UNITED STATES

0001548123-20-000119.txt : 20200819 0001548123-20-000119.hdr.sgml : 20200819 20200819170658 ACCESSION NUMBER: 0001548123-20-000119 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 38 CONFORMED PERIOD OF REPORT: 20200630 FILED AS OF DATE: 20200819 DATE AS OF CHANGE: 20200819 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Nu-Med Plus, Inc. CENTRAL INDEX KEY: 0001543637 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 453672530 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-54808 FILM NUMBER: 201117714 BUSINESS ADDRESS: STREET 1: 455 EAST 500 SOUTH, SUITE #203 CITY: SALT LAKE CITY STATE: UT ZIP: 84111 BUSINESS PHONE: 801-746-3570 MAIL ADDRESS: STREET 1: 455 EAST 500 SOUTH, SUITE #203 CITY: SALT LAKE CITY STATE: UT ZIP: 84111 10-Q 1 f10-q-q2-2020v6clean.htm QUARTERLY REPORT ON FORM 10Q FOR THE QUARTER ENDED JUNE 30, 2020 UNITED STATES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2020

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from __________ to __________

Commission File Number 000-54808

NU-MED PLUS, INC.

(Exact name of registrant as specified in its charter)

Utah

45-3672530

(State or other jurisdiction of

(IRS Employer Identification No.)

incorporation or organization)

455 East 500 South, Suite 203, Salt Lake City, Utah 84111

(Address of principal executive offices)

(Zip Code)

(801) 746-3570

(Registrant’s telephone number, including area code)

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


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

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 past 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 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 such files). Yes [X] No [ ]

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

Large Accelerated filer ¨

Accelerated filer ¨

Non-accelerated filer x

Smaller reporting company x

Emerging growth company x

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 Exchange Act).

Yes [ ] No [X]

Indicate by check mark whether the registrant has submitted electronically on its corporate Web site, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes [ ] No [X]

Applicable Only to Issuers Involved in Bankruptcy Proceedings During the Preceding Five Years:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Not applicable.

Applicable Only to Corporate Issuers:

Class

Outstanding as of August 19, 2020

Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.

50,228,469 shares of $0.001 par value common stock on August 19, 2020

TABLE OF CONTENTS


PART I	FINANCIAL INFORMATION	2

ITEM 1	FINANCIAL STATEMENTS	3
ITEM 2	MANAGEMENT’S DISCUSSION AND ANAYLSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	16
ITEM 3	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	19
ITEM 4	CONTROLS AND PROCEDURES	19


PART II	OTHER INFORMATION	20

ITEM 1	LEGAL PROCEEDINGS	20
ITEM 2	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	20
ITEM 3	DEFAULTS UPON SENIOR SECURITIES	20
ITEM 4	MINE SAFETY DISCLOSURE	20
ITEM 5	OTHER INFORMATION	20
ITEM 6	EXHIBITS	20

SIGNATURES		21

Part I - FINANCIAL INFORMATION

Item 1. Financial Statements

NU-MED PLUS, INC.

FINANCIAL STATEMENTS

(UNAUDITED)

June 30, 2020

The financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. However, in the opinion of management, all adjustments (which include only normal recurring accruals) necessary to present fairly the financial position and results of operations for the periods presented have been made. These financial statements should be read in conjunction with the 10-K for the period ended December 31, 2019, accompanying notes, and with the historical financial information of the Company. The results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020.

Nu-Med Plus, Inc.

Financial Statements

(Unaudited)

Table of Contents


		Page No.

Condensed Balance Sheets at June 30, 2020 (unaudited) and December 31, 2019		4

Condensed Statements of Operations (unaudited) for the three and six months ended June 30, 2020 and 2019		5

Statement of Stockholders’ Deficit for the three and six months ended June 30, 2020 and 2019 (unaudited)		6

Condensed Statements of Cash Flows (unaudited) for the six months ended June 30, 2020 and 2019		8

Notes to the Condensed Financial Statements		9

NU-MED PLUS, INC.

Condensed Balance Sheets


			June 30,	December 31,
			2020 (unaudited)	2019
ASSETS
Current assets
	Cash		$ 6,106	$ 7,079
	Prepaid expense		826,655	6,879
		Total current assets	832,761	13,958
Long-term Assets
	Property and equipment, net		17,329	23,425
	Operating lease right-of-use of assets		2,148	8,396
		Total long-term assets	19,477	31,821
		Total assets	$ 852,238	$ 45,779

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
	Accounts payable		$ 58,049	$ 39,820
	Accounts payable – related party		22,111	14,085
	Accrued expense		6,586	9,579
	Accrued interest – related party		112,273	114,231
	Operating lease liability		2,148	8,396
	Convertible promissory notes – related party		230,100	230,100
		Total current liabilities	431,267	416,211
Long-term liabilities
Note payable			9,384	-
Total liabilities			440,651	416,211
Commitments and contingencies			-	-
Stockholders' deficit
	Preferred stock; $0.001 par value; 10,000,000 authorized; no shares issued and outstanding, respectively.		-	-
	Common stock; $0.001 par value; 90,000,000 authorized; 50,228,469 and 44,476,625 shares issued and outstanding, as of June 30, 2020 and December 31, 2019, respectively.		50,229	44,477
	Additional paid-in capital		8,132,393	5,849,784
	Stock subscription payable		21,000	465,541
	Accumulated deficit		(7,792,035)	(6,730,234)
		Total stockholders' deficit	411,587	(370,432)
		Total liabilities and stockholders' deficit	$ 852,238	$ 45,779

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

NU-MED PLUS, INC.

Condensed Statements of Operations

(Unaudited)


			Three months ended June 30, 2020	Three months ended June 30, 2019	Six months ended June 30, 2020	Six months ended June 30, 2019

Revenue			$ -	$ -	$ -	$ -

Operating expenses
	General and administrative expense		29,582	11,335	37,985	49,852
	Payroll expense		503,858	64,486	571,333	125,980
	Rent expense		4,690	4,598	9,379	9,197
	Professional and consulting fees		363,269	159,945	428,966	475,288
	Depreciation expense		3,048	3,421	6,096	7,196
		Total operating expenses	904,446	243,785	1,053,759	667,513

		Operating Loss	(904,446)	(243,785)	(1,053,759)	(667,513)

Other expense
	Interest expense		(4,021)	(4,399)	(8,042)	(8,866)
		Total other expense	(4,021)	(4,399)	(8,042)	(8,866)

	Income tax expense		-	-	-	-

		Net loss	$ (908,467)	$ (248,184)	$(1,061,801)	$ (676,379)

	Basic and diluted earnings (loss) per share		$ (0.02)	$ (0.00)	$ ( 0.02)	$ ( 0.01)
	Weighted average common shares outstanding – basic and diluted		47,336,288	45,336,283	47,352,260	45,129,067

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

NU-MED PLUS, INC.

Statements of Stockholders’ Equity (Deficit)

For the Three and Six Months Ended June 30, 2020

(Unaudited)


	Preferred Stock		Common Stock		Additional Paid-In Capital	Stock Subscription Payable	Accumulated Deficit	Total
	Shares	Amount	Shares	Amount	Additional Paid-In Capital	Stock Subscription Payable	Accumulated Deficit	Total
Balance, January 1, 2020	-	$ -	44,476,625	$ 44,477	$ 5,849,784	$ 465,541	$ (6,730,234)	$ (370,432)
Cash received for subscription payable	-	-	-	-	-	106,439	-	106,439
Stock-based compensation	-	-	-	-	50,000	-	-	50,000
Net loss for the three months ended March 31, 2020	-	-	-	-	-	-	(153,334)	(153,334)
Balance, March 31, 2020	-	$ -	44,476,625	$44,477	$5,899,784	$571,980	$ (6,883,568)	$ (367,327)
Cash received for subscription payable	-	-	-	-	-	125,731	-	125,731
Common stock issued for subscription payable	-	-	2,706,844	2,707	674,004	(676,711)	-	-
Stock issued for accrued interest on convertible note	-	-	1,000,000	1,000	9,000	-	-	10,000
Stock issued for prepaid services	-	-	1,400,000	1,400	939,100	-	-	940,500
Stock-based compensation	-	-	645,000	645	610,505	-	-	611,150
Net loss for the three months ended June 30, 2020	-	-	-	-	-	-	(908,467)	(908,467)
Balance, June 30, 2020	-	$ -	50,228,469	$50,229	$8,132,393	$21,000	$ (7,792,035)	$ 411,587

NU-MED PLUS, INC.

Statements of Stockholders’ Equity (Deficit)

For the Three and Six Months Ended June 30, 2019

(Unaudited)


	Preferred Stock		Common Stock		Additional Paid-In Capital	Stock Subscription Payable	Accumulated Deficit	Total
	Shares	Amount	Shares	Amount	Additional Paid-In Capital	Stock Subscription Payable	Accumulated Deficit	Total
Balance, January 1, 2019	-	$ -	41,274,375	$ 41,274	$ 4,851,487	$ 849,175	$ (5,693,409)	$ 48,527
Common Stock issued for subscription payable	-	-	40,000	40	9,960	(10,000)	-	-
Stock issued for cash	-	-	200,000	200	49,800	-	-	50,000
Cash received for subscription payable	-	-	-	-	-	55,000	-	55,000
Stock vested for compensation	-	-	-	-	50,000	-	-	50,000
Net loss for the three months ended March 31, 2019	-	-	-	-	-	-	(428,195)	(428,195)
Balance, March 31, 2019	-	$ -	41,514,375	$41,514	$4,961,247	$894,175	$ (6,121,604)	$ (224,668)
Cash received for subscription payable	-	-	-	-	-	115,598	-	115,598
Stock vested for compensation	-	-	-	-	50,000	-	-	50,000
Net loss for the three months ended June 30, 2019	-	-	-	-	-	-	(248,184)	(248,184)
Balance, June 30, 2019	-	$ -	41,514,375	$41,514	$5,011,247	$1,009,773	$ (6,369,788)	$ (307,254)

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

Nu-Med Plus, Inc.

