XML 14 R1.htm IDEA: XBRL DOCUMENT

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Oct. 31, 2020	Jan. 28, 2021	Apr. 30, 2020
Document And Entity Information
Entity Registrant Name	Organicell Regenerative Medicine, Inc.
Entity Central Index Key	0001557376
Document Type	10-K
Document Period End Date	Oct. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--10-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	No
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Shell Company	false
Entity Public Float			$ 5,311,131
Entity Common Stock, Shares Outstanding		992,207,783
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2020
Entity File Number	000-55008
Entity Interactive Data Current	No
Entity Incorporation, State or Country Code	NV

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CONSOLIDATED BALANCE SHEETS - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Current Assets
Cash	$ 590,797	$ 132,557
Accounts receivable, net of allowance for bad debts	29,385	26,031
Prepaid expenses	78,790	121,394
Inventories	146,811	77,963
Total Current Assets	845,783	357,945
Property and equipment, net	365,234	263,315
Other assets - right of use	105,355	22,813
Security deposits	17,800	5,000
TOTAL ASSETS	1,334,172	649,073
Current Liabilities
Accounts payable and accrued expenses	765,652	552,426
Accrued liabilities to management	1,156,295	631,809
Notes payable	6,949	212,438
Advances from affiliate	220,897	220,897
Finance lease obligations	50,843	72,208
Operating lease obligations	38,037	22,813
Convertible debentures	175,000	220,000
Liabilities attributable to discontinued operations	125,851	125,851
Total Current Liabilities	2,539,524	2,058,442
Long term finance lease obligations	119,146	153,180
Long term operating lease obligations	67,318	0
Stockholders' Deficit
Common stock, $0.001 par value, 1,500,000,000 shares authorized; 939,942,783 and 502,936,805 shares issued and outstanding, respectively	939,943	502,937
Additional paid-in capital	26,536,430	14,219,736
Accumulated deficit	(28,868,189)	(16,285,222)
Total Stockholders' Deficit	(1,391,816)	(1,562,549)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 1,334,172	$ 649,073

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Oct. 31, 2020	Oct. 31, 2019
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,500,000,000	1,500,000,000
Common stock, shares issued	939,942,783	502,936,805
Common stock, shares outstanding	939,942,783	502,936,805

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CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Income Statement [Abstract]
Revenues	$ 3,055,776	$ 1,702,271
Cost of revenues	398,606	300,837
Gross profit	2,657,170	1,401,434
General and administrative expenses	15,095,111	3,177,924
Loss from operations	(12,437,941)	(1,776,490)
Other income (expense)
Interest expense	(177,744)	(46,600)
Other	32,717	84,791
Loss before income taxes	(12,582,967)	(1,738,299)
Provision for income taxes	0	0
Net loss	(12,582,967)	(1,738,299)
Net loss attributable to the non-controlling interest	0	(978)
Net loss attributable to Organicell Regenerative Medicine, Inc.	$ (12,582,967)	$ (1,737,321)
Net loss per common share - basic and diluted	$ (0.02)	$ 0.00
Weighted average number of common shares outstanding - basic and diluted	670,817,666	466,984,320

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CONSOLIDATED CHANGES TO STOCKHOLDERS' EQUITY (DEFICIT) - USD ($)	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total Stockholders' Deficit Attributable To Organicell	Noncontrolling Interest	Total
Balance at beginning, value at Oct. 31, 2018	$ 436,490	$ 12,853,608	$ (14,547,901)	$ (1,257,803)	$ 42,977	$ (1,214,826)
Balance at beginning, shares at Oct. 31, 2018	436,490,110
Sale of common stock, value	$ 20,352	439,148		459,500		459,500
Sale of common stock, shares	20,352,000
Exchange of debt obligations, value	$ 7,620	196,044		203,664		203,664
Exchange of debt obligations, shares	7,619,695
Stock-based compensation, value	$ 31,675	695,737		727,412		727,412
Stock-based compensation, shares	31,675,000
Acquisition of non-controlling interest, value	$ 6,800	35,199		41,999	(41,999)
Acquisition of non-controlling interest, shares	6,800,000
Net loss			(1,737,321)	(1,737,321)	(978)	(1,738,299)
Balance at end, value at Oct. 31, 2019	$ 502,937	14,219,736	(16,285,222)	(1,562,549)		(1,562,549)
Balance at end, shares at Oct. 31, 2019	502,936,805
Sale of common stock, value	$ 65,454	2,129,867		2,195,321		2,195,321
Sale of common stock, shares	65,454,170
Conversion of debt and accrued interest, value	$ 40,000	559,400		599,400		599,400
Conversion of debt and accrued interest, shares	40,000,000
Exchange of debt obligations, value	$ 160	44,320		44,480		44,480
Exchange of debt obligations, shares	160,000
Stock-based compensation, value	$ 331,392	9,583,107		9,914,499		9,914,499
Stock-based compensation, shares	331,391,808
Net loss			(12,582,967)	(12,582,967)		(12,582,967)
Balance at end, value at Oct. 31, 2020	$ 939,943	$ 26,536,430	$ (28,868,189)	$ (1,391,816)		$ (1,391,816)
Balance at end, shares at Oct. 31, 2020	939,942,783

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Oct. 31, 2020	Oct. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (12,582,967)	$ (1,738,299)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	36,775	14,794
Bad debt expense	340	10,635
Interest expense on conversion of debt	118,350	0
Stock-based compensation	9,914,499	727,412
Interest payment in kind	0	13,668
Changes in operating assets and liabilities:
Accounts receivable, net of allowance for bad debts	(3,690)	11,359
Prepaid expenses	42,604	(106,173)
Inventories	(68,848)	(77,963)
Accounts payable and accrued expenses	218,755	75,589
Accrued liabilities to management	524,483	525,044
Security deposits	(12,800)	0
Deferred revenue	0	(21,520)
Net cash used in operating activities	(1,812,499)	(565,454)
CASH FLOWS FROM INVESTING
Purchase of fixed assets	(138,694)	(32,736)
Net cash used in investing activities	(138,694)	(32,736)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of notes payable	400,000	255,000
Payments on finance lease	(55,399)	(14,207)
Repayments of notes payable	(130,489)	(12,562)
Proceeds from sale of common stock and warrants	2,195,321	459,500
Net cash provided by financing activities	2,409,433	687,731
Increase in cash	458,240	89,541
Cash at beginning of year	132,557	43,016
Cash at end of year	590,797	132,557
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for taxes	0	0
Cash paid for interest	56,877	20,165
NON-CASH INVESTING AND FINANCING TRANSACTIONS:
Finance lease obligations	0	239,595
Operating lease - right of use assets	117,659	55,777
Conversion of debt and accrued interest into common stock	$ 643,880	$ 203,668

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ORGANIZATION AND DESCRIPTION OF BUSINESS

12 Months Ended

Oct. 31, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION AND DESCRIPTION OF BUSINESS

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

Organicell Regenerative Medicine, Inc. (formerly Biotech Products Services and Research, Inc.) (“Organicell” or the “Company”) was incorporated on August 9, 2011 in the State of Nevada. The Company is a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and to provide other related services. Our proprietary products are derived from perinatal sources and are principally used in the health care industry administered through doctors and clinics (collectively, the “Providers”).

On May 21, 2018, the Company filed a Certificate of Amendment with the Secretary of State of Nevada to change the Company’s name from Biotech Products Services and Research, Inc. to Organicell Regenerative Medicine, Inc., effective June 20, 2018 (the “Name Change”). As discussed in Note 12, the Name Change has not yet been effectuated in the marketplace by the Financial Industry Regulatory Agency (“FINRA”).

For the year ended October 31, 2020, the Company principally operated through General Surgical of Florida, Inc., a Florida corporation (“General Surgical”) and wholly owned subsidiary, with a business purpose to sell therapeutic products to Providers.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Oct. 31, 2020

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The consolidated financial statements include the accounts of the Company and its wholly-owned and majority owned subsidiaries. All significant intercompany accounts and transactions have been eliminated.

Reclassifications

The advances from affiliates previously included in accrued liabilities to management at October 31, 2019 have been reclassified to conform with the current financial statement presentation.

Concentrations of Credit Risk

The balance sheet items that potentially subject us to concentrations of credit risk are primarily cash and cash equivalents and accounts receivable. Balances in accounts are insured up to Federal Deposit Insurance Corporation (“FDIC”) limits of $250,000 per institution. At October 31, 2020, the Company held cash balances in one financial institution in excess of FDIC insurance coverage limits.

During the fiscal year ended October 31, 2020, the Company did not have any customer that accounted for more than 10% of the total revenues for the year ended October 31, 2020. During the fiscal year ended October 31, 2019, the Company had one customer that accounted for approximately $206,400 of revenues (12.2%). No other customer accounted for more than 10% of the total revenues for the year ended October 31, 2019.

During the fiscal year ended October 31, 2020, the Company purchased the tissue raw material used in manufacturing of its products from two suppliers, of which each accounted for approximately $179,000 and $30,000 or 85.6% and 14.4%, respectively, of the total amount of tissue raw material purchased during that period. During the period November 1, 2018 through April 30, 2019, the Company purchased finished goods inventory that was sold to customers from two suppliers, of which each accounted for approximately $29,000 and $65,000 or 31.0% and 69.0%, respectively, of the total amount of finished goods inventory purchased during that period. During the May 1, 2019 through October 31, 2019, the Company purchased the tissue raw material used in manufacturing of its products from two suppliers, of which each accounted for approximately $61,000 and $47,500 or 56.0% and 44.0%, respectively, of the total amount of tissue raw material purchased during that period.

The Company’s sales and supply agreements are non-exclusive and the Company does not believe it has any exposure based on the customers of its products and/or the availability of raw materials and/or products from other suppliers.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles of the United States 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 year. Management bases its estimates on historical experience and on other assumptions considered to be reasonable under the circumstances. However, actual results may differ from the estimates.

Cash Equivalents

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

Accounts Receivable

Accounts receivable are recorded at fair value on the date revenue is recognized. The Company provides allowances for doubtful accounts for estimated losses resulting from the inability of its customers to repay their obligation. If the financial condition of the Company's customers were to deteriorate, resulting in an impairment of their ability to repay, additional allowances may be required. The Company provides for potential uncollectible accounts receivable based on specific customer identification and historical collection experience adjusted for existing market conditions.

The policy for determining past due status is based on the contractual payment terms of each customer, which are generally net 30 or net 60 days. Once collection efforts by the Company and its collection agency are exhausted, the determination for charging off uncollectible receivables is made. For the year ended October 31, 2020 and 2019, the Company recorded bad debt expense of $340 and $10,635, respectively.

Inventory

Inventory is stated at the lower of cost or net realizable value using the average cost method. We provide reserves for potential excess, dated or obsolete inventories based on an analysis of forecasted demand compared to quantities on hand and any firm purchase orders, as well as product shelf life. At October 31, 2020, we determined that there were not any reserves required in connection with our finished goods.

Property and Equipment

Property and equipment are stated at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets. The estimated useful lives of property and equipment range from 3 to 15 years. Upon sale or retirement, the cost and related accumulated depreciation and amortization are eliminated from their respective accounts, and the resulting gain or loss is included in results of operations. Repairs and maintenance charges, which do not increase the useful lives of the assets, are charged to operations as incurred.

Revenue Recognition

The Company follows the guidance of FASB Accounting Standards Update (“ASU”) Topic 606 “Revenue from Contracts with Customers” which requires the Company to recognize revenue in amounts that reflect the prorata completion of the performance obligations of the Company required under the contracts. The Company applied the new standard using a modified retrospective approach.

The Company recognizes revenue only when it transfers control of a promised good or service to a customer in an amount that reflects the consideration it expects to receive in exchange for the good or service. Our performance obligations are satisfied and control is transferred at a point-in-time, which is typically when the transfer and title to the product sold has taken place and there is evidence of our customer’s satisfactory acceptance of the product shipment or delivery.

Net Income (Loss) Per Common Share

Basic income (loss) per common share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted average number of shares adjusted for any potentially dilutive debt or equity.

At October 31, 2020, the Company had 9,500,000 common shares issuable upon the exercise of warrants that were not included in the computation of dilutive loss per share because their inclusion is anti-dilutive for the year ended October 31, 2020. At October 31, 2019, the Company had 4,529,371 common shares issuable upon the exercise of warrants that were not included in the computation of dilutive loss per share because their inclusion is anti-dilutive for the year ended October 31, 2019.

Stock-Based Compensation

All stock-based payments to employees, including grants of employee stock options, are recognized in the financial statements based on their fair values.

Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based upon the estimated fair value of the option or warrant.

Research and Development Costs

Research and development costs consist of direct and indirect costs associated with the development of the Company’s technologies. These costs are expensed as incurred. Our research and development expenses were $233,526 and $54,863 for the years ended October 31, 2020 and 2019, respectively. The research and development costs primarily relate to the filing and approval of IND applications and the performance of clinical trials.

Income Taxes

The Company is required to file a consolidated tax return that includes all of its subsidiaries.

Provisions for income taxes are based on taxes payable or refundable for the current year taxable income for federal and state income tax reporting purposes and deferred income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss carryforwards. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of the operations in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some or all of the deferred tax assets will not be realized.

The Company accounts for uncertain tax positions in accordance with FASB Topic 740 – Income Taxes. This pronouncement prescribes a recognition threshold and measurement process for financial statement recognition of uncertain tax positions taken or expected to be taken in a tax return. The interpretation also provides guidance on recognition, derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition.

For the years ended October 31, 2020 and 2019 the Company incurred operating losses, and therefore, there was not any income tax expense amount recorded during those periods. There is a full valuation allowance for the years ended October 31, 2020 and 2019.

Since January 1, 2018, the nominal corporate tax rate in the United States of America is 21 percent due to the passage of the "Tax Cuts and Jobs Act" on December 20, 2017 by the US Senate and House of Representatives.

Valuation of Derivatives

The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging.” The result of this accounting treatment is that the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income (expense). Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liabilities at the fair value of the instrument on the reclassification date.

Sequencing

The Company has adopted a sequencing policy whereby, in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares.

The Company currently has 1,500,000,000 authorized shares of common stock of which 992,207,783 shares are issued and outstanding. As described in Note 10, the Company approved the filing of an amendment to the Articles of Incorporation of the Company to increase the authorized shares of common stock from 1,500,000,000 to 2,500,000,000 (“Amendment”). The Company expects that it will continue to issue common stock in the future in connection with debt and/or equity financings, transactions with third parties, performance incentives and as compensation to its employees. Upon the effectiveness of the Amendment referred to above, expected to be February 9, 2021, the Company will have a sufficient amount of authorized shares to meet all contingently obligated issuances of common stock under existing arrangements.

Fair Value of Financial Instruments

The Company includes fair value information in the notes to financial statements when the fair value of its financial instruments is different from the book value. When the book value approximates fair value, no additional disclosure is made.

The Company follows FASB ASC 820, Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s financial instruments consist of cash and cash equivalents, accounts payable, accrued liabilities and convertible debt. The estimated fair value of cash, accounts payable and accrued liabilities approximate their carrying amounts due to the short-term nature of these instruments.

The Company follows the provisions of ASC 820 with respect to its financial instruments. As required by ASC 820, assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to their fair value measurement.

Level one — Quoted market prices in active markets for identical assets or liabilities;

Level two — Inputs other than level one inputs that are either directly or indirectly observable such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

Level three — Unobservable inputs that are supported by little or no market activity and developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter.

The Company did not have any convertible instruments outstanding at October 31, 2020 and October 31, 2019 that qualify as derivatives.

Operating and Finance Lease Obligations

Effective November 1, 2019, the Company adopted Accounting Standards Update (ASU) No. 2016-02 (Topic 842) (“ASC 842”), that requires organizations that lease assets to recognize assets and liabilities on the balance sheet and provide updated disclosures related to the rights and obligations created by those leases, regardless of whether they are classified as finance or operating leases. The Company adopted the new standard using a modified retrospective approach. The modified retrospective approach included a number of optional practical expedients on leases that commenced before the effective date of ASC 842, including continuing to classify for leases that commenced before the effective date in accordance with previous guidance, unless the lease is modified.

Under the provisions of ASC 842, the Company is required to recognize a right of use (“ROU”) asset and corresponding lease liability for all operating leases upon commencement of the lease. The Company’s policy is to treat operating leases that have a term of one year or less at lease commencement date and do not include a purchase option that is reasonably certain of exercise, consistent with the lease recognition approach as previously outlined under ASC 840. In addition, month to month leases which do not involve additional financial commitments on the part of the Company are also treated consistent with the lease recognition approach as previously outlined under ASC 840. The Company has established a capitalization threshold of $15,000 in determining whether any future operating leases will be capitalized. The adoption of ASC 842 resulted in the Company retrospectively recording a ROU asset and corresponding operating lease obligation of $55,777 on November 1, 2018.

Subsequent Events

The Company has evaluated subsequent events that occurred after October 31, 2020 through the financial statement issuance date for subsequent event disclosure consideration.

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GOING CONCERN

12 Months Ended

Oct. 31, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

NOTE 3 – GOING CONCERN

The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. The Company has had limited revenues since its inception. The Company incurred operating losses of $12,437,941 for the year ended October 31, 2020. In addition, the Company had an accumulated deficit of $28,868,189 at October 31, 2020. The Company had a negative working capital position of $1,693,741 at October 31, 2020.

In addition to the above, the outbreak of the novel coronavirus (“COVID-19”) during March 2020 and the resulting adverse public health developments and economic effects to the United States business environments have adversely affected the demand for our products and services by our customers and from patients of our customers as a result of quarantines, facility closures and social distancing measures put into effect in connection with the COVID-19 outbreak and which currently still continue to have a negative impact to our business and the economy. These restrictions have adversely affected the Company’s sales, results of operations and financial condition. In response to the COVID-19 outbreak, the Company (a) has accelerated its research and development activities, (b) is seeking to raise additional debt and/or equity financing to support working capital requirements, and (c) continues to take steps to stabilize and increase revenues from the sale of its products.

As a result of the above, the Company’s efforts to establish a stabilized source of sufficient revenues to cover operating costs has yet to be achieved and ultimately may prove to be unsuccessful unless (a) the United States economy resumes to pre-COVID-19 conditions and (b) additional sources of working capital through operations or debt and/or equity financings are realized. These financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management anticipates that the Company will remain dependent, for the near future, on additional investment capital to fund ongoing operating expenses and the costs to perform required clinical studies in connection with the sale of its products. The Company does not have any assets to pledge for the purpose of borrowing additional capital. In addition, the Company relies on its ability to produce and sell products it manufactures that are subject to changing technology and regulations that it currently sells and distributes to its customers. The Company’s current market capitalization, common stock liquidity and available authorized shares may hinder its ability to raise equity proceeds. The Company anticipates that future sources of funding, if any, will therefore be costly and dilutive, if available at all.

In view of the matters described in the preceding paragraphs, recoverability of the recorded asset amounts shown in the accompanying consolidated balance sheet assumes that (1) the effects of the COVID-19 crisis resume to pre-COVID-19 market conditions, (2) the Company will be able to establish a stabilized source of revenues, (3) obligations to the Company’s creditors are not accelerated, (4) the Company’s operating expenses remain at current levels and/or the Company is successful in restructuring and/or deferring ongoing obligations, (5) the Company is able to continue to produce products or obtain products under supply arrangements which are in compliance with current and future regulatory guidelines, (6) the Company is able to continue its research and development activities, particularly in regards to remaining compliant with the FDA and the safety and efficacy of its products, and (7) the Company obtains additional working capital to meet its contractual commitments and maintain the current level of Company operations through debt or equity sources.

There is no assurance as to when the adverse impact to the United States and worldwide economies resulting from the COVID-19 outbreak will be eliminated, if at all, and whether any new or recurring pandemic outbreaks will occur again in the future causing similar or worse devastating impact to the United States and worldwide economies and our business. In addition, there is no assurance that the Company will be able to complete its revenue growth strategy, its expected required research and development activities or otherwise obtain sufficient working capital to cover ongoing cash requirements. Without sufficient cash reserves, the Company’s ability to pursue growth objectives will be adversely impacted. Furthermore, despite significant effort since July 2015, the Company has thus far been unsuccessful in achieving a stabilized source of revenues. As described above, the COVID-19 crisis has significantly impaired the Company and the overall Unites States and World economies. If revenues do not increase and stabilize, if the COVID-19 crisis is not satisfactorily managed and/or resolved or if additional funds cannot otherwise be raised, the Company might be required to seek other alternatives which could include the sale of assets, closure of operations and/or protection under the U.S. bankruptcy laws. As of October 31, 2020, based on the factors described above, the Company concluded that there was substantial doubt about its ability to continue to operate as a going concern for the 12 months following the issuance of these financial statements.

