10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549

FORM 10-Q

[X] Quarterly report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2019

[_] Transition report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ________________to ________________

Tech Central, Inc.

(Name of small business issuer in its charter)

Wyoming (State or other jurisdiction of incorporation) 333-212438 (Commission File Number) 46-5642819 (IRS Employer Identification No.)

Tech Central Inc

Abundance Building

43537 Ridge Park Drive

Temecula CA 92590

877-754-2877

(Address and telephone number of registrant's principal executive offices and principal place of business)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 (ss.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, or a smaller reporting company.  See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	[_]	Accelerated filer	[_]
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    [_]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes [  ]    No [X]

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class Trading Symbol(s) Name of each exchange on which registered

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

Class	August 14, 2019
Common Stock, $0.001 par value per share	22,315,250

TABLE OF CONTENTS

INDEX

Part I.	Financial Information
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	18
Item 4.	Controls and Procedures	18
Part II.	Other Information	18
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults upon Senior Securities	18
Item 4.	Mine Safety Disclosures	18
Item 5.	Other Information	18
Item 6.	Exhibits	18
Signatures		18

2 

FINANCIAL STATEMENTS

TECH CENTRAL, INC.

TABLE OF CONTENTS

Table of Contents to Financial Statements
Balance Sheets as of December 31, 2018 (Audited) and June 30, 2019 (Unaudited)	4
Statements of Operations for the Periods Ended June 30, 2019 and June 30, 2018  (Unaudited)	5
Interim Equity Statement for the Periods Ended June 30, 2019 and June 30, 2018  (Unaudited)	6
Statements of Cash Flows for the Periods Ended June 30, 2019 and June 30, 2018 (Unaudited)	7
Notes to the Financial Statements	8-13

3 

TECH CENTRAL, INC.

BALANCE SHEETS

June 30, 2019 and December 31, 2018

	June 30, 2019  (Unaudited)			December 31, 2018 (Audited)
Assets
Current Assets
Cash		62,953		$	30,085
Accounts receivable		15,250			20,250
Total Current Assets		78,203			50,335
Other Assets
Film Equipment net		5,582			7,870
Script, net		41,667			46,667
Total Other Assets		47,249			54,537
Total Assets	$	125,452		$	104,872
Liabilities And Stockholders' Equity (Deficit)
Current Liabilities
Accounts payable	$	37,730		$	5,800
Derivative Liability		234,205			—
Accrued Interest		752			—
Notes Payable net of discount		8,230			—
Total Current Liabilities		280,917			5,800
Total Liabilities		280,917			5,800
Commitments and Contingencies		—			—
Stockholders' Equity (Deficit)
Common stock $0.001 par value 75,000,000 shares authorized 22,315,250 shares issued and outstanding at June 30, 2019 and 8,836,250 shares authorized and outstanding December 31, 2018		22,316			18,837
Shares to be issued		—			173,950
Additional paid in capital		758,572			541,988
Accumulated Deficit		(936,353	)		(635,703	)
Total Stockholders' Equity (Deficit)		(155,465	)		99,072
Total Liabilities and Stockholders' Equity (Deficit)	$	125,452		$	104,872

See accompanying notes to financial statements  

4 

TECH CENTRAL, INC.

Statements of Operations

June 30, 2019 and June 30 2018

	Three Months ended June 30, 2019			Three Months Ended June 30, 2018		Six Months Ended June 30, 2019			Six Months Ended June 30, 2018
	(Unaudited)			(Unaudited)		(Unaudited)			(Unaudited)
Revenue
Video Filming	$	—		$	19,500		5,000		$	24,700
Web Site Development		3,100			—		3,100			—
Total Revenue		3,100			19,500		8,100			24,700
Gross Profit		3,100			19,500		8,100			24,700
Operating Expenses
Depreciation and amortization		3,644			1,144		7,288			2,288
Computer and Internet		600			—		600			—
Production expense		20,000			—		20,000			—
Consulting fees		1,750			11,000		1,750			11,000
Commission		6,000			—		6,000			—
Professional fees		5,997			4,037		14,094			14,134
Film Work		6,000			—		6,000			—
Marketing & advertising		55,580			—		55,580			599
Rent expense		150			100		300			250
General & administration		7,127			475		7,838			1,980
Total Expenses		106,848			16,756		119,450			30,251
Net Operating Income/Loss	$	(103,748	)	$	2,744	$	(111,350	)	$	(5,551	)
Other Expense
Change in fair value of derivative		180,318			—		180,318			—
Interest on convertible note		752			—		752			—
Amortization of debt discount		8,230			—		8,230			—
Total other income/Expense		189,300			—		189,300			—
Net Income	$	(293,048	)	$	2,744	$	(300,650	)	$	(5,551	)
Basic and Diluted Loss Per Common Share	$	0.00		$	0.00		0.00		$	0.00
Weighted Average Shares Outstanding		22,315,250			8,836,250		22,315,250			8,836,250