Condensed Statements of Cash Flows

(Unaudited)


			Six months ended June 30, 2020	Six months ended June 30, 2019
Cash flows from operating activities:
	Net loss		$(1,061,801)	$ (676,379)
	Adjustment to reconcile net income (loss) to net cash used in operating activities:
		Depreciation and amortization	6,096	7,196
		Amortization of prepaid consulting	119,749	-
		Amortization of right of use asset	6,248	6,047
		Stock issued for services performed	661,150	100,000
		Changes in operating assets and liabilities:
		(Increase) decrease in prepaid expenses	975	213,224
		Increase (decrease) in operating lease liability	(6,248)	(6,047)
		Increase (decrease) in accounts payable	18,229	(2,204)
		Increase (decrease) in accounts payable-related party	8,026	-
		Increase (decrease) in accrued expense	5,049	(9,051)
		Net cash used in operating activities	(242,527)	(367,214)
Cash flows from investing activities:
		Net cash used in investing activities	-	-
Cash flows from financing activities
	Proceeds from stock subscriptions		232,170	170,598
	Proceeds from notes payable		9,384	-
	Proceeds from issuance of common stock			50,000
	Payments on financing lease		-	(5,211)
		Net cash provided by financing activities	241,554	215,387
		Net increase (decrease) in cash	(973)	(151,827)
Cash at beginning of period			7,079	167,513
Cash at end of period			$ 6,106	$ 15,686
Supplemental schedule of cash flow information
	Cash paid for interest		$ -	$ 878

Non-Cash Investing and Financing Activities
	Common stock issued for subscription payable		$ 676,711	$ 10,000
	Right-of-use operating lease assets obtained for operating lease liabilities		$ -	$ 8,063
	Conversion of accrued interest for common stock		$ 10,000	$ -
	Common stock issued for prepaid consulting		$ 940,500	$ -

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

Nu-Med Plus, Inc.

Notes to the Condensed Financial Statements

June 30, 2020

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The recent COVID 19 Pandemic (“the Pandemic”) has had a dramatic effect on our business as well as the business of our contract developers. The wide ranging effects on the World Wide business market has led to a closure or partial closure of firms we are relying on in our product development. As a result their work on our project has been slowed. While we cannot predict when the influence of the Pandemic will end, we trust businesses will be able to open and expand activities to their former levels and increase following a return to normal operations.

a. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of Nu-Med Plus, Inc. (the “Company”). These financial statements are condensed and, therefore, do not include all disclosures normally required by accounting principles generally accepted in the United States of America. Therefore, these statements should be read in conjunction with the most recent annual consolidated financial statements of Nu-Med Plus, Inc. for the year ended December 31, 2019 included in the Company’s Form 10-K filed with the Securities and Exchange Commission on March 30, 2020. In particular, the Company’s significant accounting principles were presented as Note 1 to the Consolidated Financial Statements in that report. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements and consist of only normal recurring adjustments. The results of operations presented in the accompanying condensed consolidated financial statements are not necessarily indicative of the results that may be expected for the full year ending December 31, 2020.

b. Revenue Recognition

The Financial Accounting Standards Board (“FSB”) issued new guidance for the recognizing and reporting of revenue in contracts with customers. The effective date for implementation for public companies is January 1, 2018.

The new guidance established a five-step analysis to be followed when determining the recognition of revenue.

Identify the contract with a customer.

Identify the performance obligations in the contract.

Determine the transaction price.

Allocate the transaction price to the performance obligations in the contract.

Recognize revenue when, or as, the reporting organization satisfied a performance obligation.

While the Company is an early-stage company with no revenue, at the time we begin to generate revenue the Company will recognize such revenue in conformity with the guidelines set forth by ASC 606.

c. Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

d. Cash and Cash Equivalents

The Company considers all deposit accounts and investment accounts with an original maturity of 90 days or less to be cash equivalents. The cash balance we currently have on deposit is within the limits for which the FDIC insures.

e. Property and Equipment

Property and equipment is stated at cost. Expenditure for minor repairs, maintenance, and replacement parts which do not increase the useful lives of the assets are charged to expense as incurred. Expenditures, exceeding $500, for new assets or that increase the useful life of existing assets are capitalized. Depreciation is computed using the straight-line method. The lives over which the fixed assets are depreciated are five to seven years.

f. Fair Value

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. FASB Accounting Standards Codification (“ASC”) Topic 820 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value. 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), as follows:

Level 1 - Quoted market prices in active markets for identical assets or liabilities;

Level 2 - Inputs other than level one inputs that are either directly or indirectly observable; and

Level 3 - Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

All cash, accounts payable and accrued liabilities are carried at cost, which approximates fair value due to the short-term nature of these financial instruments. Additionally, we measure certain financial instruments at fair value on a recurring basis.

g. Earnings per Share

The computation of earnings per share of common stock is based on the weighted average number of shares outstanding during the period of the financial statement. The company included 84,000 and 4,035,340 shares subscribed but unissued in its calculation of basic and diluted earnings per share for the three and six months ended June 30, 2020 and 2019, respectively.


	For the three months ended June 30, 2020	For the three months ended June 30, 2019	For the six months ended June 30, 2020	For the six months ended June 30, 2019

Net loss (numerator)	$ (908,467)	$ (248,184)	$ (1,061,801)	$ (676,379)
Shares (denominator)	47,336,288	45,336,283	47,352,260	45,129,067
Net loss per share amount – basic and diluted	$ (0.02)	$ (0.00)	$ (0.02)	$ (0.01)

Diluted earnings per share is computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. As of June 30, 2020 and 2019 there were 35,175,000 and 33,620,000 respectively, potential dilutive shares that needed to be considered as common share equivalents.

As of June 30, 2020 and 2019 the dilutive shares were excluded from the calculation for diluted earnings per share as there was a net loss and their inclusion in the calculation would be anti-dilutive.

h. Concentrations and Credit Risk - The Company has relied on a small group of investors to fund its operations. If this group becomes unable or unwilling to provide additional funding, the Company may be unable to remain in business or to execute on its business plan.

i. Income Taxes

Deferred taxes are provided on an asset and liability approach whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

j. Stock-based Compensation

The Company, in accordance with ASC 718, Compensation – Stock Compensation, records all share-based payments to employees at the grant-date fair value of the equity instruments issued. In accordance with ASC 718-10-30-9, Measurement Objective – Fair Value at Grant Date, the Company uses the closing price of the stock, as quoted by NASDAQ, on the date of the grant. The Company believes this pricing method provides the best estimate of fair the fair value of the consideration given. Compensation cost is recognized over the requisite service period.

The Company, in accordance with ASC 505, Compensation – Stock Compensation, establishes the value of equity instruments issued to non-employees for goods and services by using the closing price of the stock, as quoted by NASDAQ, on the date of the grant. The Company believes this method fairly establishes the value of the goods and/or services received.

k. Leases

The Company accounts for all leases in accordance with ASC 842, Leases, recognizing both assets and liabilities on the balance sheet for the right to use those assets for the lease term and obligations to make the lease payments created by those leases that have terms of greater than twelve months.

l. Recent Accounting Pronouncements

In June 2018, the FASB issued ASU No. 2018-07, “Compensation — Stock Compensation (Topic 718),” (“ASU 2018-07”). ASU 2018-07 is intended to reduce cost and complexity of financial reporting for non-employee share-based payments. Currently, the accounting requirements for non-employee and employee share-based payments are significantly different. ASU 2018-07 expands the scope of Topic 718, which currently only includes share-based payments to employees, to include share-based payments to non-employees for goods or services. Consequently, the accounting for share-based payments to non-employees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, “Equity — Equity-Based Payments to Nonemployees”. The amendments to ASU 2018 - 07 are effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, but no earlier than a company’s adoption date of ASU No. 2014-09, (Topic 606), “Revenue from Contracts with Customers”. The Company adopted ASU 2018-07 effective January 1, 2020. The adoption of ASU 2018-07 did not have a material effect on its condensed financial statements.

In December 2019, the FASB issued ASU 2019-12, “Income Taxes Topic 740-Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which intended to simplify various aspects related to accounting for income taxes/. ASU 2019-12 removes certain exceptions to the general principles of Topic 740 and also clarifies and amends existing guidance to improve consistent application of Topic 740. The effective date will be the first quarter of fiscal year 2021 and early adoption is permitted. Adoption of Topic 740 is not expected to have a material effect on its condensed financial statements.

The Company has reviewed all other recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its consolidated results of operation, financial position and cash flows. Based on that review, the Company believes that none of these pronouncements will have a significant effect on its current or future earnings or operations.

NOTE 2 - GOING CONCERN

The Company acknowledges that the funds on hand as of June 30, 2020, will not be sufficient to enable it to execute its business plan and funding through the sale of equity capital and short term related party and other shareholder loans in order to meet the planned expenditures for development, operations, and administrative cost over the next 12 months will be required. Planned expenditures are approximately $1,200,000 for the next twelve months. The Company is currently funded through August 31, 2020. If plans to obtain further financing prove to be insufficient to fund operations, continued viability could be at risk. These factors raise substantial doubt about the Company's ability to continue as a going concern.

NOTE 3 – PROPERTY AND EQUIPMENT

Property and equipment and related accumulated depreciation consisted of the following at June 30, 2020, and December 31, 2019:


	June 30, 2020	December 31, 2019

Computer and office equipment	$ 90,368	$ 90,368
Accumulated depreciation	(73,039)	(66,943)

Total Fixed Assets	$ 17,329	$ 23,425

Depreciation expense for the six months ended June 30, 2020 and 2019 was $6,096 and $7,196, respectively.