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INVENTORIES

12 Months Ended

Oct. 31, 2020

Inventory Disclosure [Abstract]

INVENTORIES

NOTE 4 – INVENTORIES

	October 31, 2020		October 31, 2019
Raw materials and supplies	$	26,199	$	5,123
Finished goods		120,612		72,840

Total inventories	$	146,811	$	77,963

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PROPERTY AND EQUIPMENT

12 Months Ended

Oct. 31, 2020

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

NOTE 5 - PROPERTY AND EQUIPMENT

	October 31, 2020			October 31, 2019
Computer equipment	$	8,653		$	8,653
Finance lease equipment		239,595			239,595
Manufacturing equipment		171,430			32,736
		419,678			280,984
Less: accumulated depreciation		(54,444	)		(17,669	)
Total property and equipment, net	$	365,234		$	263,315

During March 2019, the Company entered into a lease agreement for certain lab equipment in the amount of $239,595. Under the terms of the lease agreement, the Company is required to make 60 equal monthly payments of $4,513 plus applicable sales taxes. Under the Lease Agreement, the Company has the right to acquire all of the leased equipment for $1.00. As a result, the lease agreement is being accounted for as a finance lease obligation. The annual interest rate charged in connection with the lease is 4.5%. The leased equipment is being depreciated over their estimated useful lives of 15 years.

Depreciation expense totaled $36,775 and $14,794 for the years ended October 31, 2020 and 2019, respectively.

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LEASE OBLIGATIONS

12 Months Ended

Oct. 31, 2020

Leases [Abstract]

LEASE OBLIGATIONS

NOTE 6 – LEASE OBLIGATIONS

2019 Lab Facility:

In connection with the Company’s decision to again operate a placental tissue bank processing laboratory in Miami, Florida, during February 2019, the Company entered into a renewable month to month lease agreement (“Miami Lab Lease”) for an approximately 450 square foot laboratory and a 100 square foot administrative office facility. Monthly lease payments are approximately $5,200 plus administrative fees and taxes. In connection with the Miami Lab Lease, the Company was required to post a security deposit of $6,332. During November 2020, the Company entered into an additional month to month lease agreement in the same facility as the Miami Lab Lease for an additional 390 square foot laboratory. Monthly lease payments are approximately $4,400 plus administrative fees and taxes.

Finance Lease Obligations:

During March 2019, the Company entered into a lease agreement for certain lab equipment in the amount of $239,595. Under the terms of the lease agreement, the Company is required to make 60 equal monthly payments of $4,513 plus applicable sales taxes. Under the Lease Agreement, the Company has the right to acquire all of the leased equipment for $1.00. As a result, the lease agreement is being accounted for as a finance lease obligation. The annual interest rate charged in connection with the lease is 4.5%. The leased equipment are being depreciated over their estimated useful lives of 15 years.

The minimum lease payments pursuant to the Finance Lease are as follows:

	Minimum
Year Ended October 31,	Rent
2021	$	58,669
2022		54,156
2023		54,156
2024		18,052
Total undiscounted finance lease payments		185,033
Less: imputed interest		(15,044	)
Present value of finance lease liabilities	$	169,989

Operating Lease Obligations:

Administrative Office

The Company’s corporate administrative offices are leased from MariLuna, LLC, a Florida limited liability company which is owned by Dr. Mitrani. The monthly rental rate is $2,900. On November 1, 2018, in connection with the adoption of ASC 842, the Company recorded a ROU asset and corresponding operating lease obligation of $55,777. During July 2020, the Company entered into an extension of the operating lease agreement. The lease term is for an additional 36 months beginning July 1, 2020, with a monthly rental rate of $3,500. The present value of the associated leased payments based on an assumed borrowing rate of 4.5% was $117,659.

Lease expense for the years ended October 31, 2020 and 2019 was $35,117 and $32,964, respectively.

The minimum lease payments pursuant to the office lease are as follows:

	Minimum
Year Ended October 31,	Rent
2021	$	42,000
2022		42,000
2023		28,000
Total undiscounted operating lease payments		112,000
Less: imputed interest		(6,645	)
Present value of operating lease liabilities	$	105,355

Beginning October 1, 2020, the Company entered into a second lease agreement with Mariluna LLC for office space located in Aspen, CO. The lease expires on September 30, 2021 and does not provide for any renewal terms. Under the terms of the lease. The Company is required to make monthly rental payments of $6,500 and was required to provide a security deposit of $11,000 upon execution of the lease agreement.

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RELATED PARTY TRANSACTIONS

12 Months Ended

Oct. 31, 2020

Related Party Transactions

NOTE 7 – RELATED PARTY TRANSACTIONS

On February 26, 2020, April 25, 2020 and June 29, 2020, Mr. Mitrani’s, Dr. Mitrani’s and Mr. Bothwell’s employment agreements were amended. See Note 12 for a more detailed description of the executive employment agreements and the respective amendments referred to above.

Effective February 26, 2020, Mr. Bothwell was granted cashless warrants to purchase 7,500,000 shares of common stock of the Company. The newly granted warrants vest immediately, have an exercise price of $0.028 per share and are exercisable for ten years from the effective date of the grant.

During April 2020, June 2020, August 2020 and September 2020, each of the current executives of the Company, Albert Mitrani, Dr. Mari Mitrani, Ian Bothwell and Dr. George Shapiro (“Current Executives”) were granted rights under the Management and Consultant Performance Plan (“MCPP”) to receive common stock of the Company based on the achievement of certain defined milestones. In addition, during June 2020, each of the current non-executive members of the Board were granted rights under the MCPP to receive common stock of the Company based on the achievement of certain defined milestones (see Note 10).

The Company’s corporate administrative offices are leased from MariLuna, LLC, a Florida limited liability company which is owned by Dr. Mitrani. The term of the lease has been extended through June 2023. The current monthly rent is $2,900 and beginning July 2020, the monthly rent increased to $3,500. The Company paid a security deposit of $5,000. Total rent expense for the year ended October 31, 2020 and 2019 was $37,200 and $34,800, respectively.

In connection with Mr. Bothwell’s executive employment agreements, the Company agreed to reimburse Rover Advanced Technologies, LLC, a company owned and controlled by Mr. Bothwell for office rent and other direct expenses (phone, internet, copier and direct administrative fees, etc.) totaling $24,788 for the year ended October 31, 2020.

For the year ended October 31, 2020 and 2019, the total amount of sales to customers related to our board of director members and/or employees of the Company totaled $95,455 and $71,650, respectively.

From time to time, Mr. Bothwell and/or his respective affiliates have advanced funds to the Company to pay for certain expenses of the Company. As of October 31, 2020, $1,965 is owed to Mr. Bothwell and/or his respective affiliates. In addition, at October 31, 2020, salary amounts owed to Albert Mitrani, Dr. Mari Mitrani and Ian Bothwell were $216,436, $233,655 and $649,407, respectively and consulting fees owed to Dr. George Shapiro were $54,833.

On October 10, 2019, the Company and Michael Carbonara, a director of the Company agreed to a convertible funding facility arrangement (“Funding Facility”) whereby Mr. Carbonara or its designee funded the Company $500,000. The Funding Facility was converted into 40,000,000 shares of newly issued restricted common stock of the Company on February 12, 2020, issued to Republic Asset Holdings LLC, a Company controlled by Mr. Carbonara.

On February 26, 2020, the Company agreed to immediately grant Dr. George Shapiro, the Company’s Chief Medical Officer (“CMO”) 5,000,000 shares of common stock in recognition of past services provided to the Company through February 2020. In addition, the Company agreed to enter into a consulting agreement with the CMO to provide ongoing services to the Company. The CMO will receive compensation of $82,250 annually, commencing March 1, 2020. The term of the consulting agreement is one year, with automatic renewals for annual periods thereafter unless prior written notice is provided by either party of the desire to terminate.

In connection with Mr. Robert Zucker’s resignation as a member of the Board of Directors of the Company in April 2020, the Board approved the issuance to Mr. Zucker of 736,808 shares of unregistered common stock of the Company valued at $0.022 per share, the closing price of the common stock of the Company on the grant date (see Note 10).

Effective December 21, 2020, the Company granted a bonus of $50,000 and 15,000,000 shares of common stock of the Company each to Mr. Mitrani, Dr. Mitrani and Mr. Bothwell and 1,000,000 shares of common stock of the Company each to Mr. Carbonara and Dr. Allen Meglin (see Note 10).

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NOTES PAYABLE

12 Months Ended

Oct. 31, 2020

Debt Disclosure [Abstract]

Notes Payable

NOTE 8 - NOTES PAYABLE

Private Placement Of Convertible Debentures

On June 20, 2018, the Company issued a total of $150,000 of convertible 6% debentures (“150,000 Debentures”) to an accredited investor. The principal amount of the $150,000 Debentures, plus accrued and unpaid interest through June 30, 2019 were payable on the 10^th business day subsequent to June 30, 2019, unless the payment of the $150,000 Debentures were prepaid at the sole option of the Company, were converted as provided for under the terms of the $150,000 Debentures, and/or accelerated due to an event of default in accordance with the terms of the $150,000 Debentures. Interest on the $150,000 Debentures for each calendar quarter ended beginning with the quarter ended June 30, 2018 is payable on the 10^th business day following the immediately prior calendar quarter. The $150,000 Debentures have not yet been repaid as required.

On August 10, 2018, the Company issued a total of $100,000 of convertible 6% debentures (“100,000 Debentures”) to two accredited investors. The principal amount of the $100,000 Debentures, plus accrued and unpaid interest through July 31, 2019 are payable on the 10^th business day subsequent to July 31, 2019, unless the payment of the $100,000 Debentures are prepaid at the sole option of the Company, are converted as provided for under the terms of the $100,000 Debentures. Interest on the $100,000 Debentures for each calendar quarter ended beginning with the quarter ended October 31, 2018 is payable on the 10^th business day following the immediately prior calendar quarter.

During May 2019, the Company and holders of the $100,000 Debentures agreed to convert the principal amount of the $100,000 Debentures plus interest accrued and unpaid through the date of the conversion totaling $100,622 into 3,773,584 shares of common stock of the Company (approximately $0.0267 per share representing a discount to the trading price of $0.0285 as of the effective date of the transaction).

During October 2018, the Company issued a total of $70,000 of convertible 6% debentures (“70,000 Debentures”) to two accredited investors. The principal amount of the $70,000 Debentures, plus accrued and unpaid interest through September 30, 2019 were payable on the 10^th business day subsequent to September 30, 2019. The $70,000 Debentures were not paid on the required maturity dates. On June 25, 2020, the Company entered into a settlement and general release agreement with the holder of the $50,000 Debenture (one of the two holders that participated in the $70,000 Debentures described above), whereby the Company is required to repay the balance of the $50,000 Debenture in eight monthly installments of $6,250 plus outstanding accrued interest beginning June 30, 2020 and ending on January 31, 2021. During October 2020, the Company and the holder of the $20,000 debenture (one of the two holders that participated in the $70,000 Debentures described above), agreed to convert the principal amount of the $20,000 debenture plus interest accrued and unpaid through the date of the conversion totaling approximately $20,300 into 160,000 shares of common stock of the Company (approximately $0.125 per share). The conversion price was at a discount to the trading price of $0.278 as of the effective date of the transaction, resulting in additional interest costs of $24,180, which have been recorded during the year ended October 31, 2020.

During March 2019, the Company issued a $30,000 of convertible 6% debentures (“30,000 Debenture”) to one accredited investor. The principal amount of the $30,000 Debenture, plus accrued and unpaid interest through June 30, 2020 are payable on the 10^thbusiness day subsequent to June 30, 2020, unless the payment of the $30,000 Debenture is prepaid at the sole option of the Company, is converted as provided for under the terms of the $30,000 Debenture (see below), and/or accelerated due to an event of default in accordance with the terms of the $30,000 Debenture. Interest on the $30,000 Debenture for each calendar quarter ended beginning with the quarter ended June 30, 2019 is payable on the 10^th business day following the immediately prior calendar quarter. During June 2019, the Company and the holder of the $30,000 Debenture agreed to convert the principal amount of the $30,000 Debentures plus interest accrued and unpaid through the date of the conversion totaling $30,478 into 1,111,111 shares of common stock of the Company (approximately $0.0274 per share representing a premium to the trading price of $0.0253 as of the effective date of the transaction).

Unsecured Promissory Note

On February 5, 2019, the Company entered into an unsecured loan agreement with a third party with a principal balance of $25,000. The outstanding principal was due March 8, 2019. The loan was not repaid on the maturity date as required. The third party subsequently agreed to apply amounts due for invoices due from third party for future purchases of the Company products to the extent of the outstanding balances owed by the Company in connection with the loan (interest and principal). As of October 31, 2020, the remaining amount due under this arrangement was approximately $4,392.

Credit Facility

On September 19, 2019, the Company’s wholly owned subsidiary, General Surgical Florida, received $100,000 in connection with an unsecured line of credit (“Credit Facility”). The Credit Facility was fully repaid on November 2, 2020. Under the terms of the Credit Facility, the Company was required to make weekly payments averaging approximately $2,541 (payments totaling $132,160). The effective annual interest rate was approximately 45.67%. Proceeds received from the Credit Facility were used for working capital purposes. Mr. Iglesias, who at the time was the Company’s Chief Executive Officer, provided a personal guaranty in connection with amounts required to paid under the Credit Facility.

Funding Facility

On October 10, 2019, the Company and an investor (“Noteholder”) agreed to a funding facility arrangement (“Funding Facility”) whereby the Noteholder was required to fund the Company an initial tranche of $100,000 on October 15, 2019 (“Initial Funding Date”) and had the option to fund the Company up to an aggregate of $500,000 (“Funding Facility Limit”) in minimum $100,000 monthly tranches by no later than February 15, 2020 (“Funding Expiration Date”). The Funding Facility matures on February 15, 2021 (“Maturity Date”) and accrues interest at 6.0% per annum. The Funding Facility, plus all accrued interest, automatically converts into 40,000,000 shares of newly issued restricted common stock of the Company (“Converted Stock”) if the Noteholder funds the full $500,000 by the Funding Expiration Date. The Noteholder fully funded the Funding Facility as prescribed on February 12, 2020 and the Company issued the Noteholder the Converted Stock to the Noteholders designated entity, Republic Asset Holdings LLC.

The Company determined the fair value of the Converted Stock in accordance with ASC 820, which was determined to be approximately $599,400. As a result, the Company has recorded additional interest expense in the amount of $94,170, as of the date of conversion, representing the amount of the discount to the fair value of the Converted Stock associated with the conversion of the Funding Facility obligation totaling $505,230 on the date of conversion (principal and accrued interest).

Mint Organics Inc.

On June 22, 2017, Mint Organics entered into an unsecured loan agreement with a third party (“Third Party”) with a principal balance of $60,000, an annual interest rate of 10%, and all accrued and unpaid interest and outstanding principal were due on the one-year anniversary of the note. The loan was not repaid on the maturity date as required.

On May 1, 2019, the Company, Mint Organics and the Third party agreed to a settlement of the outstanding loan whereby the Company agreed to issue the Third Party 2,735,000 shares of newly issued common stock of the Company. At the time of the settlement, the outstanding obligation under the note, including late fees and penalties was approximately $72,568. The common stock issued was priced at $0.0265 per share representing a discount to the trading price of $0.049 as of the effective date of the transaction. In connection with the exchange, the Third Party provided a release to the Company in connection with any claims associated with the loan agreement.

Interest expense for the years ended October 31, 2020 and 2019 was $0 and $4,349, respectively.

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INCOME TAXES

12 Months Ended

Oct. 31, 2020

Income Tax Disclosure [Abstract]

Income Taxes

NOTE 9 — INCOME TAXES

The Company files a consolidated federal income tax return that includes all of its subsidiaries. For the years ended October 31, 2020 and 2019, the Company incurred operating losses, and therefore, there was not any current income tax expense amount recorded during those periods.

The consolidated provision for income taxes for October 31, 2020 and 2019 consists of the following:

	Year Ended October 31,			Year Ended October 31,
	2020			2019
Current:
Federal	$	–		$	–
State		–			–
	$	–		$	–
Deferred:
Federal	$	(2,626,791	)	$	(185,045	)
State		(540,796	)		(19,471	)
		(3,167,587	)		(204,516	)
Change in Valuation Allowance		3,167,587			204,516	)
	$	–		$	–

Effective tax rates differ from the federal statutory rate of 21% for 2020 and 2019 applied to income before income taxes. A reconciliation of the U.S. federal statutory tax amount to the Company’s effective tax amount is as follows:

	October 31, 2020			October 31, 2019
Tax at federal statutory rate	$	(2,642,423	)	$	(361,687	)
State taxes, net of federal benefit		(546,730	)		(74,835	)
Permanent differences		18,782			10,468
Other		2,784			221,538
Total income tax expense (benefit)		(3,167,587	)		(204,516	)
Change in valuation allowance		3,167,587			204,516	)
	$	–		$	–

The Company had a federal net operating loss carryover of $3,050,776 as of October 31, 2020.

The tax effects of temporary differences and carry-forwards that give rise to deferred tax assets and liabilities for the Company were as follows:

	October 31, 2020			October 31, 2019
Deferred Tax Assets:
Stock based compensation	$	5,184,240		$	2,670,914
Accrued compensation		315,122			136,127
Net operating loss carryforward-Federal		640,663			222,754
Net operating loss carryforward-State		118,160			34,918
Other		177			177
Total deferred tax assets:		6,258,362			3,064,890
Deferred Tax Liabilities:
Property and equipment		92,535			66,650
Total deferred tax liabilities:		92,535			66,650

Valuation Allowance		(6,165,827	)		(2,998,240	)
Net deferred tax assets	$	–		$	–

FASB ASC 740 requires a valuation allowance against deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. At October 31, 2020 and October 31, 2019, the net deferred tax asset was offset by a full valuation allowance.

Pursuant to Code Sec. 382 of the Internal Revenue Code (“the Code”), the utilization of net operating loss carryforwards may be limited as a result of a cumulative change in stock ownership of more than 50% over a three-year period.

Certain of the above amounts reported for the year ended October 31, 2019 have been revised to conform with the current year presentation and to reflect the actual amounts that were reported in the Company’s tax filings.

IRS Penalties

The Company’s income tax returns for the periods since inception through the tax year ended October 31, 2015 were not filed with the Internal Revenue Service (“IRS”) until August 2017 (“Delinquent Filed Returns”). The Company’s income tax returns for the tax year ended October 31, 2016 were filed with the IRS during December 2017. In connection with the Delinquent Filed Returns, during the period September 2017 through October 2017, the Company received notices that it was being assessed approximately $90,000 of penalties, plus interest (“IRS Penalties”), in connection with the late filing certain information returns that were included as part of the Delinquent Filed Returns. In connection with the notices, the IRS indicated its intent to levy property of the Company if the IRS penalties were not paid as required. During January 2018, the Company requested from the IRS an abatement of the IRS penalties based on reasonable cause. During April 2018, the IRS notified the Company that the IRS penalties for the tax year ended 2011 of $20,000, plus interest, were abated and the request for abatement for the IRS penalties for the tax years ended 2012 – 2015 were denied. The Company is currently appealing the initial determination by the IRS to exclude the IRS penalties for the tax years 2012-2015 in its consideration of abatement. During the period that the appeal is being reviewed and a determination is made by the IRS, the IRS has agreed to put a hold on taking any levy action against the Company for the remaining amounts of the IRS Penalties that are still outstanding. In connection with the notices, the Company has accrued $70,000 of accrued tax penalties on the balance sheet as of October 31, 2020 and 2019.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

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CAPITAL STOCK

12 Months Ended

Oct. 31, 2020

Equity [Abstract]

Capital Stock

NOTE 10 – CAPITAL STOCK

Preferred Stock

The Company is authorized to issue 10,000,000 shares of $0.001 par value preferred stock in one or more designated series, each of which shall be so designated as to distinguish the shares of each series of preferred stock from the shares of all other series and classes. The Company’s board of directors is authorized, without stockholders’ approval, within any limitations prescribed by law and the Company’s Articles of Incorporation, to fix and determine the designations, rights, qualifications, preferences, limitations and terms of the shares of any series of preferred stock.

Issued Shares

As of October 31, 2020, there were no designations of Preferred Stock authorized or outstanding.

