UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
Amendment Number 1
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 2020
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to __________________
Commission File No. 001-3126
FOMO CORP.
(Exact name of small business issuer as specified in its charter)
CALIFORNIA | 5511 | 83-3889101 | ||
(State or other jurisdiction of incorporation or organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification No.) |
1 E Erie St, Ste 525 Unit #2250, Chicago, IL 60611
(Address of principal executive offices)
(630) 286-9560
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
COMMON | ETFM | OTC PINK |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer” and “large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [ ] | Accelerated filer [ ] |
Non-accelerated filer [ ] | Smaller reporting company [X] |
Emerging growth company [ ] |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes [ ] No [X]
The number of shares of Common Stock (no par value) of the registrant outstanding was 4,688,543,121 as of December 30, 2020. The number of shares of Series A Preferred Stock ($0.0001 par value and that each convert into 50 shares of common stock) of the registrant outstanding was 3,000,000 as of December 30, 2020. The number of shares of Series B Preferred Stock ($0.0001 par value and that each convert into 1,000 shares of common stock) of the registrant outstanding was 4,170,065 as of December 30, 2020. The number of shares of Series C Preferred Stock ($0.0001 par value and that each convert into one share of common stock) of the registrant outstanding was 1,000,000 as of December 30, 2020. The market value of common shares outstanding as of December 30, 2020 was $5,626,252.
EXPLANATORY NOTE
The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q for the period ended September 30, 2020 of FOMO CORP. (the “Company”) filed with the Securities and Exchange Commission on December 30, 2020 (the “Form 10-Q”) is to furnish Exhibits 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.
No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.
2/5 |
Item 6. Exhibits.
(a) Exhibits.
*Filed herewith.
3/5 |
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FOMO CORP. (Formerly 2050 Motors, Inc.) | |
Date: December 30, 2020 | /s/ Vikram Grover |
Vikram Grover, President (Principal Executive Officer) | |
Date: December 30, 2020 | /s/ Vikram Grover |
Vikram Grover, Chief Financial Officer (Principal Financial and Accounting Officer) |
4/5 |
EXHIBIT INDEX
*Filed herewith.
101.INS | XBRL Instance Document | |
101.SCH | XBRL Taxonomy Extension Schema Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
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EXHIBIT 31.1
CERTIFICATION
I, Vikram Grover, certify that:
1. | I have reviewed this report on Form 10-Q/A of FOMO CORP. (Formerly 2050 Motors, Inc.); |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a. | designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | |
b. | evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | |
c. | disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions): |
a. | all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and | |
b. | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ Vikram Grover | |
Vikram Grover | |
President (Principal Executive Officer) | |
December 30, 2020 |
EXHIBIT 31.2
CERTIFICATION
I, Vikram Grover, certify that:
1. | I have reviewed this report on Form 10-Q/A of FOMO CORP. (Formerly 2050 Motors, Inc.).; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a. | designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | |
b. | evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | |
c. | disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions): |
a. | all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and | |
b. | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
/s/ Vikram Grover | |
Vikram, Grover | |
Chief Financial Officer | |
December 30, 2020 |
EXHIBIT 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the report of FOMO CORP. (formerly 2050 Motors, Inc.) (the “Company”) on Form 10-Q/A for the period ending September 30, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacities and on the dates indicated below, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
/s/ Vikram Grover | |
Vikram Grover | |
President (Principal Executive Officer) | |
December 30, 2020 | |
/s/ Vikram Grover | |
Vikram Grover | |
Chief Financial Officer | |
December 30, 2020 |
Document and Entity Information - shares |
9 Months Ended | |
---|---|---|
Sep. 30, 2020 |
Dec. 30, 2020 |
|
Cover [Abstract] | ||
Entity Registrant Name | FOMO CORP. | |
Entity Central Index Key | 0000867028 | |
Document Type | 10-Q/A | |
Document Period End Date | Sep. 30, 2020 | |
Amendment Flag | true | |
Amendment description | The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q for the period ended September 30, 2020 of FOMO CORP. (the "Company") filed with the Securities and Exchange Commission on December 30, 2020 (the "Form 10-Q") is to furnish Exhibits 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q. | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 4,688,543,121 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 |
Condensed Statement of Operations (Unaudited) - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2020 |
Sep. 30, 2019 |
Sep. 30, 2020 |
Sep. 30, 2019 |
|
Income Statement [Abstract] | ||||
Operating revenue | ||||
Operating expenses: | ||||
General and administrative | 215,372 | 51,086 | 314,646 | 122,683 |
Net loss from operations | (215,372) | (51,086) | (314,646) | (122,683) |
Other income (expenses) | ||||
Interest expense | (33,206) | (26,923) | (64,930) | (210,182) |
Income (loss) on investment | 42,000 | (21,000) | (130,000) | |
Derivative liability gain (loss) | (150,173) | 70,735 | 529,909 | 590,616 |
Debt settlement gain (loss) | 25,000 | 25,000 | 226,299 | |
Total other income (expenses) | (116,379) | 43,812 | 468,979 | 476,733 |
Income (loss) before income taxes | (331,751) | (7,274) | 154,333 | 354,050 |
Provision for income taxes | ||||
Net income (loss) | $ (331,751) | $ (7,274) | $ 154,333 | $ 354,050 |
Net income (loss) per share, basic and diluted | $ (0.0001) | $ (0.0000) | $ 0.0001 | $ 0.0004 |
Weighted average common equivalent share outstanding, basic and diluted | 2,344,262,083 | 1,353,224,099 | 2,202,595,038 | 927,613,724 |
Condensed Statement of Stockholders' Deficit (Unaudited) - USD ($) |
Common Stock [Member] |
Common Stock Issuable [Member] |
Additional Paid-in Capital [Member] |
Accumulated Deficit [Member] |
Preferred Stock Class A [Member] |
Preferred Stock Class B [Member] |
Preferred Stock Class C [Member] |
Total |
---|---|---|---|---|---|---|---|---|
Beginning balance at Dec. 31, 2018 | $ 3,405,360 | $ 125,000 | $ 536,356 | $ (5,960,691) | $ 45,000 | $ (1,848,975) | ||
Beginning balance, shares at Dec. 31, 2018 | 623,964,144 | 3,000,000 | ||||||
Conversion of convertible debt | $ 28,210 | 28,210 | ||||||
Conversion of convertible debt, shares | 98,106,500 | |||||||
Net income (loss) | (959,091) | (959,091) | ||||||
Ending balance at Mar. 31, 2019 | $ 3,433,570 | 125,000 | 536,356 | (6,919,782) | $ 45,000 | (2,779,856) | ||
Ending balance, shares at Mar. 31, 2019 | 722,070,644 | 3,000,000 | ||||||
Beginning balance at Dec. 31, 2018 | $ 3,405,360 | 125,000 | 536,356 | (5,960,691) | $ 45,000 | (1,848,975) | ||
Beginning balance, shares at Dec. 31, 2018 | 623,964,144 | 3,000,000 | ||||||
Net income (loss) | 354,050 | |||||||
Ending balance at Sep. 30, 2019 | $ 3,654,884 | 125,000 | 978,415 | (5,604,349) | $ 300 | $ 40 | $ 100 | (845,610) |
Ending balance, shares at Sep. 30, 2019 | 1,704,395,805 | 3,000,000 | 400,000 | 1,000,000 | ||||
Beginning balance at Mar. 31, 2019 | $ 3,433,570 | 125,000 | 536,356 | (6,919,782) | $ 45,000 | (2,779,856) | ||
Beginning balance, shares at Mar. 31, 2019 | 722,070,644 | 3,000,000 | ||||||
Conversion of convertible debt | $ 84,541 | (26,601) | 57,940 | |||||
Conversion of convertible debt, shares | 84,541,300 | |||||||
Preferred Stock no par returned | $ (45,000) | (45,000) | ||||||
Preferred Stock no par returned, shares | (3,000,000) | |||||||
