solutions, Inc.		18-Jan-19		31-Jan-20	$	25,000		-			-
Third party		7-Jul-20		7-Jul-21		84,681		50	%		84,681
Trillium Partners, LP		1-Apr-22		31-Mar-23		11,000		0	%		-
Trillium Partners, LP		14-Apr-22		14-Apr-23		11,000		0	%		-
Frondeur Partners LLC		01-May-22		28-Feb-23		25,000		30	%		10,717
Frondeur Partners LLC		01-Jun-22		31-Mar-23		25,000		30	%		10,718
Trillium Partners, LP		14-Apr-22		14-Apr-23		7,800		0	%		-
Trillium Partners, LP		15-Jun-22		15-Jun-23		165,000		0	%		-
Trillium Partners, LP		05-Aug-22		28-Jun-23		110,000		0	%		-
Frondeur Partners LLC		01-Sept-22		31-June-23		50,000		30	%		50,000
Put premium on stock settled debt					$	614,481				$	156,116

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Derivative Liabilities

9 Months Ended

Sep. 30, 2022

Derivative Liability [Abstract]

Derivative Liabilities

NOTE 8 – DERIVATIVE LIABILITIES

The embedded conversion options of the Company’s convertible debentures summarized in Note 5, and its convertible preferred Series E stock. contain conversion features that qualify for embedded derivative classification. The fair value of these liabilities is re-measured at the end of every reporting period and the change in fair value is reported in the statement of operations as a gain or loss on derivative financial instruments. Commencing with the second quarter of 2022, the Company changed its accounting treatment for such securities by recording the derivative feature as a put premium on stock settled debt. See Note 7 above for further discussion.

A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s common stock purchase that are categorized within Level 3 of the fair value hierarchy for the periods ended September 30, 2022 and December 31, 2021 is as follows:

	September 30, 2022		December 31, 2021
Stock price		-	$	0.10
Exercise price		-	$	0.05
Contractual term (in years)		-		0.66
Volatility (annual)		-		83	%
Risk-free rate		-		0.39	%

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Common Stock

9 Months Ended

Sep. 30, 2022

Dividends, Common Stock [Abstract]

Common Stock

NOTE 9 – COMMON STOCK

The Company has been authorized to issue 20,000,000,000 shares of common stock, $0.001 par value. Each share of issued and outstanding common stock shall entitle the holder thereof to fully participate in all shareholder meetings, to cast one vote on each matter with respect to which shareholders have the right to vote, and to share ratably in all dividends and other distributions declared and paid with respect to common stock, as well as in the net assets of the corporation upon liquidation or dissolution.

During the nine months ended September 30, 2022, the Company issued 13,869,610,180  shares of common stock for the extinguishment of convertible debt as follows:

Creditor	Date		Shares Issued		Principal Retired		Accrued Interest		Fees		Total
Livingston Asset Management LLC		7-Mar-22		154,190,143	$	25,000	$	4,085	$	3,295	$	32,380
Livingston Asset Management LLC		7-Mar-22		152,370,190		25,000		3,703		3,295		31,998
Trillium Partners, LP		7-Mar-22		220,029,400		17,000		4,085		3,295		24,380
Livingston Asset Management LLC		17-Mar-22		462,218,243		25,000		3,295		3,295		31,590
Livingston Asset Management LLC		6-May-22		315,275,000		9,500		2,969		3,295		15,764
Livingston Asset Management LLC		6-May-22		392,525,000		12,500		3,831		3,295		19,626
Livingston Asset Management LLC		19-May-22		50,910,200		1,100		396		1,050		2,546
Livingston Asset Management LLC		19-May-22		185,850,000		4,500		1,498		3,295		9,293
Livingston Asset Management LLC		6-Jun-22		376,768,000		18,750		4,329		3,295		26,374
Livingston Asset Management LLC		6-Jun-22		316,566,800		10,000		3,773		2,055		15,828
Livingston Asset Management LLC		10-Jun-22		163,772,200		-		6,134		2,055		8,189
Livingston Asset Management LLC		14-Jun-22		140,214,000		6,250		270		3,295		9,815
Oscalata partners LLC		15-Jun-22		300,727,400		11,000		741		3,295		15,036
Livingston Asset Management LLC		17-Jun-22		467,932,429		25,000		4,460		3,295		32,755
Livingston Asset Management LLC		17-Jun-22		463,470,571		25,000		4,148		3,295		32,443
Livingston Asset Management LLC		22-Jun-22		458,010,714		25,000		3,766		3,295		32,061
Livingston Asset Management LLC		23-Jun-22		453,588,000		25,000		3,456		3,295		31,751
Livingston Asset Management LLC		23-Jun-22		443,529,286		25,000		2,752		3,295		31,047
Livingston Asset Management LLC		27-Jun-22		434,833,714		25,000		2,023		3,415		30,438
Livingston Asset Management LLC		27-Jun-22		413,336,143		25,000		519		3,415		28,934
Livingston Asset Management LLC		28-Jun-22		434,891,429		25,000		2,027		3,415		30,442
Livingston Asset Management LLC		29-Jun-22		432,347,429		25,000		1,849		3,415		30,264
Frondeur Partners, LLC		30-Jun-22		429,412,000		25,000		1,644		3,415		30,059
Frondeur Partners, LLC		6-July-22		423,639,000		25,000		1,452		3,415		29,867
Frondeur Partners, LLC		6-July-22		426,672,143		25,000		1,644		3,415		30,059
Trillium Partners, LP		13-July-22		143,324,850		22,000		3,250		3,415		28,665
Trillium Partners, LP		13-July-22		92,680,867		22,000		2,389		3,415		27,804
Frondeur Partners, LLC		18-July-22		421,975,571		25,000		1,123		3,415		29,538
Frondeur Partners, LLC		18-July-22		419,235,857		25,000		932		3,415		29,347
Frondeur Partners, LLC		18-July-22		416,202,571		25,000		932		3,415		29,347
Oasis Capital, LLC		20-July-22		600,000,000		-		27,000		-		27,000
Trillium Partners, LP		07-Sept-22		766,606,000		-		41,133		1,030		42,163
Trillium Partners, LP		14-Sept-22		947,060,606		-		152,850		3,415		156,265
Trillium Partners, LP		27-Sept-22		1,549,444,424		-		252,243		3,415		255,658
Total				13,869,610,180	$	584,600	$	550,701	$	103,425	$	1,238,726

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Warrants

9 Months Ended

Sep. 30, 2022

Warrants and Rights Note Disclosure [Abstract]

Warrants

NOTE 10 – WARRANTS

In 2022, in connection with the issuance of convertible note with Frondeur Partners, LLC (“Frondeur”) and Trillium Partners, LP, the Company also issued 2,903,500,000 common stock purchase warrants to purchase 2,903,500,000 shares of the Company’s common stock pursuant to the terms therein as a commitment fee.

These warrants have an exercise price per share between $0.0025 - $0.0001 the above and expire between five – seven years. The aggregate fair value of the warrants, which was allocated against the debt proceeds totaled $328,694 based on the Black Scholes Merton pricing model using the following estimates: exercise price ranging from $0.0025 $0.0001, 2.50% - 2.94% risk free rate, 266.74% - 302.19% volatility and expected life of the warrants of 5 to 7 years. The fair value was credited to additional paid in capital and debited to debt discount to be amortized over the term of the loan.

A summary of the status of the Company’s outstanding stock warrants and changes during the periods is presented below:

	Shares available to purchase with warrants		Weighted Average Price		Weighted Average Remaining life
Outstanding, December 31, 2021		-		$.-	$	-
Issued		2,903,500,000	$	0.0001	$	6.63
Exercised		-	$	-	$	-
Forfeited		-	$	-	$	-
Expired		-	$	-	$	-
Outstanding, September 30, 2022		2,903,500,000	$	0.0001	$	6.63
Exercisable, September 30, 2022		2,853,500,000	$	0.0001	$	6.66

The Company uses Level 3 inputs for its valuation methodology for its conversion option liabilities as their fair values were determined by using the Binomial option pricing model based on various assumptions. The model incorporates the price of a share of the Company’s common stock (as quoted on the Over the Counter Bulletin Board), volatility, risk free rate, dividend rate and estimated life. Significant changes in any of these inputs in isolation would result in a significant change in the fair value measurement. As, required, these are classified based on the lowest level of input that is significant to the fair value measurement. The following table shows the assumptions used in the calculations:

Range of Exercise Prices			Number Outstanding September 30, 2022	Weighted Average Remaining Contractual Life		Weighted Average Exercise Price
	$	0.0001-0.0025	2,903,500,000	6.63 years	$	0.0001

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Preferred Stock

9 Months Ended

Sep. 30, 2022

Dividends, Preferred Stock [Abstract]

Preferred Stock

NOTE 11 – PREFERRED STOCK

Series AA and Super Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock at the conversion rate of one share of common stock for one share of Preferred Stock.

 As of September 30, 2022, and December 31, 2021, there are 0 and 652,759 shares of Series AA and Super preferred stock outstanding, respectively.

Series A Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of ten shares of common stock for one share of Series A Preferred Stock. Each share is entitled to 10 votes, voting with the common stock as a single class, has liquidation rights of $2.00 per share and is not entitled to receive dividends.

As of September 30, 2022, and December 31, 2021, there are 3,381,520 and 0 shares of Series A preferred stock outstanding, respectively.

Series B Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of 4,000 shares of common stock for one share of Series B Preferred Stock. Each share is entitled to 4,000 votes, voting with the common stock as a single class, has liquidation rights of $0.01 per share and is not entitled to receive dividends. As of September 30, 2022, and December 31, 2021, there are 5,000 and 0 shares of Series B preferred stock outstanding, respectively.

Series C Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of 400 shares of common stock for one share of Series C Preferred Stock. Each share is entitled to 400 votes, voting with the common stock as a single class, has liquidation rights of $0.01 per share and is entitled to receive four hundred times the dividends declared and paid with respect to each share of Common Stock.

As of September 30, 2022, and December 31, 2021, there are 5,000,000 and 0 shares of Series C preferred stock outstanding, respectively.