Common Stock

On May 18, 2020 and May 19, 2020, pursuant to the Nevada Revised Statutes and the Bylaws of the Company, the Board of Directors of the Company and the stockholders having the voting equivalency of 50.30% of the outstanding capital stock, respectively, approved the filing of an amendment to the Articles of Incorporation of the Company to increase the authorized amount of common stock from 750,000,000 to 1,500,000,000, without changing the par value of the common stock or authorized number and par value of “blank check” Preferred Stock. On June 2, 2020, the Company filed a Definitive 14C with the SEC regarding the corporate action. On June 24, 2020, the Company filed a Certificate of Amendment to the Company’s Articles of Incorporation with the Secretary of State of Nevada to effectuate the corporate action on June 24, 2020.

On December 21, 2020 and January 4, 2021, pursuant to the Nevada Revised Statutes and the Bylaws of the Company, the Board of Directors of the Company and the stockholders having the voting equivalency of 53.55% of the outstanding capital stock, respectively, approved the filing of an amendment to the Articles of Incorporation of the Company to increase the authorized amount of common stock from 1,500,000,000 to 2,500,000,000, without changing the par value of the common stock or authorized number and par value of “blank check” Preferred Stock. On January 19, 2021, the Company filed a Definitive 14C with the SEC regarding the corporate action. On February 9, 2021, the Company intends to file the Certificate of Amendment to the Company’s Articles of Incorporation with the Secretary of State of Nevada to effectuate the corporate action on February 9, 2021.

Issuances of Common Stock - Sales:

During November 2019 through January 2020, the Company sold 3,250,000 shares of common stock to three “accredited investors” at $0.02 per share for an aggregate purchase price of $65,000. The proceeds were used for working capital.

During February 2020 through April 2020, the Company sold 11,050,000 shares of common stock to five “accredited investors” at $0.02 per share for an aggregate purchase price of $221,000. The proceeds were used for working capital.

During April 2020 through May 2020, the Company sold 11,000,000 shares of common stock to Dr. Allen Meglin, a director of the Company at $0.02 per share for an aggregate purchase price of $220,000. During July, August and October 2020, the Company sold an additional 1,166,666 shares, 422,514 shares, and 625,000 shares of common stock to Dr. Allen Meglin at $0.03 per share, $0.10 per share and $0.08 per share, respectively, for an aggregate purchase price of $127,251. The proceeds from all of the above sales were used for working capital. Certain of the above transactions were at sales prices that were at a discount to the trading prices as of the effective dates of the transactions, resulting in additional stock-based compensation expense of $195,869, which has been recorded during the year ended October 31, 2020.

On April 27, 2020, the Company sold 5,000,000 shares of common stock to Republic Asset Holdings LLC., a Company controlled by Michael Carbonara, a director of the Company, at $0.02 per share for an aggregate purchase price of $100,000. The proceeds were used for working capital. The sales price was at a discount to the trading price of $0.0269 as of the effective date of the transaction, resulting in additional stock-based compensation expense of $34,500, which has been recorded during the year ended October 31, 2020.

During May 2020, the Company sold 3,000,000 shares of common stock to two “accredited investors” at $0.02 per share for an aggregate purchase price of $60,000. The proceeds were used for working capital.

During July and August 2020, the Company completed the private placement to 19 accredited investors for the sale of 13,499,992 shares of Common stock of the Company at a selling price of $0.03 per share for an aggregate amount of $405,000 (“Sale”). In connection with the Sale, the Company agreed that all of the proceeds from the Sale are to be deposited into a separate bank account (“Sale Account”) of the Company and the proceeds are to be used exclusively to fund the costs associated with the Company’s ongoing public company filing requirements, including audit, tax, valuation and legal fees. The Company also agreed to maintain the Sale Account with a minimum cash balance of $25,000 at all times until such time that the Company has filed all required financial reports through the period ended July 31, 2021.

During July 2020, the Company sold 1,000,000 shares of common stock to two “accredited investors”, at $0.02 per share and $0.03 per share, respectively for an aggregate purchase price of $25,000. The proceeds were used for working capital.

During August 2020, the Company sold 8,606,665 shares of common stock to nine “accredited investors”, at prices ranging from $0.03 per share and $0.06 per share, for an aggregate purchase price of $392,100. The proceeds were used for working capital.

During September 2020, the Company sold 4,800,000 shares of common stock to five “accredited investors”, at prices ranging from $0.06 per share and $0.10 per share, for an aggregate purchase price of $410,000. The proceeds were used for working capital.

During October 2020, the Company sold 2,033,333 shares of common stock to five “accredited investors”, at prices ranging from $0.06 per share and $0.10 per share, for an aggregate purchase price of $170,000. The proceeds were used for working capital.

During November 2020, the Company sold 800,000 shares of common stock to an “accredited investor”, at $0.05 per share, for an aggregate purchase price of $40,000. The proceeds were used for working capital.

Issuances of Common Stock – Stock Compensation:

As described in Note 12, upon execution of the VP Agreements, each of the Sales Executives were granted 1,000,000 shares of unregistered common stock of the Company valued at $0.035 per share, the closing price of the common stock of the Company on the grant date. The Company recorded $35,000 of stock-based compensation expense on the grant date for each issuance. The VP Agreements also provide each Sales Executives the right to receive an additional 750,000 shares of common stock at the end of each quarterly anniversary of the VP Agreements throughout the Initial Term (maximum 9,000,000 shares) (“Performance Shares”), provided that the VP Agreements remain in effect during the applicable quarterly period. As of October 31, 2020, each Sales Executive has vested an additional 2,250,000 Performance Shares (total 4,500,000). The Company recorded stock-based compensation expense for each respective quarterly period that the Performance Shares vested during the year ended October 31, 2020 of $52,500 (total $157,500).

As described in Note 12, in connection with the execution of the Consultants Agreement, the Company issued to the Consultants 12,000,000 shares of unregistered common stock (“Shares”) valued at $0.022 per share, the closing price of the common stock of the Company on the grant date. The Company recorded a total of $266,400 of stock-based compensation expense during the year ended October 31, 2020 based on the vesting of the Shares (50% of the Shares vest as of the Effective Date of the Consultants Agreement and 50% of the Shares vest on the six-month anniversary of the Consultants Agreement).

During the period November 1, 2019 through January 31, 2020, in consideration for agreeing to provide lab and administrative consulting services to the Company, the Board approved the issuance to three individuals an aggregate of 650,000 shares of unregistered common stock valued between $0.027 and $0.031 per share, the closing price of the common stock of the Company on the respective grants dates. The Company recorded $18,650 of stock-based compensation expense during the year ended October 31, 2020.

During the period February 1, 2020 through April 30, 2020, in consideration for agreeing to provide lab and administrative consulting services to the Company, the Board approved the issuance to four individuals an aggregate of 2,725,000 shares of unregistered common stock valued between $0.029 and $0.034 per share, the closing price of the common stock of the Company on the respective grants dates. The Company recorded $89,458 of stock-based compensation expense during the year ended October 31, 2020.

During the period May 1, 2020 through July 31, 2020, in consideration for agreeing to provide lab and administrative consulting services to the Company, the Board approved the issuance to eight individuals an aggregate of 925,000 shares of unregistered common stock valued between $0.031 and $0.048 per share, the closing price of the common stock of the Company on the respective grants dates. For certain of the issuances, the stock vests on January 31, 2021, provided the recipient remains engaged with the Company during the period. The Company recorded $27,809of stock-based compensation expense during the year ended October 31, 2020.

During April 2020, May 2020, September 2020 and October 2020, in consideration for agreeing to provide medical consulting and advisory services to the Company, the Board approved the issuance to nine individuals an aggregate of 1,050,000 shares of unregistered common stock valued between $0.023 and $0.28 per share, the closing price of the common stock of the Company on the respective grants dates. The Company recorded $96,600 of stock-based compensation expense based on the grant date fair value of these shares during the year ended October 31, 2020.

During February 2020, in recognition of past services provided to the Company through February 2020, the Board approved the issuance to the CMO of 5,000,000 shares of unregistered common stock valued at $0.028 per share, the closing price of the common stock of the Company on the grant date. The Company recorded $140,000 of stock-based compensation expense during the year ended October 31, 2020 based on the fair value of these shares on the grant date.

In connection with the resignation of an independent member of the Board of Directors of the Company in April 2020, the Board approved the issuance to the director of 736,808 shares of unregistered common stock valued at $0.022 per share, the closing price of the common stock of the Company on the grant date. The Company recorded $16,210 of stock-based compensation expense during the during the year ended October 31, 2020 based on the fair value of these shares on the grant date.

On May 28, 2020, the Company entered into a distribution agreement with a company owned by Jack Mitrani, the son of Mr. Mitrani. Under the terms of the agreement, the Company agreed to grant the distributor 3,000,000 shares of unregistered common stock valued at $0.115 per share, the closing price of the common stock of the Company on the grant date. The Company recorded $345,000 of stock-based compensation expense during the quarter ended July 31, 2020 based on the fair value of these shares on the grant date. In addition, the distribution agreement also provides for future stock incentives based on future sales that are generated by the distributor based on a conversion price equal to 75% of the trading price of the common stock on the last day of the month in which the incentive was earned.

On May 15, 2020 (“Effective Date”), the Company entered into an advisor agreement with a third party (“Advisor”) whereby the Advisor will provide financial advisory services (see Note 12). As consideration, the Company agreed to issue the Advisor 1,000,000 shares of common stock (“Grant”), of which 250,000 shares shall be fully vested as of the Effective Date, 250,000 shares vest on the sixth month anniversary of the Effective Date, 250,000 shares vest on the ninth month anniversary of the Effective Date and 250,000 shares vest on the twelfth month anniversary of the Effective Date, provided however that the Agreement is in full effect during such vesting period(s) for the respective portion of the Grant. In addition, Company agreed to grant 3-year warrants to the Advisor to purchase 6,000,000 shares of common stock of the Company at a purchase price of $0.04 per share (“Warrants”), of which Warrants to purchase 2,000,000 unrestricted shares shall be vested upon the Effective Date of the agreement and 2,000,000 and 2,000,000 of the remaining Warrants shall vest on the eighteenth month and thirtieth month anniversary of the Effective Date of the agreement, respectively, provided however that the Agreement is renewed and in full effect during the applicable vesting period(s) for the respective portion of the grant. Notwithstanding the above, any unvested Grant or Warrants prescribed above will immediately become vested shares if (a) the Company concludes a transaction involving any of the entities introduced by Advisor based on a transaction value greater than $5MM or (b) the Company completes any transaction that results in a change in control or any financing transaction with an aggregate value of at least $25MM. The Grant shares were valued at $0.04 per share, the closing price of the common stock of the Company on the grant date. The Company will record $10,000 of stock-based compensation expense during each quarter in which the Grant shares become vested based on the fair value of these vested shares on the grant date. During October 2020, the Company terminated the agreement with the Advisor as provided for under the advisor agreement.

During July 2020, the Company entered into a consulting agreement with a third party to provide investment banking related consulting services for a minimum period of six months. As consideration for agreeing to provide consulting services to the Company, the Company issued the consultant 5,000,000 shares of unregistered common stock valued at $0.05 per share, the closing price of the common stock of the Company on the effective date of the agreement. All of the shares granted vested immediately on the date of issuance. The Company recorded $250,000 of stock-based compensation expense based on the grant date fair value of these shares during the year ended October 31, 2020.

During August 2020, the Company entered into two separate consulting agreements with third parties to provide marketing and public relations services for a minimum period of six months. As consideration for agreeing to provide consulting services to the Company, the Company issued the consultants 300,000 shares and 25,000 shares, respectively, of unregistered common stock valued at $0.127 per share, the closing price of the common stock of the Company on the effective date of the agreements. The Company recorded a total of $40,790 of stock-based compensation expense based on the grant date fair value of these shares during the year ended October 31, 2020.

During October 2020, in consideration for agreeing to provide lab and administrative consulting services to the Company, the Board approved the issuance to two individuals an aggregate of 230,000 shares of unregistered common stock valued between $0.035 and $0.17 per share, the closing price of the common stock of the Company on the respective grants dates. The Company recorded $8,730 of stock-based compensation expense during the during the year ended October 31, 2020.

During November 2020, the Company entered into an additional consulting agreement with a third party to provide consulting services in connection with the development of international research and development, sales and distribution and financing opportunities for a period of six months. As consideration for agreeing to provide the consulting services to the Company, the Company issued the consultant 2,000,000 shares of fully vested unregistered common stock valued at $0.145 per share, the closing price of the common stock of the Company on the effective date of the agreement. The Company will record $290,000 of stock-based compensation expense during the three months ended January 31, 2021.

During November 2020, in consideration for agreeing to provide medical consulting and advisory services to the Company, the Board approved the issuance to one individual an aggregate of 250,000 shares of unregistered common stock valued at $0.145 per share, the closing price of the common stock of the Company on the respective grant dates. The Company will record $36,225 of stock-based compensation expense based on the grant date fair value of these shares during the quarter ended January 31, 2021.

During December 2020, the Board approved the bonus of 47,675,000 shares of newly issued common stock to executive management (consisting of Mr. Mitrani, Dr. Mitrani and Mr. Bothwell) totaling 45,000,000 shares; non-executive Board members (consisting of Mr. Carbonara and Dr. Meglin) totaling 2,000,000 shares; administrative staff totaling 550,000; and to several medical advisors totaling 125,000 shares. The Company will record a total of $5,721,000 of stock-based compensation expense based on the grant date fair value of these shares during the quarter ended January 31, 2021.

Issuances of Common Stock – Exercise of warrants, Conversion of Debt and Exchanges:

As more fully described in Note 8, the Noteholder fully funded the Funding Facility as prescribed on February 12, 2020 and the Company converted the Funding Facility into 40,000,000 shares of common stock of the Company (approximately $0.013 per share).

As more fully described in Note 8, during October 2020, the Company and the holder of the $20,000 debenture, agreed to convert the principal amount of the $20,000 debenture plus interest accrued and unpaid through the date of the conversion totaling approximately $20,300 into 160,000 shares of common stock of the Company (approximately $0.125 per share).

Management and Consultants Performance Stock Plan

On April 25, 2020, the Company approved the adoption of the Management and Consultants Performance Stock Plan (“MCPP”) providing for the grant to current senior executive members of management and third-party consultants of an aggregate of approximately 205,000,000 shares of common stock of the Company (“Shares”) based on the achievement of certain defined operational performance milestones (“Milestones”).

On June 29, 2020, the Board amended the MCPP, providing for the additional grant of common stock of the Company to the current senior executive members of management and the current non-executive members of the Board based on the Company completing any transaction occurring while employed and/or serving as a member of the Board, respectively, that results in a change in control of the Company or any sale of substantially all the assets of the Company (“Transaction”) which upon after giving effect to such issuance of shares below, corresponds to a minimum pre-Transaction fully diluted price per share of the Company’s common stock in the amounts indicated below.

Pre-Transaction Price Per Share Valuation (a)		Executive Bonus Shares Issued (b)		Non-executive Board Bonus Shares Issued (c)
$	0.22		40,000,000		2,000,000
$	0.34		60,000,000		3,000,000
$	0.45		80,000,000		4,000,000
$	0.54		100,000,000		5,000,000

(a)	proforma for issuance of all shares to be issued pursuant to the MCPP and other in the money contingent share issuances

(b)	per each executive consisting of Albert Mitrani, Dr. Mari Mitrani, Ian Bothwell, and Dr. George Shapiro

(c)	per each non-executive Board member consisting of Dr. Allen Meglin and Michael Carbonara

On August 14, 2020, the Board amended the MCPP, providing for the additional grant of common stock of the Company to each Dr. Maria I. Mitrani and Ian Bothwell based on the Company obtaining aggregate gross fundings (grants for research and development and clinical trials, purchase contracts for Company products, debt and/or equity financings) or other financial awards during the term of employment with the Company based on the amounts indicated below:

Aggregate Funding Amount				Shares
From		To
$	2,500,000	$	5,000,000		5,000,000
$	5,000,001	$	10,000,000		10,000,000
$	10,000,001	$	30,000,000		30,000,000

On September 23, 2020, the Board amended the MCPP, providing for the grant of common stock of the Company of 15.0 million, 7.5 million and 15.0 million shares of common stock of the Company, respectively, to each Albert Mitrani, Dr. Maria I. Mitrani and Ian Bothwell upon such time that the Company’s common stock trades above $0.25 per share, $0.50 per share and $0.75 per share, respectively, for 30 consecutive trading days subsequent to March 31, 2021 and provided such milestone occurs during the term of employment with the Company.

In addition, each of the current executives were entitled to receive an additional 7 million shares, which when combined with all previous IND and/or eIND’s Milestones previously issued under the MCPP of 43 million shares, represents the total of all incentive shares to be issued to each executive in connection with the combined thirteen IND’s and/or eIND’s Milestones achieved through September 23, 2020. In the future, each of the current executives shall be entitled to receive 5 million shares as a performance incentive for each IND and/or “Expanded Access” approval (and excluding all eIND’s) received by the Company that involve more than 15 patients and provided such milestone occurs during the term of employment with the Company.

Pursuant to the MCPP, a total of 293,000,000 shares have been issued and approximately 582,500,000 shares are authorized to be issued under the MCPP subject to the achievement of the defined contingent performance based milestones described above and provided the milestones are achieved while the individual is employed and/or serving as a member of the Board:

			MCPP		MCPP
	MCPP		Remaining		Total
	Shares		Shares		Shares
Name	Awarded		Available		Approved
Albert Mitrani		65,000,000		137,500,000		202,500,000
Ian Bothwell		65,000,000		167,500,000		232,500,000
Dr. Maria I. Mitrani		65,000,000		167,500,000		232,500,000
Dr. George Shapiro		65,000,000		100,000,000		165,000,000
Dr. Allen Meglin		-		5,000,000		5,000,000
Michael Carbonara		-		5,000,000		5,000,000
Consultants		33,000,000		-		33,000,000
Total		293,000,000		582,500,000		875,500,000

The Company will record stock-based compensation expense in connection with any MCPP Shares that are actually awarded based on the fair value as of the initial grant date that the respective milestone for the MCPP Shares were approved. For the MCPP Shares approved on April 25, 2020, June 29, 2020, August 14, 2020 and September 23, 2020, the closing price of the common stock of the Company was $0.027, $0.056, $0.128 and $0.28, respectively.

In connection with the MCPP Shares that have been awarded to date, all such shares were issued in connection with the MCPP Shares approved on April 25, 2020 and accordingly were valued $0.027 per share, the closing price of the common stock of the Company on the date that those respective MCPP Shares were approved. The Company recorded a total of $7,911,000 of stock-based compensation expense during the year ended October 31, 2020, based on the fair value of the actual MCPP Shares awarded.

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WARRANTS

12 Months Ended

Oct. 31, 2020

Warrants

Warrants

NOTE 11 – WARRANTS

A summary of warrant activity for the years ended October 31, 2019 and 2020 are presented below:

	Number of Shares			Weighted- average Exercise Price		Remaining Contractual Term (years)		Aggregate Intrinsic Value
Outstanding at October 31, 2018		3,687,484		$	0.41		1.14	$	-
Granted		2,000,000		$	0.08		1.00	$	-
Exercised		-		$	-
Expired/Forfeited		(1,158,313	)	$	0.67		0.04		-
Outstanding at October 31, 2019		4,529,371		$	0.20		0.30	$	-

Exercisable at October 31, 2019		4,529,371		$	0.20		0.30	$	-

	Number of Shares			Weighted- average Exercise Price		Remaining Contractual Term (years)		Aggregate Intrinsic Value
Outstanding at October 31, 2019		4,529,371		$	0.20		0.30	$	-
Granted		9,500,000		$	0.03		8.53	$	-
Exercised		-		$	-			$	-
Expired/Forfeited		(4,529,371	)	$	0.20		-	$	-
Outstanding and exercisable at October 31, 2020		9,500,000		$	0.03		7.90	$	-

On February 26, 2020, the Company issued the CFO a cashless warrant to purchase an aggregate of 7,500,000 shares of common stock in connection with the CFO’s employment agreement. The warrant is exercisable for $0.028 per share (the closing price of the Company’s common stock on the date of grant), until the tenth anniversary date of the date of issuance. The Company valued the warrants on the dates of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 1.14%, (2) term of 10 years, (3) expected stock volatility of 87%, and (4) expected dividend rate of 0%. All of the warrants vested immediately. The grant date fair value of the warrants issued was $176,250. The Company recorded $176,250 of stock-based compensation expense during the year ended October 31, 2020 based on the fair value of these warrants on the grant date.

