Subsequent Events

12 Months Ended

Dec. 31, 2019

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 10 – SUBSEQUENT EVENTS

The Company has evaluated events from December 31, 2019 through the date the financial statements were issued. The events requiring disclosure for this period are as follows;

Common stock

On January 3, 2020, 100,000 shares of common stock were issued as a result of conversion of accrued interest and principal on the Auctus Note #2 for a total of $12,000.

On February 18, 2020, 250,000 shares of common stock were issued as a result of conversion of accrued interest and principal on the Auctus Note #2 for a total of $21,632.

On March 12, 2020, 750,000 of common stock were issued in exchange for 416,666 warrants in a cashless exercise, originating from Auctus Notes #1 and #2 for a total of $250,500.

Shares Awarded and Issued under the 2010 Stock Plan:

On January 1, 2020 the Company granted 250,000 shares with a fair market value of $0.285/share at the time of award, to a consultant for assistance with the Companies PR work, for a total of $71,250.

On January 31, 2020 the Company granted two subcontractors a total of 200,000 shares with a fair market value of $0.14/share at the time of award, as compensation for their work with the Company's marketing efforts, for a total of $28,000.

Options Awarded and Issued under the 2010 Stock Plan:

On January 1, 2019 the Company granted 3,000 three-year options at an exercise price of $0.31 a Medical Advisory Board Member for his contribution in the Company's Advisory Board. The options total fair value at the time of award was $603.

On February 1, 2020 the Company granted 45,000 three-year options at an exercise price of $0.15 a Medical Advisory Board Member for his contribution in the Company's Advisory Board. The options total fair value at the time of award was $4,401.

Issuance of Convertible Notes Payables

During the period January 10, 2020 through February 19, 2020, the Company entered into three separate 1-year Secured Promissory Note Agreements ("SPA") with a face value of $236,600, and received net proceeds of $209,500. The Notes are convertible into common stock of the Company, par value $.001 per share (the "Common Stock") at any time after the earlier of: (i) 180 days from the date of the Note or (ii) upon effective date of a registration statement. The conversion price of the Notes is equal to 65% of the lowest trading price at close during the twenty days prior to a conversion notice. The debt discount of $31,000 is amortized over the duration of the loans. The Debentures permit the Company to pre-pay its obligations at a premium prior to maturity.

Further, the Company issued five-year warrants with cashless exercise provisions to purchase a total of 72,000 shares of Common Stock of the Company at an exercise price of $2.00 per share with cashless exercise provisions to the three Lenders. The Company has determined that the Warrants are exempt from derivative accounting. The note proceeds of $236,600 were then allocated between the fair value of the Notes ($236,600) and the Warrants ($18,547), resulting in a debt discount of resulting in a fully amortized debt discount of $16,002. As the warrants were exercisable immediately, this debt discount was amortized in its entirety to interest expense on the Date of Issuance.

The proceeds from these Notes were used to pay off the Auctus Note #2, maturing on February 25, 2020, and for working capital. The Convertible Note transactions included in these subsequent events resulted in a Net Debt reduction of $13,400.

Debtor	Date of Issuance		Maturity Date	Principal Amount		Net Received		Interest			Warrants Issued		Term		Exercise Price		Amortization of Warrants		Debt Discount
EMA Financial		01/10/2020	01/10/2021	$	125,000	$	109,500		4	%		50,000		5	$	2.00	$	5,948	$	15,500
Crown Bridge		02/20/2020	02/20/2021		55,000		48,000		4	%		22,000		5		2.00		10,054		7,000
PowerUp		02/19/2020	02/19/2021		56,600		52,000		8	%		-		-		-		-		4,600
				$	236,600	$	209,500					72,000					$	16,002	$	31,000

The management see no further subsequent events requiring disclosure.