Series D Convertible Preferred Stock, has a par value of $0.0001, may be converted at a ratio of the Stated Value plus dividends accrued but unpaid divided by the fixed conversion price of $0.0015, which conversion price is subject to adjustment. Series D is non-voting, has liquidation rights to be paid in cash, before any payment to common or junior stock, 140% of the Stated Value ($2.00) per share plus any dividends accrued but unpaid thereon and is entitled to 8% cumulative dividends. As of September 30, 2022, and December 31, 2021, there are 125,000 and 0 shares of Series D preferred stock outstanding, respectively.

Series E Convertible Preferred Stock, has a par value of $0.001, and a stated value of $1.00 per share, subject to adjustment. The shares of Series E Convertible Preferred Stock can convert at a conversion price that is equal to the amount that is 61% of the lowest trading price of the Company’s common stock during the 20 trading days immediately preceding such conversion. The shares of Series E Convertible Preferred Stock are subject to redemption by the Company at its option from the date of issuance until the date that is 180 days therefrom, subject to premium that ranges from 120% to 145%, increasing by 5% during each 30-day period following issuance. Series E carries a 12% cumulative dividend, which will increase to 22% upon an event of default, is non-voting, and has liquidation rights to be paid in cash, before any payment to common or junior stock.

Series F Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock at the current conversion rate of 93,761,718 shares of common stock for one share of Series F Preferred Stock. Each share is entitled to 93,761,718 votes, voting with the common stock as a single class, has no liquidation rights and is not entitled to receive dividends. As of September 30, 2022 and December 31, 2021, there are 101 and 0 shares of Series F preferred stock issued.

Series G Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock for a period ending 18 months following issuance at the conversion rate that will result, in the aggregate, in the holders of Series G Preferred Stock receiving that number of shares of Common Stock which equals Seventy Eight Percent (78%) of the total issued and outstanding shares of commons stock of the company on a fully diluted basis. The Series G Preferred Stock shall vote with the common stock as a single class, has liquidation rights of $0.001 per share and is entitled to receive an annal dividend of 6% of the Stated Value (the “Divided Rate”), which shall be cumulative, payable solely upon redemption, liquidation, or conversion. There are 1,000,000 and 0 shares of Series G preferred stock issued as of September 30, 2022 and December 31, 2021, respectively.

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Related Party Transactions

9 Months Ended

Sep. 30, 2022

Related Party Transactions [Abstract]

Related Party Transactions

NOTE 12 – RELATED PARTY TRANSACTIONS

For the three months ended September 30, 2022 and 2021, expenses of $0 and $0 were incurred for recruitment services by an entity owned by Michael Neece, Chief Marketing Officer.

For the nine months ended September 30, 2022 and 2021, expenses of $40,875 and $0 were incurred for recruitment services by an entity owned by Michael Neece, Chief Marketing Officer.

Through September 30, 2022, the Company owed Eddie Aizman and Michael Lakshin compensation based on their employee agreements. The agreements provide for a salary of $200,000 and 180,000 per year, respectively. As of September 30, 2022, $440,684 has been credited to accrued compensation.

On July 8, 2019, the Company executed an employment agreement with Conrad Huss. The agreement provides for a salary of $10,000 per month. As of September 30, 2022, $502,000 has been credited to accrued compensation.

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 13 – COMMITMENTS AND CONTINGENCIES

Potential Acquisitions

In 2021, the Company signed two letters of intent to acquire substantially all the assets of Talent Coefficient, LLC and to acquire the business and assume the liabilities of Interview Mastery, Inc. As of September 30, 2022, the consideration for these acquisitions has not been determined and these acquisitions have not been completed.

COVID-19 pandemic contingencies

The spread of the COVID-19 outbreak in the United States has resulted in economic uncertainties which may negatively impact the Company’s business operations. While the disruption is expected to be temporary, there is uncertainty surrounding the duration and extent of the impact. The impact of the coronavirus outbreak on the unaudited condensed financial statements cannot be reasonably estimated at this time.

Adverse events such as health-related concerns about working in our offices, the inability to travel and other matters affecting the general work environment could harm our business and our business strategy. While we do not anticipate any material impact to our business operations as a result of the coronavirus, in the event of a major disruption caused by the outbreak of pandemic diseases such as coronavirus, we may lose the services of our employees or experience system interruptions, which could lead to diminishment of our business operations. Any of the foregoing could harm our business and delay the implementation of our business strategy and we cannot anticipate all the ways in which the current global health crisis and financial market conditions could adversely impact our business.

Management is actively monitoring the global situation on its financial condition, liquidity, operations, industry, and workforce.

Legal

During the normal course of business, the Company may be exposed to litigation. When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with FASB ASC 450-20-50, Contingencies. The Company evaluates its exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome. If the Company determines that an unfavorable outcome is probable and can be reasonably estimated, it establishes the necessary accruals.

On February 13, 2017, Baum Glass & Jayne PLLC (“Plaintiff”) obtained a default judgment against the Company in the amount of $27,083.74. Plaintiff has not attempted enforced collection. The amount was included in accounts payable as of September 30, 2022 and December 31, 2021.

A contingency arises when there is a situation for which the outcome is uncertain, and which should be resolved in the future, Generally Accepted Accounting Principles require recognition of only those losses that are probable and for which a loss amount can be reasonably estimated.

The following details the nature of the contingency with Oasis Capital LLC (“Oasis”). In the normal course of its business, Oasis files notices to convert (“conversion notices”) a portion of its outstanding ownership of the Company’s indebtedness into shares of common stock. As a customary procedure for the annual audit for the period ended December 31, 2021, the Company’s auditors confirmed its outstanding balance of the indebtedness and related accrued interest. During the quarter ended March 31, 2022, Oasis submitted one such conversion which stated that the outstanding indebtedness was far greater than that which was on the Company’s books. The total amount of the increased indebtedness was approximately $1.6 million. After investigation, the Company determined that the difference related to liquidated damages that the Company does not believe that it owes.

Since the Company believes that the loss is not probable and no litigation has been pursued at this time, there has been no recognition of this liability on the books and records of the Company.

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Impact of Climate Change

9 Months Ended

Sep. 30, 2022

Impact of Climate Change [Abstract]

Impact of Climate Change

NOTE 14 – IMPACT OF CLIMATE CHANGE

The Financial Stability Board created the Task Force on Climate-related Financial Disclosures (TCFD) to improve and increase reporting of climate-related financial information. The TCFD requires that the impact of climate change upon risk assessment, capital allocation and strategic planning be discussed.

At this time, the impact cannot be determined.

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Subsequent Events

9 Months Ended

Sep. 30, 2022

Subsequent Events [Abstract]

Subsequent Events

NOTE 15 – SUBSEQUENT EVENTS

From October 1, 2022 through November 9, 2022, the Company has issued 2,869,087,755 shares of the Company’s common stock upon the conversion of $593,874 of notes payable and accrued interest.

On October 19, 2022, the Company borrowed $275,000 from Trillium Partners, LP, which includes an original issue discount of $25,000. This note is convertible into shares of the Company’s common stock at a conversion price of $.0001.

Through November 1, 2022, the  Company issued $75,000 in notes for consulting services.

The Company also was loaned $11,000 in order to pay its auditors.

Subsequent to September 30, 2022, upon issuance of convertible notes, the Company granted Trillium Partners, LP 2,550,000,000 warrants to purchase 2,550,000,000 shares of the Company’s common stock, and granted Frondeur Partners, LLC 112,500,000 warrants to purchase 112,500,000 shares of the Company’s common stock

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Summary of Business and Basis of Presentation (Policies)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Reverse Merger and Corporate Restructure

Reverse Merger and Corporate Restructure

On May 4, 2022, Cruzani, Inc. (“Cruzani” or the “Predecessor”) entered into a merger agreement (the “Merger Agreement”) with Bowmo, Inc. (“Bowmo”) and Bowmo Merger Sub, Inc. to acquire Bowmo. (the “Acquisition”). The transactions contemplated by the Merger Agreement were consummated on May 4, 2022 and, pursuant to the terms of the Merger Agreement, all outstanding shares of Bowmo will be exchanged for shares of Cruzani’s common stock and Bowmo became Cruzani’s wholly owned subsidiary.

The Merger was effected pursuant to the Merger Agreement. The Merger is being accounted for as a reverse merger whereby Bowmo is the acquirer for accounting purposes. Bowmo is considered the acquiring company for accounting purposes as upon completion of the Merger, Bowmo’s former stockholders held a majority of the voting interest of the combined company.

Pursuant to the Merger, the Company issued Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders.

Upon completion of the acquisition, Bowmo is treated as the surviving entity and accounting acquirer although the Company was the legal acquirer. Accordingly, the Company’s historical financial statements are those of Bowmo.

Organization and Business

Organization and Business

Bowmo, Inc. (FKA Cruzani, Inc.) (the “Company”) offers recruiting software and services with the use of its AI-driven platform to connect potential candidates to employers. The Company was incorporated as a Delaware corporation in 2016.

Cruzani had been a franchise development company that builds and represents popular franchise concepts, and other related businesses, throughout the United States as well as international markets. The Company was originally formed as a limited liability company on February 5, 1999 under the name The Powerhouse, L.L.C. pursuant to the laws of the State of Oklahoma. On November 9, 2006, Powerhouse Productions, L.L.C. filed Articles of Conversion changing the entity from a limited liability company to a corporation under the name Harcom Productions, Inc. On January 25, 2010, Articles of Merger were filed with the State of Oklahoma merging U.S. Highland, Inc., an Oklahoma corporation into Harcom Productions, Inc. and the name of the corporation was changed to US Highland, Inc. US Highland, Inc. was a recreational power sports Original Equipment Manufacturer (“OEM”), developing motorcycles, quads, single cylinder engines, and v-twin engines under its own brand and for other OEMs. During 2017, Cruzani exited the recreational power sports OEM and leisure activity vehicles markets.

Acquisition Accounting

Acquisition Accounting

The fair value of Bowmo assets acquired and liabilities assumed was based upon management’s estimates.