NOTE 4 - PREFERRED STOCK

On October 19, 2011, the Company filed Articles of Incorporation with the State of Utah so as to authorize 10,000,000 shares of preferred stock having a par value of $0.001 per share. No preferred shares are issued or outstanding at June 30, 2020.

NOTE 5 - COMMON STOCK

Stock Subscription Payable:

At June 30, 2020 and December 31, 2019, the Company had $21,000 and $465,541, respectively, in stock subscriptions payable for which it is obligated to issue 84,000 and 1,862,164 shares of restricted common stock, respectively, pursuant to separate subscription agreements.

April 2020 Subscription Agreement

In April 2020, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $400,000 in shares of common stock at $0.25 per share. The agreement expires on December 31, 2021. The Company received $103,106 under this agreement in the six months ended June 30, 2020. At the date of this report 328,424 shares of common stock have been issued, leaving a balance of 84,000 shares to be issued. As of June 30, 2020 a total of 1,187,576 shares of common stock for $296,894 are available for purchase under this agreement.

July 2019 Subscription Agreement

In July 2019, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $250,000 in shares of common stock at $0.25 per share. The agreement expires on December 31, 2020. The Company received $250,000 under this agreement and in June 2020 issued 1,000,000 in settlement of its obligations under this agreement.

September 2017 Subscription Agreement

In September 2017 the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $400,000 in shares of common stock at $0.25 per share. The agreement expired on August 30, 2018. The Company received $153,070 under this agreement during 2018 and $246,930 during 2019. As of December 31, 2019, the Company had stock subscription payables related to this agreement of $344,605 or 1,378,420 shares of common stock. In the six months ended June 30, 2020, the Company issued the 1,378,420 shares of common stock in settlement of its obligation under this agreement.

Common Stock Issued for Cash

During the six months ending June 30, 2019, the Company issued 200,000 shares of restricted common stock for $50,000 to an unrelated investor.

Common Stock Issued for conversion of liabilities

During the six months ended June 30, 2020, the Company issued 1,000,000 shares of restricted common stock in exchange for the conversion of $10,000 of accrued interest on notes payable.

Common Stock Issued to Officer:

In February 14, 2018 the Company announced that the consulting agreement with the Chief Financial Officer (Mr. Merrell) was terminated effective December 31, 2017, and that a new agreement was entered into effective January 1, 2018 under which Mr. Merrell would receive 2,000,000 shares of restricted common stock, vesting at 500,000 shares per year, for his service. The term of the agreement is for one year, which term automatically renews for one-year extensions up to four years unless terminated by either party with 30 days written notice. The Company issued all 2,000,000 shares to Mr. Merrell on August 20, 2018. Any common shares not earned during the four-year period are to be returned or cancelled. A charge will be made each quarter as the shares are earned under the provisions of the agreement until such time as all shares have been earned. A charge of $100,000 and $100,000 was recorded for the six months ended June 30, 2020 and 2019, respectively. In June 2020 Mr. Merrell was issued an additional 500,000 shares which vested at issuance, resulting in a $435,000 stock-based compensation charge recorded in the six-month period ended June 30, 2020.

Common Stock Issued for Services:

During the six months ended June 30, 2020 the Company issued 1,545,000 shares of restricted common stock to consultants for services performed and/or to be performed. The issuances were valued at $1,601,650 and of that amount, $940,500 was recorded as prepaid assets. The Company incurred stock-based compensation of $245,899 during the six-months ended June 30, 2020. As of June 30, 2020, the remaining prepaid balance of $820,751 remains to be amortized as the services are performed.

In September 2018, the Company issued 650,000 shares of stock to two consultants. Of these shares, 150,000 were issued under a consulting contract for services rendered and vested upon issue and 500,000 shares of restricted stock were issued to a consultant for services rendered and to be rendered through June 1, 2019. The common stock was valued at $639,000, of which $432,750 was expensed during the year ended December 31, 2018. The remaining balance of $206,250 was expensed during the year ended December 31, 2019.

NOTE 6 – PROMISSORY NOTES

$100,000 Convertible Promissory Note

On November 12, 2012, the Company issued a $100,000 convertible promissory note to SCS, a related party and significant shareholder, as compensation for services provided and to be provided during the period April 1, 2012 through March 31, 2013. The note is due on demand, bears annual interest at 5.5%, and is convertible into shares of common stock at a conversion price to be agreed upon immediately prior to conversion. On September 27, 2013, the Company amended the note to include a conversion price which of $0.01 per share for all unpaid principal and interest. As of June 30, 2020 and December 31, 2019 interest accrued, but unpaid, was $63,733 and $60,953, respectively.

$130,100 Convertible Promissory Note

Prior to 2015, the Company entered into a convertible promissory note with SCS, a related party and significant shareholder, due on demand, bearing interest at 8% per annum, unsecured and convertible at $0.01 per share, with a price protection provision to a lower conversion price. The balance of this note was $130,100 at June 30, 2020 and December 31, 2019 with accrued interest balances of $47,747 and $52,557, respectively. During the six-month period ended June 30, 2020, the Company received a request to convert $10,000 of interest accrued and unpaid to shares of restricted common stock. Under the conversion terms of the agreement 1,000,000 shares of restricted stock were issued.

$9,384 Promissory Note

The Company applied for and received a $9,384 loan under the Paycheck Protection Program administered by the Small Business Administration. The note bears an annual interest rate of 1% and has a maturity date of May 8, 2022. The terms of the loan provide that an application for forgiveness of the loan amount may be requested if the funds were used for payroll, medical insurance, rent and utilities. As all of the funds were used in the allowable categories, the Company will file an application for forgiveness as soon as the bank makes available the form for such request.

NOTE 7 - COMMITMENTS AND CONTINGENCIES

The Company has obligations under both a financing lease and operating lease, as detailed below.

Operating Lease Obligations

The Company entered into a lease for office space in February 2017 for $950 per month. In November 2017 the Company signed a six-month extension of the lease with a lease payment of $978 per month. In March 2018 the Company extended the lease agreement through August 31, 2019 at a rate of $1,008 per month. In July 2019 the Company extended the lease agreement through August 31, 2020 at a rate of $1,038 per month.

Amortization of $6,248 was recorded as rent expense in the six month period ended June 30, 2020, leaving an operating right-of-use asset at June 30, 2020 of $2,148 and an operating lease liability of $2,148. Amortization of $6,047 was recorded as rent expense for the six month period ended June 30, 2019

Obligations under this lease are as follows:


	2020	2021	2022
Office lease	$ 2,076	$ -	$ -

Upon the adoption of ASC 842, the calculation of our lease obligation using a discount rate of 8% resulted in an immaterial difference and therefore, no interest will be imputed on the lease obligation.

Consulting Agreement

In June 2020, the Company entered into consulting agreements with Roger Gill and Peter Kristensen. Both of the agreements begin June 22, 2020 and run for a period of twelve months, terminating June 30, 2021. Under the terms of the agreements Mr. Gill will receive 500,000 shares of restricted common stock and Mr. Kristensen will receive 100,000 shares of restricted stock for their services. The fair-value of the stock was $565,500 and was recorded as a prepaid. During the six months, the company amortized $10,845 of the prepaid expense. As of June 30, 2020, the remaining $554,655 was remaining in prepaid expenses, to be amortized over the term of the agreements.

On March 15, 2020 the Company entered into a service agreement with Hanover International, Inc. to provide advisory services to the Company. The contract is a one year contract, but may be cancelled with thirty days notice any time after the 91^st day of the agreement. Hanover will receive a fee of $3,500 per month, from which fee it pays all of its expenses. In addition, Hanover will receive 750,000 shares of restricted common stock, earned in quarterly tranches of 187,500 shares, deemed earned and issuable after services are provided for each quarter. As of June 30, 2020 all of the shares to which the Company is obligated under this agreement have been issued, with the unearned portion included in prepaid expenses. The shares were issued at $0.50 per share for a total value of $375,000. The amount is found in prepaid expenses, with $108,904 of the total being expensed in the six-month period ended June 30, 2020. The remaining prepaid amount will be amortized over the remaining life of the agreement.

Note 8 - SUBSEQUENT EVENTS

The Company has evaluated subsequent events pursuant to ASC Topic 855 and has determined that there are no events that require disclosure as of the date of issuance.

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

Special Note Regarding Forward-Looking Statements

Certain statements in this Report constitute “forward-looking statements.” Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that might cause such a difference include, among others, uncertainties relating to general economic and business conditions; industry trends; changes in demand for our products and services; uncertainties relating to customer plans and commitments and the timing of orders received from customers; announcements or changes in our pricing policies or that of our competitors; unanticipated delays in the development, market acceptance or installation of our products and services; changes in government regulations; availability of management and other key personnel; availability, terms and deployment of capital; relationships with third-party equipment suppliers; and worldwide political stability and economic growth. The words “believe,” “expect,” “anticipate,” “intend” and “plan” and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made.

Critical Accounting Policies and Estimates

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the Financial Statements and accompanying notes. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates under different assumptions or conditions.

The Company’s accounting policies are more fully described in Note 2 of the audited financial statements in our recently filed Form 10-K. As discussed in Note 2, the preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions about the future events that affect the amounts reported in the financial statements and the accompanying notes. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual differences could differ from these estimates under different assumptions or conditions. The Company believes that the following addresses the Company’s most critical accounting policies.

We recognize revenue in accordance with ASC 606, which establishes a five-step analysis to be followed when determining the recognition of revenue. While the Company is an early-stage company with no revenue, at the time we begin to generate revenue the Company will recognize such revenue in conformity with the guidelines set forth by ASC 606.

Our policy for our allowance for doubtful accounts is maintained to provide for losses arising from customers’ inability to make required payments. If there is deterioration of our customers’ credit worthiness and/or there is an increase in the length of time that the receivables are past due greater than the historical assumptions used, additional allowances may be required.