Preferred CL A Stock issued for investment | 44,700 | $ 300 | 45,000 | |||||
Preferred CL A Stock issued for investment, shares | 3,000,000 | |||||||
Preferred CL B Stock issued for investment | 423,960 | $ 40 | 424,000 | |||||
Preferred CL B Stock issued for investment, shares | 400,000 | |||||||
Preferred CL C Stock issued for investment | $ 100 | 100 | ||||||
Preferred CL C Stock issued for investment, shares | 1,000,000 | |||||||
Net income (loss) | 1,322,707 | 1,322,707 | ||||||
Ending balance at Jun. 30, 2019 | $ 3,518,111 | 125,000 | 978,415 | (5,597,075) | $ 300 | $ 40 | $ 100 | (975,109) |
Ending balance, shares at Jun. 30, 2019 | 806,611,944 | 3,000,000 | 400,000 | 1,000,000 | ||||
Conversion of convertible debt | $ 136,773 | 136,773 | ||||||
Conversion of convertible debt, shares | 897,783,861 | |||||||
Net income (loss) | (7,274) | (7,274) | ||||||
Ending balance at Sep. 30, 2019 | $ 3,654,884 | 125,000 | 978,415 | (5,604,349) | $ 300 | $ 40 | $ 100 | (845,610) |
Ending balance, shares at Sep. 30, 2019 | 1,704,395,805 | 3,000,000 | 400,000 | 1,000,000 | ||||
Beginning balance at Dec. 31, 2019 | $ 3,800,405 | 125,000 | 858,218 | (6,025,926) | $ 300 | $ 40 | $ 100 | (1,241,863) |
Beginning balance, shares at Dec. 31, 2019 | 1,777,198,805 | 3,000,000 | 400,000 | 1,000,000 | ||||
Conversion of convertible debt | $ 22,582 | 22,582 | ||||||
Conversion of convertible debt, shares | 428,306,667 | |||||||
Warrants | 5,781 | 5,781 | ||||||
Net income (loss) | 359,710 | 359,710 | ||||||
Ending balance at Mar. 31, 2020 | $ 3,822,987 | 125,000 | 863,999 | (5,666,216) | $ 300 | $ 40 | $ 100 | (853,790) |
Ending balance, shares at Mar. 31, 2020 | 2,205,505,472 | 3,000,000 | 400,000 | 1,000,000 | ||||
Beginning balance at Dec. 31, 2019 | $ 3,800,405 | 125,000 | 858,218 | (6,025,926) | $ 300 | $ 40 | $ 100 | (1,241,863) |
Beginning balance, shares at Dec. 31, 2019 | 1,777,198,805 | 3,000,000 | 400,000 | 1,000,000 | ||||
Net income (loss) | 154,333 | |||||||
Ending balance at Sep. 30, 2020 | $ 3,885,791 | 125,000 | 1,306,828 | (5,871,593) | $ 300 | $ 241 | $ 100 | (553,333) |
Ending balance, shares at Sep. 30, 2020 | 2,875,974,986 | 3,000,000 | 2,405,916 | 1,000,000 | ||||
Beginning balance at Mar. 31, 2020 | $ 3,822,987 | 125,000 | 863,999 | (5,666,216) | $ 300 | $ 40 | $ 100 | (853,790) |
Beginning balance, shares at Mar. 31, 2020 | 2,205,505,472 | 3,000,000 | 400,000 | 1,000,000 | ||||
Warrants | 5,781 | 5,781 | ||||||
Net income (loss) | 126,374 | 126,374 | ||||||
Ending balance at Jun. 30, 2020 | $ 3,822,987 | 125,000 | 869,780 | (5,539,842) | $ 300 | $ 40 | $ 100 | (721,635) |
Ending balance, shares at Jun. 30, 2020 | 2,205,505,472 | 3,000,000 | 400,000 | 1,000,000 | ||||
Conversion of convertible debt | $ 62,804 | 62,804 | ||||||
Conversion of convertible debt, shares | 670,469,514 | |||||||
Preferred CL B Stock issued for investment | 64,324 | $ 16 | 64,324 | |||||
Preferred CL B Stock issued for investment, shares | 160,851 | |||||||
Warrants | 5,844 | 5,844 | ||||||
Preferred series B stock issued for services | 154,975 | $ 25 | 155,000 | |||||
Preferred series B stock issued for services, shares | 250,000 | |||||||
Preferred series B stock issued for accrued compensation | 161,915 | $ 150 | 162,065 | |||||
Preferred series B stock issued for accrued compensation, shares | 1,495,065 | |||||||
Preferred series B stock issued for deposit on asset purchase | 49,990 | $ 10 | 50,000 | |||||
Preferred series B stock issued for deposit on asset purchase, shares | 100,000 | |||||||
Net income (loss) | (331,751) | (331,751) | ||||||
Ending balance at Sep. 30, 2020 | $ 3,885,791 | $ 125,000 | $ 1,306,828 | $ (5,871,593) | $ 300 | $ 241 | $ 100 | $ (553,333) |
Ending balance, shares at Sep. 30, 2020 | 2,875,974,986 | 3,000,000 | 2,405,916 | 1,000,000 |
Basis of Presentation and Organization |
9 Months Ended |
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Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Organization | Note 1 – BASIS OF PRESENTATION AND ORGANIZATION
2050 Motors, Inc. (“2050 Motors” or “the Company”) is the successor to an entity incorporated on April 22, 1986 in the state of California. 2050 Motors, Inc., the Company’s sole operating subsidiary by the same name, was incorporated on October 9, 2012 in the state of Nevada to import, market, and sell electric cars manufactured in China. On May 2, 2014, 2050 Motors, Inc. (Nevada) sold its business, operations and assets to the Company, whose sole business at the time was to identify, evaluate, and investigate various companies to acquire or with which to merge. Upon consummation of the acquisition of 2050 Motors, Inc., the Company’s sole business became the business of the Company and the public Company renamed itself “2050 Motors, Inc.”
On October 25, 2012, 2050 Motors entered into an agreement with Jiangsu Aoxin New Energy Automobile Co., Ltd., (“Aoxin”), located in Jiangsu, China, for the distribution in the United States of a new electric automobile, known as the “e-Go”. This Agreement was amended in 2017 to exclude certain markets in Central America and South America. Our principal business objective has historically been to achieve long-term growth through 2050 Motors, Inc.
On or around March 6, 2019, William Fowler resigned as our CEO and Director and Bernd Schaefers resigned as our Director. On or around March 6, 2019, we appointed Vikram Grover as CEO and sole Director (for further information, refer to our Form 8-K filed on March 7, 2019 with the SEC).
On or around March 6, 2019, as part of its management transition plan, the Company agreed to transfer to prior Management eighty (80) percent ownership of its Nevada subsidiary, 2050 Motors (“2050 Private” or “TFPC”) in exchange for a corporate note from TFPC in the amount of fifty thousand dollars at 8% interest per annum to be paid out of net profits. 2050 Motors (2050 Public) agreed to appoint William Fowler as President of 2050 Private to raise operating capital for expenses to negotiate terms and conditions to maintain Exclusive License with Aoxin Motors. Subsequent to the change of control and based on due diligence on TFPM and the status of the Aoxin Motors relationship, on or around April 2, 2019, we terminated the transaction as we deemed that it was not in the best interests of shareholders. We continue to demand information regarding TFPC from former management but have received unresponsive and unsatisfactory responses to our inquiries.
On May 2, 2019, we engaged Markup Designs Pvt. Ltd. (“MDPL”; https://www.markupdesigns.com), a global Web and mobile application development company, to design and build a social network to be named “KANAB CLUB” (www.kanab.club) targeting the global cannabis market. On May 13, 2019, we completed an initial payment to MDPL, mandating them to deploy a home page with launch information and sign-up capabilities for customers and to complete a working Web platform during summer and fall 2019. After coding industry-standard social media functionality, we intend to add an online marketplace, 420 dating services, discussion forums, rewards programs/points including potential utility crypto coins, differentiated advertising and navigation capabilities, and Android/iOS mobile applications to the platform.
Since new management was appointed in March 2019, we have expanded our mission statement to invest in, incubate and accelerate businesses in the communications, energy, electric vehicle, and Internet industries (for further information, see Note 12 - Subsequent Events, and our previously filed Form 8-K, 10-Q and 10-K filings with the Securities and Exchange Commission). |
Summary of Significant Accounting Policies |
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Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Significant Accounting Policies | Note 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value of Financial Instruments
We adopted ASC Topic 820, “Fair Value Measurements and Disclosures,”, which requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of valuation hierarchy are defined as follows:
Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.
The Company’s investment in Mobicard Inc., see Note 4, is actively traded on the pink sheets.