The following table summarizes the allocation of purchase price of the acquisition: 

Tangible Assets Acquired:		Allocation
Cash and cash equivalents			517
Accounts payable			(326,400	)
Accrued interest			(1,197,027	)
Accrued officer compensation			(453,333	)
Convertible Notes			(620,933	)
Put premium on stock settled debt			(230,743	)
Loans payable			(254,500	)
Net Tangible Assets Acquired		$	(3,082,419	)
Equity Acquired:
Series A Preferred stock, 3,500,000 shares authorized, par value $0.01; 3,381,520 shares issued and outstanding			(33,815	)
Series B Preferred stock, 10,000 shares authorized, par value $0.01; 5,000 shares issued and outstanding			(50	)
Series C Preferred stock, 10,000,000 shares authorized, par value $0.01; 5,000,000 shares issued and outstanding			(50,000	)
Series D Preferred stock, 125,000 shares authorized, par value $0.0001; 125,000 shares issued and outstanding			(12	)
Series E Preferred stock to be issued			(166,331	)
Common stock 20,000,000,000 shares authorized, $0.00001 par value; 8,955,014,498 shares issued and outstanding			(89,550	)
Treasury stock, at cost – 2,917 shares			773,500
Additional paid in capital			(2,648,676	)
Consideration:
Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders

Basis of Presentation

Basis of Presentation

The accompanying unaudited interim consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These unaudited consolidated condensed financial statements should be read in conjunction with the audited financial statements and footnotes for the year ended December 31, 2021 included on the Company’s Form 10-K. The results of the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.

In the opinion of management, all adjustments necessary to present fairly the financial position as of September 30, 2022 and the results of operations and cash flows presented herein have been included in the financial statements. All such adjustments are of a normal and recurring nature. Interim results are not necessarily indicative of results of operations for the full year.

Principles of Consolidation

Principles of Consolidation

The accompanying unaudited interim consolidated condensed financial statements include the accounts of the Company. All financial information has been prepared in conformity with accounting principles generally accepted in the United States of America. All significant intercompany transactions and balances have been eliminated.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Concentrations of Credit Risk

Concentrations of Credit Risk

We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash.

Financial instruments which potentially subject the Company to credit risks consist primarily of cash and cash equivalents, and accounts receivable. Cash and cash equivalents are held in United States financial institutions. At times such amounts may exceed federally insured limits.

As of September 30, 2022, no customers accounted for more than 10% of accounts receivable. As of December 31, 2021, two customers accounted for more than 10% of accounts receivable, at 80% and 19%, for a total of 99%.

During the three months ended September 30, 2022, no customers accounted for more than 10% of revenue. During the three months ended September 30, 2021, three customer accounted for more than 10% of revenue, at 42%, 32% and 26%, for a total of 100%.

During the nine months ended September 30, 2022, four customers accounted for more than 10% of revenue, at 60%, 14%, 14% and 12%, for a total of 100%. During the nine months ended September 30, 2021, four customers accounted for more than 10% of revenue, at 37%, 28%, 23% and 12%, for a total of 100%.

Accounts receivable

Accounts receivable

Accounts receivable include amounts due from customers. The amounts as of September 30, 2022 and December 31, 2021 are certain to be collected and no amount has been accrued for doubtful accounts based on specific reviews performed by management.

Deferred Revenue

Deferred Revenue

The Company’s deferred revenue consists of advance customer payments. Deferred revenue results from transactions in which the Company has been paid for services by customers, but for which all revenue recognition criteria have not yet been met. Once all revenue recognition criteria have been met, the deferred revenues are recognized.

Deferred revenue as of September 30, 2022 and December 31, 2021 is summarized as follows:

	September 30, 2022		December 31, 2021
Recruiting as a service		-		3,108
Total deferred revenue	$	-	$	3.108

Revenue Recognition

Revenue Recognition

The Company recognizes revenue in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). Revenues are recognized when control is transferred to customers in amounts that reflect the consideration the Company expects to be entitled to receive in exchange for those goods. Revenue recognition is evaluated through the following five steps: (1) identification of the contract, or contracts, with a customer; (2) identification of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and (5) recognition of revenue when or as a performance obligation is satisfied.

The Company generates revenue from the following activities:

Software as a Service (“SaaS”):

The Company offers a subscription to its web-based software (“Application”) that assists employers find potential candidates for open positions. The Application automates the hiring processes with its while providing content, resources, and tools, such as video interviewing and cultural and technical assessments so that the Company’s customers can vet their candidates.

SaaS revenues are recognized over the term of the subscription for access to the Company’s Application. Revenue is recognized monthly over the subscription term. Any payments received prior to the time passing to provide the subscription services are recorded as deferred revenue on the balance sheets.

Recruiting as a Service (“RaaS”):

RaaS allows the Company’s customers to outsource the management of their recruiting process allowing the Company to use the Application to assist its customers hiring needs by strategically gearing the service to reach the customer’s objectives. Revenue from RaaS consists of monthly billing to the customer for services provided.

RaaS revenue is billed to the Company’s customers monthly. Revenues are recognized on a gross basis when each monthly subscription service is completed.

Direct Placement:

The Company generates direct placement revenue by earning one-time fees for each time an employer hires one of the candidates that the Company refers. The Company sources qualified candidate referrals for the employers’ available jobs through the use of the Company’s Application. Upon the employer hiring one or more of the Company’s candidate referrals, the Company earns the direct placement fee, which consists of an amount agreed upon between the Company and its customers. The fee is a percentage of the referred candidates’ first year’s base salary.

Direct placement revenues are recognized on a gross basis on the date of hire of the candidate placed with an employer, as it is more than probable that a significant revenue reversal will not occur. This fee is only charged to the employer. Any payments received prior to the hire date are recorded as deferred revenue on the unaudited condensed balance sheets. Payments for recruitment services are typically due within 30 days of completion of services.

Direct placement revenue is subject to a 90-180 day guarantee that the candidate will not resign or be terminated in that time period. The Company uses historical evidence as well as additional factors to determine and estimate the amount of consideration received that the Company does not expect to be entitled to. For any amounts received for which the Company does not expect to be entitled, it would not recognize revenue when the candidate is hired but would recognize those amounts received as a refund liability. The Company included in the transaction price the estimated amount of variable consideration per the expected value method. A refund liability would be credited for the difference between cash consideration received and variable consideration recognized. The refund liability would be updated at the end of each reporting period for any changes in circumstances. As of September 30, 2022 and December 31, 2021, there was no refund liability on the unaudited condensed balance sheets as historically no direct placement revenue has been refunded to the Company.

Revenue Disaggregation

For the three and nine months ended September 30, 2022 and 2021, revenues can be categorized into the following:

	Three months ended
	September 30, 2022		September 30, 2021
Direct placement	$	-	$	46,100
Recruiting as a Service		-		21,300
Total revenues	$	-	$	67,400

	Nine months ended
	September 30, 2022		September 30, 2021
Direct placement	$	100,750	$	46,100
Recruiting as a Service		49,098		30,300
Total revenues	$	149,848	$	76,400

Cost of Revenues

Cost of Revenues

Cost of revenue consist of employee costs, third party staffing costs, hosting service fees, and other fees, outsourced recruiter fees and commissions.

Fair value of financial instruments

Fair value of financial instruments

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3: Pricing inputs that are generally unobservable inputs and not corroborated by market data.

The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company’s derivative liability and warrants are measured at fair value. The Company’s derivative instruments and warrants are valued using Level 3 fair value inputs. The Company does not have any other financial instruments which require re-measurement to fair value. The carrying values of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable represent fair value based upon their short-term nature.

A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The table below summarizes the fair values of our financial assets and liabilities as of September 30, 2022 and December 31, 2021, respectively:

	Fair Value at September 30,		Fair Value Measurement Using
	2022		Level 1		Level 2		Level 3
Derivative liability	$	-	$	-	$	-	$	-
Warrants	$	328,694	$	-	$	-	$	328,694

	Fair Value at December 31,		Fair Value Measurement Using
	2021		Level 1		Level 2		Level 3
Derivative liability	$	110,992	$	-	$	-	$	110,992
Warrants	$	-	$	-	$	-	$	-

The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows for the nine months ended September 30, 2022 and 2021:

Balance at December 31, 2020	$	93,172
Addition of new derivative liabilities		-
Change in fair value of derivative liability		17,470
Balance at September 30, 2021	$	110,642
Balance at December 31, 2021	$	110,992
Change in fair value of derivative liability		1,545
Transfer to put premium		(112,537	)
Balance at September 30, 2022	$	-

Convertible Notes with Fixed Rate Conversion Options

Convertible Notes with Fixed Rate Conversion Options

The Company may enter into convertible notes, some of which contain, predominantly, fixed rate conversion features, whereby the outstanding principal and accrued interest may be converted by the holder, into common shares at a fixed discount to the market price of the common stock at the time of conversion. This results in a fair value of the convertible note being equal to a fixed monetary amount. The Company records the convertible note liability at its fixed monetary amount by measuring and recording a premium, as applicable, on the note date with a charge to interest expense in accordance with ASC 480 - “Distinguishing Liabilities from Equity”.

Income Taxes

Income Taxes

The unaudited condensed financial statements have been prepared in conformity with FASB Accounting Standards Codification 740 (“ASC 740”), Income Taxes. In accordance with ASC 740, deferred taxes are provided based on the temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities. Deferred taxes are measured using the enacted tax rates expected to be applied when temporary differences are settled or realized.

The Company did not have any material uncertain tax positions. The Company’s policy is to recognize interest and penalties accrued related to unrecognized benefits as a component of income tax expense (benefit). The Company did not recognize any interest or penalties during the three and nine months ended September 30, 2022 and 2021, nor did it have any interest or penalties accrued as of September 30, 2022 and December 31, 2021.

Equity-based compensation

Equity-based compensation

We account for our stock-based compensation under ASC 718 “Compensation - Stock Compensation” using the fair value based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the shorter of the service period or the vesting period of the stock-based compensation. This guidance establishes standards for the accounting for transactions in which an entity exchanges it equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. The Company estimates the fair value of each stock option at the grant date by using the Black-Scholes option pricing model. Determining the fair value of stock-based compensation at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based compensation represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment.