See accompanying notes to consolidated financial statements.

5 

TECH CENTRAL, INC.

INTERIM STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) 

(Unaudited)

	Common Stock
	Number of Shares		Amount		Additional Paid in Capital		Shares to be Issued			Retained Earnings			Total
January 1, 2018	8,836,250	$	8,837	$	51,988	$	—		$	(34,863	)	$	25,962
Net Income (Loss)	—		—		—		—			(8,296	)		(8,296	)
March 31, 2018	8,836,250	$	8,837		51,988	$	—		$	(43,159		$	17,666
April 1, 2018	8,836,250	$	8,837	$	51,988	$	—		$	(43,159	)	$	17,666
Net Income (Loss)	—		—		—					2,744			2,744
June 30, 2018	8,836,250	$	8,837		51,988	$	—		$	(40,415	)	$	20,410
January 1, 2019	18,836,250	$	8,837	$	541,988	$	173,950		$	(635.703	)	$	99,072
Stock issued for Asset	1,000,000		1,000		49,000		(50,000	)		—			—
Net Income (Loss)	—		—		—		—			(7,602	)		(7,602	)
March 31, 2019	19,836,250	$	9,837		590,988	$	123,950		$	(643,305	)	$	91,470
Apri1 1, 2019	19,836,250	$	9,837	$	590,988	$	123,950		$	(643,305	)	$	91,470
Warrants issued with convertible note					46,113								46,113
Stock issued for Asset	829,000		829		40,621		(41,450	)		—			—
Stock issued for services	1,050,000		1,050		51,450		(52,500	)		—			—
Stock Issued for Private Offering	600,000		600		29,400		(30,000	)		—			—
Net Income (Loss)	—		—		—		—			(293,048	)		(293,048	)
June 30, 2019	22,315,250	$	22,316		758,572	$	—		$	(936,353	)	$	(155,465	)

See accompanying notes to financial statements

6 

TECH CENTRAL, INC.

Statements of Cash Flows

June 30, 2019 and June 30, 2018

	June 30,			June 30,
	2019 (Unaudited)			2018 (Unaudited)
Cash Flows from Operating Activities
Net Income (loss)	$	(300,650	)	$	(5,551	)
Adjustments to Reconcile Net Loss To Net Cash Provided by (Used In) Operating Activities:
Stock Issued for Services
Loss on note		123,438
Amortization of debt discount		8,230
Accounts receivable		5,000			(17,700	)
Accounts Payable		31,930			18,350
Accrued Interest		752			—
Change in Derivative		56,880
Accumulated amortization & depreciation		7,288			2,288
Net Cash Provided by (used in) Operating Activities		(67,132	)		(2,613	)
FINANCING ACTIVITIES
Proceeds of convertible note		100,000			—
Net cash provided by Financing Activities		100,000			—
Increase (Decrease) in Cash		32,868			(2,613	)
Cash at Beginning of Period		30,085			5,617
Cash at End of Period	$	62,953		$	3,004
Cash paid for Interest	$	—		$	—
Cash paid for income taxes	$	—		$	—
Supplemental Disclosure of Non-Cash Investing and Financing Activities
Derivative recorded for debt discount at inception	$	53,887			—
Warrants issued as convertible note kicker	$	46,113			—

See accompanying notes to financial statements.

7 

TECH CENTRAL, INC.

NOTES TO THE UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS PERIOD ENDED JUNE 30, 2019 AND 2018 

Note 1 – Summary of Significant Accounting Policies

A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows.