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 inputs to the valuation methodology are unobservable in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.
Derivative Financial Instruments-Level 3
Derivatives are recorded on the condensed balance sheet at fair value. The conversion features of the convertible notes are embedded derivatives and are separately valued and accounted for on the balance sheet with changes in fair value recognized during the period of change as a separate component of other income/expense. We use the binomial option-pricing model for determining the fair value of our derivatives. The model uses market-sourced inputs such as interest rates and stock price volatilities. Selection of these inputs involves management’s judgment and may impact net income.
Assets and liabilities measured at fair value are as follows as of September 30, 2020
Assets and liabilities measured at fair value are as follows as of December 31, 2019:
The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value:
Earnings Per Share (EPS)
Basic EPS is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed similar to basic net income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if all the potential common shares, warrants and stock options had been issued and if the additional common shares were dilutive. Diluted EPS is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options and the if-converted method for the outstanding convertible preferred shares. Under the treasury stock method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, convertible outstanding instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). During the year ended December 31, 2019 and nine months ended September 30, 2020, the Company generated no revenues and incurred substantial losses, of which the vast majority were due to mostly non-cash charges for accrued interest, penalties and derivative charges related to convertible debt instruments. Therefore, the effect of any common stock equivalents on EPS is anti-dilutive during those periods.
Concentration of Credit Risk
Cash is mainly maintained by one highly qualified institution in the United States. At no time were such amounts in excess of federally insured limits. Management does not believe that the Company is subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Company has not experienced any losses on our deposits of cash.
Recently Adopted Accounting Policies:
Reclassification
Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no material effect on the reported results of operations or cash flow. |
Going Concern |
9 Months Ended |
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Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 3 – GOING CONCERN
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate the continuation of the Company as a going concern. The Company reported an accumulated deficit of $5,871,593 as of September 30, 2020. The Company also had negative working capital of $835,673 at that date. To date, these losses and deficiencies have been financed principally through the issuance of common stock, loans from related parties and from third parties.
In view of the matters described above, there is substantial doubt as to the Company’s ability to continue as a going concern without a significant infusion of capital. We anticipate that we will have to raise additional capital to fund operations over the next 12 months. To the extent that we are required to raise additional funds to acquire properties, and to cover costs of operations, we intend to do so through additional offerings of debt or equity securities. There are no commitments or arrangements for other offerings in place, no guaranties that any such financings will be forthcoming, or as to the terms of any such financings. Any future financing will involve substantial dilution to existing investors. |
Investments |
9 Months Ended |
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Sep. 30, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Note 4 - INVESTMENTS
During the year ended December 31, 2019, the Company issued 400,000 share of preferred class B stock in exchange for 210,000,000 shares of Mobicard Inc. The shares were valued at the market price of $0.0023 per share, or $483,000 at the acquisition date. The shares are currently valued at the market price of $0.0015 per share at September 30, 2020 for a total investment of $155,780, resulting in a loss of $268,220.
During the year ended December 31, 2019, the Company received 1,000,000 shares of Kanab Corp. for consulting services provided by the Company’s CEO, Vikram Grover. The shares were valued at $0.0001 per share.
During the month of September, 2020, the Company issued 160,851 Preferred Series B shares as deposit on the Purchase of Purge Virus LLC. The shares were valued at $0.40 per share for a value of $64,340. The transaction closed in October of 2020.
On September 22, 2020, the Company issued 100,000 shares |
Vehicle Deposits |
9 Months Ended |
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Sep. 30, 2020 | |
Deposits [Abstract] | |
Vehicle Deposits | Note 5 – VEHICLE DEPOSITS
Based on recent conversations with Aoxin and former management, we took an impairment charge for the vehicle deposit of $24,405.00 and wrote this asset down to $0 in the fourth quarter of 2018. Further, during the year ended ended December 31, 2019, we terminated all discussions and agreements with Aoxin Motors and exited the market for importation of electric vehicles from China. |
License Agreement |
9 Months Ended |
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Sep. 30, 2020 | |
License Agreement | |
License Agreement | Note 6 – LICENSE AGREEMENT
In 2012 and 2013, the Company made a total payment of $50,000.00 in connection with an executed exclusive license agreement with Aoxin to import, assemble and manufacture an advanced carbon fiber electric vehicle called the “e-Go”. The cost of this license agreement was recognized as a long-term asset and was evaluated for impairment losses at the end of each reporting period. As of March 31, 2018, impairment losses related to this license of $50,000 were identified by management, and as a result we wrote off the value of the Aoxin license. During the year ended December 31, 2019, we terminated all discussions with Aoxin regarding importation of electric automobiles and related parts and equipment from China into the United States. |
Loans Payable Due to Related Parties |
9 Months Ended |
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Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Loans Payable Due to Related Parties | Note 7 – LOANS PAYABLE DUE TO RELATED PARTIES
As of September 30, 2020, all related party loans and associated interest and penalties were converted into common equity. Current management has demanded documentation of the providence of these loans. Management is reviewing legal options for recovery of these shares and has placed a stop action order on these shares with the Company’s transfer agent. At September 30, 2020 there were no outstanding loans to related parties. |
Convertible Note Payables |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Convertible Note Payables | Note 8 – CONVERTIBLE NOTE PAYABLES
The Company had convertible note payables with several third parties with stated interest rates ranging between 10% and 12% and 22% default interest not including penalties. These notes have a conversion feature such that the Company could not ensure it would have adequate authorized shares to meet all possible conversion demands; accordingly, the conversion option has been treated as a derivative liability in the accompanying interim financial statements. As of December 31, 2019, the Company had the following third-party convertible notes outstanding:
*Note is currently in default.
Note #1, issued on January 6, 2017, is in default and under the terms of the convertible promissory note, the Company is liable to pay 150% of the then outstanding principal and interest plus additional penalties for certain covenants that are breached. In addition to the note balance of $62,972 as of June 30, 2020, there are potential additional penalties and damages sought by the lender, which has filed a civil lawsuit against the Company. In October 2019 which was subsequently settled for $260,000.
During the nine months ended September 30, 2020, third-party lenders converted $85,386 of principal and interest into 1,098,776,181 shares of common stock.
The variables used for the Binomial model are as listed below:
The Company amortized a debt discount of $0 and $13,476 respectively, during the nine months ended September 30, 2020 and year ended December 31, 2019 respectively, and $0 and $165,846, respectively during the nine months ended September 30, 2020 and year ended December 31, 2019, respectively. |
Commitments and Contingencies |
9 Months Ended |
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Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9 – COMMITMENTS AND CONTINGENCIES
Industrial Lease
Effective March 1, 2014, the Company signed a lease for four thousand square feet of industrial space in North Las Vegas. The term of the lease was for three years and cost $2,200 per month. The lease expired on April 30, 2017 and the Company was on a month to month lease thereafter. The lease was terminated as of June 30, 2018.
Rent expense amounted to $0 and $0 for the year ended December 31, 2019 and 2018, respectively. Rent expenses amounted to $0 and $13,400 for the year ended December 31, 2019 and 2018, respectively.
Aoxin License Agreement
Pursuant to a 2012 license agreement and 2017 amendment executed between the Company and Aoxin, in order to maintain exclusive rights for the United States (US), the Company was required to purchase and sell certain amount of e-Go model vehicles per year for a certain period of time starting from the completion of the requirements established by the United States Department of Transportation’s protocols for the e-Go. As part of the license agreement, the Company was committed to pay expenses related to any required airbag testing procedures.
Aoxin has been unable to procure a license to design, test and manufacture e-Go vehicles in China. Additionally, our representatives in China have been told by Aoxin that any such agreement and amendment has expired. Given these circumstances, during the three-month period ended March 31, 2018, we wrote down the value of the Aoxin license to $0 and associated vehicle deposits were fully impaired during the fourth quarter of 2018. During the year ended December 31, 2019, based on failure to perform including a lack of a license to manufacture and export electric vehicles under our Agreement with them, we terminated all discussions and agreements with Aoxin Motors.