Earnings (Loss) per Share

Earnings (Loss) per Share

Basic net loss per share is calculated using the weighted average number of common shares outstanding during the periods. Diluted earnings per share is calculated by dividing earnings (loss) by the weighted number of common shares outstanding. If there is a loss from operations, diluted EPS is computed in the same manner as basic EPS is computed. Accordingly, the outstanding Series Preferred Stock is considered anti-dilutive at September 30, 2022 and 2021, respectively. The outstanding stock options and warrants are considered anti-dilutive at September 30, 2022 and 2021.

Recently issued accounting pronouncements

Recently issued accounting pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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Summary of Business and Basis of Presentation (Tables)

9 Months Ended

Sep. 30, 2022

Summary of Business and Basis of Presentation [Abstract]

Schedule of Allocation of Purchase Price of Acquisition

The following table summarizes the allocation of purchase price of the acquisition: 

Tangible Assets Acquired:		Allocation
Cash and cash equivalents			517
Accounts payable			(326,400	)
Accrued interest			(1,197,027	)
Accrued officer compensation			(453,333	)
Convertible Notes			(620,933	)
Put premium on stock settled debt			(230,743	)
Loans payable			(254,500	)
Net Tangible Assets Acquired		$	(3,082,419	)
Equity Acquired:
Series A Preferred stock, 3,500,000 shares authorized, par value $0.01; 3,381,520 shares issued and outstanding			(33,815	)
Series B Preferred stock, 10,000 shares authorized, par value $0.01; 5,000 shares issued and outstanding			(50	)
Series C Preferred stock, 10,000,000 shares authorized, par value $0.01; 5,000,000 shares issued and outstanding			(50,000	)
Series D Preferred stock, 125,000 shares authorized, par value $0.0001; 125,000 shares issued and outstanding			(12	)
Series E Preferred stock to be issued			(166,331	)
Common stock 20,000,000,000 shares authorized, $0.00001 par value; 8,955,014,498 shares issued and outstanding			(89,550	)
Treasury stock, at cost – 2,917 shares			773,500
Additional paid in capital			(2,648,676	)
Consideration:
Series G Preferred Stock holding the voting rights to 78% of the total voting equity securities to Bowmo’s stockholders

Schedule of Deferred Revenue

Deferred revenue as of September 30, 2022 and December 31, 2021 is summarized as follows:

	September 30, 2022		December 31, 2021
Recruiting as a service		-		3,108
Total deferred revenue	$	-	$	3.108

Schedule of Revenue Disaggregation

For the three and nine months ended September 30, 2022 and 2021, revenues can be categorized into the following:

	Three months ended
	September 30, 2022		September 30, 2021
Direct placement	$	-	$	46,100
Recruiting as a Service		-		21,300
Total revenues	$	-	$	67,400

	Nine months ended
	September 30, 2022		September 30, 2021
Direct placement	$	100,750	$	46,100
Recruiting as a Service		49,098		30,300
Total revenues	$	149,848	$	76,400

Schedule of Fair Values of Financial Assets and Liabilities

The table below summarizes the fair values of our financial assets and liabilities as of September 30, 2022 and December 31, 2021, respectively:

	Fair Value at September 30,		Fair Value Measurement Using
	2022		Level 1		Level 2		Level 3
Derivative liability	$	-	$	-	$	-	$	-
Warrants	$	328,694	$	-	$	-	$	328,694

	Fair Value at December 31,		Fair Value Measurement Using
	2021		Level 1		Level 2		Level 3
Derivative liability	$	110,992	$	-	$	-	$	110,992
Warrants	$	-	$	-	$	-	$	-

Schedule of Reconciliation of the Derivative Liability Measured at Fair Value on a Recurring Basis Using Unobservable Inputs (Level 3)

The reconciliation of the derivative liability measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows for the nine months ended September 30, 2022 and 2021:

Balance at December 31, 2020	$	93,172
Addition of new derivative liabilities		-
Change in fair value of derivative liability		17,470
Balance at September 30, 2021	$	110,642
Balance at December 31, 2021	$	110,992
Change in fair value of derivative liability		1,545
Transfer to put premium		(112,537	)
Balance at September 30, 2022	$	-

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Cash and Cash Equivalents (Tables)

9 Months Ended

Sep. 30, 2022

Cash and Cash Equivalents [Abstract]

Schedule of cash and cash equivalents

Cash and cash equivalents includes deposits on account held in escrow by our attorney. As of September 30, 2022 and December 31, 2021, the balances were as follows:

	September 30, 2022		December 31, 2021
Total	$	517	$	-

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Accrued Interest (Tables)

9 Months Ended

Sep. 30, 2022

Payables and Accruals [Abstract]

Schedule of accrued interest represents interest accrued on our long term indebtedness

Accrued interest represents interest accrued on our long term indebtedness. A reconciliation of accrued interest at September 30, 2022 follows below:

Balance at December 31, 2021	$	18,602
Add: Accrued interest acquired in Merger		1,197,027
Add: Accrued interest on outstanding indebtedness		73,485
Less: Accrued interest extinguished on conversions of debt		(535,129	)
Accrued interest, September 30, 2022	$	753,985

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Convertible Notes (Tables)

9 Months Ended

Sep. 30, 2022

Notes Payable [Abstract]

Schedule of summarizes the convertible notes

The following table summarizes the convertible notes as of September 30, 2022 and December 31, 2021:

Creditor	Date Issued		Interest Rate			Maturity Date		September 30, 2022			December 31, 2021
Travel Data Solutions, Inc.		18-Nov-17		10	%		30-Nov-19	$	100,000		$	-
Travel Data Solutions, Inc.		18-Jan-19		10	%		31-Jan-20		25,000			-
Third Party		07-Jul-20		10	%		07-Jul-21		84,681			84,681
Trillium Partners, LP		1-Apr-22		10	%		31-Mar-23		11,000			-
Trillium Partners, LP		14-Apr-22		10	%		14-Apr-23		11,000			-
Frondeur Partners LLC		01-May-22		10	%		28-Feb-23		25,000			-
Frondeur Partners LLC		01-Jun-22		10	%		31-Mar-23		25,000			-
Trillium Partners, LP		1-Jun-22		10	%		1-Jun-23		7,800			-
Trillium Partners, LP		15-June-22		12	%		15-Jun-23		165,000			-
Trillium Partners, LP		05-Aug-22		12	%		28-Jun-23		110,000
Frondeur Partners LLC		01-Aug-22		10	%		28-Feb-23		50,000			-
Total								$	614,481		$	84,681
Less: debt discount									(252,156	)		-
Convertible notes payable, total									362,325			84,681

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Loans Payable (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Schedule of loan payable

The loan payable balances are as follows:

	Rate			September 30, 2022		December 31, 2021
Loan 1		1	%	$	27,000	$	-
Loan 2		1	%		3,000		-
Loan 3		8	%		64,000		-
Loan 4		8	%		160,500		-
Loan 5		3.75	%		309,500		40,400
Total				$	564,000	$	40,400

Schedule of maturities of long-term debt

Annual maturities of the loans payable are as follows:

For the year ending	Amount
December 31, 2022 (remainder of year)	$	254,500
December 31, 2023		5,994
December 31, 2024		6,807
December 31, 2025		7,066
December 31, 2026		7,336
Thereafter		282,297
Total payments		564,000

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Put Premium on Stock Settled Debt (Tables)

9 Months Ended

Sep. 30, 2022

Share-based Payment Arrangement [Abstract]

Schedule of reconciliation of put premium on stock settled debt

The reconciliation of put premium on stock settled debt is as follows

Balance at December 31, 2021	$	-
Add: put premium acquired in Merger		230,743
Add: Gain on new methodology for accounting for debt conversion features		84,683
Add: put premium on new debt issuances		50,006
Less: put premium on convertible debt extinguished		(220,028	)
Balance at September 30, 2022	$	156,116

Schedule of put premium by individual debt instrument

Put premium on stock settled debt by individual note is as follows:

Creditor	Date Issued		Maturity Date		September 30, 2022		Discount Percentage			Put premium on stock settled debt
Travel Data Solutions, Inc.		18-Nov-17		30-Nov-19	$	100,000		-		$	-
Travel Data Solutions, Inc.		18-Jan-19		31-Jan-20	$	25,000		-			-
Third party		7-Jul-20		7-Jul-21		84,681		50	%		84,681
Trillium Partners, LP		1-Apr-22		31-Mar-23		11,000		0	%		-
Trillium Partners, LP		14-Apr-22		14-Apr-23		11,000		0	%		-
Frondeur Partners LLC		01-May-22		28-Feb-23		25,000		30	%		10,717
Frondeur Partners LLC		01-Jun-22		31-Mar-23		25,000		30	%		10,718
Trillium Partners, LP		14-Apr-22		14-Apr-23		7,800		0	%		-
Trillium Partners, LP		15-Jun-22		15-Jun-23		165,000		0	%		-
Trillium Partners, LP		05-Aug-22		28-Jun-23		110,000		0	%		-
Frondeur Partners LLC		01-Sept-22		31-June-23		50,000		30	%		50,000
Put premium on stock settled debt					$	614,481				$	156,116

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Derivative Liabilities (Tables)

9 Months Ended

Sep. 30, 2022

Derivative Liability [Abstract]

Schedule of assumptions used in the calculations of its derivatives

A summary of quantitative information with respect to valuation methodology and significant unobservable inputs used for the Company’s common stock purchase that are categorized within Level 3 of the fair value hierarchy for the periods ended September 30, 2022 and December 31, 2021 is as follows:

	September 30, 2022		December 31, 2021
Stock price		-	$	0.10
Exercise price		-	$	0.05
Contractual term (in years)		-		0.66
Volatility (annual)		-		83	%
Risk-free rate		-		0.39	%

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Common Stock (Tables)

9 Months Ended

Sep. 30, 2022

Dividends, Common Stock [Abstract]

Schedule of shares of common stock for the extinguishment of convertible debt

During the nine months ended September 30, 2022, the Company issued 13,869,610,180  shares of common stock for the extinguishment of convertible debt as follows:

Creditor	Date		Shares Issued		Principal Retired		Accrued Interest		Fees		Total
Livingston Asset Management LLC		7-Mar-22		154,190,143	$	25,000	$	4,085	$	3,295	$	32,380
Livingston Asset Management LLC		7-Mar-22		152,370,190		25,000		3,703		3,295		31,998
Trillium Partners, LP		7-Mar-22		220,029,400		17,000		4,085		3,295		24,380
Livingston Asset Management LLC		17-Mar-22		462,218,243		25,000		3,295		3,295		31,590
Livingston Asset Management LLC		6-May-22		315,275,000		9,500		2,969		3,295		15,764
Livingston Asset Management LLC		6-May-22		392,525,000		12,500		3,831		3,295		19,626
Livingston Asset Management LLC		19-May-22		50,910,200		1,100		396		1,050		2,546
Livingston Asset Management LLC		19-May-22		185,850,000		4,500		1,498		3,295		9,293
Livingston Asset Management LLC		6-Jun-22		376,768,000		18,750		4,329		3,295		26,374
Livingston Asset Management LLC		6-Jun-22		316,566,800		10,000		3,773		2,055		15,828
Livingston Asset Management LLC		10-Jun-22		163,772,200		-		6,134		2,055		8,189
Livingston Asset Management LLC		14-Jun-22		140,214,000		6,250		270		3,295		9,815
Oscalata partners LLC		15-Jun-22		300,727,400		11,000		741		3,295		15,036
Livingston Asset Management LLC		17-Jun-22		467,932,429		25,000		4,460		3,295		32,755
Livingston Asset Management LLC		17-Jun-22		463,470,571		25,000		4,148		3,295		32,443
Livingston Asset Management LLC		22-Jun-22		458,010,714		25,000		3,766		3,295		32,061
Livingston Asset Management LLC		23-Jun-22		453,588,000		25,000		3,456		3,295		31,751
Livingston Asset Management LLC		23-Jun-22		443,529,286		25,000		2,752		3,295		31,047
Livingston Asset Management LLC		27-Jun-22		434,833,714		25,000		2,023		3,415		30,438
Livingston Asset Management LLC		27-Jun-22		413,336,143		25,000		519		3,415		28,934
Livingston Asset Management LLC		28-Jun-22		434,891,429		25,000		2,027		3,415		30,442
Livingston Asset Management LLC		29-Jun-22		432,347,429		25,000		1,849		3,415		30,264
Frondeur Partners, LLC		30-Jun-22		429,412,000		25,000		1,644		3,415		30,059
Frondeur Partners, LLC		6-July-22		423,639,000		25,000		1,452		3,415		29,867
Frondeur Partners, LLC		6-July-22		426,672,143		25,000		1,644		3,415		30,059
Trillium Partners, LP		13-July-22		143,324,850		22,000		3,250		3,415		28,665
Trillium Partners, LP		13-July-22		92,680,867		22,000		2,389		3,415		27,804
Frondeur Partners, LLC		18-July-22		421,975,571		25,000		1,123		3,415		29,538
Frondeur Partners, LLC		18-July-22		419,235,857		25,000		932		3,415		29,347
Frondeur Partners, LLC		18-July-22		416,202,571		25,000		932		3,415		29,347
Oasis Capital, LLC		20-July-22		600,000,000		-		27,000		-		27,000
Trillium Partners, LP		07-Sept-22		766,606,000		-		41,133		1,030		42,163
Trillium Partners, LP		14-Sept-22		947,060,606		-		152,850		3,415		156,265
Trillium Partners, LP		27-Sept-22		1,549,444,424		-		252,243		3,415		255,658
Total				13,869,610,180	$	584,600	$	550,701	$	103,425	$	1,238,726

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Warrants (Tables)

9 Months Ended

Sep. 30, 2022

Warrants and Rights Note Disclosure [Abstract]

Schedule of outstanding stock warrants

	Shares available to purchase with warrants		Weighted Average Price		Weighted Average Remaining life
Outstanding, December 31, 2021		-		$.-	$	-
Issued		2,903,500,000	$	0.0001	$	6.63
Exercised		-	$	-	$	-
Forfeited		-	$	-	$	-
Expired		-	$	-	$	-
Outstanding, September 30, 2022		2,903,500,000	$	0.0001	$	6.63
Exercisable, September 30, 2022		2,853,500,000	$	0.0001	$	6.66

Schedule of significant to the fair value measurement

Range of Exercise Prices			Number Outstanding September 30, 2022	Weighted Average Remaining Contractual Life		Weighted Average Exercise Price
	$	0.0001-0.0025	2,903,500,000	6.63 years	$	0.0001

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Summary of Business and Basis of Presentation - Additional Information (Detail) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Summary of Business and Basis of Presentation [Line Items]
Accounts receivable allowance for doubtful debts current	$ 0		$ 0		$ 0
Unrecognized tax benefits income tax penalties and interest expenses	0	$ 0	0	$ 0
Unrecognized tax benefits income tax penalties and interest accured	$ 0		$ 0		$ 0
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Major Customer One [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage					80.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Major Customer Two [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage					19.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Two Major Customers [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage					99.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Major Customer One [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage		42.00%	60.00%	37.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Major Customer Two [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage		32.00%	14.00%	28.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Major Customer Three [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage		26.00%	14.00%	23.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Three Major Customers [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage		100.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Major Customer Four [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage			12.00%	12.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Four Major Customers [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage			100.00%	100.00%
Minimum [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage					10.00%
Minimum [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | No Customer [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage			10.00%
Minimum [Member] | Customer Concentration Risk [Member] | Revenue Benchmark [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage		10.00%	10.00%	10.00%
Minimum [Member] | Customer Concentration Risk [Member] | Revenue Benchmark [Member] | No Customer [Member]
Summary of Business and Basis of Presentation [Line Items]
Concentration risk percentage	10.00%
Direct Placement [Member]
Summary of Business and Basis of Presentation [Line Items]
Contract with customers refund liability current	$ 0		$ 0		$ 0
Direct Placement [Member] | Minimum [Member]
Summary of Business and Basis of Presentation [Line Items]
Guarantee period as condition precedent for earning revenue			90 days
Direct Placement [Member] | Maximum [Member]
Summary of Business and Basis of Presentation [Line Items]
Guarantee period as condition precedent for earning revenue			180 days
Reverse Acquisition [Member] | Bowmo [Member] | Series G Preferred Stock [Member]
Summary of Business and Basis of Presentation [Line Items]
Preferred stock voting rights as a percentage of total voting equity securities	78.00%		78.00%

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Summary of Business and Basis of Presentation - Schedule of Allocation of Purchase Price of Acquisition (Detail) - Bowmo [Member] - Reverse Acquisition [Member]	Sep. 30, 2022 USD ($)
Business Acquisition [Line Items]
Cash and cash equivalents	$ 517
Accounts payable	(326,400)
Accrued interest	(1,197,027)
Accrued officer compensation	(453,333)
Convertible Notes	(620,933)
Put premium on stock settled debt	(230,743)
Loans payable	(254,500)
Net Tangible Assets Acquired	(3,082,419)
Business Combination Equity Acquired [Abstract]
Business acquisition, equity interest issued or issuable, value assigned	(89,550)
Treasury stock, at cost – 2,917 shares	773,500
Additional paid in capital	(2,648,676)
Series A Preferred Stock [Member]
Business Combination Equity Acquired [Abstract]
Business acquisition, equity interest issued or issuable, value assigned	(33,815)
Series B Preferred Stock [Member]
Business Combination Equity Acquired [Abstract]
Business acquisition, equity interest issued or issuable, value assigned	(50)
Series C Preferred Stock [Member]
Business Combination Equity Acquired [Abstract]
Business acquisition, equity interest issued or issuable, value assigned	(50,000)
Series D Preferred Stock [Member]
Business Combination Equity Acquired [Abstract]
Business acquisition, equity interest issued or issuable, value assigned	(12)
Series E Preferred Stock [Member]
Business Combination Equity Acquired [Abstract]
Business acquisition, equity interest issued or issuable, value assigned	$ (166,331)

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Summary of Business and Basis of Presentation - Schedule of Allocation of Purchase Price of Acquisition (Parenthetical) (Detail) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Treasury stock, shares	2,917	0
Series A Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	3,500,000	3,500,000
Preferred stock par or stated value per share	$ 0.01	$ 0.01
Preferred stock, shares issued	3,381,520	0
Preferred stock, shares outstanding	3,381,520	0
Series B Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	10,000	10,000
Preferred stock par or stated value per share	$ 0.01	$ 0.01
Preferred stock, shares issued	5,000	0
Preferred stock, shares outstanding	5,000	0
Series C Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock par or stated value per share	$ 0.01	$ 0.01
Preferred stock, shares issued	5,000,000	0
Preferred stock, shares outstanding	5,000,000	0
Series D Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	125,000	125,000
Preferred stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock, shares issued	125,000	0
Preferred stock, shares outstanding	125,000	0
Series G Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock, shares issued	1,000,000	0
Preferred stock, shares outstanding	1,000,000	0
Reverse Acquisition [Member] | Bowmo [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	20,000,000,000
Preferred stock par or stated value per share	$ 0.00001
Preferred stock, shares issued	8,955,014,498
Preferred stock, shares outstanding	8,955,014,498
Treasury stock, shares	2,917
Reverse Acquisition [Member] | Bowmo [Member] | Series A Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	3,500,000
Preferred stock par or stated value per share	$ 0.01
Preferred stock, shares issued	3,381,520
Preferred stock, shares outstanding	3,381,520
Reverse Acquisition [Member] | Bowmo [Member] | Series B Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	10,000
Preferred stock par or stated value per share	$ 0.01
Preferred stock, shares issued	5,000
Preferred stock, shares outstanding	5,000
Reverse Acquisition [Member] | Bowmo [Member] | Series C Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	10,000,000
Preferred stock par or stated value per share	$ 0.01
Preferred stock, shares issued	5,000,000
Preferred stock, shares outstanding	5,000,000
Reverse Acquisition [Member] | Bowmo [Member] | Series D Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock, shares authorized	125,000
Preferred stock par or stated value per share	$ 0.0001
Preferred stock, shares issued	125,000
Preferred stock, shares outstanding	125,000
Reverse Acquisition [Member] | Bowmo [Member] | Series G Preferred Stock [Member]
Business Acquisition [Line Items]
Preferred stock voting rights as a percentage of total voting equity securities	78.00%