BUSINESS AND BASIS OF PRESENTATION

Tech Central, Inc. ("TC") was incorporated under the laws of the State of Wyoming on April 28, 2014.

TC was formed as a Media Company engaging in online video and photography content development and distribution; and website and mobile app technology integration design and development.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of June 30, 2019 and December 31, 2018.

ESTIMATES

The preparation of the financial statement in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts. Accordingly, actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

The Company maintains a cash balance in a non-interest-bearing account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of June 30 , 2019 and December 31, 2018.

PROPERTY AND EQUIPMENT

The Company values its investment in property and equipment at cost less accumulated depreciation. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from three to five years.

INVENTORY

Inventory is recorded at lower of cost or market; cost is computed on a first-in first-out basis.  The company had no inventory as of June 30, 2019 and December 31, 2018.

ACCOUNTS RECEIVABLE AND REVENUE

Revenue consists substantially of fees earned from movies and videos that we have interests in and commercial video work. In accordance with ASC 606 we recognize revenue when we satisfy each performance obligation by transferring control of the promised goods or services to our customers. We recognize revenue from a sale or licensing arrangement of a film when we have transferred control of the licensing right to our customer; We recognize revenue from commercial video services rendered when we have transferred control of the commercial video work completed to our customer.

8 

FAIR VALUE OF FINANCIAL INSTRUMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS

We have adopted Accounting Standards Codification regarding Disclosure About Derivative Financial Instruments and Fair Value of Financial Instruments. The carrying amounts of cash, accounts payable, accrued expenses, and other current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of foreign exchange, commodity price or interest rate market risks.

FEDERAL INCOME TAXES

Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with Accounting Standards Codification regarding Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred taxes are provided for the estimated future tax effects attributable to temporary differences and carryforwards when realization is more likely than not.

NET INCOME PER SHARE OF COMMON STOCK

We have adopted Accounting Standards Codification regarding Earnings per Share, which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings per share of common stock is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Due to the net loss dilutive shares would be considered anti-dilutive and therefore basic equals diluted.

IMPAIRMENT OF LONG-LIVED ASSETS

The Company evaluates the recoverability of long-lived assets and the related estimated remaining lives at each balance sheet date. The Company records an impairment or change in useful life whenever events or changes in circumstances indicate that the carrying amount may not be recoverable or the useful life has changed.

STOCK BASED COMPENSATION

The Company recognizes stock-based compensation in accordance with ASC Topic 718 "Stock Compensation", which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. For non-employee stock-based compensation, we have adopted ASC Topic 505 "Equity-Based Payments to Non-Employees", which requires stock-based compensation related to non-employees to be accounted for based on the fair value of the related stock or options or the fair value of the services on the grant date, whichever is more readily determinable in accordance with ASC Topic 718.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS 

We have adopted ASC 842, which provides accounting guidance related to leases which as of June 30, 2019, has no impact on our financial condition or results of operations. We have reviewed all other recent pronouncements and do not believe that they will have a material impact on our financial condition or results of operations.

9 

Note 2 - Uncertainty, going concern

The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs to allow it to continue as a going concern  and therefore, there is substantial doubt about the Company’s ability to continue as a going concern.

 As of June 30, 2019, the Company had accumulated deficit of $936,353. As of December 31, 2018, the Company had accumulated deficit of $635,703. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. In order to continue as a going concern, the Company will need, among other things, additional capital resources. The Company is contemplating conducting an offering of its debt or equity securities to obtain additional operating capital. The Company is dependent upon its ability, and will continue to attempt, to secure equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts for amounts and classification of liabilities that might result from this uncertainty.

Note 3- Equipment and Other Assets

Equipment	June 30, 2019			December 31, 2018
Equipment	$	22,884		$	22,884
Accumulated Depreciation		(17,302	)		(15,014	)
Net Equipment	$	5,582		$	7,870

	June 30, 2019			December 31, 2018
Script Acquisition	$	50,000		$	50,000
Accumulated Amortization		(8,333	)		(3,333	)
Net Equipment	$	41,667		$	46,667

The Company purchased film equipment for $22,884, which is comprised of video, lighting and editing equipment. The depreciation expense for the three months ended June 30, 2019 was $1,144 and for June 30, 2018, $1,144. The depreciation expense for the six months ended June 30, 2019 was $2,288 and for June 30, 2018, $2,288.