We account for income taxes in accordance with the Tax Cuts and Jobs Act and SAB 118

BUSINESS OVERVIEW

NU-MED PLUS, INC., a Utah corporation (“NU-MED” or the “Company”) was incorporated in October 2011 in the state of Utah to develop, manufacture and market new technologies utilizing nitric oxide in the medical device field, primarily through the creation of a nitric oxide generating compound formulation and delivery systems. To date we have developed a hospital nitric oxide delivery system, a clinical nitric oxide delivery system, a mobile rechargeable device to deliver nitric oxide gas, and a nitric oxide system that can be used for research applications. NU-MED is headquartered in Salt Lake City, Utah.

Business

The mission of NU-MED is to design, develop, and market technologies in the medical device field. Our technologies will focus on market niches in high growth trend areas. We hope each developed technology will fill a current need in medical procedures by improving upon an existing technology or device, or by designing a device to serve a need that is clearly defined and acknowledged by medical professionals.

NU-MED is a medical device company principally engaged in the design, innovation, development, enhancement and commercialization of beginning, early, and selective later-stage quality medical devices. The mission of NU-MED is to design, develop, and market technologies utilizing nitric oxide in the medical device field. Our technologies will focus on market niches in high growth trend areas. Our products are developed to target a current need in medical procedures by improving upon an existing technology or device or by designing a device to serve a currently unfilled need that is clearly defined and acknowledged by medical professionals. Our focus has been on the creation of a nitric oxide generating formulation, a hospital bedside nitric oxide delivery system, a clinical unit for use in medical clinics and rehabilitation centers and a mobile rechargeable device to deliver nitric oxide gas to offer solutions to hospitals, health systems and the medical community throughout the world.

NU-MED PLUS has focused on the development of five distinct products for the delivery of nitric oxide. NU-MED products have not been fully developed; therefore we have not made any submission for FDA approval under any medical use.

Nitric oxide proprietary formulation.

2. A hospital delivery device with controls and safety monitors built in that delivers inhaled nitric oxide to a patient at therapeutic levels. This delivery system is intended for hospitals specifically intensive care units. The goal is to have a system that delivers a metered therapeutic dose (up to 40 ppm) of nitric oxide via a ventilator. The core technology allows dilution of nitric oxide to therapeutic levels to be accomplished without the use of injectors or valves. Safeguards such as concentration monitoring, flow and gas purity would be standard.

3. A clinical delivery unit that is designed for treatment in an office or physician’s clinic. A unit powered by a wall outlet, administration of the nitric oxide would be via cannula or non-rebreather face mask

4. A compact, mobile/portable rechargeable device to deliver inhaled nitric oxide gas. The portable system necessitates a design which can be deployed where a reliable source of power is not available or is difficult to access. The key feature is a rechargeable battery pack that powers the unit for the full duration of a therapeutic session. It can be recharged using existing electrical sources, a solar array or other alternative energy source. The unit is designed as a low power but fully functional nitric oxide delivery system for inhalation therapy, that can be used as a transport device during the movement of a patient or as a delivery device in those remote areas of the world that do not currently have electrical power readily available.

5. A unit that is one of the world’s first nitric oxide dilution systems designed for research. A patent pending technology utilizes pure 100% nitric oxide from a pressurized tank source and dilutes it with air or other non-

reactive diluent gas to provide a 1 to 500 ppm source of high purity nitric oxide for investigational applications.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2020, we had assets of $852,238 with current assets of $832,761 and liabilities of $431,267. Our current assets consisted primarily of cash in the amount of $6,106 and prepaid expenses in the amount of $826,655. We currently have no revenue and have had to rely on loans from shareholders or sale of our stock to cover expenses. Without additional capital, we will not be able to stay in business and move our business plan forward. We anticipate, based on our preliminary budgets, that we will need $300,000 in additional financing for the next twelve months to cover our corporate overhead and need an additional $900,000 to cover ongoing product development. Since we will not have a commercial product in the next twelve months, we will have to continue to rely on outside funding to support our operations and product development and testing efforts. Given the financial state of NU-MED, we will not be able to seek traditional bank financing and have to rely on private stock sales as well as potential loans from investors and shareholders. At this time, we have a stock subscription agreement under which the investor has the right to purchase up to $400,000 of restricted common stock at a price of $0.25 per share. During the six-month period ended June 30, 2020 we accepted $103,106 under this agreement, leaving a balance of $296,894 available for funding. We cannot estimate the full costs to bring our proposed product to market or the timing of such commercialization. Given the nature of our product being in the medical field, testing is very expensive and we would need more capital prior to completing the testing phase. Any refinement or modification of the product after the prototype is developed would also require additional capital. At this time, we will have to continue to rely on outside capital and a budget that may require adjustment as we move further in the product development phase.

RESULTS OF OPERATIONS

Three Months Ended June 30, 2020

For the three months ended June 30, 2020 and June 30, 2019, we had no revenues and operating expenses of $904,446 and $243,785, respectively. The increase in operating expenses results from an increase in the use of consultants as we near finalization of the design and production of our first nitric oxide dispensing units and engage with investment banking groups to raise additional funds. Shares of common stock were also issued in the six months ended June 30, 2020, resulting in a stock-based compensation charge for stock issued issued to employees and for consulting services of $561,150. For the three months ended June 30, 2020 we had other expenses of $4,021. For the three months ended June 30, 2019, we had other expense of $4,399. We will be dependent on outside capital to support operations for the foreseeable future and at this time do not have any commitments for additional capital beyond the $400,000 stock subscription earlier mentioned. We do not anticipate any revenue for the foreseeable future as our products are still in the development stage.

Six Months Ended June 30, 2020

For the six months ended June 30, 2020 and 2019 we had no revenues and incurred operating expenses of $1,053,759 and $667,513, respectively. The $386,216 increase is primarily the result of the stock issued as share based compensation and for consulting services, as detailed above. For the six months ended June 30, 2020 and 2019, we had other expense of $8,042 and $8,866, respectively.

Off-Balance Sheet Arrangements.

The Company does not have any off-balance sheet arrangements and it is not anticipated that the Company will enter into any off-balance sheet arrangements.

Forward-looking Statements

Our Company and our representatives may from time to time make written or oral statements that are “forward-looking,” including statements contained in this Quarterly Report and other filings with the Securities and Exchange Commission and in reports to our Company’s stockholders. Management believes that all statements that express expectations and projections with respect to future matters, as well as from developments beyond our Company’s control including changes in global economic conditions are forward-looking statements within the meaning of the Act. These statements are made on the basis of management’s views and assumptions, as of the time the statements are made, regarding future events and business performance. There can be no assurance, however, that management’s expectations will necessarily come to pass. Factors that may affect forward-looking statements include a wide range of factors that could materially affect future developments and performance, including the following:

Changes in Company-wide strategies, which may result in changes in the types or mix of businesses in which our Company is involved or chooses to invest; changes in U.S., global or regional economic conditions, changes in U.S. and global financial and equity markets, including significant interest rate fluctuations, which may impede our Company’s access to, or increase the cost of, external financing for our operations and investments; increased competitive pressures, both domestically and internationally, legal and regulatory developments, such as regulatory actions affecting environmental activities, the imposition by foreign countries of trade restrictions and changes in international tax laws or currency controls; adverse weather conditions or natural disasters, such as hurricanes and earthquakes, labor disputes, which may lead to increased costs or disruption of operations.

This list of factors that may affect future performance and the accuracy of forward-looking statements is illustrative, but by no means exhaustive. Accordingly, all forward-looking statements should be evaluated with the understanding of their inherent uncertainty.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15c or 15d-15e) under the Exchange Act as of the end of the period covered by this report. Our management does not expect that our disclosure controls and procedures will prevent all error and all fraud. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Based on that evaluation, as of June 30, 2020, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in internal control over financial reporting

There have been no changes in internal control over financial reporting that occurred during the last fiscal quarter

that has materially affected, or is reasonably likely to materially affect, the internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

None.

ITEM 1A. Risk Factors

Not applicable

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

Recent Sales of Unregistered Securities

None.

Other Securities Transactions

None.

Use of Proceeds of Registered Securities

None.

Purchases of Equity Securities by Us and Affiliated Purchasers

During the six months ended June 30, 2020, we have not purchased any equity securities nor have any officers or directors of the Company.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

ITEM 4. Mine Safety Disclosure

Not applicable.

ITEM 5. Other Information.

None.

ITEM 6. Exhibits

a) Index of Exhibits:

Exhibit Table #

Title of Document

Location

31.1

Rule 13a-14(a)/15d-14a(a) Certification – CEO

This filing

31.2

Rule 13a-14(a)/15d-14a(a) Certification – CFO

This filing

Section 1350 Certification – CEO & CFO

This filing

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101.XSD

XBRL Schema**

101.CAL

XBRL Calculation**

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XBRL Presentation**

SIGNATURES

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

NU-MED PLUS, INC.,

(Registrant)

August 19, 2020

By: /s/ Jeffrey L. Robins

Jeffrey L. Robins, CEO, Principal Executive Officer

August 19, 2020

By: /s/Keith L. Merrell

Keith L. Merrell, CFO/Principal Accounting Officer

EX-31 2 ex31-1.htm 302 CERTIFICATION OF JEFFREY L. ROBINS Exhibit 31

Exhibit 31.1

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Jeffrey L. Robins certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Nu-Med Plus, 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(s) 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)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

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;

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

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

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; and

5. The Registrant’s other certifying officer(s) 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 the Registrant’s board of directors (or persons performing the equivalent functions);

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

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

Dated: 08/19/2020 Signature:/s/Jeffrey L. Robins

Jeffrey L. Robins

Chief Executive Officer and Principal Executive Officer

EX-31 3 ex31-2.htm 302 CERTIFICATION OF KEITH MERRELL Exhibit 31

Exhibit 31.2

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Keith L. Merrell certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Nu-Med Plus, Inc.;

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

Dated: 08/19/2020 Signature:/s/Keith L Merrell

Keith L. Merrell

Principal Financial Officer and CFO

EX-32 4 ex32.htm 906 CERTIFICATION Exhibit 32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Nu-Med Plus, Inc. (the “Company”) on Form 10-Q for the period ending June 30, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), We, Jeffrey L. Robins, our Chief Executive Officer and Director and Keith L. Merrell, our Chief/Principal Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(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 result of operations of the Company.