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Summary of Business and Basis of Presentation - Schedule of Deferred Revenue (Detail) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Disclosure in Tabular Form of Contract with Customers Liability [Line Items]
Deferred revenue	$ 0	$ 3.108
Recruiting as a service [Member]
Disclosure in Tabular Form of Contract with Customers Liability [Line Items]
Deferred revenue	$ 0	$ 3,108

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Summary of Business and Basis of Presentation - Schedule of Revenue Disaggregation (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Revenues		$ 67,400	$ 149,848	$ 76,400
Direct placement [Member]
Disaggregation of Revenue [Line Items]
Revenues		46,100	100,750	46,100
Recruiting as a service [Member]
Disaggregation of Revenue [Line Items]
Revenues		$ 21,300	$ 49,098	$ 30,300

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Summary of Business and Basis of Presentation - Schedule of Fair Values of Financial Assets and Liabilities (Detail) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability	$ 18,602	$ 110,992
Warrants	328,694
Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative liability		$ 110,992
Warrants	$ 328,694

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Summary of Business and Basis of Presentation - Schedule of Reconciliation of the Derivative Liability Measured at Fair Value on a Recurring Basis Using Unobservable Inputs (Level 3) (Detail) - Level 3 [Member] - USD ($)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	$ 110,992	$ 93,172
Addition of new derivative liabilities	1,545
Change in fair value of derivative liability	(112,537)	17,470
Ending Balance		$ 110,642

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Going Concern - Additional Information (Detail)	Sep. 30, 2022 USD ($)
Going Concern [Abstract]
Accumulated deficit	$ 5,574,127

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Cash and Cash Equivalents - Schedule Of Cash and Cash Equivalents (Detail) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Schedule Of Cash and Cash Equivalents [Abstract]
Total	$ 517	$ 0

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Accrued Interest - Schedule of accrued interest represents interest accrued on our long term indebtedness (Detail) - USD ($)	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Schedule of accrued interest represents interest accrued on our long term indebtedness [Abstract]
Balance at December 31, 2021	$ 18,602	$ 110,992
Add: Accrued interest acquired in Merger	1,197,027
Add: Accrued interest on outstanding indebtedness	73,485
Less: Accrued interest extinguished on conversions of debt	(535,129)
Accrued interest, September 30, 2022	$ 753,985

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Convertible Notes - Schedule of summarizes the convertible notes (Detail) - USD ($)	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Long-term Debt, Gross	$ 614,481	$ 84,681
Debt Instrument, Unamortized Discount	(252,156)
Convertible Notes Payable, Current	$ 362,325	84,681
Travel Data Solutions [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Nov. 18, 2017
Interest Rate	10.00%
Debt Instrument, Maturity Date	Nov. 30, 2019
Long-term Debt, Gross	$ 100,000
Travel Data Solutions One [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Jan. 18, 2019
Interest Rate	10.00%
Debt Instrument, Maturity Date	Jan. 31, 2020
Long-term Debt, Gross	$ 25,000
Third Party [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Jul. 07, 2020
Interest Rate	10.00%
Debt Instrument, Maturity Date	Jul. 07, 2021
Long-term Debt, Gross	$ 84,681	$ 84,681
Trillium Partners LP One [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Apr. 01, 2022
Interest Rate	10.00%
Debt Instrument, Maturity Date	Mar. 31, 2023
Long-term Debt, Gross	$ 11,000
Trillium Partners LP Two [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Apr. 14, 2022
Interest Rate	10.00%
Debt Instrument, Maturity Date	Apr. 14, 2023
Long-term Debt, Gross	$ 11,000
Frondeur Partners LLC One [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	May 01, 2022
Interest Rate	10.00%
Debt Instrument, Maturity Date	Feb. 28, 2023
Long-term Debt, Gross	$ 25,000
Frondeur Partners LLC Two [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Jun. 01, 2022
Interest Rate	10.00%
Debt Instrument, Maturity Date	Mar. 31, 2023
Long-term Debt, Gross	$ 25,000
Frondeur Partners LLC Three [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Aug. 01, 2022
Interest Rate	10.00%
Debt Instrument, Maturity Date	Feb. 28, 2023
Long-term Debt, Gross	$ 50,000
Trilleum Partners LP Three [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Jun. 01, 2022
Interest Rate	10.00%
Debt Instrument, Maturity Date	Jun. 01, 2023
Long-term Debt, Gross	$ 7,800
Trilleum Partners Lp Four [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Jun. 15, 2022
Interest Rate	12.00%
Debt Instrument, Maturity Date	Jun. 15, 2023
Long-term Debt, Gross	$ 165,000
Convertible Notes Payable, Current	$ 150,000
Trilleum Partners Lp Five [Member]
Convertible Notes Schedule of summarizes the convertible notes [Line Items]
Date Issued	Aug. 05, 2022
Interest Rate	12.00%
Debt Instrument, Maturity Date	Jun. 28, 2023
Long-term Debt, Gross	$ 110,000

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Convertible Notes - Additional Information (Detail) - USD ($)	1 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Convertible Debt [Line Items]
Long-term Debt, Gross	$ 614,481	$ 84,681
Convertible Notes Payable, Current	$ 362,325	$ 84,681
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Trilleum Partners Lp Four [Member]
Convertible Debt [Line Items]
Long-term Debt, Gross	$ 165,000
Short-term Debt, Percentage Bearing Fixed Interest Rate	12.00%
Convertible Notes Payable, Current	$ 150,000
Common Stock, Par or Stated Value Per Share	$ 0.0001
Debt Conversion, Converted Instrument, Shares Issued	1,500,000

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Loans Payable - Schedule of loan payable (Detail) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Loans Payable (Details) - Schedule of loan payable [Line Items]
Total payments	$ 564,000	$ 40,400
Loan 1 [Member]
Loans Payable (Details) - Schedule of loan payable [Line Items]
Short-term debt, percentage bearing fixed interest rate	1.00%
Other loans payable current	$ 27,000	0
Loan 2 [Member]
Loans Payable (Details) - Schedule of loan payable [Line Items]
Short-term debt, percentage bearing fixed interest rate	1.00%
Other loans payable current	$ 3,000	0
Loan 3 [Member]
Loans Payable (Details) - Schedule of loan payable [Line Items]
Short-term debt, percentage bearing fixed interest rate	8.00%
Other loans payable current	$ 64,000	0
Loan 4 [Member]
Loans Payable (Details) - Schedule of loan payable [Line Items]
Short-term debt, percentage bearing fixed interest rate	8.00%
Other loans payable current	$ 160,500	0
Loan 5 [Member]
Loans Payable (Details) - Schedule of loan payable [Line Items]
Long-term debt, percentage bearing fixed interest rate	3.75%
Other loans payable, noncurrent	$ 309,500	$ 40,400

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Loans Payable - Additional Information (Detail) - USD ($)																		1 Months Ended	12 Months Ended
	Jan. 04, 2016	Dec. 23, 2015	Dec. 02, 2015	Nov. 13, 2015	Sep. 15, 2015	Sep. 01, 2015	Aug. 21, 2015	Aug. 12, 2015	Jul. 03, 2015	May 29, 2015	Mar. 19, 2015	Jan. 29, 2015	Dec. 04, 2014	Sep. 18, 2014	Feb. 27, 2014	Aug. 12, 2013	May 30, 2013	Feb. 28, 2022	Dec. 31, 2015	Sep. 30, 2022
Loan 1 [Member]
Debt Instrument [Line Items]
Proceeds from other short term debt																$ 25,000	$ 2,000
Other loans payable current																$ 27,000
Short term debt fixed rate of interest percentage																				1.00%
Loan 2 [Member]
Debt Instrument [Line Items]
Proceeds from other short term debt											$ 10,200				$ 6,000
Short term debt fixed rate of interest percentage																				1.00%
Repayment of other short term debt																			$ 13,200
Loan 3 [Member]
Debt Instrument [Line Items]
Proceeds from other short term debt	$ 45,000		$ 22,000						$ 5,000	$ 4,000				$ 35,000
Short term debt fixed rate of interest percentage																				8.00%
Loan 4 [Member]
Debt Instrument [Line Items]
Proceeds from other short term debt		$ 10,000		$ 30,000	$ 25,000	$ 40,000	$ 25,000	$ 20,000				$ 20,000	$ 20,000
Short term debt fixed rate of interest percentage																				8.00%
Loan 5 [Member]
Debt Instrument [Line Items]
Proceeds from other long term debt																		$ 269,200
Debt instrument monthly instalment of principal																		$ 1,506

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Loans Payable - Schedule of maturities of long-term debt (Detail) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
December 31, 2022 (remainder of year)	$ 254,500
December 31, 2023	5,994
December 31, 2024	6,807
December 31, 2025	7,066
December 31, 2026	7,336
Thereafter	282,297
Total payments	$ 564,000	$ 40,400

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Put Premium on Stock Settled Debt - Schedule of reconciliation of put premium on stock settled debt (Detail)	9 Months Ended
	Sep. 30, 2021 USD ($) shares
Schedule of reconciliation of put premium on stock settled debt [Abstract]
Balance at December 31, 2021 | shares	0
Add: put premium acquired in Merger	$ 230,743
Add: Gain on new methodology for accounting for debt conversion features	84,683
Add: put premium on new debt issuances	50,006
Less: put premium on convertible debt extinguished	$ (220,028)
Balance at September 30, 2022 | shares	156,116