Legal Proceedings
The Company may from time to time, become a party to various legal proceedings, arising in the ordinary course of business. The Company investigates these claims as they arise. A third-party lender, Auctus Fund, LLC, served the Company notice of a civil lawsuit on November 1, 2019 seeking principal, interest and penalties of $283,000.00 related to a loan provided to the Company on or around January 6, 2017. Management is in discussions with Auctus Fund’s counsel and working to resolve the matter amicably, though there can be no assurances. |
Revolving Line of Credit- Related Party |
9 Months Ended |
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Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Revolving Line of Credit- Related Party | Note 10 – REVOLVING LINE OF CREDIT- RELATED PARTY
During 2018, the Company had a revolving line of credit agreement with a related party. The line amount was $100,000.00 and carried interest at 12% per annum, due on December 31, 2018 with a conversion option into restricted common stock of the Company. The note was convertible at 50% of the Average Market Price for the 15 previous trading days before the conversion notice date.
During the year ended December 31, 2019, the Company made cash payments totaling $0 to principal and accrued interest. As of December 31, 2019, the balance outstanding on the loan was $0 as all remaining principal, interest and penalties due on the loan were converted into common shares during the fourth quarter of 2018.
Current management has demanded documentation of the providence of these loans. Management is reviewing legal options for recovery of these shares and has placed a stop action order on these shares with the Company’s transfer agent. |
Equity |
9 Months Ended |
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Sep. 30, 2020 | |
Equity [Abstract] | |
Equity | Note 11 – EQUITY
During the year December 31, 2019, third-party lenders converted $249,524 of principal and interest into 1,340,868,131 shares of common stock.
On March 6, 2019, our Board of Directors approved, and we filed a Certificate of Determination for with the Secretary of State of California, a new class of Series C Preferred Shares with a total of one million such shares authorized. Each share converts into one common share, has 10,000 votes on every corporate matter requiring a shareholder vote, has a par value of $0.0001, and pays an annual dividend at the option of the Company of $0.01. Subsequent to the end of the three months ended March 30, 2019, the Company issued one million Series C Preferred Shares to our CEO, Vikram Grover, as consideration for the change of control of the Company.
On March 8, 2019, a third-party loaned the Company $28,000.00 in a 12% debenture that matures on January 15, 2020. The transaction netted the Company $25,000.00 after legal fees and due diligence expenses.
On April 7, 2019, our Board of Directors approved the creation of a new class of Series B Preferred Shares. A total of six million such shares were authorized. Each share converts into 1,000 common shares, votes on an as converted basis, has a par value of $0.001, and pays a cumulative annual dividend in cash or in kind of $0.01.
On April 8, 2019, we amended the terms of our existing Series A Preferred stock by changing the par value from nil to $0.0001 and establishing a $0.01 per share annual dividend to be approved by our Board of Directors each year. Each share remains convertible into one common share and has 50 votes on corporate matters. As part of the management transition plan announced in March 2019, two million Series A Preferred Shares were transferred from former owners to our current CEO, Vikram Grover. A total of three million Series A Preferred Shares are authorized, all of which are currently issued and outstanding. The financial statements were retroactively adjusted to give effect to this change in par value.
On April 22, 2019, we executed a letter of intent (LOI) to invest in and partner with ERide Club Corp. (ECC), a Company developing an Internet-based cloud platform to enable rentals and related services for the electric vehicle (EV) market, including automobiles, eBikes and mobility products. Upon delivery of a working beta system vetted by businesses, consumers and third-party testing, we will issue ECC 100,000 Series B Preferred shares convertible into 100 million common shares in return for 10% of the equity of ECC, with a right of participation on future financings by ECC through year-end 2020. Additionally, we will become a preferred marketing partner of ECC in the United States and provide ECC with a three-year option to perform a spin-out IPO to our shareholders. ECC expects to launch a first-generation version of the platform during 2019, after which time we will vet the system with our staff and advisors. The transaction is currently on hold pending our efforts to remain current in our filings and raise capital to fund our own operations.
On May 5, 2019, 2050 Motors, Inc. executed a Securities Purchase Agreement with our CEO, Vikram Grover, for an investment in the Company of $483,000 in the form of 210,000,000 free-trading common shares of Peer to Peer Network aka Mobicard Inc. The transaction closed on May 15, 2019. As consideration, the Company issued the investor 400,000 newly created 1% Cumulative Series B Preferred Shares, each of which bears a RESTRICTED CONTROL STOCK legend, is convertible into 1,000 common shares, and has 1,000 votes on corporate matters.
On May 13, 2019, the Company borrowed $12,500.00 pursuant to a convertible note agreement bearing an interest rate of 12% per annum and with a maturity date of September 15, 2019.
On May 14, 2019, our Board of Directors approved the dissolution of our wholly-owned subsidiary, 2050 Motors, Inc., a Nevada corporation doing business under the same name as our publicly traded company, 2050 Motors, Inc., a California corporation. Additionally, our Board of Directors approved the termination of any and all discussions and prior agreements with Aoxin Motors regarding the importation of electric vehicles to be made by Aoxin Motors in China into the United States. Our termination was driven by Aoxin Motors’ failure to obtain the necessary license(s) to manufacture e-GO electric vehicles, which have been under development since 2012. Accordingly, on May 14, 2019, we filed paperwork with the Secretary of State of Nevada to dissolve our wholly owned subsidiary, 2050 Motors, Inc., a Nevada corporation, and that dissolution went effective on or around May 17, 2019.
On May 15, 2019, based on due diligence and research by management and the Company’s advisors, the Board of Directors of 2050 Motors, Inc., a California corporation, approved stop action orders on 162,846,149 common shares held by former management, employees, affiliates and representatives of the Company. Accordingly, management has directed the Company’s transfer agent to prohibit the transfer or sale of any shares associated with their certificates. Pending investigation of the providence of these shares and proof of consideration for said shares, these shares will remain frozen indefinitely and subject to the Company’s powers of enforcement and the rules of law.
On July 9, 2019, a third-party lender funded the Company $35,000.00 in the form of a 12% convertible debenture that matures April 30, 2020. The transaction netted the Company $32,000.00 after legal fees and due diligence expenses.
During the nine months September 30, 2020, third-party lenders converted $85,386 of principal and interest into 1,098,776,181 shares of common stock.
On August 26, 2020, the Company issued its, CEO, Vikram Grover, 125,000 Series B Preferred Shares for accrued compensation of $50,000.00.
On August 27, 2020, a third-party lender converted $6,100.00 principal and $947.93 interest of a convertible debenture into 128,144,181 restricted common shares. On August 31, 2020, a third-party lender converted $2,950.00 principal and $500.00 of fees of a convertible debenture into 115,000,000 common shares.
On September 3, 2020, the Company issued its CEO, Vikram Grover, 1,370,065 Restricted Series B Preferred shares for accrued compensation of $137,065.00.
On September 4, 2020, a third-party lender converted $57.96 principal, $2,811.59 intertest and $500.00 of fees of a convertible debenture into 112,318,333 common shares.
From September 10, 2020 through October 8, 2020, a third-party lender converted $25,000.00 warrants attached to a 2017 loan into 611,005,229 common shares. As a result, the debenture and warrants were retired.
On September 30, 2020, a third-party lender converted $20,229.66 principal and $6,743.22 interest of a convertible debenture into 179,819,200 common shares.
During September 2020, The Company issued 250,000 restricted Series B Preferred shares for services at par value.
On September 3, 2020, the Company issued 160,851 restricted Series B Preferred shares as a deposit for purchase of Purge Virus, LLC at par value.
On September 22, 2020, we issued John Kelly, owner of PPE Source International LLC (PPESI), a provider of PPE to small, medium and large businesses, institutions and government customers, 100,000 Series B Preferred Shares valued at $0.10 per share for a total value of $10,000, for a 180-day exclusive option to purchase his 100% member interests in PPESI. |
Warrants and Options |
9 Months Ended |
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Sep. 30, 2020 | |
Warrants And Options | |
Warrants and Options | Note 12 – WARRANTS AND OPTIONS
As of December 31, 2019, the Company has thirty million warrants with an exercise price of $0.01 and a three-year expiration issued and outstanding to three members of our Advisory Board who were added to that newly created committee during March - April 2019. Additionally, we issued ten million warrants with a strike price of $0.005 and a three-year expiration to EDGE FiberNet, Inc. as compensation for strategic consulting. Further, our CEO, Vikram Grover, was to be issued 100 million warrants with a strike price of $0.001 upon bringing the Company current with its SEC reporting requirements, with an additional 100 million warrants with a strike price of $0.001 due upon our common stock closing at or above $0.01 for ten consecutive trading sessions. On July 22, 2019, the Company was brought current with regard to its SEC reporting requirements, and as a result, the initial 100 million warrants are due to be issued to Vikram Grover. Vikram Grover, our CEO, has forfeited any right to receive the 100 million warrants to be issued for bringing the company current in its filings. |
Subsequent Events |
9 Months Ended |
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Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13 – SUBSEQUENT EVENTS
On October 20, 2020, a third-party lender converted $0 principal, $86.40 interest and $30,237.55 penalties related to a convertible debenture into 202,159,667 common shares.