On May 15, 2020 (“Effective Date”), the Company granted the Advisor warrants to purchase 6,000,000 shares of common stock of the Company at a purchase price of $0.04 per share (“Warrants”) and exercisable for three years from the Effective Date. Warrants to purchase 2,000,000 shares shall be vested upon the Effective Date of the agreement and 2,000,000 and 2,000,000 of the remaining Warrants shall vest on the eighteenth month and thirtieth month anniversary of the Effective Date of the agreement, respectively, provided however that the agreement is renewed and in full effect during the applicable vesting period(s) for the respective portion of the grant. Notwithstanding the above, any unvested Warrants prescribed above will immediately become vested if (a) the Company concludes a transaction involving any of the entities introduced by Advisor based on a transaction value greater than $5,000,000 or (b) the Company completes any transaction that results in a change in control or any financing transaction with an aggregate value of at least $25,000,000. The Company valued the warrants on the dates of the grant using the Black-Scholes option pricing model with the following weighted average assumptions: (1) risk free interest rate 0.31%, (2) term of 3 years, (3) expected stock volatility of 90%, and (4) expected dividend rate of 0%. The grant date fair value of the warrants issued was $121,200. The Company will record $40,400 of stock-based compensation expense during the period that the Grant shares vest based on the fair value of these warrants on the grant date. During October 2020, the Company terminated the agreement with the Advisor as provided for under the advisor agreement (see Note 12).

All stock compensation expense is classified under general and administrative expenses in the consolidated statements of operations

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COMMITMENTS AND CONTINGENCIES

12 Months Ended

Oct. 31, 2020

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 12 – COMMITMENTS AND CONTINGENCIES

The description of Mr. Mitrani’s, Dr. Mitrani’s and Mr. Bothwell’s executive employment agreements executed in April 2018 (collectively referred to as the April 2018 Executive Employment Agreements) are summarized below:

April 2018 Executive Employment Agreements

General

Pursuant to Albert Mitrani’s April 2018 Executive Employment Agreement, Mr. Mitrani serves as the Company’s President and Chief Operating Officer. Mr. Mitrani’s base annual salary is $162,500, which shall accrue commencing on the Effective Date and shall be payable in equal semi-monthly installments, commencing May 1, 2018, in arrears. The base salary shall be reviewed at least annually by the Board and the Board may, but shall not be required to, increase the base salary during the Employment Term. Mr. Mitrani is also entitled to a commission on all sales attributable to him (i.e., excluding existing customers of the Company at the time of the Reorganization) at the rate of five percent (5%) of the "Net Sales" as defined in the agreement and an expense allowance of $5,000 per month.

Pursuant to Ian Bothwell’s April 2018 Executive Employment Agreement, Mr. Bothwell continues to serve as the Company’s Chief Financial Officer. Mr. Bothwell’s base annual salary is $162,500, which shall accrue commencing on the Effective Date and shall be payable in equal semi-monthly installments, commencing May 1, 2018, in arrears. The base salary shall be reviewed at least annually by the Board and the Board may, but shall not be required to, increase the base salary during the Employment Term. Mr. Bothwell has not been paid salary since July 2018.

Pursuant to Dr. Maria I. Mitrani’s April 2018 Executive Employment Agreement, Dr. Mitrani continues to serve as the Company’s Chief Science Officer. Dr. Mitrani’s base annual salary is $162,500, which shall accrue commencing on the Effective Date and shall be payable in equal semi-monthly installments, commencing May 1, 2018, in arrears. The base salary shall be reviewed at least annually by the Board and the Board may, but shall not be required to, increase the base salary during the Employment Term.

Term

The term of each of the April 2018 Executive Employment Agreements commences as of the Effective Date and continues until December 31, 2020 (Mr. Bothwell) or December 31, 2023 (Mr. Mitrani and Dr. Mitrani) (“Initial Term”), unless terminated earlier pursuant to the terms of the April 2018 Executive Employment Agreement; provided that on such expiration of the Initial Term, and each annual anniversary thereafter (such date and each annual anniversary thereof, a “Renewal Date”), the agreement shall be deemed to be automatically extended, upon the same terms and conditions, for successive periods of one year, unless either party provides written notice of its intention not to extend the term of the April 2018 Executive Employment Agreement at least 90 days’ prior to the applicable renewal Date. The period during which the Executive is employed by the Company hereunder is hereinafter referred to as the “Employment Term.”

Unpaid Advances

The Company was required to repay the unpaid advances subsequent to December 31, 2017, and the unreimbursed expenses incurred subsequent to December 31, 2017, on May 15, 2018. Such payments were not made as required (see Note 7).

Fringe Benefits and Perquisites

During the Employment Term, each Executive shall be entitled to fringe benefits and perquisites consistent with the practices of the Company, and to the extent the Company provides similar benefits or perquisites (or both) to similarly situated executives of the Company.

Termination

The Company may terminate the April 2018 Executive Employment Agreement at any time for good cause, as defined in the April 2018 Executive Employment Agreement, including, the Executive’s death, disability, Executive’s willful and intentional failure or refusal to follow reasonable instructions of the Company’s Board of Directors, reasonable and material policies, standards and regulations of the Company’s Board of Directors or management.

Amendments To The April 2018 Executive Employment Agreements

February 26, 2020 Amendment

On February 26, 2020, the Company agreed to modify the employment agreement of Mr. Ian T. Bothwell, the Company’s Chief Financial Officer to provide Mr. Bothwell with:

an extension to his employment agreement dated April 13, 2018 from December 2020 to December 2023 consistent with other executives of the Company; and

a one-time bonus in the form of a fully vested cashless warrant to purchase 7,500,000 shares of common stock of the Company, exercisable for ten years at an exercise price of $0.28 per share, the closing price of the common stock on the date of the grant.

On February 26, 2020, pursuant to the respective employment agreements with each of the Company’s executive officers, the Board granted each of Mr. Albert Mitrani, Dr. Maria Mitrani and Mr. Ian Bothwell a cash bonus of $37,500 for the calendar year ended December 31, 2019.

April 25, 2020 Amendment

On April 25, 2020, the Company agreed to amend and revise the each of Albert Mitrani, Ian Bothwell and Dr. Maria I. Mitrani, (individually each of A. Mitrani, Bothwell and Dr. Mitrani are referred to as an “Executive” and collectively the “Executives”) April 2018 Executive Employment Agreements. The primary amended terms associated with the agreements for each Executive were substantially similar and consisted of the following:

Term:

An extension to the term of the employment agreements dated April 13, 2018 from December 31, 2023 to December 31, 2025.

Base Salary:

An increase in base annual salary from $162,500 to $300,000. The amended salary amount of $300,000 shall be retroactively adjusted to commence as of January 1, 2019. The increased annual salary of $137,500 (“Incremental Salary”) over the prior annual salary amount of $162,500 (“Original Base Salary”) shall only be paid only upon there being sufficient available cash. Beginning July 1, 2020, at the sole option of the Executive, any portion of unpaid Original Base Salary for periods after January 1, 2020, including unpaid bonus salary, may be converted by Executive into common stock at a conversion rate equal to the average trading price during the month in which the accrued salary pertains. For any unpaid Original Base Salary that existed prior to January 1, 2020, including unpaid bonus salary, the amounts may be converted at a conversion price using the closing trading price of the stock on the last trading day in December 2019.

Beginning December 1, 2020, at the sole option of the Executive, all unpaid Incremental Salary for periods after January 1, 2020 may be converted by the Executive into common stock at a conversion rate equal to the average trading price during the month in which the accrued salary pertains. For any unpaid Incremental Salary that existed prior to January 1, 2020, the amounts may be converted at a conversion price using the closing trading price of the stock on the last trading day in December 2019.

Until such time as the Executive elects to convert, the accrued and unpaid salary, including Original Base Salary and Incremental Salary shall remain an obligation of the Company.

Severance Provisions:

Company termination without cause, Executive for good reason:

All existing accrued obligations existing at time of termination shall be paid to Executive.

Any unvested equity grants in favor of Executive shall immediately become fully vested and any pending grants pursuant to the MCPP eligible to be issued to Executive shall be granted to Executive, regardless of whether the associated milestone were achieved prior to termination,

Executive shall be entitled to a cash payment equal to his unpaid base salary for the remaining term in effect at time of the time of the termination or an amount equal to four times (4x's) the base salary in effect at the time of termination, whichever is greater,

Executive shall be entitled to a cash payment equal to his 200% of the prior year’s cash or stock bonus (excluding any stock grants received pursuant to the MCPP).

Change In Control: In the event of a Change in Control and the Executive’s employment agreement is not extended for period of five years from the date of the Change in Control with all other terms and conditions of the agreement remaining the same, then the Executive may terminate the agreement for good reason and all respective severance terms as provided for a termination by Executive for good reason described in clause 1 above shall be provided to Executive.

Executive termination due to disability, death, or non-renewal by Company:

All existing accrued obligations existing at time of termination shall be paid to Executive.

Executive shall be entitled to a cash payment equal to 299% of Executive’s base salary in effect at the time of termination, plus a gross up amount to cover Executive’s tax liability associated with such payment.

200% of the prior years cash or stock bonus (excluding MCPP performance stock grants).

June 29, 2020 Amendment

On June 29, 2020, the board of directors of the Company (“Board”) agreed to further amend and revise the April 2018 Executive Employment Agreements for each of Executives. The primary amended terms associated with the agreements for each Executive were substantially similar and consisted of the following:

Base Salary:

An increase in the Executives annual base annual salary upon such time that the Company achieves monthly revenues in the amounts provided below, provided such monthly revenue increase occurs for four consecutive months. Upon the achievement of the defined salary milestone, the salary adjustment will be retroactive to the first month in which the salary threshold was met. Any adjustment pursuant to this provision shall not be reduced for any future reduction in revenues that may occur.

Monthly Revenues (in millions)		Base Salary Increase
$	1.00	$	130,000
$	1.50	$	200,000
$	2.00	$	275,000
$	3.50	$	630,000
$	5.00	$	900,000

Advisor Agreement

Effective May 15, 2020 (“Effective Date”), the Company entered into a one-year agreement (“Advisor Agreement”) with an individual to provide financial advisory services to the Company (“Advisor”). The Advisor Agreement is subject to successive, automatic one (1) year extensions unless either party has given the other 30- day written notice prior to the expiration of then in effect termination date, of their desire not to renew the Advisor Agreement. As the compensation for Advisor’s services and his fulfillment of all obligations under the agreement the Company agreed to issue the Advisor 1,000,000 shares of common stock (“Stock Grant”), of which 250,000 shares shall be fully vested as of the Effective Date, 250,000 shares vest on the sixth month anniversary of the Effective Date, 250,000 shares vest on the ninth month anniversary of the Effective Date and 250,000 shares vest on the twelfth month anniversary of the Effective Date, provided however that the Advisor Agreement is in full effect during such vesting period(s) for the respective portion of the Stock Grant. In addition, Company agreed to grant 3-year warrants to the Advisor to purchase 6,000,000 shares of common stock of the Company at a purchase price of $0.04 per share (“Warrants”), of which Warrants to purchase 2,000,000 unrestricted shares shall be vested upon the Effective Date of the Advisor Agreement and 2,000,000 and 2,000,000 of the remaining Warrants shall vest on the eighteenth month and thirtieth month anniversary of the Effective Date of the Advisor agreement, respectively, provided however that the Advisor Agreement is in full effect during the applicable vesting period(s) for the respective portion of the grant. The Advisor Agreement may be terminated by the Company based on Advisor’s breach of any of the terms of the Advisor Agreement, the Company’s determination that Advisor is not meeting the desired objectives or if either party provides notice of the desire not to renew the Advisor Agreement upon expiration. During October 2020, the Company terminated the agreement with the Advisor as provided for under the advisor agreement. The unvested portion of the Stock Grant and Warrants as of the termination date were cancelled.

Sales Executives

On January 6, 2020, the Company entered into employment agreements with two individuals (“Sales Executives”), each to serve as a Vice President – Global Sales and Marketing. The terms of each Sales Executive employment agreement are identical (“VP Agreements”). The initial term of the VP agreements are for three years and provide for automatic annual renewals thereafter, unless either party provides 90-day written notice prior to expiration of the then current term. The VP Agreements may also be terminated by the Company beginning June 30, 2020 in the event the Sales Executive fails to meet certain defined minimum revenue growth milestones. The Sales Executives will receive compensation in the form of monthly salary of $18,000 and a quarterly override based on revenues earned by the Company during a quarterly period that exceed $600,000 beginning for the quarter ended June 30, 2020. In addition, upon execution of the Agreement, each of the Sales Executives were granted 1,000,000 shares of unregistered common stock of the Company valued at $0.035 per share, the closing price of the common stock of the Company on the grant date. The Company recorded $35,000 of stock-based compensation expense on the grant date for each issuance. The VP Agreements also provide the Sales Executives with the right for each to receive an additional 750,000 shares of common stock at the end of each quarterly anniversary of the VP Agreements throughout the Initial Term (maximum 9,000,000 shares) (“Performance Shares”), provided that the VP Agreements remain in effect during the applicable quarterly period. The vesting of the Performance Shares may also be accelerated based on achievement of certain revenue milestones. The Company will record stock-based compensation expense for each respective quarterly period that the Performance Shares vest of $52,500.

Consultant Agreements

Effective March 30, 2020 (the “Effective Date”), the Company entered into a consulting agreement (“Agreement”) with Assure Immune L.L.C. (the “Consultant”) for an initial term of one year (the “Initial Term”) with automatic renewals for two (2) additional annual periods (each a “Renewal Term,” and together with the “Initial Term,” the “Term”), unless written notice is provided by either party at least 45 days prior to the applicable termination date. Under the Agreement, the Consultant will provide the Company during the Term with expertise, experience, advice and direction associated with the critical functional executive level roles of the Company as it relates to the oversight and management of the Company’s regulatory, research and development and laboratory operations, consistent with the Company’s corporate mission and strategies and subject to the resource limitations of the Company. In connection with the Agreement, the Consultants will receive monthly fees of $30,000 during the Initial Term and monthly consulting fees of $35,000 and $40,000 the first and second Renewal Terms, if any. In addition. the Company agreed to issue to the Consultant or its designees 12,000,000 shares of common stock of the Company (“Shares”), 50% of which Shares vest as of the Effective Date and balance of which Shares vest upon the six-month anniversary of the Effective Date. The Agreement also provides that upon the commencement of each Renewal Term, if any, the Consultant will receive up to 6,000,000 additional Shares, 50% of which Shares will vest on the commencement date of the Renewal Term and the balance of which additional Shares will vest on the six (6) month anniversary of such date. In connection with the Agreement, the Consultant (and its principals) are obligated to comply with customary confidentiality, non-compete and non-solicitation covenants and have agreed that all intellectual property developed during the term of the Agreement shall remain the property of the Company.

In addition to the Shares to be issued above, the Consultant or its designees were entitled to participate in the Company’s Management and Consultants Performance Stock Plan (the “MCPP”), more fully described in Note 10. Pursuant to the MCPP, the Consultant or its designees were awarded 33,000,000 Shares, based on the achievement of certain defined operational performance milestones (“Milestones”).

During October 2020, the Company entered into a consulting agreement with a third party to provide consulting services in connection with the development of international research and development, sales and distribution and investment opportunities. As consideration for agreeing to provide the consulting services to the Company, the Company has agreed to pay the consultants a minimum of $12,500 per month during the term of the agreement and to issue up to 5,000,000 shares of restricted common stock (valued at $0.175 per share, the closing price of the common stock of the Company on the grant date), based on successful performance of defined milestones. The agreement may be terminated after the third month anniversary of the agreement with or without cause. The Company will record up to $875,000 of stock-based compensation expense at the time that any shares actually become vested as a result of achievement of the defined milestones.

Preparation of IRB, Pre-IND, IND Protocols for Clinical Applications and Clinical Trial Initiation and Monitoring:

In connection with the Company’s ongoing research and development efforts and the Company’s efforts to meet compliance with current and anticipated United States Food and Drug Administration (“FDA”) regulations expected to be enforced beginning in May 2021 pertaining to marketing traditional biologics and human cells, tissues and cellular and tissue based products that fall under Section 351 of the Public Health Services Act (“HCT/Ps”), the Company has applied for and received Investigation New Drug (“IND”) approval from the FDA to commence clinical trials in connection with the use of the Company’s products and related treatment protocols for specific indications. The ability to successfully complete the above efforts will be dependent on the Company’s ability to timely fund the required payments and complete the applicable clinical trials, which is subject to available working capital generated from operations, financing arrangements with the third-party vendors involved in the studies and/or from additional debt and/or equity financings as well as ultimate approval from the FDA.

During November 2020, the Company entered into an agreement with a third-party contract research organization (“CRO”) to provide ongoing clinical research services, clinical research professionals and contract clinical, technical and other related services in connection with a planned future clinical trial. In connection with the CRO agreement, the Company is obligated to make payments of approximately $777,714 plus pass through costs and other third-party direct costs during the term of clinical trial expected to run until September 2021. In connection with the agreement, the Company is obligated to pay in accordance with defined completed milestones, beginning with approximately $195,524 upon work order execution.

During January 2021, the Company entered into an additional agreement with the CRO to provide ongoing clinical research services, clinical research professionals and contract clinical, technical and other related services in connection with a planned future clinical trial. In connection with the CRO agreement, the Company is obligated to payments of approximately $476,943 plus pass through costs and other third-party direct costs during the term of clinical trial expected to run until August 2021. In connection with the agreement, the Company is obligated to pay in accordance with defined completed milestones, beginning with approximately $147,363 upon work order execution.

Contingent Convertible Obligations Into Equity Securities

Obligations Due Under Executive Employment Agreements

Beginning July 1, 2020, at the sole option of the Executive, any portion of unpaid Original Base Salary for periods after January 1, 2020, including unpaid bonus salary, may be converted by Executive into common stock at a conversion rate equal to the average trading price during the month in which the accrued salary pertains. For any unpaid Original Base Salary that existed prior to January 1, 2020, including unpaid bonus salary, the amounts may be converted at a conversion price using the closing trading price of the stock on the last trading day in December 2019.

None of the Executives have yet to elect to convert any portion of their unpaid Original Base Salary.

As of October 31, 2020, there was approximately $721,415 of unpaid Original Base Salary and Incremental Salary related to the period prior to December 31, 2019 and $378,083 of unpaid Original Base Salary and Incremental Salary related to the period January 1, 2020 through October 31, 2020, that could be converted in the future into approximately 29,715,538 shares of common stock.

Leases

Ethan NY

On September 3, 2015, Ethan NY entered into a five-year lease agreement (“Ethan Lease”) for a store located in New York City, New York. The Ethan Lease commenced on October 1, 2015. Under the terms of the Ethan Lease, minimum monthly lease payments of $9,500 per month were to commence in December 2015 through October 2020. During June 2016, Ethan NY exited from its leased premises. Ethan NY did not make any of the required minimum monthly lease payments as required. The total amount of minimum lease payments that Ethan NY is obligated to pay pursuant to this 5-year lease is $586,242 (excluding late fees and interest provided for under the Ethan Lease).

All of Ethan NY’s obligations under the Ethan Lease are recourse only to the assets at Ethan NY, except for certain obligations under the Ethan Lease that were guaranteed by a former employee. Under the terms of the Ethan Lease, the obligations of Ethan NY for future rents are to be mitigated based on the amount of any future rents that are received for the rental of the leased premises to other tenants during the initial term. During August 2016, Ethan NY received confirmation that the leased premises had been leased to another tenant. In connection with the termination of the Ethan Lease, Ethan NY has made several unsuccessful attempts to contact the landlord for the purpose of obtaining a settlement and release for any amounts that the landlord may claim are owing under the Ethan Lease, if any. Ethan NY is not aware of any claim pending or threatened in connection with the Ethan Lease. At October 31, 2020 and 2019, Ethan NY has recorded in liabilities of discontinued operations the amount of rent obligations through June 30, 2016 and a reserve for estimated losses in connection with termination of the Ethan Lease of $101,905 and $101,905, respectively.

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MINT ORGANICS

12 Months Ended

Oct. 31, 2020

Mint Organics

Mint Organics

NOTE 13 – MINT ORGANICS

Exchange Agreements

On May 1, 2019, the Company and Mint Organics entered into an exchange agreement whereby the Company agreed to acquire the 150 shares of Mint Series A Preferred Stock and the 150,000 warrants to purchase shares of common stock of the Company originally issued to Mr. Wayne Rohrbaugh in connection with participation agreement referred to above in exchange for 4,400,000 shares of common stock of the Company (approximately $0.034 per share representing a discount to the trading price of $0.049 as of the effective date of the transaction). In connection with the exchange, Mr. Rohrbaugh provided a release to the Company in connection with any claims associated with his original investment.