Dated: 08/19/2020 /s/Jeffrey L. Robins

Jeffrey L. Robins

Chief Executive Officer and Director

Dated: 08/19/2020 /s/Keith L. Merrell

Keith L. Merrell

Principal Financial Officer and CFO

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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES   The recent COVID 19 Pandemic (the Pandemic) has had a dramatic effect on our business as well as the business of our contract developers.  The wide ranging effects on the World Wide business market has led to a closure or partial closure of firms we are relying on in our product development. As a result their work on our project has been slowed.  While we cannot predict when the influence of the Pandemic will end, we trust businesses will be able to open and expand activities to their former levels and increase following a return to normal operations.    a. Basis of Presentation   The accompanying unaudited condensed consolidated financial statements include the accounts of Nu-Med Plus, Inc. (the Company). These financial statements are condensed and, therefore, do not include all disclosures normally required by accounting principles generally accepted in the United States of America. Therefore, these statements should be read in conjunction with the most recent annual consolidated financial statements of Nu-Med Plus, Inc. for the year ended December 31, 2019 included in the Companys Form 10-K filed with the Securities and Exchange Commission on March 30, 2020. In particular, the Companys significant accounting principles were presented as Note 1 to the Consolidated Financial Statements in that report. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements and consist of only normal recurring adjustments. The results of operations presented in the accompanying condensed consolidated financial statements are not necessarily indicative of the results that may be expected for the full year ending December 31, 2020.

c. Estimates   The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and 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.

d. Cash and Cash Equivalents   The Company considers all deposit accounts and investment accounts with an original maturity of 90 days or less to be cash equivalents.  The cash balance we currently have on deposit is within the limits for which the FDIC insures.

f. Fair Value   Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  FASB Accounting Standards Codification (ASC) Topic 820 establishes a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value.  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), as follows:   Level 1 - Quoted market prices in active markets for identical assets or liabilities;   Level 2 - Inputs other than level one inputs that are either directly or indirectly observable; and   Level 3 - Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.   All cash, accounts payable and accrued liabilities are carried at cost, which approximates fair value due to the short-term nature of these financial instruments.  Additionally, we measure certain financial instruments at fair value on a recurring basis.

h. Concentrations and Credit Risk - The Company has relied on a small group of investors to fund its operations.  If this group becomes unable or unwilling to provide additional funding, the Company may be unable to remain in business or to execute on its business plan.

i. Income Taxes   Deferred taxes are provided on an asset and liability approach whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis.  Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.  Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

j. Stock-based Compensation   The Company, in accordance with ASC 718, Compensation Stock Compensation, records all share-based payments to employees at the grant-date fair value of the equity instruments issued. In accordance with ASC 718-10-30-9, Measurement Objective Fair Value at Grant Date, the Company uses the closing price of the stock, as quoted by NASDAQ, on the date of the grant.  The Company believes this pricing method provides the best estimate of fair the fair value of the consideration given.  Compensation cost is recognized over the requisite service period.   The Company, in accordance with ASC 505, Compensation Stock Compensation, establishes the value of equity instruments issued to non-employees for goods and services by using the closing price of the stock, as quoted by NASDAQ, on the date of the grant.  The Company believes this method fairly establishes the value of the goods and/or services received.

k.  Leases   The Company accounts for all leases in accordance with ASC 842, Leases, recognizing both assets and liabilities on the balance sheet for the right to use those assets for the lease term and obligations to make the lease payments created by those leases that have terms of greater than twelve months.

l. Recent Accounting Pronouncements   In June 2018, the FASB issued ASU No. 2018-07, Compensation Stock Compensation (Topic 718), (ASU 2018-07). ASU 2018-07 is intended to reduce cost and complexity of financial reporting for non-employee share-based payments. Currently, the accounting requirements for non-employee and employee share-based payments are significantly different. ASU 2018-07 expands the scope of Topic 718, which currently only includes share-based payments to employees, to include share-based payments to non-employees for goods or services. Consequently, the accounting for share-based payments to non-employees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity Equity-Based Payments to Nonemployees. The amendments to ASU 2018 - 07 are effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, but no earlier than a companys adoption date of ASU No. 2014-09, (Topic 606), Revenue from Contracts with Customers. The Company adopted ASU 2018-07 effective January 1, 2020.  The adoption of ASU 2018-07 did not have a material effect on its condensed financial statements.   In December 2019, the FASB issued ASU 2019-12, Income Taxes Topic 740-Simplifying the Accounting for Income Taxes (ASU 2019-12), which intended to simplify various aspects related to accounting for income taxes/.  ASU 2019-12 removes certain exceptions to the general principles of Topic 740 and also clarifies and amends existing guidance to improve consistent application of Topic 740.  The effective date will be the first quarter of fiscal year 2021 and early adoption is permitted.  Adoption of Topic 740 is not expected to have a material effect on its condensed financial statements.   The Company has reviewed all other recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its consolidated results of operation, financial position and cash flows.  Based on that review, the Company believes that none of these pronouncements will have a significant effect on its current or future earnings or operations.

NOTE 4 - PREFERRED STOCK   On October 19, 2011, the Company filed Articles of Incorporation with the State of Utah so as to authorize 10,000,000 shares of preferred stock having a par value of $0.001 per share. No preferred shares are issued or outstanding at June 30, 2020.   NOTE 5 - COMMON STOCK   Stock Subscription Payable   At June 30, 2020 and December 31, 2019, the Company had $21,000 and $465,541, respectively, in stock subscriptions payable for which it is obligated to issue 84,000 and 1,862,164 shares of restricted common stock, respectively, pursuant to separate subscription agreements.   April 2020 Subscription Agreement In April 2020, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $400,000 in shares of common stock at $0.25 per share.  The agreement expires on December 31, 2021.  The Company received $103,106 under this agreement in the six months ended June 30, 2020.  At the date of this report 328,424 shares of common stock have been issued, leaving a balance of 84,000 shares to be issued.  As of June 30, 2020 a total of 1,187,576 shares of common stock for $296,894 are available for purchase under this agreement.   July 2019 Subscription Agreement In July 2019, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $250,000 in shares of common stock at $0.25 per share.  The agreement expires on December 31, 2020.  The Company received $250,000under this agreement and in June 2020 1,000,000 shares of common stock in settlement of its obligations under this agreement.   September 2017 Subscription Agreement In September 2017, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $400,000 in shares of common stock at $0.25 per share.  This agreement expired on August 30, 2018.  The Company received $153,070  under this agreement during 2018 and $246,930 during 2019.  As of December 31, 2019, the Company had stock subscription payables related to this agreement of $344,605 or 1,378,420 shares of common stock.  In the six months ended June 30, 2020, the Company issued the 1,378,420 shares of common stock in settlement of its obligation under this agreement.   In the six months ended June 30, 2020 the Company issued 5,751,844 shares of common stock.  Of the total 2,706,844 was issued in settlement of stock subscriptions payable, 1,000,000 shares were issued from the conversion of accrued interest on notes payable, and 2,045,000 was issued for services performed and services to be performed.   Common Stock Issued for Cash   During the six months ending June 30, 2019, the Company issued 200,000 shares of restricted common stock for $50,000 to an unrelated investor.    Common Stock Issued for conversion of liabilities During the six months ended June 30, 2020, the Company issued 1,000,000 shares of restricted common stock in exchange for the conversion of $10,000 of accrued interest on notes payable.   Common Stock Issued to Officer   On February 14, 2018 the Company announced that the consulting agreement with the Chief Financial Officer (Mr. Merrell) was terminated effective December 31, 2017, and that a new agreement was entered into effective January 1, 2018 under which Mr. Merrell would receive 2,000,000 shares of restricted common stock, vesting at 500,000 shares per year, for his service.  The term of the agreement is for one year, which term automatically renews for one year extensions up to four years unless terminated by either party with 30 days written notice.  The Company issued all 2,000,000 shares to Mr. Merrell on August 20, 2018.  Any common shares not earned during the four year period are to be returned or cancelled.  A charge will be made each quarter as the shares are earned under the provisions of the agreement until such time as all shares have been earned.  A charge of $100,000 and $100,000 were recorded for the six months ended June 30, 2020 and 2019, respectively.  In June 2020 Mr. Merrell was issued an additional 500,000 shares which vested at issuance, resulting in a $435,000 stock-based compensation charge recorded in the six-month period ended June 30, 2020.   Common Stock Issued for Services During the six months ended June 30, 2020 the Company issued 1,545,000 shares of restricted common stock to consultants for services performed and/or to be performed.  The issuances were valued at $1,601,650 and of that amount, $940,500 was recorded as prepaid assets. The Company incurred stock-based compensation of $245,899 during the six-months ended June 30, 2020. As of June 30, 2020, the remaining prepaid balance of $820,751 remains to be amortized as the services are performed.   In September 2018, the Company issued 650,000 shares of stock to two consultants.  Of these shares, 150,000 were issued under a consulting contract for services rendered and vested upon issue and 500,000 shares of restricted stock were issued to a consultant for services rendered and to be rendered through June 1, 2019.  The common stock was valued at $639,000, of which $432,750 was expensed during the year ended December 31, 2018.  The remaining balance of $206,250 was expensed during the year ended December 31, 2019.