Effective October 25, 2020, the Company and a third party lender amended a prior settlement agreement effected in 2019 to require the issuance of seven hundred ninety four million, forty one thousand, one hundred thirty three (794,041,133) Settlement Shares of common stock, as follows: a) publicly tradeable shares of common stock (the “Settlement Shares” or the “Shares”) to be converted, transferred and delivered to the third party lender, in whole or in part pursuant to the third party lender’s notice: 1) on or before November 1, 2020 – 264,680,377 Settlement Shares, in whole or in part as determined by the third party lender, in its discretion; plus 2) on or before December 1, 2020 – 264,680,378 Settlement Shares, in whole or in part as determined by the third party lender, in its discretion; plus 3) on or before January 1, 2021 – 264,680,378 Settlement Shares, in whole or in part, as determined by the third party lender, in its discretion. Remaining shares, which have already been reserved, will settle the balance of the November 2019 $283,000.00 lawsuit brought by the third-party lender against the Company. The lender has subsequently executed two conversions of principal, interest and penalties into 435,086,069 common shares (below).
On November 2, 2020, a third-party lender converted $10,944.39 principal, $93.60 interest and $20,799.13 penalties related to a convertible debenture into 212,247,469 common shares.
On October 28, 2020, a third-party lender funded the Company $115,000.00 in a redeemable convertible note, netting $98,000.00 after an original issue discount (OID) of $10,000.00, legal fees of $5,000.00 in legal fees and $2,000.00 in broker fees.
On December 2, 2020, a third-party lender converted $55,709.65 penalties related to a convertible debenture into 222,838,600 common shares.
Business Development and Related
On March 10, 2019, Aldo Baiocchi joined the Company’s Advisory Board to guide the Company’s growth of electric vehicle ventures. As compensation, Aldo Baiocchi was issued 10 million incentive common stock purchase warrants with a strike price of $0.01 and three-year expiration. On December 3, 2020, Aldo Baiocchi resigned from the Company’s Advisory Board.
On March 10, 2019, Ted Flomenhaft joined the Company’s Advisory Board to guide the Company’s growth of technology and communications ventures. As compensation, Ted Flomenhaft was issued 10 million incentive common stock purchase warrants with a strike price of $0.01 and three-year expiration. On or around March 31, 2020, Mr. Flomenhaft resigned from the Company’s Advisory Board.
On March 19, 2019, we engaged EDGE FiberNet, Inc. for consulting, support and back office services to assist us in development of our planned businesses in communications, electric vehicles, lighting, including power over Ethernet and LED, and other mediums. As part of the Agreement, we received an option on 4,000 square feet of office/retail space at EDGE FiberNet’s headquarters in Industry City, Brooklyn, New York. As compensation, we issued EDGE FiberNet ten (10) million common stock purchase warrants with a strike price of $.005 and a three-year expiration.
On April 12, 2019, Michael Shevack joined the Company’s Advisory Board to guide the formation of an Environmental, Social and Governance (“ESG”) Division. As compensation, Shevack was issued ten (10) million incentive common stock purchase warrants with a strike price of $0.01 and three-year expiration. On August 22, 2019, Mr. Shevack resigned from the Company’s Advisory Board and his warrants were canceled.
As part of its management transition plan, on or around March 6, 2019, the Company agreed to transfer to prior Management eighty (80) percent ownership of its Nevada subsidiary, 2050 Motors (“2050 Private” or “TFPC”) in exchange for a corporate note from TFPC in the amount of fifty thousand dollars at 8% interest per annum to be paid out of net profits. 2050 Motors (2050 Public) agreed to appoint William Fowler as President of 2050 Private to raise operating capital for expenses to negotiate terms and conditions to maintain Exclusive License with Aoxin Motors. Subsequent to the change of control and based on due diligence on TFPM and the status of the Aoxin Motors relationship, on or around April 2, 2019, we terminated the transaction as we deemed that it was not in the best interests of shareholders. We continued to demand information regarding TFPC from former management but have received unresponsive and unsatisfactory responses to our inquiries.
On May 2, 2019, we engaged Markup Designs Pvt. Ltd. (“MDPL”; https://www.markupdesigns.com), a global Web and mobile application development company, to design and build a social network to be named “KANAB.CLUB” (www.kanab.club) targeting the global cannabis market. On May 13, 2019, we completed an initial payment to MDPL, mandating them to deploy a home page with launch information and sign-up capabilities for customers and to complete a working Web platform during summer 2019. After coding industry-standard social media functionality, we intend to add an online marketplace, 420 dating services, discussion forums, rewards programs/points including potential utility crypto coins, differentiated advertising and navigation capabilities (www.linkstorm.net), and Android/iOS mobile applications to the platform.
On May 9, 2019, the Company appointed Charles Szoradi to its Advisory Board. Mr. Szoradi was issued ten (10) million common stock purchase warrants with a $0.01 strike price and three-year expiration, which were subsequently canceled bur reinstated as part of the Purge Virus, LLC acquisition at a strike price of $0.001. As part of the October 19, 2020 acquisition of 100% of the member interests of Purge Virus, LLC from Mr. Szoradi, the Company will appoint him to the Board of Directors upon retention of Directors and Officers insurance (D&O).
On May 14, 2019, to eliminate any confusion regarding the future direction of the Company and to provide transparency and clarity for our investors, our Board of Directors approved the dissolution of our wholly owned subsidiary, 2050 Motors, Inc., a Nevada corporation doing business under the same name as our publicly traded company at the time, 2050 Motors, Inc., a California corporation. Additionally, our Board of Directors approved the termination of any and all discussions and prior agreements with Aoxin Motors regarding the importation of electric vehicles to be made by Aoxin Motors in China into the United States. Our termination was driven by Aoxin Motors’ failure to obtain the necessary license(s) to manufacture e-GO electric vehicles, which have been under development since 2012. Accordingly, on May 14, 2019, we filed paperwork with the Secretary of State of Nevada to dissolve our wholly owned subsidiary, 2050 Motors, Inc., a Nevada corporation, and that dissolution went effective on or around May 17, 2019.
On October 12, 2019, we appointed Dr. Wayman Baker, PhD, a scientist previously employed by the National Weather Service, to the Advisory Board. As a result, we issued Dr. Baker, ten (10) million common stock purchase warrants with a strike price of $0.01 and a three-year expiration, whose strike price was subsequently amended to $0.001 in 2020.
On October 9, 2020, the Company issued its CEO, Vikram Grover, 93,750 Series B Preferred Shares for accrued compensation of $37,500.
On October 19, 2020, we closed the acquisition of 100% of the member interests of Purge Virus, LLC from Charles Szoradi for consideration of two million (2,000,000) Series B Preferred Shares. The purchase maintains PV as a 100% owned subsidiary of FOMO CORP., includes cross-selling relationships with Mr. Szoradi’s 100% owned LED company Independence LED and 33% owned energy management software company Energy Intelligence Center (EIC), and JV partner Company PPE Source International LLC.
On December 6, 2020, we appointed Paul Benis, a 30-year veteran of the industrial HVAC market, technology executive and owner of PVBG Inc, to the Advisory Board. As part of the appointment, we issued Benis ten (10) million common stock purchase warrants with a strike price of $0.001 and a three-year expiration.
COVID-19 Pandemic Update
In March 2020, the World Health Organization declared a global health pandemic related to the outbreak of a novel coronavirus. The COVID-19 pandemic adversely affected the company’s financial performance in the third and fourth quarters of fiscal year 2020 and could have an impact throughout fiscal year 2021. In response to the COVID-19 pandemic, government health officials have recommended and mandated precautions to mitigate the spread of the virus, including shelter-in-place orders, prohibitions on public gatherings and other similar measures. There is uncertainty around the duration and breadth of the COVID-19 pandemic, as well as the impact it will have on the company’s operations, supply chain and demand for its products. As a result, the ultimate impact on the company’s business, financial condition or operating results cannot be reasonably estimated at this time.