On May 1, 2019, the Company and Mint Organics Florida entered into an exchange agreement whereby the Company agreed to acquire all of the outstanding non-controlling interests in Mint Organics Florida, Inc. outstanding in exchange for 2,400,000 shares of common stock of the Company (approximately $0.042 per share representing a discount to the trading price of $0.049 as of the effective date of the transaction).

Non-controlling interests in Mint Organics and Mint Organics Florida

Effective May 1, 2019, the Company has acquired all of the minority interests issued in Mint Organics and Mint Organics Florida, and accordingly, there no longer exists any non-controlling interests in those entities as of such date.

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LIABILITIES ATTRIBUTABLE TO DISCONTINUED OPERATIONS

12 Months Ended

Oct. 31, 2020

Discontinued Operations and Disposal Groups [Abstract]

Liabilities Attributable to Discontinued Operations

NOTE 14 – LIABILITIES ATTRIBUTABLE TO DISCONTINUED OPERATIONS

During September 2015, the Company formed Ethan NY for the purpose of selling clothing and accessories through a retail store. During June 2016, the Ethan NY operations were closed.

The following summarizes the carrying amounts of the assets and liabilities of Ethan NY at October 31, 2019 and 2018 (see Note 14):

	October 31,
	2019		2018
Assets	$	-	$	-

Liabilities:

Accounts Payable	$	94,835	$	94,835
Accrued Expenses		31,016		31,016
	$	125,851	$	125,851

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SEGMENT INFORMATION

12 Months Ended

Oct. 31, 2020

Segment Reporting [Abstract]

Segment Information

NOTE 15 - SEGMENT INFORMATION

For the years ended October 31, 2020 and 2019, the Company operated only one operating segment.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 31
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 21
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

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SUBSEQUENT EVENTS

12 Months Ended

Oct. 31, 2020

Subsequent Events [Abstract]

Subsequent Events

NOTE 16 – SUBSEQUENT EVENTS

Several subsequent events are disclosed in Notes 7, 10, and 12. There were no other subsequent events for disclosure purposes.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Oct. 31, 2020
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned and majority owned subsidiaries. All significant intercompany accounts and transactions have been eliminated.
Reclassifications	Reclassifications The advances from affiliates previously included in accrued liabilities to management at October 31, 2019 have been reclassified to conform with the current financial statement presentation.
Concentrations of Credit Risk	Concentrations of Credit Risk The balance sheet items that potentially subject us to concentrations of credit risk are primarily cash and cash equivalents and accounts receivable. Balances in accounts are insured up to Federal Deposit Insurance Corporation (“FDIC”) limits of $250,000 per institution. At October 31, 2020, the Company held cash balances in one financial institution in excess of FDIC insurance coverage limits. During the fiscal year ended October 31, 2020, the Company did not have any customer that accounted for more than 10% of the total revenues for the year ended October 31, 2020. During the fiscal year ended October 31, 2019, the Company had one customer that accounted for approximately $206,400 of revenues (12.2%). No other customer accounted for more than 10% of the total revenues for the year ended October 31, 2019. During the fiscal year ended October 31, 2020, the Company purchased the tissue raw material used in manufacturing of its products from two suppliers, of which each accounted for approximately $179,000 and $30,000 or 85.6% and 14.4%, respectively, of the total amount of tissue raw material purchased during that period. During the period November 1, 2018 through April 30, 2019, the Company purchased finished goods inventory that was sold to customers from two suppliers, of which each accounted for approximately $29,000 and $65,000 or 31.0% and 69.0%, respectively, of the total amount of finished goods inventory purchased during that period. During the May 1, 2019 through October 31, 2019, the Company purchased the tissue raw material used in manufacturing of its products from two suppliers, of which each accounted for approximately $61,000 and $47,500 or 56.0% and 44.0%, respectively, of the total amount of tissue raw material purchased during that period. The Company’s sales and supply agreements are non-exclusive and the Company does not believe it has any exposure based on the customers of its products and/or the availability of raw materials and/or products from other suppliers.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles of the United States 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 year. Management bases its estimates on historical experience and on other assumptions considered to be reasonable under the circumstances. However, actual results may differ from the estimates.
Cash Equivalents	Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents.
Accounts Receivable	Accounts Receivable Accounts receivable are recorded at fair value on the date revenue is recognized. The Company provides allowances for doubtful accounts for estimated losses resulting from the inability of its customers to repay their obligation. If the financial condition of the Company's customers were to deteriorate, resulting in an impairment of their ability to repay, additional allowances may be required. The Company provides for potential uncollectible accounts receivable based on specific customer identification and historical collection experience adjusted for existing market conditions. The policy for determining past due status is based on the contractual payment terms of each customer, which are generally net 30 or net 60 days. Once collection efforts by the Company and its collection agency are exhausted, the determination for charging off uncollectible receivables is made. For the year ended October 31, 2020 and 2019, the Company recorded bad debt expense of $340 and $10,635, respectively.
Inventory	Inventory Inventory is stated at the lower of cost or net realizable value using the average cost method. We provide reserves for potential excess, dated or obsolete inventories based on an analysis of forecasted demand compared to quantities on hand and any firm purchase orders, as well as product shelf life. At October 31, 2020, we determined that there were not any reserves required in connection with our finished goods.
Property and Equipment	Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets. The estimated useful lives of property and equipment range from 3 to 15 years. Upon sale or retirement, the cost and related accumulated depreciation and amortization are eliminated from their respective accounts, and the resulting gain or loss is included in results of operations. Repairs and maintenance charges, which do not increase the useful lives of the assets, are charged to operations as incurred.
Revenue Recognition	Revenue Recognition The Company follows the guidance of FASB Accounting Standards Update (“ASU”) Topic 606 “Revenue from Contracts with Customers” which requires the Company to recognize revenue in amounts that reflect the prorata completion of the performance obligations of the Company required under the contracts. The Company applied the new standard using a modified retrospective approach. The Company recognizes revenue only when it transfers control of a promised good or service to a customer in an amount that reflects the consideration it expects to receive in exchange for the good or service. Our performance obligations are satisfied and control is transferred at a point-in-time, which is typically when the transfer and title to the product sold has taken place and there is evidence of our customer’s satisfactory acceptance of the product shipment or delivery.
Net Income (Loss) Per Common Share	Net Income (Loss) Per Common Share Basic income (loss) per common share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted average number of shares adjusted for any potentially dilutive debt or equity. At October 31, 2020, the Company had 9,500,000 common shares issuable upon the exercise of warrants that were not included in the computation of dilutive loss per share because their inclusion is anti-dilutive for the year ended October 31, 2020. At October 31, 2019, the Company had 4,529,371 common shares issuable upon the exercise of warrants that were not included in the computation of dilutive loss per share because their inclusion is anti-dilutive for the year ended October 31, 2019.
Stock-Based Compensation	Stock-Based Compensation All stock-based payments to employees, including grants of employee stock options, are recognized in the financial statements based on their fair values. Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based upon the estimated fair value of the option or warrant.
Research and Development Costs	Research and Development Costs Research and development costs consist of direct and indirect costs associated with the development of the Company’s technologies. These costs are expensed as incurred. Our research and development expenses were $233,526 and $54,863 for the years ended October 31, 2020 and 2019, respectively. The research and development costs primarily relate to the filing and approval of IND applications and the performance of clinical trials.
Income Taxes	Income Taxes The Company is required to file a consolidated tax return that includes all of its subsidiaries. Provisions for income taxes are based on taxes payable or refundable for the current year taxable income for federal and state income tax reporting purposes and deferred income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss carryforwards. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of the operations in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertain tax positions in accordance with FASB Topic 740 – Income Taxes. This pronouncement prescribes a recognition threshold and measurement process for financial statement recognition of uncertain tax positions taken or expected to be taken in a tax return. The interpretation also provides guidance on recognition, derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. For the years ended October 31, 2020 and 2019 the Company incurred operating losses, and therefore, there was not any income tax expense amount recorded during those periods. There is a full valuation allowance for the years ended October 31, 2020 and 2019. Since January 1, 2018, the nominal corporate tax rate in the United States of America is 21 percent due to the passage of the "Tax Cuts and Jobs Act" on December 20, 2017 by the US Senate and House of Representatives.
Valuation of Derivatives	Valuation of Derivatives The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging.” The result of this accounting treatment is that the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income (expense). Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liabilities at the fair value of the instrument on the reclassification date.
Sequencing	Sequencing The Company has adopted a sequencing policy whereby, in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares. The Company currently has 1,500,000,000 authorized shares of common stock of which 992,207,783 shares are issued and outstanding. As described in Note 10, the Company approved the filing of an amendment to the Articles of Incorporation of the Company to increase the authorized shares of common stock from 1,500,000,000 to 2,500,000,000 (“Amendment”). The Company expects that it will continue to issue common stock in the future in connection with debt and/or equity financings, transactions with third parties, performance incentives and as compensation to its employees. Upon the effectiveness of the Amendment referred to above, expected to be February 9, 2021, the Company will have a sufficient amount of authorized shares to meet all contingently obligated issuances of common stock under existing arrangements.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company includes fair value information in the notes to financial statements when the fair value of its financial instruments is different from the book value. When the book value approximates fair value, no additional disclosure is made. The Company follows FASB ASC 820, Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s financial instruments consist of cash and cash equivalents, accounts payable, accrued liabilities and convertible debt. The estimated fair value of cash, accounts payable and accrued liabilities approximate their carrying amounts due to the short-term nature of these instruments. The Company follows the provisions of ASC 820 with respect to its financial instruments. As required by ASC 820, assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to their fair value measurement. Level one — Quoted market prices in active markets for identical assets or liabilities; Level two — Inputs other than level one inputs that are either directly or indirectly observable such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level three — Unobservable inputs that are supported by little or no market activity and developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The Company did not have any convertible instruments outstanding at October 31, 2020 and October 31, 2019 that qualify as derivatives.
Operating and Finance Lease Obligations	Operating and Finance Lease Obligations Effective November 1, 2019, the Company adopted Accounting Standards Update (ASU) No. 2016-02 (Topic 842) (“ASC 842”), that requires organizations that lease assets to recognize assets and liabilities on the balance sheet and provide updated disclosures related to the rights and obligations created by those leases, regardless of whether they are classified as finance or operating leases. The Company adopted the new standard using a modified retrospective approach. The modified retrospective approach included a number of optional practical expedients on leases that commenced before the effective date of ASC 842, including continuing to classify for leases that commenced before the effective date in accordance with previous guidance, unless the lease is modified. Under the provisions of ASC 842, the Company is required to recognize a right of use (“ROU”) asset and corresponding lease liability for all operating leases upon commencement of the lease. The Company’s policy is to treat operating leases that have a term of one year or less at lease commencement date and do not include a purchase option that is reasonably certain of exercise, consistent with the lease recognition approach as previously outlined under ASC 840. In addition, month to month leases which do not involve additional financial commitments on the part of the Company are also treated consistent with the lease recognition approach as previously outlined under ASC 840. The Company has established a capitalization threshold of $15,000 in determining whether any future operating leases will be capitalized. The adoption of ASC 842 resulted in the Company retrospectively recording a ROU asset and corresponding operating lease obligation of $55,777 on November 1, 2018.
Subsequent Events	Subsequent Events The Company has evaluated subsequent events that occurred after October 31, 2020 through the financial statement issuance date for subsequent event disclosure consideration.

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INVENTORIES (Tables)

12 Months Ended

Oct. 31, 2020

Inventory Disclosure [Abstract]

Schedule of Inventories

	October 31, 2020		October 31, 2019
Raw materials and supplies	$	26,199	$	5,123
Finished goods		120,612		72,840

Total inventories	$	146,811	$	77,963

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PROPERTY AND EQUIPMENT (Tables)

12 Months Ended

Oct. 31, 2020

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

	October 31, 2020			October 31, 2019
Computer equipment	$	8,653		$	8,653
Finance lease equipment		239,595			239,595
Manufacturing equipment		171,430			32,736
		419,678			280,984
Less: accumulated depreciation		(54,444	)		(17,669	)
Total property and equipment, net	$	365,234		$	263,315

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LEASE OBLIGATIONS (Tables)

12 Months Ended

Oct. 31, 2020

Leases [Abstract]

Finance Lease, Liability Maturity

The minimum lease payments pursuant to the Finance Lease are as follows:

	Minimum
Year Ended October 31,	Rent
2021	$	58,669
2022		54,156
2023		54,156
2024		18,052
Total undiscounted finance lease payments		185,033
Less: imputed interest		(15,044	)
Present value of finance lease liabilities	$	169,989

Operating Lease, Liability, Maturity

The minimum lease payments pursuant to the office lease are as follows:

	Minimum
Year Ended October 31,	Rent
2021	$	42,000
2022		42,000
2023		28,000
Total undiscounted operating lease payments		112,000
Less: imputed interest		(6,645	)
Present value of operating lease liabilities	$	105,355

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INCOME TAXES (Tables)

12 Months Ended

Oct. 31, 2020

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The consolidated provision for income taxes for October 31, 2020 and 2019 consists of the following:

	Year Ended October 31,			Year Ended October 31,
	2020			2019
Current:
Federal	$	–		$	–
State		–			–
	$	–		$	–
Deferred:
Federal	$	(2,626,791	)	$	(185,045	)
State		(540,796	)		(19,471	)
		(3,167,587	)		(204,516	)
Change in Valuation Allowance		3,167,587			204,516	)
	$	–		$	–

Schedule of Effective Income Tax Rate Reconciliation

	October 31, 2020			October 31, 2019
Tax at federal statutory rate	$	(2,642,423	)	$	(361,687	)
State taxes, net of federal benefit		(546,730	)		(74,835	)
Permanent differences		18,782			10,468
Other		2,784			221,538
Total income tax expense (benefit)		(3,167,587	)		(204,516	)
Change in valuation allowance		3,167,587			204,516	)
	$	–		$	–

Schedule of Deferred Tax Assets and Liabilities

The tax effects of temporary differences and carry-forwards that give rise to deferred tax assets and liabilities for the Company were as follows:

	October 31, 2020			October 31, 2019
Deferred Tax Assets:
Stock based compensation	$	5,184,240		$	2,670,914
Accrued compensation		315,122			136,127
Net operating loss carryforward-Federal		640,663			222,754
Net operating loss carryforward-State		118,160			34,918
Other		177			177
Total deferred tax assets:		6,258,362			3,064,890
Deferred Tax Liabilities:
Property and equipment		92,535			66,650
Total deferred tax liabilities:		92,535			66,650

Valuation Allowance		(6,165,827	)		(2,998,240	)
Net deferred tax assets	$	–		$	–

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CAPITAL STOCK (Tables)

12 Months Ended

Oct. 31, 2020

Equity [Abstract]

Schedule of minimum pre-Transaction price per share

Pre-Transaction Price Per Share Valuation (a)		Executive Bonus Shares Issued (b)		Non-executive Board Bonus Shares Issued (c)
$	0.22		40,000,000		2,000,000
$	0.34		60,000,000		3,000,000
$	0.45		80,000,000		4,000,000
$	0.54		100,000,000		5,000,000

(a)	proforma for issuance of all shares to be issued pursuant to the MCPP and other in the money contingent share issuances

(b)	per each executive consisting of Albert Mitrani, Dr. Mari Mitrani, Ian Bothwell, and Dr. George Shapiro

(c)	per each non-executive Board member consisting of Dr. Allen Meglin and Michael Carbonara

Schedule of debt and/or equity financings

Aggregate Funding Amount				Shares
From		To
$	2,500,000	$	5,000,000		5,000,000
$	5,000,001	$	10,000,000		10,000,000
$	10,000,001	$	30,000,000		30,000,000

Schedule of management and consultants performance stock plan

			MCPP		MCPP
	MCPP		Remaining		Total
	Shares		Shares		Shares
Name	Awarded		Available		Approved
Albert Mitrani		65,000,000		137,500,000		202,500,000
Ian Bothwell		65,000,000		167,500,000		232,500,000
Dr. Maria I. Mitrani		65,000,000		167,500,000		232,500,000
Dr. George Shapiro		65,000,000		100,000,000		165,000,000
Dr. Allen Meglin		-		5,000,000		5,000,000
Michael Carbonara		-		5,000,000		5,000,000
Consultants		33,000,000		-		33,000,000
Total		293,000,000		582,500,000		875,500,000

XML 42 R29.htm IDEA: XBRL DOCUMENT

WARRANTS (Tables)

12 Months Ended

Oct. 31, 2020

Warrants

Summary of Warrant Activity

A summary of warrant activity for the years ended October 31, 2019 and 2020 are presented below:

	Number of Shares			Weighted- average Exercise Price		Remaining Contractual Term (years)		Aggregate Intrinsic Value
Outstanding at October 31, 2018		3,687,484		$	0.41		1.14	$	-
Granted		2,000,000		$	0.08		1.00	$	-
Exercised		-		$	-
Expired/Forfeited		(1,158,313	)	$	0.67		0.04		-
Outstanding at October 31, 2019		4,529,371		$	0.20		0.30	$	-

Exercisable at October 31, 2019		4,529,371		$	0.20		0.30	$	-

	Number of Shares			Weighted- average Exercise Price		Remaining Contractual Term (years)		Aggregate Intrinsic Value
Outstanding at October 31, 2019		4,529,371		$	0.20		0.30	$	-
Granted		9,500,000		$	0.03		8.53	$	-
Exercised		-		$	-			$	-
Expired/Forfeited		(4,529,371	)	$	0.20		-	$	-
Outstanding and exercisable at October 31, 2020		9,500,000		$	0.03		7.90	$	-

XML 43 R30.htm IDEA: XBRL DOCUMENT

COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Oct. 31, 2020

Commitments and Contingencies Disclosure [Abstract]

Schedule of adjustment revenues

Monthly Revenues (in millions)		Base Salary Increase
$	1.00	$	130,000
$	1.50	$	200,000
$	2.00	$	275,000
$	3.50	$	630,000
$	5.00	$	900,000

XML 44 R31.htm IDEA: XBRL DOCUMENT

LIABILITIES ATTRIBUTABLE TO DISCONTINUED OPERATIONS (Tables)

12 Months Ended

Oct. 31, 2020

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Disposal Groups Including Discontinued Operations Income Statement Balance Sheet and Additional Disclosures

The following summarizes the carrying amounts of the assets and liabilities of Ethan NY at October 31, 2019 and 2018 (see Note 14):

	October 31,
	2019		2018
Assets	$	-	$	-

Liabilities:

Accounts Payable	$	94,835	$	94,835
Accrued Expenses		31,016		31,016
	$	125,851	$	125,851

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
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Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 205
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-URI http://asc.fasb.org/extlink&oid=109222650&loc=d3e1474-107760

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721677-107760

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

XML 45 R32.htm IDEA: XBRL DOCUMENT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	6 Months Ended		12 Months Ended
	Oct. 31, 2019	Apr. 30, 2019	Oct. 31, 2020	Oct. 31, 2019	May 19, 2020	May 18, 2020	Nov. 02, 2018
FDIC limits per institutions			$ 250,000
Revenue			3,055,776	$ 1,702,271
Cost of revenues			398,606	300,837
Bad debt expense			340	10,635
Research and Development Expense			$ 233,526	$ 54,863
Corporate tax rate			21.00%
Common stock, shares authorized	1,500,000,000		1,500,000,000	1,500,000,000	1,500,000,000	1,500,000,000
Common stock, shares issued	502,936,805		939,942,783	502,936,805
Common stock, shares outstanding	502,936,805		939,942,783	502,936,805
ROU asset	$ 22,813		$ 105,355	$ 22,813			$ 55,777
Operating lease obligation			$ 105,355				$ 55,777
Minimum [Member]
Property and equipment estimated useful lives			3 years
Maximum [Member]
Property and equipment estimated useful lives			15 years
First Supplier [Member]
Concentration credit risk percentage	56.00%	31.00%	85.60%
Cost of revenues	$ 61,000	$ 29,000	$ 179,000
Second Supplier [Member]
Concentration credit risk percentage	44.00%	69.00%	14.40%
Cost of revenues	$ 47,500	$ 65,000	$ 30,000
Sales Revenue, Net [Member] \| One Customer [Member]
Revenue				$ 206,400
Concentration credit risk percentage				12.20%
Common Shares Issuable Upon Exercise of Warrants [Member]
Antidilutive securities excluded from computation of earnings per share			9,500,000	4,529,371