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Put Premium on Stock Settled Debt - Schedule of put premium by individual debt instrument (Detail)	9 Months Ended
	Sep. 30, 2022 USD ($)
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Premium on stock	$ 614,481
Put premium on stock settled debt	$ 156,116
Travel Data Solutions, Inc.[Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	18-Nov-17
Maturity Date	30-Nov-19
Premium on stock	$ 100,000
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Travel Data Solutions, Inc.[Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	18-Jan-19
Maturity Date	31-Jan-20
Premium on stock	$ 25,000
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Third party [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	7-Jul-20
Maturity Date	7-Jul-21
Premium on stock	$ 84,681
Discount Percentage	50.00%
Put premium on stock settled debt	$ 84,681
Trillium Partners, LP [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	1-Apr-22
Maturity Date	31-Mar-23
Premium on stock	$ 11,000
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Trillium Partners, LP [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	14-Apr-22
Maturity Date	14-Apr-23
Premium on stock	$ 11,000
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Frondeur Partners LLC [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	01-May-22
Maturity Date	28-Feb-23
Premium on stock	$ 25,000
Discount Percentage	30.00%
Put premium on stock settled debt	$ 10,717
Frondeur Partners LLC [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	01-Jun-22
Maturity Date	31-Mar-23
Premium on stock	$ 25,000
Discount Percentage	30.00%
Put premium on stock settled debt	$ 10,718
Trillium Partners, LP [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	14-Apr-22
Maturity Date	14-Apr-23
Premium on stock	$ 7,800
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Trillium Partners, LP [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	15-Jun-22
Maturity Date	15-Jun-23
Premium on stock	$ 165,000
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Trillium Partners, LP [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	05-Aug-22
Maturity Date	28-Jun-23
Premium on stock	$ 110,000
Discount Percentage	0.00%
Put premium on stock settled debt	$ 0
Frondeur Partners LLC [Member]
Put Premium on Stock Settled Debt (Details) - Schedule of put premium by individual debt instrument [Line Items]
Date Issued	01-Sept-22
Maturity Date	31-June-23
Premium on stock	$ 50,000
Discount Percentage	30.00%
Put premium on stock settled debt	$ 50,000

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Derivative Liabilities - Schedule of assumptions used in the calculations of its derivatives (Detail) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Derivative Liability [Abstract]
Stock price	$ 0	$ 0.1
Exercise price	$ 0	$ 0.05
Contractual term (in years)		7 months 28 days
Volatility (annual)	0.00%	83.00%
Risk-free rate	0.00%	0.39%

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Common Stock - Additional Information (Detail) - USD ($)	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Dividends, Common Stock [Abstract]
Extinguishment of convertible debt	$ 13,869,610,180
Common stock, shares authorized	20,000,000,000	20,000,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, voting rights	one

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Common Stock - Schedule of shares of common stock for the extinguishment of convertible debt (Detail)	9 Months Ended
	Sep. 30, 2022 USD ($) shares
Extinguishment of Debt [Line Items]
Shares (in Shares) | shares	13,869,610,180
Principal Retired	$ 584,600
Accrued interest	550,701
Fees	103,425
Total	$ 1,238,726
Livingston Asset Management LLC [Member]
Extinguishment of Debt [Line Items]
Date	7-Mar-22
Shares (in Shares) | shares	154,190,143
Principal Retired	$ 25,000
Accrued interest	4,085
Fees	3,295
Total	$ 32,380
Livingston Asset Management LLC One [Member]
Extinguishment of Debt [Line Items]
Date	7-Mar-22
Shares (in Shares) | shares	152,370,190
Principal Retired	$ 25,000
Accrued interest	3,703
Fees	3,295
Total	$ 31,998
Trillium Partners, LP [Member]
Extinguishment of Debt [Line Items]
Date	7-Mar-22
Shares (in Shares) | shares	220,029,400
Principal Retired	$ 17,000
Accrued interest	4,085
Fees	3,295
Total	$ 24,380
Livingston Asset Management LLC Two [Member]
Extinguishment of Debt [Line Items]
Date	17-Mar-22
Shares (in Shares) | shares	462,218,243
Principal Retired	$ 25,000
Accrued interest	3,295
Fees	3,295
Total	$ 31,590
Livingston Asset Management LLC Three [Member]
Extinguishment of Debt [Line Items]
Date	6-May-22
Shares (in Shares) | shares	315,275,000
Principal Retired	$ 9,500
Accrued interest	2,969
Fees	3,295
Total	$ 15,764
Livingston Asset Management LLC Four [Member]
Extinguishment of Debt [Line Items]
Date	6-May-22
Shares (in Shares) | shares	392,525,000
Principal Retired	$ 12,500
Accrued interest	3,831
Fees	3,295
Total	$ 19,626
Livingston Asset Management LLC Five [Member]
Extinguishment of Debt [Line Items]
Date	19-May-22
Shares (in Shares) | shares	50,910,200
Principal Retired	$ 1,100
Accrued interest	396
Fees	1,050
Total	$ 2,546
Livingston Asset Management LLC Six [Member]
Extinguishment of Debt [Line Items]
Date	19-May-22
Shares (in Shares) | shares	185,850,000
Principal Retired	$ 4,500
Accrued interest	1,498
Fees	3,295
Total	$ 9,293
Livingston Asset Management LLC Seven [Member]
Extinguishment of Debt [Line Items]
Date	6-Jun-22
Shares (in Shares) | shares	376,768,000
Principal Retired	$ 18,750
Accrued interest	4,329
Fees	3,295
Total	$ 26,374
Livingston Asset Management LLC Eight [Member]
Extinguishment of Debt [Line Items]
Date	6-Jun-22
Shares (in Shares) | shares	316,566,800
Principal Retired	$ 10,000
Accrued interest	3,773
Fees	2,055
Total	$ 15,828
Livingston Asset Management LLC Nine [Member]
Extinguishment of Debt [Line Items]
Date	10-Jun-22
Shares (in Shares) | shares	163,772,200
Principal Retired	$ 0
Accrued interest	6,134
Fees	2,055
Total	$ 8,189
Livingston Asset Management LLC Ten [Member]
Extinguishment of Debt [Line Items]
Date	14-Jun-22
Shares (in Shares) | shares	140,214,000
Principal Retired	$ 6,250
Accrued interest	270
Fees	3,295
Total	$ 9,815
Oscalata Partners LLC [Member]
Extinguishment of Debt [Line Items]
Date	15-Jun-22
Shares (in Shares) | shares	300,727,400
Principal Retired	$ 11,000
Accrued interest	741
Fees	3,295
Total	$ 15,036
Livingston Asset Management LLC Eleven [Member]
Extinguishment of Debt [Line Items]
Date	17-Jun-22
Shares (in Shares) | shares	467,932,429
Principal Retired	$ 25,000
Accrued interest	4,460
Fees	3,295
Total	$ 32,755
Livingston Asset Management LLC Twelve [Member]
Extinguishment of Debt [Line Items]
Date	17-Jun-22
Shares (in Shares) | shares	463,470,571
Principal Retired	$ 25,000
Accrued interest	4,148
Fees	3,295
Total	$ 32,443
Livingston Asset Management LLC Thirteen [Member]
Extinguishment of Debt [Line Items]
Date	22-Jun-22
Shares (in Shares) | shares	458,010,714
Principal Retired	$ 25,000
Accrued interest	3,766
Fees	3,295
Total	$ 32,061
Livingston Asset Management LLC Fourteen [Member]
Extinguishment of Debt [Line Items]
Date	23-Jun-22
Shares (in Shares) | shares	453,588,000
Principal Retired	$ 25,000
Accrued interest	3,456
Fees	3,295
Total	$ 31,751
Livingston Asset Management LLC Fifteen [Member]
Extinguishment of Debt [Line Items]
Date	23-Jun-22
Shares (in Shares) | shares	443,529,286
Principal Retired	$ 25,000
Accrued interest	2,752
Fees	3,295
Total	$ 31,047
Livingston Asset Management LLC Sixteen [Member]
Extinguishment of Debt [Line Items]
Date	27-Jun-22
Shares (in Shares) | shares	434,833,714
Principal Retired	$ 25,000
Accrued interest	2,023
Fees	3,415
Total	$ 30,438
Livingston Asset Management LLC Seventeen [Member]
Extinguishment of Debt [Line Items]
Date	27-Jun-22
Shares (in Shares) | shares	413,336,143
Principal Retired	$ 25,000
Accrued interest	519
Fees	3,415
Total	$ 28,934
Livingston Asset Management LLC Eighteen [Member]
Extinguishment of Debt [Line Items]
Date	28-Jun-22
Shares (in Shares) | shares	434,891,429
Principal Retired	$ 25,000
Accrued interest	2,027
Fees	3,415
Total	$ 30,442
Livingston Asset Management LLC Nineteen [Member]
Extinguishment of Debt [Line Items]
Date	29-Jun-22
Shares (in Shares) | shares	432,347,429
Principal Retired	$ 25,000
Accrued interest	1,849
Fees	3,415
Total	$ 30,264
Frondeur Partners, LLC [Member]
Extinguishment of Debt [Line Items]
Date	30-Jun-22
Shares (in Shares) | shares	429,412,000
Principal Retired	$ 25,000
Accrued interest	1,644
Fees	3,415
Total	$ 30,059
Frondeur Partners LLC One [Member]
Extinguishment of Debt [Line Items]
Date	6-July-22
Shares (in Shares) | shares	423,639,000
Principal Retired	$ 25,000
Accrued interest	1,452
Fees	3,415
Total	$ 29,867
Frondeur Partners LLC Two [Member]
Extinguishment of Debt [Line Items]
Date	6-July-22
Shares (in Shares) | shares	426,672,143
Principal Retired	$ 25,000
Accrued interest	1,644
Fees	3,415
Total	$ 30,059
Trillium Partners, LP One [Member]
Extinguishment of Debt [Line Items]
Date	13-July-22
Shares (in Shares) | shares	143,324,850
Principal Retired	$ 22,000
Accrued interest	3,250
Fees	3,415
Total	$ 28,665
Trillium Partners, LP Two [Member]
Extinguishment of Debt [Line Items]
Date	13-July-22
Shares (in Shares) | shares	92,680,867
Principal Retired	$ 22,000
Accrued interest	2,389
Fees	3,415
Total	$ 27,804
Frondeur Partners LLC Three [Member]
Extinguishment of Debt [Line Items]
Date	18-July-22
Shares (in Shares) | shares	421,975,571
Principal Retired	$ 25,000
Accrued interest	1,123
Fees	3,415
Total	$ 29,538
Frondeur Partners LLC Four [Member]
Extinguishment of Debt [Line Items]
Date	18-July-22
Shares (in Shares) | shares	419,235,857
Principal Retired	$ 25,000
Accrued interest	932
Fees	3,415
Total	$ 29,347
Frondeur Partners LLC Five [Member]
Extinguishment of Debt [Line Items]
Date	18-July-22
Shares (in Shares) | shares	416,202,571
Principal Retired	$ 25,000
Accrued interest	932
Fees	3,415
Total	$ 29,347
Oasis Capital, LLC [Member]
Extinguishment of Debt [Line Items]
Date	20-July-22
Shares (in Shares) | shares	600,000,000
Principal Retired	$ 0
Accrued interest	27,000
Fees	0
Total	$ 27,000
Trillium Partners, LP Three [Member]
Extinguishment of Debt [Line Items]
Date	07-Sept-22
Shares (in Shares) | shares	766,606,000
Principal Retired	$ 0
Accrued interest	41,133
Fees	1,030
Total	$ 42,163
Trillium Partners, LP Four [Member]
Extinguishment of Debt [Line Items]
Date	14-Sept-22
Shares (in Shares) | shares	947,060,606
Principal Retired	$ 0
Accrued interest	152,850
Fees	3,415
Total	$ 156,265
Trillium Partners, LP Five [Member]
Extinguishment of Debt [Line Items]
Date	27-Sept-22
Shares (in Shares) | shares	1,549,444,424
Principal Retired	$ 0
Accrued interest	252,243
Fees	3,415
Total	$ 255,658