The Company acquired a film script on August 20, 2018 for $50,000 which was paid for with 829,000 shares of stock valued at $.05. The amortization expense for three months ending June 30, 2019  was $2,500 and for the three months ending June 30, 2018 was $0.  The amortization expense for six months ending June 30, 2019  was $5,000 and for the six months ending June 30, 2018 was $0. 

10 

Note-4 - Commitments and Contingencies

We have an employment agreement with our President Joe Lewis whereby he has agreed to take a salary when he has determined the Company has enough capital to pay a salary. At the quarter ended June 30, 2018 Joe Lewis had a payable of $10,000 for his services. On July 2, 2018 he was issued 10,000,000 shares. As of June 30, 2019, and December 31, 2018  there was no accrual of salaries.

Note 5 – Common Stock

At the quarter ended June 30, 2019 the Company had 22,315,250 shares issued and outstanding.  At the quarter ended June 30, 2018 the Company had 8,836,250 shares issued and outstanding.  There were 10,000,000 common stock issuances during the year ended December 31, 2018 and 18,836,250 shares issued and outstanding.

There were 2,479,000 shares issued in the quarter ending June 30, 2019 that were included at year end in shares to be issued.

Name	Date Issued		Shares Issued		Price per Share		Total $ Amount		Issued for
Joe Lewis		7-3-18		10,000,000	$	.05	$	500,000	Services
Rising Phoenix		7-25-18		1,000,000	$	.05	$	50,000	Consulting Services
Darlene Riede		8-2-18		100,000	$	.05	$	5,000	Services
MCR Enterprises		8-16-18		500,000	$	.05	$	25,000	Consulting Services
Tala Media Corp		8-20-18		829,000	$	.05	$	41,450	Script Asset
Hannah Grabowski		11-12-18		250,000	$	.05	$	12,500	Marketing Services
Jeremy Woertnik		11-15-18		200,000	$	.05	$	10,000	Services
777 Capital		12-31-18		600,000	$	.05	$	30,000	Investment

Note 6 – Convertible Loan

Promissory Notes and Warrants – Issued for the six months ended June 30, 2019.

During the six months ended June 30, 2019, the Company issued a total of $112,750 in promissory notes (“Notes”) which included an OID of $12,750 with the following terms:

· Term of the note is 9 months.

· Annual interest rate12%.

· Note is convertible at the option of the holder at issuance, 240 days from issuance.

· Conversion prices are typically based on the discounted (38% to 50% discount) average closing prices or lowest trading prices of the Company’s shares during various periods prior to conversion.

The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Binomial lattice model pricing model to calculate the fair value as of June 30, 2019. The Black-Scholes model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Black-Scholes valuation model. (See Note 7).

Warrants were issued in conjunction with the convertible note on June 17, 2019 and were valued at $46,113.

11 

Note 7 - Derivative Liabilities

The Company analyzed the conversion option for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined that the instrument should be classified as a liability since the conversion option becomes effective at issuance resulting in there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options.

Fair Value Assumptions Used in Accounting for Derivative Liabilities.

ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item.

The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Binomial lattice model pricing model to calculate the fair value as of June 30, 2019. The Binomial lattice model model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Binomial lattice model valuation model.

At June 30, 2019, the estimated fair values of the liabilities measured on a recurring basis are as follows:

	Six Months Ended
	June 30, 2019
Expected term	0.08 - 5.00 years
Expected average volatility	187% - 451%
Expected dividend yield	—
Risk-free interest rate	1.76% - 2.09%

The following table summarizes the changes in the derivative liabilities during the six months ended June 30, 2019:

Fair Value Measurements Using Significant Observable Inputs (Level 3)
Balance - December 31, 2018	$	—
Addition of new derivatives recognized as debt discounts		53,887
Addition of new derivatives recognized as loss on derivatives		123,438
Loss on change in fair value of the derivative		56,880
Balance - June 30, 2019	$	234,205

Note 8 - Warrants 

Warrants

A summary of activity regarding warrants issued as follows:

	Warrants Outstanding
			Weighted Average
	Shares		Exercise Price
Outstanding, December 31, 2018	—	$	—
Granted	451,000		0.25
Exercised	—		—
Forfeited/canceled	—		—
Outstanding, June 30, 2019	451,000	$	0.25

12 

The following table summarizes information relating to outstanding and exercisable warrants as of June 30, 2019.