XML 46 R33.htm IDEA: XBRL DOCUMENT

GOING CONCERN (Details Narrative) - USD ($)	12 Months Ended
GOING CONCERN (Details Narrative) - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Loss from operations	$ (12,437,941)	$ (1,776,490)
Accumulated deficit	28,868,189	$ 16,285,222
Working capital deficit	$ (1,693,741)

XML 47 R34.htm IDEA: XBRL DOCUMENT

INVENTORIES (Details) - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Inventory Disclosure [Abstract]
Raw materials and supplies	$ 26,199	$ 5,123
Finished goods	120,612	72,840
Total Inventories	$ 146,811	$ 77,963

XML 48 R35.htm IDEA: XBRL DOCUMENT

PROPERTY AND EQUIPMENT (Details) - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Property and equipment, gross	$ 419,678	$ 280,984
Less: accumulated depreciation and amortization	(54,444)	(17,669)
Total property and equipment, net	365,234	263,315
Computer Equipment [Member]
Property and equipment, gross	8,653	8,653
Finance lease equipment [Member]
Property and equipment, gross	239,595	239,595
Manufacturing Equipment [Member]
Property and equipment, gross	$ 171,430	$ 32,736

XML 49 R36.htm IDEA: XBRL DOCUMENT

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	5 Months Ended	12 Months Ended
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	Mar. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Nov. 02, 2018
Depreciation expense		$ 36,775	$ 14,794
Lab equipment				$ 3,500
Lease Agreement [Member]
Lab equipment	$ 239,595
Annual interest rate	4.50%
Estimated useful lives of leased equipment	15 years

XML 50 R37.htm IDEA: XBRL DOCUMENT

LEASE OBLIGATIONS (Details - Finance Lease, Liability Maturity)	Oct. 31, 2020 USD ($)
Leases [Abstract]
2021	$ 58,669
2022	54,156
2023	54,156
2024	18,052
Total undiscounted finance lease payments	185,033
Less: imputed interest	(15,044)
Present value of finance lease liabilities	$ 169,989

XML 51 R38.htm IDEA: XBRL DOCUMENT

LEASE OBLIGATIONS (Details - Operating Lease, Liability, Maturity) - USD ($)	Oct. 31, 2020	Nov. 02, 2018
Leases [Abstract]
2021	$ 42,000
2022	42,000
2023	28,000
Total undiscounted operating lease payments	112,000
Less: imputed interest	(6,645)
Present value of operating lease liabilities	$ 105,355	$ 55,777

XML 52 R39.htm IDEA: XBRL DOCUMENT

LEASE OBLIGATIONS (Details Narrative) - USD ($)	1 Months Ended	5 Months Ended	12 Months Ended
LEASE OBLIGATIONS (Details Narrative) - USD ($)	Oct. 02, 2020	Mar. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Nov. 30, 2019	Feb. 28, 2019	Nov. 02, 2018
Security deposit			$ 17,800	$ 5,000
Lab equipment							$ 3,500
ROU asset			105,355	22,813			55,777
Operating lease obligation			105,355				$ 55,777
Lease term							36 months
Borrowing rate							4.50%
Operating lease - right of use assets			117,659	55,777
Lease expense			$ 35,117	$ 32,964
MariLuna [Member]
Security deposit	$ 11,000
Minimum monthly lease payments	$ 6,500						$ 2,900
Lease expiration date	Sep. 30, 2021
Miami Lab Lease Agreement [Member]
Security deposit						$ 6,332
Minimum monthly lease payments					$ 4,400	$ 5,200
Lease Agreement [Member]
Lab equipment		$ 239,595
Annual interest rate		4.50%
Estimated useful lives of leased equipment		15 years

XML 53 R40.htm IDEA: XBRL DOCUMENT

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)			1 Months Ended									2 Months Ended	12 Months Ended
	Feb. 12, 2020	Oct. 10, 2019	Dec. 31, 2020	Dec. 21, 2020	Oct. 31, 2020	Aug. 31, 2020	Jul. 31, 2020	May 28, 2020	Apr. 30, 2020	Apr. 27, 2020	Feb. 26, 2020	May 31, 2020	Oct. 31, 2020	Oct. 31, 2019	Dec. 31, 2019
Monthly rent expense													$ 2,900
Security deposit					$ 17,800								17,800	$ 5,000
Rent expenses													37,200	34,800
Payment for rent													24,788
Revenue from customer													95,455	71,650
Proceeds from related party debt														$ 300,000
Bonus															$ 37,500
FundingFacility [Member]
Debt conversion, shares issued	40,000,000
Second Lease Agreement [Member]
Monthly rent expense					6,500
Security deposit					11,000								11,000
Mr. Bothwell [Member]
Number of cashless warrants granted											7,500,000
Warrant exercise price per share											$ 0.028
Due to related party					1,965								1,965
Mr. Bothwell [Member] \| Subsequent Event [Member]
Common stock granted				15,000,000
Issuance of common stock			47,675,000
Bonus				$ 50,000
Albert Mitrani [Member]
Accrued salary					216,436								216,436
Dr. Mari Mitrani [Member]
Accrued salary					233,655								233,655
Dr. Mari Mitrani [Member] \| Subsequent Event [Member]
Common stock granted				15,000,000
Issuance of common stock			47,675,000
Bonus				$ 50,000
Ian Bothwell [Member]
Accrued salary					649,407								649,407
Dr. George Shapiro[Member]
Accrued consulting fees					$ 54,833								$ 54,833
Dr. Allen Meglin [Member]
Number of common stock sold					625,000	422,514	1,166,666			5,000,000		11,000,000
Purchase price					$ 127,251					$ 100,000		$ 220,000
Sale of stock, price per share					$ 0.08	$ 0.10	$ 0.03			$ 0.02		$ 0.02	$ 0.08
Dr. Allen Meglin [Member] \| Subsequent Event [Member]
Common stock granted				1,000,000
Mr. Carbonara [Member] \| Subsequent Event [Member]
Common stock granted				1,000,000
Mr. Carbonara [Member] \| FundingFacility [Member]
Proceeds from related party debt		$ 500,000
Debt conversion, shares issued		40,000,000
Chief Medical Officer [Member]
Common stock granted											5,000,000
Compensation											$ 82,250
Mr. Zucker [Member]
Issuance of common stock									736,808
Shares issued, price per share									$ 0.022
Distributor [Member]
Common stock granted								3,000,000
Share Price								$ 0.115
Mr. Mitrani [Member] \| Subsequent Event [Member]
Common stock granted				15,000,000
Issuance of common stock			47,675,000
Bonus				$ 50,000

XML 54 R41.htm IDEA: XBRL DOCUMENT

NOTES PAYABLE (Details Narrative) - USD ($)				1 Months Ended				12 Months Ended
NOTES PAYABLE (Details Narrative) - USD ($)	Feb. 12, 2020	Oct. 10, 2019	May 02, 2019	Oct. 31, 2020	Jun. 25, 2020	May 31, 2019	Mar. 31, 2019	Oct. 31, 2020	Oct. 31, 2019	Jul. 31, 2020	Feb. 05, 2019	Oct. 31, 2018	Aug. 10, 2018	Jun. 20, 2018	Jun. 22, 2017
Interest expense								$ 0	$ 4,349
Third Party [Member]
Share Price										$ 0.05
Third Party [Member] \| Mint Organics Inc [Member]
Debt principal amount															$ 60,000
Interest rate															10.00%
Debt conversion, converted instrument, amount			$ 2,735,000
Late fees and penalties			$ 72,568
Share Price			$ 0.0265
Unsecured Promissory Note [Member]
Debt principal amount											$ 25,000
Notes payable				$ 4,392				4,392
FundingFacility [Member]
Debt conversion, converted instrument, shares issued	40,000,000
FundingFacility [Member] \| Noteholder [Member]
Interest rate		6.00%
Debt conversion, converted instrument, amount		$ 599,400
Interest expense		$ 94,170
Funding facility, description		Noteholder was required to fund the Company an initial tranche of $100,000 on October 15, 2019 (“Initial Funding Date”) and had the option to fund the Company up to an aggregate of $500,000 (“Funding Facility Limit”) in minimum $100,000 monthly tranches by no later than February 15, 2020 (“Funding Expiration Date”).
Line of credit, maturity date		Feb. 15, 2021
Debt conversion, description		The Funding Facility, plus all accrued interest, automatically converts into 40,000,000 shares of newly issued restricted common stock of the Company (“Converted Stock”) if the Noteholder funds the full $500,000 by the Funding Expiration Date.
Line of credit		$ 505,230
Accredited Investors [Member]
Debt principal amount													$ 100,000	$ 150,000
Interest rate													6.00%	6.00%
Accredited Investor [Member]
Debt conversion, converted instrument, amount						$ 100,622
Debt conversion, converted instrument, shares issued						3,773,584
Debt conversion, original amount						$ 100,000
Two Accredited Investors [Member]
Debt principal amount												$ 70,000
Interest rate												6.00%
Accredited Investor 1 [Member] \| Settlement and General Release Agreement [Member]
Debt principal amount					$ 50,000
Periodic payments					$ 6,250
Frequency of periodic payment					Monthly
Accredited Investor 2 [Member]
Interest expense								24,180
Accredited Investor 2 [Member] \| Settlement and General Release Agreement [Member]
Debt principal amount				20,000				$ 20,000
Debt conversion, converted instrument, amount				$ 20,300
Debt conversion, converted instrument, shares issued				160,000
Debt conversion, original amount				$ 20,000
Debt conversion price per share				$ 0.125				$ 0.125
One Accredited Investors [Member]
Debt principal amount							$ 30,000
Interest rate							6.00%
Debt conversion, converted instrument, amount							$ 30,478
Debt conversion, converted instrument, shares issued							1,111,111
Debt conversion, original amount							$ 30,000
Debt conversion price per share							$ 0.0274

XML 55 R42.htm IDEA: XBRL DOCUMENT

INCOME TAXES (Details - Components of Income Tax Expense (Benefit)) - USD ($)	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019
Current:
Federal	$ 0	$ 0
State	0	0
Current Income Tax Expense (Benefit)	0	0
Deferred:
Federal	(2,626,791)	(185,045)
State	(540,796)	(19,471)
Deferred Income Tax Expense (Benefit)	(3,167,587)	(204,516)
Change in Valuation Allowance	3,167,587	204,516
Income tax provision	$ 0	$ 0

XML 56 R43.htm IDEA: XBRL DOCUMENT

INCOME TAXES (Details - Effective Reconciliation of Income Tax) - USD ($)	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019
Income Tax Disclosure [Abstract]
Tax at federal statutory rate	$ (2,642,423)	$ (361,687)
State taxes, net of federal benefit	(546,730)	(74,835)
Permanent differences	18,782	10,468
Other	2,784	221,538
Total income tax expense (benefit)	(3,167,587)	(204,516)
Change in valuation allowance	3,167,587	204,516
Income tax provision	$ 0	$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

XML 57 R44.htm IDEA: XBRL DOCUMENT

INCOME TAXES (Details - Deferred Tax Assets) - USD ($)	Oct. 31, 2020	Oct. 31, 2019
Deferred tax asset:
Stock based compensation	$ 5,184,240	$ 2,670,914
Accrued compensation	315,122	136,127
Net operating loss carryforward-Federal	640,663	222,754
Net operating loss carryforward-State	118,160	34,918
Other	177	177
Total deferred tax assets:	6,258,362	3,064,890
Deferred Tax Liabilities:
Property and equipment	92,535	66,650
Total deferred tax liabilities:	92,535	66,650
Less valuation allowance	(6,165,827)	(2,998,240)
Net deferred tax assets	$ 0	$ 0

XML 58 R45.htm IDEA: XBRL DOCUMENT

INCOME TAXES (Details Narrative) - USD ($)	12 Months Ended
INCOME TAXES (Details Narrative) - USD ($)	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2011
Income Tax Disclosure [Abstract]
Statutory income tax rate	21.00%	21.00%
Net operating loss carryforward	$ 3,050,776
Penalties	90,000		$ 20,000
Accrued tax penalties	$ 70,000

XML 59 R46.htm IDEA: XBRL DOCUMENT

CAPITAL STOCK (Details - Minimum pre-Transaction price per share)

12 Months Ended

Oct. 31, 2020

$ / shares

$0.22

Pre-transaction price per share valuation | $ / shares

$ 0.22

^[1]

Executive bonus shares issued

40,000,000

^[2]

Non-executive board bonus shares issued

2,000,000

^[3]

$0.34

Pre-transaction price per share valuation | $ / shares

$ 0.34

^[1]

Executive bonus shares issued

60,000,000

^[2]

Non-executive board bonus shares issued

3,000,000

^[3]

$0.45

Pre-transaction price per share valuation | $ / shares

$ 0.45

^[1]

Executive bonus shares issued

80,000,000

^[2]

Non-executive board bonus shares issued

4,000,000

^[3]

$0.54

Pre-transaction price per share valuation | $ / shares

$ 0.54

^[1]

Executive bonus shares issued

100,000,000

^[2]

Non-executive board bonus shares issued

5,000,000

^[3]

[1]	proforma for issuance of all shares to be issued pursuant to the MCPP and other in the money contingent share issuances
[2]	per each executive consisting of Albert Mitrani, Dr. Mari Mitrani, Ian Bothwell, and Dr. George Shapiro
[3]	per each non-executive Board member consisting of Dr. Allen Meglin and Michael Carbonara

XML 60 R47.htm IDEA: XBRL DOCUMENT

CAPITAL STOCK (Details - Debt and/or equity financings)	12 Months Ended
CAPITAL STOCK (Details - Debt and/or equity financings)	Oct. 31, 2020 USD ($) shares
Range 1 [Member]
Aggregate funding amount, minimum	$ 2,500,000
Aggregate funding amount, maximum	$ 5,000,000
Shares \| shares	5,000,000
Range 2 [Member]
Aggregate funding amount, minimum	$ 5,000,001
Aggregate funding amount, maximum	$ 10,000,000
Shares \| shares	10,000,000
Range 3 [Member]
Aggregate funding amount, minimum	$ 10,000,001
Aggregate funding amount, maximum	$ 30,000,000
Shares \| shares	30,000,000

XML 61 R48.htm IDEA: XBRL DOCUMENT

CAPITAL STOCK (Details - Management and consultants performance stock plan)	12 Months Ended
	Oct. 31, 2020 shares
Mcpp shares awarded	293,000,000
Mcpp remaining shares available	582,500,000
Mcpp total shares approved	875,500,000
Albert Mitrani
Mcpp shares awarded	65,000,000
Mcpp remaining shares available	137,500,000
Mcpp total shares approved	202,500,000
Ian Bothwell [Member]
Mcpp shares awarded	65,000,000
Mcpp remaining shares available	167,500,000
Mcpp total shares approved	232,500,000
Maria I. Mitrani [Member]
Mcpp shares awarded	65,000,000
Mcpp remaining shares available	167,500,000
Mcpp total shares approved	232,500,000
George Shapiro [Member]
Mcpp shares awarded	65,000,000
Mcpp remaining shares available	100,000,000
Mcpp total shares approved	165,000,000
Allen Meglin [Member]
Mcpp shares awarded	0
Mcpp remaining shares available	5,000,000
Mcpp total shares approved	5,000,000
Michael Carbonara [Member]
Mcpp shares awarded	0
Mcpp remaining shares available	5,000,000
Mcpp total shares approved	5,000,000
Consultants [Member]
Mcpp shares awarded	33,000,000
Mcpp remaining shares available	0
Mcpp total shares approved	33,000,000