1187576 296894 250000

0.25

250000 1000000 400000

0.25

153070 246930 344605 1378420 5751844 2706844 2045000

NOTE 6 PROMISSORY NOTES   $100,000 Convertible Promissory Note On November 12, 2012, the Company issued a $100,000 convertible promissory note to SCS, a related party and significant shareholder, as compensation for services provided during the period April 1, 2012 through March 31, 2013.  The note is due on demand, had an annual interest of 5.5%, and is convertible into shares of common stock at a conversion price to be agreed upon immediately prior to conversion.  On September 27, 2013, the Company amended the note to include a conversion price which of $0.01 per share for all unpaid principal and interest.  As of June 30, 2020 and December 31, 2019 interest accrued, but unpaid, was $63,733 and $60,953, respectively.   $130,100 Convertible Promissory Note Prior to 2015, the Company entered into a convertible promissory note with SCS, a related party and significant shareholder, due on demand, bearing interest at 8% per annum, unsecured and convertible at $0.01 per share, with a price protection provision to a lower conversion price.  The balance of this note was $130,100 at June 30, 2020 and December 31, 2019 with the accrued interest balances of $47,747 and $52,557, respectively.  During the six-month period ended June 30, 2020, the Company received a request to convert $10,000 of interest accrued and unpaid to shares of restricted common stock.  Under the conversion terms of the agreement 1,000,000 shares of restricted stock were issued.   $9,384 Promissory Note The Company applied for and received a $9,384 loan under the Paycheck Protection Program administered by the Small Business Administration.  The note bears an annual interest rate of 1% and has a maturity date of May 8, 2022.  The terms of the loan provide that an application for forgiveness of the loan amount may be requested if the funds were used for payroll, medical insurance, rent and utilities.  As all of the funds were used in the allowable categories, the Company will file an application for forgiveness as soon as the bank makes available the form for such request.

100000 0.0550 0.01 63733 60953 0.0800 0.01 130100 47747 52557

500000 100000 565500 10845 554655 3500 750000 187500 0.50 375000 108904

Document and Entity Information - $ / shares		6 Months Ended
Document and Entity Information - $ / shares	Aug. 19, 2020	Jun. 30, 2020
Details
Registrant CIK		0001543637
Fiscal Year End		--12-31
Registrant Name		Nu-Med Plus, Inc.
SEC Form		10-Q
Period End date		Jun. 30, 2020
Tax Identification Number (TIN)		45-3672530
Number of common stock shares outstanding	50,228,469
Filer Category		Non-accelerated Filer
Current with reporting		Yes
Interactive Data Current		Yes
Shell Company		false
Small Business		true
Emerging Growth Company		true
Ex Transition Period		false
Entity File Number		000-54808
Entity Incorporation, State or Country Code		UT
Entity Address, Address Line One		455 East 500 South, Suite 203
Entity Address, City or Town		Salt Lake City
Entity Address, State or Province		UT
Entity Address, Postal Zip Code		84111
City Area Code		801
Local Phone Number		746-3570
Entity Listing, Par Value Per Share	$ 0.001
Amendment Flag		false
Document Fiscal Year Focus		2020
Document Fiscal Period Focus		Q2
Document Quarterly Report		true
Document Transition Report		false

XML 12 R2.htm IDEA: XBRL DOCUMENT

Condensed Balance Sheets - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Current assets
Cash	$ 6,106	$ 7,079
Prepaid expense	826,655	6,879
Total current assets	832,761	13,958
Long-term assets
Property and equipment, net	17,329	23,425
Operating lease right-of-use of assets	2,148	8,396
Total long-term assets	19,477	31,821
Total assets	852,238	45,779
Current liabilities
Accounts payable	58,049	39,820
Accounts payable - related party	22,111	14,085
Accrued expenses	6,586	9,579
Accrued interest - related party	112,273	114,231
Operating lease liability	2,148	8,396
Convertible Promissory Notes - Related party	230,100	230,100
Total current liabilities	431,267	416,211
Long-term liabilities
Note payable	9,384	0
Long-term liabilities	9,384	0
Total liabilities	440,651	416,211
Commitments and contingencies	0	0
Stockholders' equity (deficit)
Preferred stock; $0.001 par value; 10,000,000 authorized; no shares issued and outstanding, respectively.	0	0
Common stock; $0.001 par value; 90,000,000 authorized; 50,228,469 and 44,476,625 shares issued and outstanding, as of June 30, 2020 and December 31, 2019, respectively.	50,229	44,477
Additional paid-in capital	8,132,393	5,849,784
Stock subscription payable	21,000	465,541
Accumulated deficit	(7,792,035)	(6,730,234)
Total stockholders' deficit	411,587	(370,432)
Total liabilities and stockholders' deficit	$ 852,238	$ 45,779

XML 13 R3.htm IDEA: XBRL DOCUMENT

Condensed Balance Sheets - Parenthetical - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Details
Preferred Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	90,000,000	90,000,000
Common Stock, Shares, Issued	50,228,469	44,476,625
Common Stock, Shares, Outstanding	50,228,469	44,476,625

XML 14 R4.htm IDEA: XBRL DOCUMENT

Condensed Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
Condensed Statements of Operations - USD ($)	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Details
Revenue	$ 0	$ 0	$ 0	$ 0
Operating expenses
General and administrative expense	29,582	11,335	37,985	49,852
Payroll expense	503,858	64,486	571,333	125,980
Rent expense	4,690	4,598	9,379	9,197
Professional and consulting fees	363,269	159,945	428,966	475,288
Depreciation expense	3,048	3,421	6,096	7,196
Total operating expenses	904,446	243,785	1,053,759	667,513
Operating Loss	(904,446)	(243,785)	(1,053,759)	(667,513)
Other expense
Interest expense	(4,021)	(4,399)	(8,042)	(8,866)
Total other expense	(4,021)	(4,399)	(8,042)	(8,866)
Income tax expense	0	0	0	0
Net loss	$ (908,467)	$ (248,184)	$ (1,061,801)	$ (676,379)
Basic and diluted earnings (loss) per share	$ (0.02)	$ (0.00)	$ (0.02)	$ (0.01)
Weighted average common shares outstanding - basic and diluted	47,336,288	45,336,283	47,352,260	45,129,067

XML 15 R5.htm IDEA: XBRL DOCUMENT

Statement of Stockholders' Deficit - USD ($)	Preferred Stock	Common Stock	Additional Paid-in Capital	Other Additional Capital	Retained Earnings	Total
Stock issued for cash		200,000
Stock issued for cash	$ 0	$ 200	$ 49,800	$ 0	$ 0	$ 50,000
Preferred Stock, Shares Outstanding, Beginning Balance at Dec. 31, 2018	0
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2018		41,274,375
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Dec. 31, 2018	$ 0	$ 41,274	4,851,487	849,175	(5,693,409)	48,527
Common Stock issued under subscription		40,000
Proceeds from issuance of common stock	0	$ 40	9,960	(10,000)	0	0
Stock issued for services performed	0	0	50,000	0	0	50,000
Net income (loss)	$ 0	$ 0	0	0	(428,195)	(428,195)
Common Stock, Shares, Outstanding, Ending Balance at Mar. 31, 2019		41,514,375
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Mar. 31, 2019		$ 41,514	4,961,247	849,175	(6,121,604)	$ (224,668)
Stock issued for cash						200,000
Stock issued for cash						$ 50,000
Preferred Stock, Shares Outstanding, Beginning Balance at Dec. 31, 2018	0
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2018		41,274,375
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Dec. 31, 2018	$ 0	$ 41,274	4,851,487	849,175	(5,693,409)	48,527
Stock issued for accrued interest on convertible note						0
Stock issued for services performed						100,000
Net income (loss)						(676,379)
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2019		41,514,375
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Jun. 30, 2019	0	$ 41,514	5,011,247	1,009,773	(6,369,788)	(307,254)
Stock subscription payable - cash	0	$ 0	0	55,000	0	55,000
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2019		41,514,375
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Mar. 31, 2019		$ 41,514	4,961,247	849,175	(6,121,604)	(224,668)
Stock issued for services performed	0	0	50,000	0	0	50,000
Net income (loss)	0	$ 0	0	0	(248,184)	(248,184)
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2019		41,514,375
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Jun. 30, 2019	0	$ 41,514	5,011,247	1,009,773	(6,369,788)	(307,254)
Stock subscription payable - cash	$ 0	$ 0	0	115,598	0	$ 115,598
Preferred Stock, Shares Outstanding, Beginning Balance at Dec. 31, 2019	0					0
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2019		44,476,625				44,476,625
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Dec. 31, 2019	$ 0	$ 44,477	5,849,784	465,541	(6,730,234)	$ (370,432)
Stock issued for services performed	0	0	50,000	0	0	50,000
Net income (loss)	$ 0	$ 0	0	0	(153,334)	(153,334)
Common Stock, Shares, Outstanding, Ending Balance at Mar. 31, 2020		44,476,625
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Mar. 31, 2020		$ 44,447	5,899,784	571,980	(6,883,568)	$ (367,327)
Preferred Stock, Shares Outstanding, Beginning Balance at Dec. 31, 2019	0					0
Common Stock, Shares, Outstanding, Beginning Balance at Dec. 31, 2019		44,476,625				44,476,625
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Dec. 31, 2019	$ 0	$ 44,477	5,849,784	465,541	(6,730,234)	$ (370,432)
Common Stock issued under subscription						2,706,844
Stock issued for accrued interest on convertible note						1,000,000
Stock issued for accrued interest on convertible note						$ 10,000
Stock issued for prepaid services						$ 940,500
Stock issued for services performed						500,000
Stock issued for services performed						$ 661,150
Net income (loss)						$ (1,061,801)
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2020		50,228,469				50,228,469
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Jun. 30, 2020	0	$ 50,229	8,132,393	21,000	(7,792,035)	$ 411,587
Stock subscription payable - cash	0	$ 0	0	106,439	0	106,439
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2020		44,476,625
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Beginning Balance at Mar. 31, 2020		$ 44,447	5,899,784	571,980	(6,883,568)	(367,327)
Common Stock issued under subscription		2,706,844
Proceeds from issuance of common stock	0	$ 2,707	674,004	(676,711)	0	0
Stock issued for accrued interest on convertible note		1,000,000
Stock issued for accrued interest on convertible note	0	$ 1,000	9,000	0	0	10,000
Stock issued for prepaid services		1,400,000
Stock issued for prepaid services	0	$ 1,400	939,100	0	0	940,500
Stock issued for services performed		645,000
Stock issued for services performed	0	$ 645	610,505	0	0	611,150
Net income (loss)	0	$ 0	0	0	(908,467)	$ (908,467)
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2020		50,228,469				50,228,469
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest, Ending Balance at Jun. 30, 2020	0	$ 50,229	8,132,393	21,000	(7,792,035)	$ 411,587
Stock subscription payable - cash	$ 0	$ 0	$ 0	$ 125,731	$ 0	$ 125,731

