RELATED PARTY TRANSACTIONS

9 Months Ended

Sep. 30, 2023

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

NOTE 5 – RELATED PARTY TRANSACTIONS

During the quarters ended September 30, 2023 and 2022, the Company incurred approximately $30,000 and $80,000, respectively, of professional fees to a legal firm affiliated with a member of the Board of Directors. During the nine months ended September 30, 2023 and 2022, the Company incurred approximately $140,000 and $90,000, respectively, of professional fees to the same legal firm affiliated with a member of the Board of Directors At September 30, 2023 and December 31, 2022, $0 and $65,000, respectively, in accounts payable and accrued expenses were owed to the legal firm.

During the quarters ended September 30, 2023 and 2022, the Company incurred approximately $39,000 and $41,000, respectively, of consulting fees to members of the Board of Directors or their affiliates. During the nine months ended September 30, 2023 and 2022, the Company incurred approximately $86,000 and $113,000, respectively, of consulting fees to members of the Board of Directors or their affiliates. As of September 30, 2023 and December 31, 2022, the Company had accrued consulting fees of $0 and $105,000, respectively. On January 1, 2023, $105,000 of accrued consulting fees were exchanged for options to purchase 1,160,221 shares of Common Stock at $0.125 per share.

On March 31, 2022, the Company agreed to exchange $299,401 in debt obligations to Michael MacGregor, the Company’s CEO & President and Board member, and relief from two of the Company’s legal services providers in exchange for equity in the form of 3,000,000 common shares valued at $0.10 per share for an equivalent aggregate value of $300,000. The transaction enabled the Company to retire $231,901 of debt due and owing to Mr. MacGregor and $67,500 of accrued legal fees.

During the three and nine months ended September 30, 2023, the Company borrowed $0 and $178,500 respectively, from Mr. MacGregor pursuant to a master loan agreement that is due and payable in 2024. The master note agreement accrues interest at a rate of 4.4% due and payable in a lump sum upon maturity of the obligation. During the three and nine months ended September 30, 2023, the Company also repaid $102,519 and $178,500 of these related party borrowings. This note is not convertible.