SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2022

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Deferred Stock Issuance Costs

Deferred stock issuance costs represent amounts paid for legal, consulting, and other offering expenses in conjunction with the future raising of additional capital to be performed within one year. These costs are netted against additional paid-in capital as a cost of the stock issuance upon closing of the respective stock placement. During the six months ended June 30, 2022, the Company recorded $39,250 in deferred stock issuance costs which were included in prepaid expenses, as the private placement financing was not closed. As at June 30, 2022, the Company did not have any deferred stock issuance costs which were netted against additional paid-in capital as a cost of stock issued (2021 - $Nil).

Income per Share

The Company’s basic income/loss per share (“EPS”) is calculated by dividing its net income/loss available to common stockholders by the weighted average number of common shares outstanding for the period, excluding unvested portion of restricted stock with performance conditions.

The Company’s diluted EPS is calculated by dividing its net income/loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Restricted stock with performance conditions is only included in the diluted EPS calculation to the extent that performance conditions have been met at the measurement date. Dilutive effect of the restricted stock is determined using the treasury stock method.

At June 30, 2022, the Company had 6,005,000 shares that were issued but restricted under 3-year lock-up and vesting agreements with shareholders. These shares vest in equal annual installments over a 3-year term; during which term the shareholders agreed not to sell, directly or indirectly, or enter into any other transactions involving the Company’s common shares regardless if the shares have vested or not. As at June 30, 2022, the full 6,005,000 unvested shares were excluded from denominator of basic EPS.

The outstanding securities at June 30, 2022 and December 31, 2021 that could have a dilutive effect are as follows:

	June 30, 2022		December 31, 2021
Convertible Notes Payable		2,848,757		2,764,815
Restricted Stock		6,005,000		-
Total Possible Dilutive Shares		8,853,757		2,764,815

The Company incurred losses for the three- and six-month periods ended June 30, 2022, therefore the diluted loss per share was not presented.