XML 16 R6.htm IDEA: XBRL DOCUMENT

Condensed Statements of Cash Flows	3 Months Ended	6 Months Ended
Condensed Statements of Cash Flows	Jun. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)	Jun. 30, 2019 USD ($)
Cash flows from operating activities:
Net income (loss)	$ (908,467)	$ (1,061,801)	$ (676,379)
Adjustment to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		6,096	7,196
Amortization of prepaid consulting	119,749	119,749	0
Amortization of right of use asset		6,248	6,047
Stock issued for services performed	611,150	661,150	100,000
(Increase) decrease in prepaid expenses		975	213,224
(Increase) decrease in operating lease liability		(6,248)	(6,047)
Increase (decrease) in accounts payable		18,229	(2,204)
Increase (decrease) in related party payables		8,026	0
Increase (decrease) in accrued expense		5,049	(9,051)
Net cash used in operating activities		(242,527)	(367,214)
Cash flows from investing activities:
Net cash used in investing activities		0	0
Cash flows from financing activities
Proceeds from stock subscriptions payable		232,170	170,598
Proceeds from notes payable		9,384	0
Proceeds from issuance of common stock		0	50,000
Payments on financing lease		0	(5,211)
Net cash provided by financing activities		241,554	215,387
Net increase (decrease) in cash		(973)	(151,827)
Cash at beginning of period		7,079	167,513
Cash at end of period	6,106	6,106	15,686
Supplemental schedule of cash flow information
Cash paid for interest		0	878
Cash paid for income tax		0	0
Common stock issued for subscription payable	676,711	676,711	10,000
Right-of-use operating lease assets obtained in exchange for operating lease liabilities		0	8,063
Conversion of accrued interest for common stock	$ 10,000	10,000	0
Common stock issued for prepaid services		$ 940,500	$ 0

XML 17 R7.htm IDEA: XBRL DOCUMENT

Organization and Description of Business

6 Months Ended

Jun. 30, 2020

Notes

Organization and Description of Business

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Basis of Presentation

b. Revenue Recognition

The new guidance established a five-step analysis to be followed when determining the recognition of revenue.

1. Identify the contract with a customer.

2. Identify the performance obligations in the contract.

3. Determine the transaction price.

4. Allocate the transaction price to the performance obligations in the contract.

5. Recognize revenue when, or as, the reporting organization satisfied a performance obligation.

While the Company is an early-stage company with no revenue, at the time we begin to generate revenue the Company will recognize such revenue in conformity with the guidelines set forth by ASC 606.

c. Estimates

d. Cash and Cash Equivalents

e. Property and Equipment

f. Fair Value

Level 1 - Quoted market prices in active markets for identical assets or liabilities;

Level 2 - Inputs other than level one inputs that are either directly or indirectly observable; and

Level 3 - Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

g. Earnings per Share

	Three months ended June 30, 2020	Three months ended June 30, 2019	Six months ended June 30, 2020	Six months ended June 30, 2019

Net loss (numerator)	$(908,467)	$(248,184)	$(1,061,801)	$(676,379)
Shares (denominator)	47,336,288	45,336,283	47,352,260	45,129,067
Net loss per share amount – basic and diluted	$(0.02)	$(0.00)	$(0.02)	$(0.01)

Diluted earnings per share is computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. As of June 30, 2020 and 2019 there were 35,175,700 and 33,620,000, respectively, potential dilutive shares that needed to be considered as common share equivalents.

i. Income Taxes

j. Stock-based Compensation

k. Leases

l. Recent Accounting Pronouncements

XML 18 R8.htm IDEA: XBRL DOCUMENT

GOING CONCERN

6 Months Ended

Jun. 30, 2020

Notes

GOING CONCERN

NOTE 2 - GOING CONCERN

XML 19 R9.htm IDEA: XBRL DOCUMENT

Property and Equipment

6 Months Ended

Jun. 30, 2020

Notes

Property and Equipment

NOTE 3 – PROPERTY AND EQUIPMENT

Property and equipment and related accumulated depreciation consisted of the following at June 30, 2020, and December 31, 2019:

	June 30, 2020	December 31, 2019

Computer and office equipment	$ 90,368	$ 90,368
Accumulated depreciation	(73,039)	(66,943)

Total Fixed Assets	$ 17,329	$ 23,425

Depreciation expense for the six months ended June 30, 2020 and 2019 was $6,096 and $7,196, respectively.

XML 20 R10.htm IDEA: XBRL DOCUMENT

Preferred and Common Stock

6 Months Ended

Jun. 30, 2020

Notes

Preferred and Common Stock

NOTE 4 - PREFERRED STOCK

NOTE 5 - COMMON STOCK

Stock Subscription Payable

April 2020 Subscription Agreement

July 2019 Subscription Agreement

In July 2019, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $250,000 in shares of common stock at $0.25 per share. The agreement expires on December 31, 2020. The Company received $250,000under this agreement and in June 2020 1,000,000 shares of common stock in settlement of its obligations under this agreement.

September 2017 Subscription Agreement

In September 2017, the Company entered into a stock purchase agreement with a related party, significant shareholder and debt holder, under which the buyer may purchase up to $400,000 in shares of common stock at $0.25 per share. This agreement expired on August 30, 2018. The Company received $153,070 under this agreement during 2018 and $246,930 during 2019. As of December 31, 2019, the Company had stock subscription payables related to this agreement of $344,605 or 1,378,420 shares of common stock. In the six months ended June 30, 2020, the Company issued the 1,378,420 shares of common stock in settlement of its obligation under this agreement.

In the six months ended June 30, 2020 the Company issued 5,751,844 shares of common stock. Of the total 2,706,844 was issued in settlement of stock subscriptions payable, 1,000,000 shares were issued from the conversion of accrued interest on notes payable, and 2,045,000 was issued for services performed and services to be performed.

Common Stock Issued for Cash

During the six months ending June 30, 2019, the Company issued 200,000 shares of restricted common stock for $50,000 to an unrelated investor.

Common Stock Issued for conversion of liabilities

During the six months ended June 30, 2020, the Company issued 1,000,000 shares of restricted common stock in exchange for the conversion of $10,000 of accrued interest on notes payable.

Common Stock Issued to Officer

On February 14, 2018 the Company announced that the consulting agreement with the Chief Financial Officer (Mr. Merrell) was terminated effective December 31, 2017, and that a new agreement was entered into effective January 1, 2018 under which Mr. Merrell would receive 2,000,000 shares of restricted common stock, vesting at 500,000 shares per year, for his service. The term of the agreement is for one year, which term automatically renews for one year extensions up to four years unless terminated by either party with 30 days written notice. The Company issued all 2,000,000 shares to Mr. Merrell on August 20, 2018. Any common shares not earned during the four year period are to be returned or cancelled. A charge will be made each quarter as the shares are earned under the provisions of the agreement until such time as all shares have been earned. A charge of $100,000 and $100,000 were recorded for the six months ended June 30, 2020 and 2019, respectively. In June 2020 Mr. Merrell was issued an additional 500,000 shares which vested at issuance, resulting in a $435,000 stock-based compensation charge recorded in the six-month period ended June 30, 2020.

Common Stock Issued for Services

XML 21 R11.htm IDEA: XBRL DOCUMENT

Convertible Notes and Derivative Liability

6 Months Ended

Jun. 30, 2020

Notes

Convertible Notes and Derivative Liability

NOTE 6 – PROMISSORY NOTES

$100,000 Convertible Promissory Note

On November 12, 2012, the Company issued a $100,000 convertible promissory note to SCS, a related party and significant shareholder, as compensation for services provided during the period April 1, 2012 through March 31, 2013. The note is due on demand, had an annual interest of 5.5%, and is convertible into shares of common stock at a conversion price to be agreed upon immediately prior to conversion. On September 27, 2013, the Company amended the note to include a conversion price which of $0.01 per share for all unpaid principal and interest. As of June 30, 2020 and December 31, 2019 interest accrued, but unpaid, was $63,733 and $60,953, respectively.

$130,100 Convertible Promissory Note

Prior to 2015, the Company entered into a convertible promissory note with SCS, a related party and significant shareholder, due on demand, bearing interest at 8% per annum, unsecured and convertible at $0.01 per share, with a price protection provision to a lower conversion price. The balance of this note was $130,100 at June 30, 2020 and December 31, 2019 with the accrued interest balances of $47,747 and $52,557, respectively. During the six-month period ended June 30, 2020, the Company received a request to convert $10,000 of interest accrued and unpaid to shares of restricted common stock. Under the conversion terms of the agreement 1,000,000 shares of restricted stock were issued.

$9,384 Promissory Note

XML 22 R12.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies

6 Months Ended

Jun. 30, 2020

Notes

Commitments and Contingencies

NOTE 7 - COMMITMENTS AND CONTINGENCIES

The Company has obligations under both a financing lease and operating lease, as detailed below.