On June 4, 2020, the Company entered into a $11,593 note payable to Bank of America, pursuant to the Paycheck Protection Program (“PPP Loan”) under the CARES Act. The loan remains outstanding but is expected to be forgiven by the U.S. government based on guidance from the Company’s commercial bank, Bank of America.
Warrants
On November 3, 2020, the Company reduced the strike price on 10,000,000 warrants owned by Dr. Wayman Baker, PhD, from $0.01 per share to $0.001 per share. On December 2, 2020, the Company reduced the strike price on 10,000,000 warrants owned by Aldo Baiocchi, from $0.01 per share to $0.001 per share. |
Summary of Significant Accounting Policies (Policies) |
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Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Use of Estimates | Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
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Fair Value of Financial Instruments | Fair Value of Financial Instruments
We adopted ASC Topic 820, “Fair Value Measurements and Disclosures,”, which requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of valuation hierarchy are defined as follows:
Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.
The Company’s investment in Mobicard Inc., see Note 4, is actively traded on the pink sheets.
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 inputs to the valuation methodology are unobservable in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.
Derivative Financial Instruments-Level 3
Derivatives are recorded on the condensed balance sheet at fair value. The conversion features of the convertible notes are embedded derivatives and are separately valued and accounted for on the balance sheet with changes in fair value recognized during the period of change as a separate component of other income/expense. We use the binomial option-pricing model for determining the fair value of our derivatives. The model uses market-sourced inputs such as interest rates and stock price volatilities. Selection of these inputs involves management’s judgment and may impact net income.
Assets and liabilities measured at fair value are as follows as of September 30, 2020
Assets and liabilities measured at fair value are as follows as of December 31, 2019:
The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value:
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Earnings Per Share (EPS) | Earnings Per Share (EPS)
Basic EPS is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted EPS is computed similar to basic net income per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if all the potential common shares, warrants and stock options had been issued and if the additional common shares were dilutive. Diluted EPS is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options and the if-converted method for the outstanding convertible preferred shares. Under the treasury stock method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, convertible outstanding instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). During the year ended December 31, 2019 and nine months ended September 30, 2020, the Company generated no revenues and incurred substantial losses, of which the vast majority were due to mostly non-cash charges for accrued interest, penalties and derivative charges related to convertible debt instruments. Therefore, the effect of any common stock equivalents on EPS is anti-dilutive during those periods. |
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Concentration of Credit Risk | Concentration of Credit Risk
Cash is mainly maintained by one highly qualified institution in the United States. At no time were such amounts in excess of federally insured limits. Management does not believe that the Company is subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Company has not experienced any losses on our deposits of cash. |
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Recently Adopted Accounting Policies | Recently Adopted Accounting Policies: |
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Reclassification | Reclassification
Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no material effect on the reported results of operations or cash flow. |
Summary of Significant Accounting Policies (Tables) |
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Fair Value of Assets and Liabilities | Assets and liabilities measured at fair value are as follows as of September 30, 2020
Assets and liabilities measured at fair value are as follows as of December 31, 2019:
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Schedule of Reconciliation of Derivative Liability | The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value:
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Convertible Note Payables (Tables) |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Derivative Liability in Accompanying Interim Financial Statements | As of December 31, 2019, the Company had the following third-party convertible notes outstanding:
*Note is currently in default. |
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Schedule of Fair Value Assumption | The variables used for the Binomial model are as listed below:
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Basis of Presentation and Organization (Details Narrative) - TFPC [Member] |
Mar. 06, 2019
USD ($)
|
---|---|
Ownership percentage | 80.00% |
Corporate note amount | $ 50,000 |
Debt interest rate | 8.00% |
Summary of Significant Accounting Policies - Schedule of Fair Value of Assets and Liabilities (Details) - USD ($) |
Sep. 30, 2020 |
Dec. 31, 2019 |
---|---|---|
Investments | $ 232,340 | $ 189,000 |
Total assets measured at fair value | 232,340 | 189,000 |
Derivative liability | 363,261 | 893,171 |
Total liabilities measured at fair value | 363,261 | 893,171 |
Level 1 [Member] | ||
Investments | 232,340 | 189,000 |
Total assets measured at fair value | 232,340 | 189,000 |
Derivative liability | ||
Total liabilities measured at fair value | ||
Level 2 [Member] | ||
Investments | ||
Total assets measured at fair value | ||
Derivative liability | ||
Total liabilities measured at fair value | ||
Level 3 [Member] | ||
Investments | ||
Total assets measured at fair value | ||
Derivative liability | 363,261 | 893,171 |
Total liabilities measured at fair value | $ 363,261 | $ 893,171 |
Summary of Significant Accounting Policies - Schedule of Reconciliation of Derivative Liability (Details) |
9 Months Ended |
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Sep. 30, 2020
USD ($)
| |
Accounting Policies [Abstract] | |
Balance, beginning | $ 893,171 |
Fair value of derivative liabilities issued | 134,115 |
Loss on change in derivative liabilities | (647,043) |
Reclassify to equity upon payoff or conversion | (16,982) |
Balance, ending | $ 363,261 |
Going Concern (Details Narrative) - USD ($) |
Sep. 30, 2020 |
Dec. 31, 2019 |
---|---|---|
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ (5,871,593) | $ (6,025,926) |
Working capital | $ (835,673) |
Investments (Details Narrative) - USD ($) |
1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2020 |
Sep. 22, 2020 |
Sep. 30, 2020 |
Sep. 30, 2020 |
Sep. 30, 2019 |
Jun. 30, 2019 |
Sep. 30, 2020 |
Sep. 30, 2019 |
Dec. 31, 2019 |
May 02, 2014 |
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Number of shares issued | 100,000 | |||||||||
Loss on investment | $ 42,000 | $ (21,000) | $ (130,000) | |||||||
Preferred CL B Stock issued for investment | $ 64,324 | $ 424,000 | ||||||||
Mobicard Inc [Member] | ||||||||||
Number of shares exchanged | 210,000,000 | |||||||||
Share price | $ 0.0015 | $ 0.0015 | $ 0.0015 | $ 0.0015 | $ 0.0023 | |||||
Investment amount | $ 155,780 | $ 155,780 | $ 155,780 | $ 155,780 | $ 483,000 | |||||
Loss on investment | $ 268,220 | |||||||||
Kanab Corp [Member] | ||||||||||
Share price | $ 0.0001 | |||||||||
Number of shares received for services | 1,000,000 | |||||||||
Purge Virus LLC [Member] | ||||||||||
Share price | $ 0.40 | $ 0.40 | $ 0.40 | $ 0.40 | ||||||
Preferred CL B Stock issued for investment, shares | 160,851 | |||||||||