XML 62 R49.htm IDEA: XBRL DOCUMENT

CAPITAL STOCK (Details Narrative) - USD ($)				1 Months Ended																2 Months Ended	3 Months Ended				7 Months Ended	12 Months Ended
CAPITAL STOCK (Details Narrative) - USD ($)	Jan. 04, 2021	May 15, 2020	Feb. 12, 2020	Dec. 31, 2020	Dec. 21, 2020	Nov. 30, 2020	Oct. 31, 2020	Sep. 30, 2020	Sep. 23, 2020	Aug. 31, 2020	Jul. 31, 2020	May 31, 2020	May 28, 2020	May 19, 2020	May 18, 2020	Apr. 30, 2020	Apr. 27, 2020	Apr. 25, 2020	Feb. 29, 2020	May 31, 2020	Jan. 31, 2021	Jul. 31, 2020	Apr. 30, 2020	Jan. 31, 2020	Oct. 31, 2020	Oct. 31, 2020	Oct. 31, 2019	Feb. 26, 2020
Preferred stock, shares authorized							10,000,000																		10,000,000	10,000,000
Preferred stock, par value							$ 0.001																		$ 0.001	$ 0.001
Preferred stock, shares issued							0																		0	0
Preferred stock, shares outstanding							0																		0	0
Common stock, shares authorized							1,500,000,000							1,500,000,000	1,500,000,000										1,500,000,000	1,500,000,000	1,500,000,000
Stock-based compensation expense																										$ 9,914,499	$ 727,412
Funding Facility [Member]
Debt conversion, converted instrument, shares issued			40,000,000
MCPP [Member]
Stock-based compensation expense																										$ 7,911,000
Common stock granted																		205,000,000
Stock issued during period, shares, new issues																										293,000,000
Shares authorized under plan							582,500,000																		582,500,000	582,500,000
Three Accredited Investors [Member]
Common stock shares sold during the period																								3,250,000
Proceeds from issuance of common stock																								$ 65,000
Sale of stock, price per share																$ 0.02							$ 0.02	$ 0.02
Five Accredited Investors [Member]
Common stock shares sold during the period							2,033,333	4,800,000															11,050,000
Proceeds from issuance of common stock							$ 170,000	$ 410,000															$ 221,000
Five Accredited Investors [Member] \| Minimum [Member]
Sale of stock, price per share							$ 0.06	$ 0.06																	$ 0.06	$ 0.06
Five Accredited Investors [Member] \| Maximum [Member]
Sale of stock, price per share							$ 0.10	$ 0.10																	0.10	0.10
Dr. Allen Meglin [Member]
Common stock shares sold during the period							625,000			422,514	1,166,666						5,000,000			11,000,000
Proceeds from issuance of common stock							$ 127,251													$ 220,000
Sale of stock, price per share							$ 0.08			$ 0.10	$ 0.03	$ 0.02					$ 0.02			$ 0.02		$ 0.03			0.08	$ 0.08
Stock-based compensation expense																										$ 195,869
Republic Asset Holdings LLC [Member]
Common stock shares sold during the period																	5,000,000
Proceeds from issuance of common stock																	$ 100,000
Sale of stock, price per share																	$ 0.02
Stock-based compensation expense																										34,500
Two Accredited Investors [Member]
Common stock shares sold during the period											1,000,000	3,000,000
Proceeds from issuance of common stock											$ 25,000	$ 60,000
Sale of stock, price per share												$ 0.02								$ 0.02
Two Accredited Investors [Member] \| Minimum [Member]
Sale of stock, price per share											$ 0.02											0.02
Two Accredited Investors [Member] \| Maximum [Member]
Sale of stock, price per share											$ 0.03											0.03
19 Accredited Investors [Member]
Common stock shares sold during the period										13,499,992	13,499,992
Proceeds from issuance of common stock										$ 405,000	$ 405,000
Sale of stock, price per share										$ 0.03	$ 0.03											$ 0.03
Restricted cash										$ 25,000
Nine Accredited Investors [Member]
Common stock shares sold during the period										8,606,665
Proceeds from issuance of common stock										$ 392,100
Nine Accredited Investors [Member] \| Minimum [Member]
Sale of stock, price per share										$ 0.03
Nine Accredited Investors [Member] \| Maximum [Member]
Sale of stock, price per share										0.06
Accredited Investors [Member]
Common stock shares sold during the period						800,000
Proceeds from issuance of common stock						$ 40,000
Sale of stock, price per share						$ 0.05
Sales Executives [Member]
Stock-based compensation expense																										$ 35,000
Common stock granted																										1,000,000
Share price							0.035																		$ 0.035	$ 0.035
Shares vested																										4,500,000
Sales Executive [Member]
Stock-based compensation expense																										$ 157,500
Consultant [Member] \| Consultants Agreement [Member]
Stock-based compensation expense																										$ 266,400
Common stock granted																										12,000,000
Share price																											$ 0.022
Three Individuals [Member]
Stock-based compensation expense																										$ 18,650
Stock issued for services, shares																								650,000
Three Individuals [Member] \| Minimum [Member]
Share price																								$ 0.027
Three Individuals [Member] \| Maximum [Member]
Share price																								0.031
Four Individuals [Member]
Stock-based compensation expense																										89,458
Stock issued for services, shares																							2,725,000
Four Individuals [Member] \| Minimum [Member]
Share price																								0.029
Four Individuals [Member] \| Maximum [Member]
Share price																								$ 0.034
Eight Individuals [Member]
Stock-based compensation expense																										27,809
Stock issued for services, shares																						925,000
Eight Individuals [Member] \| Minimum [Member]
Share price											0.031											$ 0.031
Eight Individuals [Member] \| Maximum [Member]
Share price											0.048											0.048
Nine Individuals [Member]
Stock-based compensation expense																										$ 96,600
Stock issued for services, shares																									1,050,000
Nine Individuals [Member] \| Minimum [Member]
Share price							0.023																		$ 0.023	$ 0.023
Nine Individuals [Member] \| Maximum [Member]
Share price							$ 0.28																		0.28	$ 0.28
CMO [Member]
Stock-based compensation expense																										$ 140,000
Share price																			$ 0.028
Stock issued for services, shares																			5,000,000
Director [Member]
Stock-based compensation expense																										16,210
Share price																$ 0.022							$ 0.022
Shares issued, shares based compensation, shares																736,808
Distributor [Member]
Stock-based compensation expense													$ 345,000													345,000
Common stock granted													3,000,000
Share price													$ 0.115
Advisor [Member]
Stock-based compensation expense		$ 10,000
Stock issued for services, shares		1,000,000
Shares vested, description		250,000 shares shall be fully vested as of the Effective Date, 250,000 shares vest on the sixth month anniversary of the Effective Date, 250,000 shares vest on the ninth month anniversary of the Effective Date and 250,000 shares vest on the twelfth month anniversary of the Effective Date, provided however that the Agreement is in full effect during such vesting period(s) for the respective portion of the Grant.
Warrants to purchase share of common stock		6,000,000
Exercise price of warrants		$ 0.04
Warrant term		3 years
Third Party [Member]
Stock-based compensation expense																										250,000
Share price											$ 0.05											$ 0.05
Stock issued for services, shares											5,000,000
Consultant 1 [Member]
Share price										$ 0.127
Stock issued for services, shares										300,000
Consultant 2 [Member]
Share price										$ 0.127
Stock issued for services, shares										25,000
Two Consultant [Member]
Stock-based compensation expense																										40,790
Two Individuals [Member]
Stock-based compensation expense																										$ 8,730
Stock issued for services, shares							230,000
Two Individuals [Member] \| Minimum [Member]
Share price							$ 0.035																		0.035	$ 0.035
Two Individuals [Member] \| Maximum [Member]
Share price							$ 0.17																		$ 0.17	$ 0.17
Mr. Bothwell [Member]
Exercise price of warrants																												$ 0.028
Albert Mitrani [Member] \| MCPP [Member]
Common stock granted									15,000,000
Share price									$ 0.25
Dr. Maria I. Mitrani [Member] \| MCPP [Member]
Common stock granted									7,500,000
Share price									$ 0.50
Bothwell [Member] \| MCPP [Member]
Common stock granted									15,000,000
Share price									$ 0.75
Subsequent Event [Member]
Stock-based compensation expense																					$ 5,721,000
Subsequent Event [Member] \| Dr. Allen Meglin [Member]
Common stock granted					1,000,000
Subsequent Event [Member] \| Consultant [Member]
Stock-based compensation expense																					290,000
Share price						$ 0.145
Stock issued for services, shares						2,000,000
Subsequent Event [Member] \| One Individual [Member]
Stock-based compensation expense																					$ 36,225
Share price						$ 0.145
Stock issued for services, shares						250,000
Subsequent Event [Member] \| Mr. Mitrani [Member]
Common stock granted					15,000,000
Stock issued during period, shares, new issues				47,675,000
Subsequent Event [Member] \| Dr. Mari Mitrani [Member]
Common stock granted					15,000,000
Stock issued during period, shares, new issues				47,675,000
Subsequent Event [Member] \| Mr. Bothwell [Member]
Common stock granted					15,000,000
Stock issued during period, shares, new issues				47,675,000
Board of Directors [Member]
Voting right, percentage														Voting equivalency of 50.30%	Voting equivalency of 50.30%
Board of Directors [Member] \| Subsequent Event [Member]
Voting right, percentage	Voting equivalency of 53.55%				Voting equivalency of 53.55%
Common stock, shares authorized	2,500,000,000				2,500,000,000
Executive Management [Member] \| Subsequent Event [Member]
Stock issued during period, shares, new issues				45,000,000
Non-executive Board Members [Member] \| Subsequent Event [Member]
Stock issued during period, shares, new issues				2,000,000
Administrative Staff [Member] \| Subsequent Event [Member]
Stock issued during period, shares, new issues				550,000
Medical Advisors [Member] \| Subsequent Event [Member]
Stock issued during period, shares, new issues				125,000

XML 63 R50.htm IDEA: XBRL DOCUMENT

WARRANTS (Details - Warrant Activity) - Warrant [Member] - USD ($)	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019
Number of Shares Outstanding beginning balance	4,529,371	3,687,484
Number of Shares, Granted	9,500,000	2,000,000
Number of Shares, Exercised	0	0
Number of Shares, Expired/Forfeited	(4,529,371)	(1,158,313)
Number of Shares Outstanding ending balance	9,500,000	4,529,371
Number of shares Exercisable	9,500,000	4,529,371
Weighted-average Exercise Price Outstanding beginning balance	$ 0.20	$ 0.41
Weighted-average Exercise Price, Granted	0.03	0.08
Weighted-average Exercise Price, Exercised	0.00	0
Weighted-average Exercise Price, Expired/Forfeited	0.20	0.67
Weighted-average Exercise Price Outstanding ending balance	0.03	0.20
Weighted-average Exercise Price, Exercisable	$ 0.03	$ 0.20
Remaining Contractual Term (years) Outstanding beginning balance	3 months 19 days	1 year 1 month 20 days
Remaining Contractual Term (years), Granted	8 years 6 months 10 days	1 year
Remaining Contractual Term (years),Expired/Forfeited		15 days
Remaining Contractual Term (years) Outstanding ending balance	7 years 10 months 25 days	3 months 19 days
Remaining Contractual Term (years), Exercisable	7 years 10 months 25 days	3 months 19 days
Aggregate Intrinsic Value Outstanding beginning balance	$ 0	$ 0
Aggregate Intrinsic Value, Granted	0	0
Aggregate Intrinsic Value, Exercised	0	0
Aggregate Intrinsic Value, Expired/Forfeited	0	0
Aggregate Intrinsic Value Outstanding ending balance	0	0
Aggregate Intrinsic Value, Exercisabe	$ 0	$ 0

XML 64 R51.htm IDEA: XBRL DOCUMENT

WARRANTS (Details Narrative) - USD ($)		1 Months Ended	12 Months Ended
WARRANTS (Details Narrative) - USD ($)	May 15, 2020	Feb. 26, 2019	Oct. 31, 2020	Oct. 31, 2019	Feb. 26, 2020
Stock-based compensation expense			$ 9,914,499	$ 727,412
Chief Financial Officer [Member]
Number of warrant shares issued					7,500,000
Exercise price of warrants					$ 0.028
Risk free interest rate		1.14%
Expected term		10 years
Expected volatility		87.00%
Expected dividend rate		0.00%
Fair value of warrants		$ 176,250
Stock-based compensation expense			176,250
Advisor [Member]
Number of warrant shares issued	6,000,000
Exercise price of warrants	$ 0.04
Risk free interest rate	0.31%
Expected term	3 years
Expected volatility	90.00%
Expected dividend rate	0.00%
Fair value of warrants	$ 121,200
Stock-based compensation expense			$ 40,400
Warrant term	3 years
Warrants vested, description	Warrants to purchase 2,000,000 shares shall be vested upon the Effective Date of the agreement and 2,000,000 and 2,000,000 of the remaining Warrants shall vest on the eighteenth month and thirtieth month anniversary of the Effective Date of the agreement, respectively, provided however that the agreement is renewed and in full effect during the applicable vesting period(s) for the respective portion of the grant.

XML 65 R52.htm IDEA: XBRL DOCUMENT

COMMITMENTS AND CONTINGENCIES (Details - Adjustment of revenues) - USD ($)	12 Months Ended
	Oct. 31, 2020	Oct. 31, 2019
Monthly Revenues	$ 3,055,776	$ 1,702,271
Revenue 1 [Member]
Monthly Revenues	1,000,000
Base Salary Increase	130,000
Revenue 2 [Member]
Monthly Revenues	1,500,000
Base Salary Increase	200,000
Revenue 3 [Member]
Monthly Revenues	2,000,000
Base Salary Increase	275,000
Revenue 4 [Member]
Monthly Revenues	3,500,000
Base Salary Increase	630,000
Revenue 5 [Member]
Monthly Revenues	5,000,000
Base Salary Increase	$ 900,000

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=75031198&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
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-Section S99
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
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-URI http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
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-Section S99
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-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

+ Details

XML 66 R53.htm IDEA: XBRL DOCUMENT

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)				1 Months Ended						3 Months Ended	12 Months Ended
	May 15, 2020	Jan. 06, 2020	Sep. 03, 2015	Jan. 31, 2021	Nov. 30, 2020	Oct. 31, 2020	Apr. 25, 2020	Mar. 30, 2020	Apr. 30, 2018	Jan. 31, 2021	Oct. 31, 2020	Oct. 31, 2019	Feb. 26, 2020	Dec. 31, 2019
Bonus														$ 37,500
Base salary, description							An increase in base annual salary from $162,500 to $300,000. The amended salary amount of $300,000 shall be retroactively adjusted to commence as of January 1, 2019. The increased annual salary of $137,500 (“Incremental Salary”) over the prior annual salary amount of $162,500 (“Original Base Salary”) shall only be paid only upon there being sufficient available cash.
Accrued salary						$ 721,415					$ 721,415			$ 378,083
Operating lease expenses											35,117	$ 32,964
Stock-based compensation expense											9,914,499	727,412
Subsequent Event [Member]
Stock-based compensation expense										$ 5,721,000
Subsequent Event [Member] \| Order Execution [Member]
Payment for services				$ 147,363	$ 195,524
Consultant [Member] \| Subsequent Event [Member]
Stock-based compensation expense										$ 290,000
Common stock share price					$ 0.145
Ian T. Bothwell [Member]
Warrant to purchase shares of common stock													7,500,000
Exercise price of warrants													$ 0.28
Ethan NY [Member]
Loss on termination of lease contract											101,905	$ 101,905
Minimum monthly lease payments			$ 586,242
Executive Employment Agreement [Member] \| A. Mitrani [Member]
Base salary									$ 162,500
Expenses allowances									5,000
Executive Employment Agreement [Member] \| Ian T. Bothwell [Member]
Base salary									162,500
Executive Employment Agreement [Member] \| Dr. Maria Ines Mitrani [Member]
Base salary									$ 162,500
Advisor Agreement [Member]
Warrant to purchase shares of common stock	6,000,000
Exercise price of warrants	$ 0.04
Number of common stock issued	1,000,000
VP Agreement [Member] \| Vice President [Member]
Monthly salary		$ 18,000
Stock-based compensation expense		$ 35,000
Number of common stock issued		750,000
Stock granted		1,000,000
Common stock share price		$ 0.035
Consulting Agreement [Member]
Monthly salary						12,500
Stock-based compensation expense						$ 875,000
Number of common stock issued						5,000,000
Consulting Agreement [Member] \| Consultant [Member]
Monthly salary								$ 30,000
Number of common stock issued								12,000,000
MCPP [Member]
Stock-based compensation expense											$ 7,911,000
Number of common stock issued								33,000,000
CRO [Member] \| Subsequent Event [Member]
Payment for services				$ 476,943	$ 777,714
Five-Year Lease Agreement [Member] \| Ethan NY [Member]
Operating lease expenses			$ 9,500

XML 67 R54.htm IDEA: XBRL DOCUMENT

MINT ORGANICS (Details Narrative) - Mint Organics Florida, Inc [Member]	1 Months Ended
	May 02, 2019 $ / shares shares
Exchange Agreement [Member]
Shares issued , business acquisition	2,400,000
Share price \| $ / shares	$ 0.042
Series A Preferred Stock [Member]
Shares acquired	150
Warrants acquired	150,000
Shares issued , business acquisition	4,400,000
Share price \| $ / shares	$ 0.034

XML 68 R55.htm IDEA: XBRL DOCUMENT

LIABILITIES ATTRIBUTABLE TO DISCONTINUED OPERATIONS (Details - Schedule of Assets and Liabilities) - USD ($)	Oct. 31, 2020	Oct. 31, 2019	Oct. 31, 2018
Liabilities
Liabilities, total	$ 125,851	$ 125,851
Ethan NY [Member]
Assets		0	$ 0
Liabilities
Accounts payable		94,835	94,835
Accrued expenses		31,016	31,016
Liabilities, total		$ 125,851	$ 125,851

- Definition

Amount classified as assets attributable to disposal group held for sale or disposed of, expected to be disposed of within one year or the normal operating cycle, if longer.

+ References + Details

- Definition

Amount classified as liabilities attributable to disposal group held for sale or disposed of, expected to be disposed of within one year or the normal operating cycle, if longer.

+ References + Details

XML 69 R56.htm IDEA: XBRL DOCUMENT

SEGMENT INFORMATION (Details Narrative) - Integer	12 Months Ended
SEGMENT INFORMATION (Details Narrative) - Integer	Oct. 31, 2020	Oct. 31, 2019
Segment Reporting [Abstract]
Number of operating segments	1	1

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Nevada		47-4180540
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		N/A		N/A

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

PART I		1
	FORWARD LOOKING STATEMENTS	1
	ITEM 1. BUSINESS.	2
	ITEM 1A. RISK FACTORS.	18
	ITEM 1B. UNRESOLVED STAFF COMMENTS.	36
	ITEM 2. PROPERTIES.	36
	ITEM 3. LEGAL PROCEEDINGS.	36
	ITEM 4. MINE SAFETY DISCLOSURES.	36

PART II		37
	ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.	37
	ITEM 6. SELECTED FINANCIAL DATA.	39
	ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.	39
	ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.	44
	ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.	F-1
	ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.	45
	ITEM 9A. CONTROLS AND PROCEDURES.	45
	ITEM 9B. OTHER INFORMATION.	46

PART III		47
	ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.	47
	ITEM 11. EXECUTIVE COMPENSATION	51
	ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.	58
	ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.	59
	ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.	61

PART IV		62
	ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.	62

SIGNATURES		66

	Patents:	None

	Patent Applications:	Organicell^TMhas a U.S. Provisional Patent Application on file for its Organicell^TM line of products and the proprietary techniques used in during processing perinatal fluid. U.S. Provisional Patent Application No. 63/008,355 Titled: COMPOSITIONS COMPRISING NANOPARTICLES, METHOD OF MAKING AND USES THEREOF Filed: April 10, 2020 Inventor: Maria Ines Mitrani Applicant: Organicell Regenerative Medicine, Inc. Conversion Filing Deadline: April 10, 2021 Assignment: MARIA INES MITRANI (Assignor), ORGANICELL REGENERATIVE MEDICINE, INC. (Assignee) Recorded: April 15, 2020 Real/Frame: 052403 / 0365
	Trademarks:	Word Mark: ZENOX Goods/Services: Radiation sterilized biologically derived products developed from perinatal tissue material in the nature of cultured biological tissue and non-cultured biological tissue, for aesthetic purposes, other than for medical or veterinary purposes (IC 001) Serial Number: 90331202 Filing Date: November 19, 2020 Owner: Organicell Regenerative Medicine, Inc. Status: Pending, awaiting examination Word Mark: ZENOX Goods/Services: Radiation sterilized biologically derived products developed from perinatal tissue material for medical and medical regenerative purposes, namely, biological tissue grafts, implants comprising living tissue, surgical implants comprising living tissue, and biological implants for cushioning tissues and supporting tissue repair and homeostasis (IC 005) Serial Number: 90331195 Filing Date: November 19, 2020 Owner: Organicell Regenerative Medicine, Inc. Status: Pending, awaiting examination Word Mark: XOTIN Goods/Services: Biologically derived nanoparticles, namely, exosomes and extracellular vesicles, developed from perinatal tissue material for aesthetic purposes, other than for medical or veterinary purposes (IC 001) Serial Number: 90168590 Filing Date: September 9, 2020 Owner: Organicell Regenerative Medicine, Inc. Status: Notice of Allowance issued January 26, 2021

	Registered Copyrights:	None

	Domain Names:	www.organicell.com

	IP Licenses:	None

	●	the difficulty of integrating acquired products, services or operations;

	●	the potential disruption of the ongoing businesses and distraction of our Management and the management of acquired companies;

	●	the difficulty of incorporating acquired rights or products into our existing business;

	●	difficulties in disposing of the excess or idle facilities of an acquired company or business and expenses in maintaining such facilities;

	●	difficulties in maintaining uniform standards, controls, procedures and policies;

	●	the potential impairment of relationships with employees and customers as a result of any integration of new management personnel;

	●	the potential inability or failure to achieve additional sales and enhance our customer base through cross-marketing of the products to new and existing customers;

	●	the effect of any government regulations which relate to the business acquired; and

	●	potential unknown liabilities associated with acquired businesses or product lines, or the need to spend significant amounts to retool, reposition or modify the marketing and sales of acquired products or the defense of any litigation, whether or not successful, resulting from actions of the acquired company prior to our acquisition.

	●	that a broker or dealer approve a person’s account for transactions in penny stocks; and

	●	the broker or dealer receives from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased.

	●	obtain financial information and investment experience objectives of the person; and

	●	make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks.

	●	the basis on which the broker or dealer made the suitability determination; and

	●	that the broker or dealer received a signed, written agreement from the investor prior to the transaction.

	●	actual or anticipated variations in our operating results;

	●	announcements of developments by us or our competitors;

	●	announcements by us or our competitors of significant acquisitions, strategic partnerships, joint ventures or capital commitments;

	●	adoption of new accounting standards affecting our Company’s industry;

	●	additions or departures of key personnel;

	●	sales of our common stock or other securities in the open market; and

	●	other events or factors, many of which are beyond our control.

Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights	Weighted-average exercise price of outstanding options, warrants and rights	Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
2020 Plan	-0-	-0-	50,000,000
Board Stock Compensation Plan	-0-	-0-	4,513,192
Management And Consultants Performance Stock Plan	-0-	-0-	582,500,000

	●	discuss our future expectations;

	●	contain projections of our future results of operations or of our financial condition; and

	●	state other “forward-looking” information.