Warrants Outstanding				Warrants Exercisable
Number of	Weighted Average Remaining Contractual life		Weighted Average	Number of		Weighted Average
Shares	(in years)		Exercise Price	Shares		Exercise Price
451,000	4.95	$	0.25	451,000	$	0.25

The warrants were issued in conjunction with the convertible note on June 17, 2019 and were valued at $46,113.

Note 9– Related Party Transactions

On July 3, 2018 ten million shares were issued to Joe Lewis, CEO for services at $.05 per share with a valuation of $500,000.

Note 10– Subsequent Events

Management has reviewed events between June 30, 2019 to the date that the financials were available to be issued, and there were no significant events identified for disclosure.

13 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward Looking Statements

This "Management's Discussion and Analysis of Financial Condition and Results of Operations" (MD&A) is intended to provide an understanding of our financial condition, change in financial condition, cash flow, liquidity and results of operations. The following MD&A discussion should be read in conjunction with the financial statements and notes to those statements that appear elsewhere in this Form 10-Q and in the Company's Annual Report on Form 10-K. The following discussion contains forward-looking statements that reflect the Company's plans, estimates and beliefs. The Company's actual results could differ materially from those discussed or referred to in the forward-looking statements. Factors that could cause or contribute to any differences include, but are not limited to, those discussed under the caption "Forward-Looking Information and Factors That May Affect Future Results" and under Part I, Item 1A, of the Company's Annual Report on Form 10-K under the heading "Risk Factors."

GENERAL

We were incorporated in Wyoming on April 28, 2014 and we have elected, for the purpose of filing our Registration Statement with the SEC and preparing our audit, December 31 as our fiscal year end.

We are a full-service multi-media Company with a multi operational approach focusing on Online video and photography content development and distribution and Website and mobile app technology integration design and development. Websites are a unique mix of textual content, photos, sometimes video and often times apps, which are designed as plug-ins to websites or for mobile devices, aiding in the conveyance of a website's message whether it be business related or personal. We offer products and solutions to help our customers stand out in the ever-changing internet environment. We have been, initially, capitalized through the acquisition of Assets from our founding shareholder, cash flows from multi-media operations and the proceeds from a Private Placement offering.

For the three months ended June 30, 2019 we had gross revenues of $3,100 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $296,148 and a net loss of $293,048 compared to the six months ended June 30, 2019 in which we had gross revenues of $8,100 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $308,750 and a net loss of $300,650. 

For the three months ended June 30, 2018 we had gross revenues of $19,500 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $16,756 and a net profit of $2,744 compared to the six months ended June 30, 2018 in which we had gross revenues of $24,700 derived primarily from commercial video work and digital video and photo integration into website design, and total expenses of $30,251 and a net loss of $5,551.

Our plans are to continue to market our multi-media services focusing on the integration of video with web site design and to continue with the development of our aerial footage for California coastal areas. We may also seek equity financing in the future for the California coastal project. At this time, we have no arrangements for any funding source.

In addition, we are seeking potential acquisitions that fit within our business model. At this time, we have not entered into any agreements with any entities.

14 

Significant Accounting Policies and Estimates

Management's Discussion and Analysis of Financial Condition and Results of Operations discusses the Company's financial statements which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates and judgments on historical experiences and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Revenue Recognition

Revenue consists substantially of fees earned from movies and videos that we have interests in and commercial video work. In accordance with ASC 606 we recognize revenue when we satisfy each performance obligation by transferring control of the promised goods or services to our customers. We recognize revenue from a sale or licensing arrangement of a film when we have transferred control of the licensing right to our customer. We recognize revenue from commercial video services rendered when we have transferred control of the commercial video work completed to our customer.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires us to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from the estimates.

Results of Operations

For the Three and Six Months Ended June 30, 2019 Compared to The Three and Six Months Ended June 30, 2018.

Revenue

For the three-month period ended June 30, 2019, we had total sales of $3,100 attributed to Website development.