Preferred CL B Stock issued for investment | $ 64,340 | |||||||||
Preferred Class B [Member] | ||||||||||
Number of shares issued | 400,000 |
Vehicle Deposits (Details Narrative) - USD ($) |
3 Months Ended | |
---|---|---|
Dec. 31, 2018 |
Sep. 30, 2020 |
|
Deposits [Abstract] | ||
Vehicle deposits | $ 24,405 | |
Wrote-off value on vehicle deposit | $ 0 |
License Agreement (Details Narrative) - License [Member] - USD ($) |
3 Months Ended | 12 Months Ended | |
---|---|---|---|
Mar. 31, 2018 |
Dec. 31, 2013 |
Dec. 31, 2012 |
|
Total payment incurred for license agreement | $ 50,000 | $ 50,000 | |
Impairment losses related to license | $ 50,000 |
Loans Payable Due to Related Parties (Details Narrative) |
Sep. 30, 2020
USD ($)
|
---|---|
Debt Disclosure [Abstract] | |
Outstanding balance | $ 0 |
Convertible Note Payables (Details Narrative) - USD ($) |
1 Months Ended | 9 Months Ended | 12 Months Ended | |||
---|---|---|---|---|---|---|
Jan. 06, 2017 |
Oct. 31, 2019 |
Sep. 30, 2020 |
Sep. 30, 2019 |
Dec. 31, 2019 |
Jun. 30, 2020 |
|
Debt payment percentage | 150.00% | |||||
Convertible note payables | $ 62,972 | |||||
Litigation settlement, amount | $ 260,000 | |||||
Amortized of debt discount | $ 244,085 | |||||
Convertible Note Payables [Member] | ||||||
Debt conversion shares issued, value | $ 85,386 | |||||
Debt conversion shares issued | 1,098,776,181 | |||||
Amortized of debt discount | $ 0 | $ 13,476 | ||||
Third Parties [Member] | ||||||
Debt interest rate | 22.00% | |||||
Third Parties [Member] | Minimum [Member] | ||||||
Debt interest rate | 10.00% | |||||
Third Parties [Member] | Maximum [Member] | ||||||
Debt interest rate | 12.00% |
Convertible Note Payables - Schedule of Derivative Liability in Accompanying Interim Financial Statements (Details) |
9 Months Ended | |||
---|---|---|---|---|
Sep. 30, 2020
USD ($)
| ||||
Total convertible notes payable | $ 206,599 | |||
less discount | (63,350) | |||
Convertible note payables, net | $ 143,249 | |||
Note #1 [Member] | ||||
Lender | Auctus | [1] | ||
Origination Date | Jan. 06, 2017 | [1] | ||
Maturity | Feb. 06, 2018 | [1] | ||
Interest | 22.00% | [1] | ||
Total convertible notes payable | $ 37,673 | [1] | ||
Note #2 [Member] | ||||
Lender | Crown Bridge | [1] | ||
Origination Date | Sep. 15, 2017 | [1] | ||
Maturity | Sep. 15, 2018 | [1] | ||
Interest | 10.00% | [1] | ||
Total convertible notes payable | $ 3,240 | [1] | ||
Note #5 [Member] | ||||
Lender | Jabro 1 | [1] | ||
Origination Date | Jul. 23, 2018 | [1] | ||
Maturity | Apr. 30, 2019 | [1] | ||
Interest | 12.00% | [1] | ||
Total convertible notes payable | $ 21,000 | [1] | ||
Note #6 [Member] | ||||
Lender | Jabro 2 | [1] | ||
Origination Date | Oct. 01, 2018 | [1] | ||
Maturity | Jul. 15, 2019 | [1] | ||
Interest | 12.00% | [1] | ||
Total convertible notes payable | $ 11,500 | [1] | ||
Note #8 [Member] | ||||
Lender | PowerUp 10 | [1] | ||
Origination Date | Mar. 08, 2019 | [1] | ||
Maturity | Jan. 15, 2020 | [1] | ||
Interest | 22.00% | [1] | ||
Total convertible notes payable | $ 21,000 | [1] | ||
Note #9 [Member] | ||||
Lender | Other | [1] | ||
Origination Date | Mar. 16, 2017 | [1] | ||
Maturity | Apr. 01, 2018 | [1] | ||
Interest | 0.00% | [1] | ||
Total convertible notes payable | $ 10,000 | [1] | ||
Note #10 [Member] | ||||
Lender | Tri-Bridge | [1] | ||
Origination Date | Mar. 15, 2019 | [1] | ||
Maturity | Sep. 15, 2019 | [1] | ||
Interest | 12.00% | [1] | ||
Total convertible notes payable | $ 2,286 | [1] | ||
Note #11 [Member] | ||||
Lender | PowerUp 11 | [1] | ||
Origination Date | Jul. 09, 2019 | [1] | ||
Maturity | Apr. 30, 2020 | [1] | ||
Interest | 12.00% | [1] | ||
Total convertible notes payable | $ 35,000 | [1] | ||
Note #12 [Member] | ||||
Lender | GS Capital | |||
Origination Date | Sep. 06, 2019 | |||
Maturity | Sep. 06, 2020 | |||
Interest | 12.00% | |||
Total convertible notes payable | $ 28,900 | |||
Note #13 [Member] | ||||
Lender | GS Capital | |||
Origination Date | Nov. 21, 2019 | |||
Maturity | Nov. 21, 2020 | |||
Interest | 12.00% | |||
Total convertible notes payable | $ 18,000 | |||
Note #14 [Member] | ||||
Lender | PowerUp | |||
Origination Date | Nov. 21, 2019 | |||
Maturity | Nov. 21, 2020 | |||
Interest | 12.00% | |||
Total convertible notes payable | $ 18,000 | |||
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Convertible Note Payables - Schedule of Fair Value Assumption (Details) |
9 Months Ended | 12 Months Ended |
---|---|---|
Sep. 30, 2020 |
Dec. 31, 2019 |
|
Minimum [Member] | ||
Expected term | 1 month | 1 year |
Maximum [Member] | ||
Expected term | 10 months | 3 years |
Measurement Input, Price Volatility [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 191 | 253 |
Measurement Input, Price Volatility [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 301 | 286 |
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 1.93 | 1.24 |
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 1.99 | 1.53 |
Commitments and Contingencies (Details Narrative) - USD ($) |
3 Months Ended | 12 Months Ended | |||
---|---|---|---|---|---|
Nov. 01, 2019 |
Mar. 01, 2014 |
Mar. 31, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 |
|
Lease monthly payment | $ 2,200 | ||||
Lease term expiration date | Apr. 30, 2017 | ||||
Rent expense | $ 0 | $ 13,400 | |||
Auctus Fund, LLC [Member] | |||||
Interest and penalties | $ 283,000 | ||||
Aoxin License [Member] | |||||
Wrote down the value | $ 0 | ||||
Industrial Lease [Member] | |||||
Rent expense | $ 0 | $ 0 |
Revolving Line of Credit- Related Party (Details Narrative) - Revolving Line of Credit Agreement [Member] |
12 Months Ended | |
---|---|---|
Dec. 31, 2019
USD ($)
|
Dec. 31, 2018
USD ($)
Integer
|
|
Line of credit amount | $ 100,000 | |
Line of credit interest rate | 12.00% | |
Line of credit due date | Dec. 31, 2018 | |
Percentage of debt discount lowest trading price | 50.00% | |
Debt discount lowest trading days | Integer | 15 | |
Cash payments | $ 0 | |
Outstanding balance on loan | $ 0 |
Warrants and Options (Details Narrative) - $ / shares |
9 Months Ended | |||
---|---|---|---|---|
Sep. 30, 2020 |
Dec. 31, 2019 |
Jul. 22, 2019 |
Mar. 19, 2019 |
|
EDGE FiberNet, Inc. [Member] | ||||
Number of common stock purchase warrants shares | 10,000,000 | 10,000,000 | ||
Warrant strike price per share | $ 0.005 | $ 0.005 | ||
Warrants term | 3 years | 3 years | ||
Three Members Advisory Board [Member] | ||||
Number of common stock purchase warrants shares | 30,000,000 | |||
Warrant strike price per share | $ 0.01 | |||
Warrants term | 3 years | |||
Vikram Grover [Member] | ||||
Number of common stock purchase warrants shares | 100,000,000 | 100,000,000 | ||
Warrant strike price per share | $ 0.001 | |||
Warrants description | Our CEO, Vikram Grover, was to be issued 100 million warrants with a strike price of $0.001 upon bringing the Company current with its SEC reporting requirements, with an additional 100 million warrants with a strike price of $0.001 due upon our common stock closing at or above $0.01 for ten consecutive trading sessions. | |||
Forfeiture of warrants | 100,000,000 | |||
Vikram Grover [Member] | Additional Warrants [Member] | ||||
Number of common stock purchase warrants shares | 100,000,000 | |||
Warrant strike price per share | $ 0.001 |
Subsequent Events (Details Narrative) - USD ($) |
1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 02, 2020 |
Nov. 02, 2020 |
Oct. 28, 2020 |
Oct. 25, 2020 |
Oct. 20, 2020 |
Oct. 19, 2020 |
Oct. 09, 2020 |
Sep. 30, 2020 |
Sep. 22, 2020 |
Sep. 04, 2020 |
Aug. 31, 2020 |
Aug. 27, 2020 |
Oct. 12, 2019 |
Jul. 09, 2019 |
May 09, 2019 |
Mar. 19, 2019 |
Mar. 08, 2019 |
Mar. 06, 2019 |
Oct. 08, 2020 |
Sep. 30, 2020 |
Sep. 30, 2020 |
Dec. 31, 2019 |
Dec. 06, 2020 |
Nov. 03, 2020 |
Jun. 04, 2020 |
Jul. 22, 2019 |
Apr. 12, 2019 |
Mar. 10, 2019 |
|
Original issue discount | $ 63,350 | $ 63,350 | $ 63,350 | |||||||||||||||||||||||||
Shares issued for accrued compensation | 155,000 | |||||||||||||||||||||||||||
Management Transition Plan [Member] | ||||||||||||||||||||||||||||