Operating Lease Obligations

Obligations under this lease are as follows:

	2020	2021	2022
Office lease	$ 2,076	$ -	$ -

Consulting Agreement

XML 23 R13.htm IDEA: XBRL DOCUMENT

Subsequent Events

6 Months Ended

Jun. 30, 2020

Notes

Subsequent Events

NOTE 8 - SUBSEQUENT EVENTS

The Company has evaluated subsequent events pursuant to ASC Topic 855 and has determined that there are no other events that require disclosure as of the date of issuance.

XML 24 R14.htm IDEA: XBRL DOCUMENT

Organization and Description of Business (Policies)

6 Months Ended

Jun. 30, 2020

Policies

Accounting Method

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Basis of Presentation

Revenue Recognition

b. Revenue Recognition

The new guidance established a five-step analysis to be followed when determining the recognition of revenue.

1. Identify the contract with a customer.

2. Identify the performance obligations in the contract.

3. Determine the transaction price.

4. Allocate the transaction price to the performance obligations in the contract.

5. Recognize revenue when, or as, the reporting organization satisfied a performance obligation.

While the Company is an early-stage company with no revenue, at the time we begin to generate revenue the Company will recognize such revenue in conformity with the guidelines set forth by ASC 606.

Estimates

c. Estimates

Cash and Cash Equivalents

d. Cash and Cash Equivalents

Property and equipment

e. Property and Equipment

Fair Value

f. Fair Value

Level 1 - Quoted market prices in active markets for identical assets or liabilities;

Level 2 - Inputs other than level one inputs that are either directly or indirectly observable; and

Level 3 - Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use.

Earnings Per Share

g. Earnings per Share

	Three months ended June 30, 2020	Three months ended June 30, 2019	Six months ended June 30, 2020	Six months ended June 30, 2019

Net loss (numerator)	$(908,467)	$(248,184)	$(1,061,801)	$(676,379)
Shares (denominator)	47,336,288	45,336,283	47,352,260	45,129,067
Net loss per share amount – basic and diluted	$(0.02)	$(0.00)	$(0.02)	$(0.01)

Diluted earnings per share is computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. As of June 30, 2020 and 2019 there were 35,175,700 and 33,620,000, respectively, potential dilutive shares that needed to be considered as common share equivalents.

Concentration and Credit Risk

Income Taxes

i. Income Taxes

Equity Instruments Issued For Non-cash Items

j. Stock-based Compensation

Leases

k. Leases

New Accounting Pronouncements

l. Recent Accounting Pronouncements

XML 25 R15.htm IDEA: XBRL DOCUMENT

Organization and Description of Business (Tables)

6 Months Ended

Jun. 30, 2020

Tables/Schedules

Schedule of Earnings Per Share, Basic and Diluted

	Three months ended June 30, 2020	Three months ended June 30, 2019	Six months ended June 30, 2020	Six months ended June 30, 2019

Net loss (numerator)	$(908,467)	$(248,184)	$(1,061,801)	$(676,379)
Shares (denominator)	47,336,288	45,336,283	47,352,260	45,129,067
Net loss per share amount – basic and diluted	$(0.02)	$(0.00)	$(0.02)	$(0.01)

XML 26 R16.htm IDEA: XBRL DOCUMENT

Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2020

Tables/Schedules

Property, Plant and Equipment

	June 30, 2020	December 31, 2019

Computer and office equipment	$ 90,368	$ 90,368
Accumulated depreciation	(73,039)	(66,943)

Total Fixed Assets	$ 17,329	$ 23,425

XML 27 R17.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2020

Tables/Schedules

Schedule of Future Minimum Lease Payments for Capital Leases

	2020	2021	2022
Office lease	$ 2,076	$ -	$ -

XML 28 R18.htm IDEA: XBRL DOCUMENT

Organization and Description of Business (Details) - USD ($)		3 Months Ended		6 Months Ended
	Dec. 31, 2019	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Details
Stock Issued During Period, Shares, Period Increase (Decrease)	1,862,164			84,000	4,035,340
Net Income (Loss) Available to Common Stockholders, Basic		$ (908,467)	$ (248,184)	$ (1,061,801)	$ (676,379)
Weighted Average Number of Shares Outstanding, Basic		47,336,288	45,336,283	47,352,260	45,129,067
Basic and diluted earnings (loss) per share		$ (0.02)	$ (0.00)	$ (0.02)	$ (0.01)
Dilutive Shares		35,175,700	33,620,000

XML 29 R19.htm IDEA: XBRL DOCUMENT

GOING CONCERN (Details)	6 Months Ended
GOING CONCERN (Details)	Jun. 30, 2020 USD ($)
Details
Planned expenditures	$ 1,200,000

XML 30 R20.htm IDEA: XBRL DOCUMENT

Property and Equipment (Details) - USD ($)	3 Months Ended		6 Months Ended
Property and Equipment (Details) - USD ($)	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Details
Property, Plant and Equipment, Gross	$ 90,368		$ 90,368		$ 90,368
Accumulated Depreciation	(73,039)		(73,039)		(66,943)
Property and equipment, net	17,329		17,329		$ 23,425
Depreciation expense	$ 3,048	$ 3,421	$ 6,096	$ 7,196

XML 31 R21.htm IDEA: XBRL DOCUMENT

Preferred and Common Stock (Details) - USD ($)					1 Months Ended		3 Months Ended				6 Months Ended		12 Months Ended
Preferred and Common Stock (Details) - USD ($)	Apr. 02, 2020	Dec. 31, 2019	Jul. 02, 2019	Dec. 31, 2018	Jun. 30, 2020	Sep. 30, 2018	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Sep. 02, 2017
Details
Preferred Stock, Shares Authorized		10,000,000			10,000,000		10,000,000				10,000,000		10,000,000
Preferred Stock, Par or Stated Value Per Share		$ 0.001			$ 0.001		$ 0.001				$ 0.001		$ 0.001
Common Stock, Share Subscribed but Unissued, Subscriptions Receivable		$ 465,541			$ 21,000		$ 21,000				$ 21,000		$ 465,541
Stock Issued During Period, Shares, Period Increase (Decrease)		1,862,164									84,000	4,035,340
400,000 Stock Subscription Amount											$ 400,000
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price	$ 0.25		$ 0.25												$ 0.25
400,000 Amount Used From Subscription											103,106		246,930
Shares Issued Under $400,000 Stock Purchase Agreement	328,424
Shares Under $400,000 Stock Purchase Agreement	1,187,576
400,000 Amount Available From Subscription											296,894
250,000 Stock Subscription Amount											250,000
250,000 Amount Used From Subscription											$ 250,000
Shares Under $250,000 Stock Purchase Agreement			1,000,000
400,000 Amount Used From Subscription In Prior Periods														$ 153,070
Stock Subscription Payable Related to $400000		$ 344,605											$ 344,605
Remaining Shares Under $400,000 Stock Purchase Agreement		1,378,420
Total Shares Issued											5,751,844
Common Stock issued under subscription											2,706,844
Stock issued for accrued interest on convertible note											1,000,000
Total Shares Issued for services performed and to be performed											2,045,000
Stock issued for cash												200,000
Stock issued for cash										$ 50,000		$ 50,000
Conversion of accrued interest for common stock							10,000				$ 10,000	0
Merrell stock compensation											2,000,000
Stock issued for services performed					1,545,000	650,000					500,000
Stock issued for services performed						$ 639,000	611,150	$ 50,000	$ 50,000	$ 50,000	$ 661,150	$ 100,000
Merrell additional stock compensation											500,000
Merrell additional stock compensation Amount											$ 435,000
1545000 shares issued for services											1,601,650
Stock issued for prepaid services							$ 940,500				940,500
1545000 shares issued for services amount paid											245,899
1545000 shares issued for services amount balance											$ 820,751
Consulting stock compensation 1											150,000
Consulting stock compensation 2											500,000
Consulting expense		$ 206,250		$ 432,750

XML 32 R22.htm IDEA: XBRL DOCUMENT

Convertible Notes and Derivative Liability (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Nov. 12, 2012
Details
SCS convertible promissory note principal	$ 63,733	$ 63,733		$ 60,953	$ 100,000
SCS convertible promissory note interest rate	5.50%	5.50%
SCS convertible promissory note conversion price	$ 0.01	$ 0.01
130,100 convertible promissory note interest rate		8.00%
130,100 convertible promissory note conversion price		$ 0.01
130,100 convertible promissory note principal balace	$ 130,100	$ 130,100
130,100 convertible promissory note accrued interest	47,747	47,747		52,557
Conversion of accrued interest for common stock	10,000	$ 10,000	$ 0
Stock issued for accrued interest on convertible note		1,000,000
Note payable	$ 9,384	$ 9,384		$ 0

XML 33 R23.htm IDEA: XBRL DOCUMENT

Commitments and Contingencies (Details) - USD ($)	1 Months Ended	6 Months Ended		7 Months Ended	12 Months Ended	14 Months Ended
Commitments and Contingencies (Details) - USD ($)	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2019	May 31, 2018	Jun. 30, 2019	Aug. 31, 2020	Dec. 31, 2019
Details
monthly office lease payment		$ 950		$ 978	$ 1,008	$ 1,038
Amortization of right of use asset		6,248	$ 6,047
Operating lease right-of-use of assets	$ 2,148	2,148					$ 8,396
Operating lease liability	2,148	2,148					$ 8,396
Capital Leases, Future Minimum Payments Due, Next Twelve Months	$ 2,076	2,076
Gill shares received in consulting agreement	500,000
Kristensen shares received in consulting agreement	100,000
Gill and Kristensen Consulting shares value total	$ 565,500
Gill and Kristensen Consulting shares amount amortized	10,845
Gill and Kristensen Consulting shares amount remaining	$ 554,655
Hanover compensation monthly payment		$ 3,500
Hanover total compensation shares		750,000
Hanover tranche compensation shares		187,500
Hanover price per share		$ 0.50
Hanover total value		$ 375,000
Hanover Amount Expensed		$ 108,904

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