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Warrants - Additional Information (Detail) - Frondeur Partners LLC and Trillium Partners LP [Member]	9 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares
Warrants Details [Line Items]
Class of warrants or rights, Warrants issued during period | shares	2,903,500,000
Warrant to purchase common shares (in Shares) | shares	2,903,500,000
Fair value of the warrants (in Dollars) | $	$ 328,694
Maximum [Member]
Warrants Details [Line Items]
Class of warrant or right, Exercise price of warrants or rights	$ 0.0025
Warrant expiry term	7 years
Fair value of warrants exercise price (in Dollars per share)	$ 0.0025
Fair value of warrants risk free rate	2.94%
Fair value of warrants volatility	302.19%
Fair value of warrants term	7 years
Minimum [Member]
Warrants Details [Line Items]
Class of warrant or right, Exercise price of warrants or rights	$ 0.0001
Warrant expiry term	5 years
Fair value of warrants exercise price (in Dollars per share)	$ 0.0001
Fair value of warrants risk free rate	2.50%
Fair value of warrants volatility	266.74%
Fair value of warrants term	5 years

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Warrants - Schedule of outstanding stock warrants (Detail)	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Schedule Of Outstanding Stock Warrants [Abstract]
Balance at December 31, 2021 | shares	0
Shares available to purchase with warrants, Issued (in Shares) | shares	2,903,500,000
Shares available to purchase with warrants, Exercised (in Shares) | shares	0
Shares available to purchase with warrants, Forfeited (in Shares) | shares	0
Shares available to purchase with warrants, Expired (in Shares) | shares	0
Balance at September 30 , 2022 | shares	2,903,500,000
Shares available to purchase with warrants, Exercisable (in Shares) | shares	2,853,500,000
Weighted Average Price, beginning balance	$ 0
Weighted Average Price, Issued	0.0001
Weighted Average Price, Exercised	0
Weighted Average Price, Forfeited	0
Weighted Average Price, Expired	0
Weighted Average Price, ending balance	0.0001
Weighted Average Price, Exercisable	0.0001
Weighted Average Fair Value, beginning balance	0
Weighted Average Fair Value, Issued	6.63
Weighted Average Fair Value, Exercised	0
Weighted Average Fair Value, Forfeited	0
Weighted Average Fair Value, Expired	0
Weighted Average Fair Value, ending balance	6.63
Weighted Average Fair Value, Exercisable	$ 6.66

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Warrants - Schedule of significant to the fair value measurement (Detail)	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Schedule of Significant to the Fair Value Measurement [Line Items]
Number Outstanding (in Shares) | shares	2,903,500,000
Weighted Average Remaining Contractual Life	6 years 7 months 17 days
Weighted Average Exercise Price	$ 0.0001
Maximum [Member]
Schedule of Significant to the Fair Value Measurement [Line Items]
Range of Exercise Prices	0.0025
Minimum [Member]
Schedule of Significant to the Fair Value Measurement [Line Items]
Range of Exercise Prices	$ 0.0001

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Preferred Stock - Additional Information (Detail) - shares	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Series A Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series A Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of ten shares of common stock for one share of Series A Preferred Stock. Each share is entitled to 10 votes, voting with the common stock as a single class, has liquidation rights of $2.00 per share and is not entitled to receive dividends.
Preferred stock, shares outstanding	3,381,520	0
Series B Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series B Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of 4,000 shares of common stock for one share of Series B Preferred Stock. Each share is entitled to 4,000 votes, voting with the common stock as a single class, has liquidation rights of $0.01 per share and is not entitled to receive dividends
Preferred stock, shares outstanding	5,000	0
Series C Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series C Convertible Preferred Stock, has a par value of $0.01, may be converted at the holder’s election into shares of common stock at the conversion rate of 400 shares of common stock for one share of Series C Preferred Stock. Each share is entitled to 400 votes, voting with the common stock as a single class, has liquidation rights of $0.01 per share and is entitled to receive four hundred times the dividends declared and paid with respect to each share of Common Stock.
Preferred stock, shares outstanding	5,000,000	0
Series D Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series D Convertible Preferred Stock, has a par value of $0.0001, may be converted at a ratio of the Stated Value plus dividends accrued but unpaid divided by the fixed conversion price of $0.0015, which conversion price is subject to adjustment. Series D is non-voting, has liquidation rights to be paid in cash, before any payment to common or junior stock, 140% of the Stated Value ($2.00) per share plus any dividends accrued but unpaid thereon and is entitled to 8% cumulative dividends.
Preferred stock, shares outstanding	125,000	0
Series E Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series E Convertible Preferred Stock, has a par value of $0.001, and a stated value of $1.00 per share, subject to adjustment. The shares of Series E Convertible Preferred Stock can convert at a conversion price that is equal to the amount that is 61% of the lowest trading price of the Company’s common stock during the 20 trading days immediately preceding such conversion. The shares of Series E Convertible Preferred Stock are subject to redemption by the Company at its option from the date of issuance until the date that is 180 days therefrom, subject to premium that ranges from 120% to 145%, increasing by 5% during each 30-day period following issuance. Series E carries a 12% cumulative dividend, which will increase to 22% upon an event of default, is non-voting, and has liquidation rights to be paid in cash, before any payment to common or junior stock.
Series AA and Super preferred stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series AA and Super Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock at the conversion rate of one share of common stock for one share of Preferred Stock.
Preferred stock, shares outstanding	0	652,759
Series F Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series F Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock at the current conversion rate of 93,761,718 shares of common stock for one share of Series F Preferred Stock. Each share is entitled to 93,761,718 votes, voting with the common stock as a single class, has no liquidation rights and is not entitled to receive dividends.
Preferred stock, shares outstanding	101	0
Series G Convertible Preferred Stock [Member]
Preferred Stock (Details) [Line Items]
Convertible preferred stock, description	Series G Convertible Preferred Stock, has a par value of $0.001, may be converted at the holder’s election into shares of common stock for a period ending 18 months following issuance at the conversion rate that will result, in the aggregate, in the holders of Series G Preferred Stock receiving that number of shares of Common Stock which equals Seventy Eight Percent (78%) of the total issued and outstanding shares of commons stock of the company on a fully diluted basis. The Series G Preferred Stock shall vote with the common stock as a single class, has liquidation rights of $0.001 per share and is entitled to receive an annal dividend of 6% of the Stated Value (the “Divided Rate”), which shall be cumulative, payable solely upon redemption, liquidation, or conversion.
Preferred stock, shares outstanding	1,000,000	0

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Related Party Transactions - Additional Information (Detail) - USD ($)		3 Months Ended		9 Months Ended
	Jul. 08, 2019	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Related Party Transaction [Line Items]
Salary per month	$ 10,000
Accrued compensation		$ 502,000		$ 502,000
Related party transaction amounts of transaction		0	$ 0	40,875	$ 0
Eddie Aizman [Member]
Related Party Transaction [Line Items]
Accrued compensation		440,684		440,684
Salary per year				200,000
Michael Lakshin [Member]
Related Party Transaction [Line Items]
Accrued compensation		$ 440,684		440,684
Salary per year				$ 180,000

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Commitments and Contingencies - Additional Information (Detail) - USD ($)		9 Months Ended
	Feb. 13, 2017	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Obtained a default judgment amount	$ 27,083.74
Amount of indebtedness		$ 1,600,000

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Subsequent Events - Additional Information (Detail) - USD ($)		1 Months Ended
	Oct. 01, 2022	Nov. 09, 2022	Nov. 01, 2022	Oct. 19, 2022	Sep. 30, 2022
Subsequent Event [Line Items]
Unamortized discount					$ 252,156
Subsequent Event [Member] | Notes Payable, Other Payables [Member]
Subsequent Event [Line Items]
Debt instrument, Face amount			$ 75,000
Subsequent Event [Member] | Loans Payable [Member]
Subsequent Event [Line Items]
Debt instrument, Face amount			$ 11,000
Subsequent Event [Member] | Trillium Partners, LP [Member]
Subsequent Event [Line Items]
Debt instrument, Face amount				$ 275,000
Unamortized discount				$ 25,000
Debt instrument, Convertible, Conversion price				$ 1
Class of warrants or rights, Warrants issued during period	2,550,000,000
Warrant to purchase common shares	2,550,000,000
Subsequent Event [Member] | Frondeur Partners, LLC [Member]
Subsequent Event [Line Items]
Class of warrants or rights, Warrants issued during period	112,500,000
Warrant to purchase common shares	112,500,000
Subsequent Event [Member] | Conversion of Notes Payable and Accrued Interest to Common Stock [Member]
Subsequent Event [Line Items]
Stock issued during period, Shares, Conversion of convertible securities		2,869,087,755
Debt conversion, Original debt, Amount		$ 593,874