Agreement description | The Company agreed to transfer to prior Management eighty (80) percent ownership of its Nevada subsidiary, 2050 Motors ("2050 Private" or "TFPC") in exchange for a corporate note from TFPC in the amount of fifty thousand dollars at 8% interest per annum to be paid out of net profits. 2050 Motors (2050 Public) agreed to appoint William Fowler as President of 2050 Private to raise operating capital for expenses to negotiate terms and conditions to maintain Exclusive License with Aoxin Motors. Subsequent to the change of control and based on due diligence on TFPM and the status of the Aoxin Motors relationship, on or around April 2, 2019, we terminated the transaction as we deemed that it was not in the best interests of shareholders. We continued to demand information regarding TFPC from former management but have received unresponsive and unsatisfactory responses to our inquiries. | |||||||||||||||||||||||||||
PPP Loan [Member] | ||||||||||||||||||||||||||||
Note payable | $ 11,593 | |||||||||||||||||||||||||||
EDGE FiberNet, Inc. [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | 10,000,000 | ||||||||||||||||||||||||||
Warrant strike price per share | $ 0.005 | $ 0.005 | ||||||||||||||||||||||||||
Warrants term | 3 years | 3 years | ||||||||||||||||||||||||||
PPE Source International, LLC [Member] | ||||||||||||||||||||||||||||
Ownership percentage description | We issued John Kelly, owner of PPE Source International LLC (PPESI), a provider of PPE to small, medium and large businesses, institutions and government customers, 100,000 Series B Preferred Shares valued at $0.10 per share for a total value of $10,000, for a 180-day exclusive option to purchase his 100% member interests in PPESI. | |||||||||||||||||||||||||||
Third-Party Lender [Member] | ||||||||||||||||||||||||||||
Borrowed amount | 20,230 | $ 58 | $ 2,950 | $ 6,100 | $ 35,000 | $ 28,000 | $ 20,230 | 20,230 | $ 249,524 | |||||||||||||||||||
Debt interest | $ 6,743 | $ 2,812 | $ 948 | $ 85,386 | ||||||||||||||||||||||||
Legal fees and penalties due diligence expenses | $ 32,000 | $ 25,000 | ||||||||||||||||||||||||||
Debt conversion shares issued | 179,819,200 | 112,318,333 | 115,000,000 | 1,340,868,131 | ||||||||||||||||||||||||
Aldo Baiocchi [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Warrants term | 3 years | |||||||||||||||||||||||||||
Ted Flomenhaft [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Warrants term | 3 years | |||||||||||||||||||||||||||
FiberNet, Inc [Member] | ||||||||||||||||||||||||||||
Agreement description | As part of the Agreement, we received an option on 4,000 square feet of office/retail space at EDGE FiberNet's headquarters in Industry City, Brooklyn, New York. | |||||||||||||||||||||||||||
Michael Shevack [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Warrants term | 3 years | |||||||||||||||||||||||||||
Charles Szoradi [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Warrants term | 3 years | |||||||||||||||||||||||||||
Warrants description | Which were subsequently canceled bur reinstated as part of the Purge Virus, LLC acquisition at a strike price of $0.001. As part of the October 19, 2020 acquisition of 100% of the member interests of Purge Virus, LLC from Mr. Szoradi, the Company will appoint him to the Board of Directors upon retention of Directors and Officers insurance (D&O). | |||||||||||||||||||||||||||
Dr. Wayman Baker [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Warrants term | 3 years | |||||||||||||||||||||||||||
Warrants description | Whose strike price was subsequently amended to $0.001 in 2020. | |||||||||||||||||||||||||||
Vikram Grover [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 100,000,000 | 100,000,000 | ||||||||||||||||||||||||||
Warrant strike price per share | $ 0.001 | |||||||||||||||||||||||||||
Warrants description | Our CEO, Vikram Grover, was to be issued 100 million warrants with a strike price of $0.001 upon bringing the Company current with its SEC reporting requirements, with an additional 100 million warrants with a strike price of $0.001 due upon our common stock closing at or above $0.01 for ten consecutive trading sessions. | |||||||||||||||||||||||||||
Subsequent Event [Member] | PPE Source International, LLC [Member] | ||||||||||||||||||||||||||||
Ownership percentage description | We closed the acquisition of 100% of the member interests of Purge Virus, LLC from Charles Szoradi for consideration of two million (2,000,000) Series B Preferred Shares. The purchase maintains PV as a 100% owned subsidiary of FOMO CORP., includes cross-selling relationships with Mr. Szoradi's 100% owned LED company Independence LED and 33% owned energy management software company Energy Intelligence Center (EIC), and JV partner Company PPE Source International LLC. | |||||||||||||||||||||||||||
Subsequent Event [Member] | Third-Party Lender [Member] | ||||||||||||||||||||||||||||
Borrowed amount | $ 0 | |||||||||||||||||||||||||||
Debt interest | 86 | |||||||||||||||||||||||||||
Legal fees and penalties due diligence expenses | $ 30,238 | |||||||||||||||||||||||||||
Debt conversion shares issued | 202,159,667 | |||||||||||||||||||||||||||
Subsequent Event [Member] | Third-Party Lender [Member] | ||||||||||||||||||||||||||||
Borrowed amount | $ 10,944 | |||||||||||||||||||||||||||
Debt interest | 94 | |||||||||||||||||||||||||||
Legal fees and penalties due diligence expenses | $ 55,710 | $ 20,799 | ||||||||||||||||||||||||||
Debt conversion shares issued | 222,838,600 | 212,247,469 | 435,086,069 | 611,005,229 | ||||||||||||||||||||||||
Conversion of warrants | $ 25,000 | |||||||||||||||||||||||||||
Debt instrument conversion description | The Company and a third party lender amended a prior settlement agreement effected in 2019 to require the issuance of seven hundred ninety four million, forty one thousand, one hundred thirty three (794,041,133) Settlement Shares of common stock, as follows: a) publicly tradeable shares of common stock (the "Settlement Shares" or the "Shares") to be converted, transferred and delivered to the third party lender, in whole or in part pursuant to the third party lender's notice: 1) on or before November 1, 2020 - 264,680,377 Settlement Shares, in whole or in part as determined by the third party lender, in its discretion; plus 2) on or before December 1, 2020 - 264,680,378 Settlement Shares, in whole or in part as determined by the third party lender, in its discretion; plus 3) on or before January 1, 2021 - 264,680,378 Settlement Shares, in whole or in part, as determined by the third party lender, in its discretion. Remaining shares, which have already been reserved, will settle the balance of the November 2019 $283,000.00 lawsuit brought by the third-party lender against the Company. | |||||||||||||||||||||||||||
Subsequent Event [Member] | Third-Party Lender [Member] | Redeemable Convertible Note [Member] | ||||||||||||||||||||||||||||
Borrowed amount | $ 115,000 | |||||||||||||||||||||||||||
Legal fees and penalties due diligence expenses | 5,000 | |||||||||||||||||||||||||||
Debt instrument netted amount | 98,000 | |||||||||||||||||||||||||||
Original issue discount | 10,000 | |||||||||||||||||||||||||||
Broker fees | $ 2,000 | |||||||||||||||||||||||||||
Subsequent Event [Member] | Aldo Baiocchi [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Reduced warrant strike price per share | $ 0.001 | |||||||||||||||||||||||||||
Subsequent Event [Member] | Dr. Wayman Baker [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.01 | |||||||||||||||||||||||||||
Reduced warrant strike price per share | $ 0.001 | |||||||||||||||||||||||||||
Subsequent Event [Member] | Vikram Grover [Member] | Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||
Shares issued for accrued compensation | $ 37,500 | |||||||||||||||||||||||||||
Shares issued for accrued compensation, shares | 93,750 | |||||||||||||||||||||||||||
Subsequent Event [Member] | Paul Benis [Member] | ||||||||||||||||||||||||||||
Number of common stock purchase warrants shares | 10,000,000 | |||||||||||||||||||||||||||
Warrant strike price per share | $ 0.001 | |||||||||||||||||||||||||||
Warrants term | 3 years |
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