	For the Fiscal Year Ended October 31,
	2020			2019
Cash, beginning of year	$	132,557		$	43,016
Net cash used in operating activities		(1,812,499	)		(565,454	)
Net cash used in investing activities		(138,694	)		(32,736	)
Net cash provided by financing activities		2,409,433			687,731
Cash, end of year	$	590,797		$	132,557

	PAGE NO.
Organicell Regenerative Medicine, Inc.
Reports of Independent Registered Public Accounting Firm	F-2
Consolidated Balance Sheets as of October 31, 2020 and 2019	F-3
Consolidated Statements of Operations for the Years Ended October 31, 2020 and 2019	F-4
Consolidated Statement of Changes In Stockholders’ Deficit for the Years Ended October 31, 2020 and 2019	F-5
Consolidated Statements of Cash flows for the Years Ended October 31, 2020 and 2019	F-6
Notes to Consolidated Financial Statements	F-7

	October 31,			October 31,
	2020			2019
ASSETS
Current Assets
Cash	$	590,797		$	132,557
Accounts receivable, net of allowance for bad debts		29,385			26,031
Prepaid expenses		78,790			121,394
Inventories		146,811			77,963
Total Current Assets		845,783			357,945

Property and equipment, net		365,234			263,315
Other assets – right of use		105,355			22,813
Security deposits		17,800			5,000
TOTAL ASSETS	$	1,334,172		$	649,073

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and accrued expenses	$	765,652		$	552,426
Accrued liabilities to management		1,156,295			631,809
Notes payable		6,949			212,438
Advances from affiliate		220,897			220,897
Finance lease obligations		50,843			72,208
Operating lease obligations		38,037			22,813
Convertible debentures		175,000			220,000
Liabilities attributable to discontinued operations		125,851			125,851
Total Current Liabilities		2,539,524			2,058,442

Long term finance lease obligations		119,146			153,180
Long term operating lease obligations		67,318			-
Commitments and contingencies

Stockholders’ Deficit
Common stock, $0.001 par value, 1,500,000,000 shares authorized; 939,942,783 and 502,936,805 shares issued and outstanding, respectively		939,943			502,937
Additional paid-in capital		26,536,430			14,219,736
Accumulated deficit		(28,868,189	)		(16,285,222	)
Total Stockholders’ Deficit		(1,391,816	)		(1,562,549	)

TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	1,334,172		$	649,073

	Year Ended October 31,
	2020			2019
Revenues	$	3,055,776		$	1,702,271
Cost of revenues		398,606			300,837
Gross profit		2,657,170			1,401,434
General and administrative expenses		15,095,111			3,177,924
Loss from operations		(12,437,941	)		(1,776,490	)
Other income (expense)
Interest expense		(177,744	)		(46,600	)
Other		32,717			84,791
Loss before income taxes		(12,582,967	)		(1,738,299	)
Provision for income taxes		-			-
Net loss		(12,582,967	)		(1,738,299	)
Net loss attributable to the non-controlling interest		-			(978	)
Net loss attributable to Organicell Regenerative Medicine, Inc.	$	(12,582,967	)	$	(1,737,321	)
Net loss per common share - basic and diluted	$	(0.02	)	$	(0.00	)
Weighted average number of common shares outstanding - basic and diluted		670,817,666			466,984,320

					Additional					Total Stockholders' Deficit			Non-			Total
	Common Stock				Paid In		Accumulated			Attributable			Controlling			Stockholders'
	Shares		Par Value		Capital		Deficit			To Organicell			Interest			Deficit
Balance October 31, 2018		436,490,110	$	436,490	$	12,853,608	$	(14,547,901	)	$	(1,257,803	)	$	42,977		$	(1,214,826	)
Sale of common stock		20,352,000		20,352		439,148					459,500						459,500
Exchange of debt obligations		7,619,695		7,620		196,044		-			203,664			-			203,664
Stock-based compensation		31,675,000		31,675		695,737		-			727,412			-			727,412
Acquisition of non-controlling interests		6,800,000		6,800		35,199		-			41,999			(41,999	)		-
Net loss		-		-		-		(1,737,321	)		(1,737,321	)		(978	)		(1,738,299	)
Balance October 31, 2019		502,936,805		502,937		14,219,736		(16,285,222	)		(1,562,549	)		-			(1,562,549	)

Sale of common stock		65,454,170		65,454		2,129,867		-			2,195,321						2,195,321
Conversion of debt and accrued interest		40,000,000		40,000		559,400		-			599,400						599,400
Stock based-compensation		331,391,808		331,392		9,583,107		-			9,914,499						9,914,499
Exchange of debt		160,000		160		44,320		-			44,480						44,480
Net loss		-		-		-		(12,582,967	)		(12,582,967	)					(12,582,967	)
Balance October 31, 2020		939,942,783	$	939,943	$	26,536,430	$	(28,868,189	)	$	(1,391,816	)	$	-		$	(1,391,816	)

	Year Ended October 31,
	2020			2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(12,582,967	)	$	(1,738,299	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense		36,775			14,794
Bad debt expense		340			10,635
Interest expense on conversion of debt		118,350			-
Stock-based compensation		9,914,499			727,412
Interest payment in kind		-			13,668
Changes in operating assets and liabilities:
Accounts receivable, net of allowance for bad debts		(3,690	)		11,359
Prepaid expenses		42,604			(106,173	)
Inventories		(68,848	)		(77,963	)
Accounts payable and accrued expenses		218,755			75,589
Accrued liabilities to management		524,483			525,044
Security deposits		(12,800	)		-
Deferred revenue		-			(21,520	)
Net cash used in operating activities		(1,812,499	)		(565,454	)

CASH FLOWS FROM INVESTING
Purchase of fixed assets		(138,694	)		(32,736	)

Net cash used in investing activities		(138,694	)		(32,736	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of notes payable		400,000			255,000
Payments on finance lease		(55,399	)		(14,207	)
Repayments of notes payable		(130,489	)		(12,562	)
Proceeds from sale of common stock		2,195,321			459,500
Net cash provided by financing activities		2,409,433			687,731

Increase in cash		458,240			89,541
Cash at beginning of period		132,557			43,016
Cash at end of period	$	590,797		$	132,557

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for taxes	$	–		$	–
Cash paid for interest	$	56,877		$	20,165

NON-CASH INVESTING AND FINANCING TRANSACTIONS:
Finance lease obligations	$	-		$	239,595
Operating lease – right of use assets	$	117,659		$	55,777
Conversion of debt and accrued interest into common stock	$	643,880		$	203,668

	Minimum
Year Ended October 31,	Rent
2021	$	42,000
2022		42,000
2023		28,000
Total undiscounted operating lease payments		112,000
Less: imputed interest		(6,645	)
Present value of operating lease liabilities	$	105,355

Aggregate Funding Amount				Shares
From		To
$	2,500,000	$	5,000,000		5,000,000
$	5,000,001	$	10,000,000		10,000,000
$	10,000,001	$	30,000,000		30,000,000

			MCPP		MCPP
	MCPP		Remaining		Total
	Shares		Shares		Shares
Name	Awarded		Available		Approved
Albert Mitrani		65,000,000		137,500,000		202,500,000
Ian Bothwell		65,000,000		167,500,000		232,500,000
Dr. Maria I. Mitrani		65,000,000		167,500,000		232,500,000
Dr. George Shapiro		65,000,000		100,000,000		165,000,000
Dr. Allen Meglin		-		5,000,000		5,000,000
Michael Carbonara		-		5,000,000		5,000,000
Consultants		33,000,000		-		33,000,000
Total		293,000,000		582,500,000		875,500,000

Monthly Revenues (in millions)		Base Salary Increase
$	1.00	$	130,000
$	1.50	$	200,000
$	2.00	$	275,000
$	3.50	$	630,000
$	5.00	$	900,000

	October 31,
	2019		2018
Assets	$	-	$	-

Liabilities:

Accounts Payable	$	94,835	$	94,835
Accrued Expenses		31,016		31,016
	$	125,851	$	125,851

Name:	Age:	Position:	Director Since:
Albert Mitrani	65	Chief Executive Officer, Chief Operating Officer, President, Secretary and Director (Principal Executive Officer)	June 24, 2015
Ian T. Bothwell	60	Chief Financial Officer and Director (Principal Financial and Accounting Officer)	September 11, 2019 March 8, 2017-April 13, 2018
Dr. Maria Ines Mitrani	40	Chief Science Officer, VP and Director	August 14, 2019 November 4, 2016-April 13, 2018
Dr. George Shapiro	59	Director and Chief Medical Officer	February 7, 2019
Dr. Allen Meglin	62	Director	April 2, 2020
Michael Carbonara	37	Director	April 2, 2020

	●	any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

	●	any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offences);

	●	being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; or

	●	being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated.

Name and Principal Position	Fiscal Year	Salary ($)			Bonus ($)			Stock Awards ($)		Option Awards ($)		Non-equity Incentive Plan Compensation ($)		Nonqualified Deferred Compensation Earnings ($)		All Other Consideration ($)			Total Actually Received ($)
Albert Mitrani - CEO, President	2020		382,620(	5)		37,500(	5)		1,755,000		-0-		-0-		-0-		68,017(	9)		2,243,137
Secretary and Treasurer (1)	2019		339,852(	5)		-0-			-0-		-0-		-0-		-0-		50,205(	9)		390,057

Dr. Maria I. Mitrani, VP and	2020		300,000(	6)		37,500(	6)		1,755,000		-0-		-0-		-0-		-0-			2,092,500
Chief Science Officer (2)	2019		277,083(	6)		-0-			-0-		-0-		-0-		-0-		-0-			277,083

Ian T. Bothwell,	2020		300,000(	7)		37,500(	7)		1,755,000		176,250		-0-		-0-		-0-			2,268,750
Chief Financial Officer (3)	2019		277,083(	7)		-0-			-0-		-0-		-0-		-0-		-0-			277,083

George Shapiro,	2020		54,833(	8)		-0-			1,895,000		-0-		-0-		-0-		-0-			1,949,833
Chief Medical Officer (4)	2019		-0-			-0-			134,000		-0-		-0-		-0-		-0-			134,000

NAME	TITLE	COMMON SHARES		PERCENTAGE (1)
Officer and Directors
Albert Mitrani (3)	Chief Executive Officer, President and Director		257,955,190		26.00	%
Maria Ines Mitrani (4)	Chief Science Officer and Director		257,955,190		26.00	%
Ian Bothwell (5)	Chief Financial Officer and Director		135,300,000		14.28	%
George Shapiro	Chief Medical Officer and Director		77,500,000		7.81	%
Michael Carbonara (2)	Director		46,000,000		4.64	%
Allen Meglin	Director		14,589,180		1.47	%

All officers and directors as a group (6 persons) (6)	--		531,344,370		53.90	%

5% Stockholders (7)
Management and Business Associates Inc. (8)	--		128,425,073		12.94	%

Fiscal Year Ended October 31, 2020:	$	150,000

Fiscal Year Ended October 31, 2019:	$	150,000

Exhibit No:		Description:
2.1		Plan and Agreement of Reorganization, dated April 23, 2018, between Management and Business Associates, LLC and Biotech Products Services and Research, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on April 26, 2018 and incorporated by reference herein)
3.1		Articles of Incorporation, as amended (Filed as an exhibit to Registration Statement on Form S-1 filed on September 4, 2012 (File No: 333-183710) and incorporated by reference herein)
3.2		Certificate of Amendment to the Articles of Incorporation (Filed as an exhibit to Form 8-K filed on November 3, 2015 and incorporated by reference herein)
3.3		Amendment to the Certificate of Incorporation of Biotech Products Services and Research, Inc., filed with the Secretary of State of Nevada on July 22, 2017, effective July 10, 2017 (Filed as an exhibit to Form 10-K for the fiscal year ended October 31, 2017 filed on July 7, 2018 and incorporated by reference herein)
3.4		Series A Non-Convertible Preferred Stock Certificate of Designation, effective November 1, 2016 (Filed as an exhibit to the Registrant’s Form 8-K filed on November 3, 2016 and incorporated by reference herein)
3.5		Amendment to Certificate of Designation of Series A Non-Convertible Preferred Stock of Biotech Products Services and Research, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
3.6		Series B Convertible Preferred Stock Certificate of Designation, effective November 1, 2016 (Filed as an exhibit to the Registrant’s Form 8-K filed on November 3, 2016 and incorporated by reference herein)
3.7		Amendment to the Certificate of Incorporation of Biotech Products Services and Research, Inc., filed with the Secretary of State of Nevada on May 21, 2018, effective June 20, 2018 (Filed as an exhibit to the Registrant’s Form 10-K filed on November 1, 2018 and incorporated by reference herein)
3.8		Certificate of Correction filed with the Secretary of State of Nevada on June 18, 2018 (Filed as an exhibit to the Registrant’s Form 10-K filed on November 1, 2018 and incorporated by reference herein)
3.9		Certificate of Withdrawal filed with the Secretary of State of Nevada on June 14, 2018 (Filed as an exhibit to the Registrant’s Form 10-K filed on November 1, 2018 and incorporated by reference herein)
3.10		Amended and Restated By-laws of Biotech Products Services and Research, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
3.11		Second Amended and Restated By-laws of Biotech Products Services and Research, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on December 18, 2017 and incorporated by reference herein)
3.12		Certificate of Amendment to the Articles of Incorporation filed with the Secretary of State of Nevada on June 24, 2020, effective June 24, 2020. (Filed as an exhibit to Form 8-K filed on July 14, 2020 and incorporated by reference herein)

Exhibit No:		Description:
10.1		Stock Purchase Agreement dated October 30, 2015 between Biotech Products Services and Research, Inc. and John Goodhew (Filed as an exhibit to Form 8-K filed on November 3, 2015 and incorporated by reference herein)
10.2		Series A Non-Convertible Preferred Stock Share Exchange Agreement, dated November 1, 2016, between Biotech Products Services and Research, Inc. and Albert Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on November 3, 2016 and incorporated by reference herein)
10.3		Series B Convertible Preferred Stock Share Exchange Agreement, dated November 1, 2016, between Biotech Products Services and Research, Inc. and Albert Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on November 3, 2016 and incorporated by reference herein)
10.4		Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Albert Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)
10.5		Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Dr. Bruce Werber (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)
10.6		Amendment No.1, dated March 8, 2017, to Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Dr. Bruce Werber (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.7		Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)
10.8		Amendment No.1, dated March 8, 2017, to Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.9		Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Dr. Maria Ines Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)
10.10		Amendment No.1, dated March 8, 2017, to Employment Agreement, dated November 4, 2016, between Biotech Products Services and Research, Inc. and Dr. Maria Ines Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.11		Employment Agreement, dated March 8, 2017, between Biotech Products Services and Research, Inc. and Terrell Suddarth (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.12		Warrant, dated November 4, 2016, issued to Dr. Bruce Werber (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)
10.13		Warrant, dated November 4, 2016, issued to Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)
10.14		Warrant, dated November 4, 2016, issued to Dr. Maria Ines Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on November 14, 2016 and incorporated by reference herein)

Exhibit No:		Description:
10.15		Warrant, dated March 8, 2017, from Biotech Products Services and Research, Inc. to Dr. Bruce Werber (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.16		Warrant, dated March 8, 2017, from Biotech Products Services and Research, Inc. to Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.17		Warrant, dated March 8, 2017, from Biotech Products Services and Research, Inc. to Dr. Maria Ines Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.18		Warrant, dated March 8, 2017, from Biotech Products Services and Research, Inc. to Terrell Suddarth (Filed as an exhibit to the Registrant’s Form 8-K filed on March 15, 2017 and incorporated by reference herein)
10.19		Form of the Securities Purchase Agreement, dated March 29, 2017, by and among Biotech Products Services and Research, Inc., each of its Subsidiaries, the Agent, LLC, Dr. Bruce Werber and Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on April 3, 2017 and incorporated by reference herein)
10.20		Form of the 10% Original Issue Discount Convertible Secured Promissory Note and Guarantee, dated March 29, 2017, of Biotech Products Services and Research, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on April 3, 2017 and incorporated by reference herein)
10.21		Form of the Security Agreement, dated March 29, 2017, by and among Biotech Products Services and Research, Inc., each of its Subsidiaries, and the Agent (Filed as an exhibit to the Registrant’s Form 8-K filed on April 3, 2017 and incorporated by reference herein)
10.22		Form of the Intellectual Property Security Agreement, dated March 29, 2017, by and among Biotech Products Services and Research, Inc., and each of its, Subsidiaries, and the Agent (Filed as an exhibit to the Registrant’s Form 8-K filed on April 3, 2017 and incorporated by reference herein)
10.23		Form of the Subsidiary Guarantee, dated March 29, 2017, by and among Biotech Products Services and Research, Inc. and each of its Subsidiaries (Filed as an exhibit to the Registrant’s Form 8-K filed on April 3, 2017 and incorporated by reference herein)
10.24		Employment Agreement, dated as of May 1, 2017, by and between Peter Taddeo and Mint Organics Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on May 24, 2017 and incorporated by reference herein)
10.25		Lease Agreement, dated May 23, 2017, by and between Sunwest Office Park, LLC and Anu Life Sciences, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on May 24, 2017 and incorporated by reference herein)
10.26		Asset Purchase Agreement, dated February 5, 2018, by and among Vera Acquisition, LLC, Anu Life Sciences, Inc., Biotech Products Services and Research, Inc. and Controlling Stockholders, and General Surgical Florida, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on February 9, 2018 and incorporated by reference herein)
10.27		Distribution Agreement, dated February 5, 2018, by and between Vera Acquisition, LLC, and Biotech Products Services and Research, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on February 9, 2018 and incorporated by reference herein)

Exhibit No:		Description:
10.28		Separation and General Release Agreement, dated April 6, 2018, by and between Peter Taddeo, and Mint Organics, Inc., Mint Organics Florida, Inc., Biotech Products Services and Research, Inc. and Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on April 12, 2018 and incorporated by reference herein)
10.29		Share Purchase and General Release Agreement, dated April 6, 2018, by and between Peter Taddeo and Biotech Products Services and Research, Inc. and Mint Organics, Inc. (Filed as an exhibit to the Registrant’s Form 8-K filed on April 12, 2018 and incorporated by reference herein)
10.30		Amendment No. 2, dated April 6, 2018, to Employment Agreement between Biotech Products Services and Research, Inc. and Ian T. Bothwell (Filed as an exhibit to the Registrant’s Form 8-K filed on April 12, 2018 and incorporated by reference herein)
10.31		Amendment No. 2, dated April 6, 2018, to Employment Agreement between Biotech Products Services and Research, Inc. and Maria I. Mitrani (Filed as an exhibit to the Registrant’s Form 8-K filed on April 12, 2018 and incorporated by reference herein)
10.32		Form of Employment Agreement (Filed as an exhibit to the Registrant’s Form 8-K filed on April 26, 2018 and incorporated by reference herein)
10.33		Form of 2018 6% Convertible Debenture Issued by Biotech Products Services And Research, Inc., a Nevada corporation (Filed as an exhibit to the Registrant’s Form 10-K filed on November 1, 2018 and incorporated by reference herein)
10.34		Consulting Services Agreement effective as of March 30, 2020 between Assure Immune L.L.C and the Company (Filed as an exhibit to the Registrant’s Form 8-K filed on April 30, 2020 and incorporated by reference herein)
10.35		Amendment and Restated Employment Agreement between Organicell Regenerative Medicine Inc. and Albert Mitrani dated June 29, 2020 (Filed as an exhibit to the Registrant’s Form 10-K filed on October 16, 2020 and incorporated by reference herein)
10.36		Amendment and Restated Employment Agreement between Organicell Regenerative Medicine Inc. and Dr. Maria Mitrani dated June 29, 2020 (Filed as an exhibit to the Registrant’s Form 10-K filed on October 16, 2020 and incorporated by reference herein)
10.37		Amendment and Restated Employment Agreement between Organicell Regenerative Medicine Inc. and Ian T. Bothwell dated June 29, 2020 (Filed as an exhibit to the Registrant’s Form 10-K filed on October 16, 2020 and incorporated by reference herein)
10.38		Warrant for the purchase of shares of common stock of Organicell Regenerative Medicine inc. issued to Ian Bothwell dated February 26, 2020 (Filed as an exhibit to the Registrant’s Form 10-K filed on October 16, 2020 and incorporated by reference herein)
10.39		Warrant for the purchase of shares of common stock of Organicell Regenerative Medicine inc. issued to Raymond Zoeller dated May 15, 2020 (Filed as an exhibit to the Registrant’s Form 10-K filed on October 16, 2020 and incorporated by reference herein)
21.1*		Subsidiaries of the Registrant
31.1*		Rule 13(a)-14(a)/15(d)-14(a) Certification of Principal Executive Officer
31.2*		Rule 13(a)-14(a)/15(d)-14(a) Certification of Principal Financial and Accounting Officer
32.1*		Section 1350 Certification of Principal Executive Officer
32.2*		Section 1350 Certification of Principal Financial and Accounting Officer
101.INS **		XBRL Instance Document
101.SCH**		XBRL Taxonomy Extension Schema Document
101.CAL**		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB**		XBRL Taxonomy Extension Labels Linkbase Document
101.DEF**		XBRL Taxonomy Extension Definition Linkbase Document
101.PRE**		XBRL Taxonomy Extension Presentation Linkbase Document

	ORGANICELL REGENERATIVE MEDICINE, INC.

	By:	/s/ Albert Mitrani
		Albert Mitrani
		Chief Executive Officer
		(Principal Executive Officer)

		February 5, 2021

	By:	/s/ Ian T. Bothwell
		Ian T. Bothwell
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

		February 5, 2021

Signature	Title	Date

/s/ Albert Mitrani	Chief Executive Officer, President, Chief Operating Officer and Secretary, Director (Principal Executive Officer)	February 5, 2021
Albert Mitrani

/s/ Ian T. Bothwell	Chief Financial Officer, Director (Principal Financial and Accounting Officer)	February 5, 2021
Ian T. Bothwell

/s/ Maria Ines Mitrani	Chief Science Officer, Director	February 5, 2021
Maria Ines Mitrani

/s/ George Shapiro	Chief Medical Officer, Director	February 5, 2021
George Shapiro

/s/ Allen Meglin	Director	February 5, 2021
Allen Meglin

/s/ Michael Carbonara	Director	February 5, 2021
Michael Carbonara