During the six months ended June 30, 2019, we had $8,100 in total sales attributed to $5,000 in Video filming and $3,100 in Website development.

For the three-month period ended June 30, 2018 we had total sales of $19,500 attributed to Video filming.

15 

For the six-month period ended June 30, 2018 we had total sales of $24,700 attributed to Video filming.

Cost of Sales

For the three months and six months period ended June 30, 2019, we had no cost of goods.

For the three months and six months period ended June 30, 2018, we had no cost of goods. 

Gross Profit

For the three-month period ended June 30, 2019, we recognized a gross profit of $3,100 for sale of Website development.

For the six months period ended June 30, 2019, we recognized a gross profit of $8,100 attributed to $3,100 in Website development and $5,000 in Video filming.

For the three-month period ended June 30, 2018, we recognized a gross profit of $19,500 for the sale of Video filming.

For the six months period ended June 30, 2018, we recognized a gross profit of $24,700 for the sale of Video filming.

Operating Expenses

For the three months period ended June 30, 2019, we incurred total operating expenses of $106,848 consisting of professional fees of $5,997 which were attributable to expenses relating to our SEC filings and accounting costs, amortization and depreciation of $3,644, marketing expense of $55,580 rent $150, consulting fees of $1,750, commission of $6,000, production expense of $26,000 and general and administrative fees of $7,127. Other expenses incurred for the three-month period ended June 30, 2019 included a change in fair value of derivative liabilities of $180,318, amortization of debt discount $8,230 and interest on convertible notes $752 for a total non-operating expense of $189,300. 

For the six months period ended June 30, 2019, we incurred total operating expenses of $119,450 consisting of professional fees of $14,094 which were attributable to expenses relating to our SEC filings and accounting costs, amortization and depreciation of $7,288, marketing expense of $55,580 rent $300, consulting fees of $1,750, commission of $6,000, production expense of $26,000 and general and administrative fees of $7,838. Other expenses incurred for the six-month period ended June 30, 2019 included a change in fair value of derivative liabilities of 180,318, amortization of debt discount $8,230 and interest on convertible notes $752 for a total non-operating expense of $189,300. 

For the three months period ended June 30, 2018, we incurred total operating expenses of $16,756 consisting of professional fees of $4,037 which were attributable to expenses relating to our SEC filings and accounting costs, amortization and depreciation of $1,144, rent $100 , consulting fees of $11,000, and general and administrative fees of $475 .

For the six months period ended June 30, 2018, we incurred total operating expenses of $30,251 ,consisting of professional fees of $14,134 which were attributable to expenses relating to our SEC filings and accounting costs, amortization and depreciation of $2,288, rent $250, consulting fees of $11,000, advertising of $599, and general and administrative fees of $1,980.

Liquidity and Capital Resources

For the Six Months Ended June 30, 2019 Compared to the Six Months Ended June 30, 2018.

As at June 30, 2019, the Company had cash on hand of $62,953, total assets of $125,452, total liabilities of $280,917 and stockholders' deficit of $155,465  as compared to June 30, 2018, where the Company had cash on hand of $3,004, total assets of $41,361, total liabilities of $20,950 and stockholder’s equity of $20,411.

16 

During the quarter ended June 30, 2019 we used $(67,132) in operating activities compared to the quarter ended June 30, 2018 we used $(2,613) in operating activities.

For the quarters ended June 30, 2019 we generated $100,000 in financing activities.  For the quarter ended June 30, 2018 we had no financing activity.

The company has insufficient cash resources available to fund its primary operations. If we do not receive any additional revenue or receive additional funding, we would not have the ability to implement our business plan. The Company has no agreements in place with its shareholders, officer and director or with any third parties to fund operations. The Company has not negotiated nor has available to it any other third- party sources of liquidity.

The Company has no, current, off balance sheet arrangements and does not anticipate entering into any off- balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition.

Plan of Operation

Our plans are to continue to market our multi-media services focusing on the integration of video with web site design and to continue with the development of our aerial footage for California coastal areas. We may also seek equity financing in the future for the California coastal project. At this time, we have no arrangements for any funding source. In addition, we are seeking potential acquisitions that fit within our business model. At this time, we have not entered into any agreements with any entities.

Marketing and Sales efforts:

Our marketing efforts will primarily be related to marketing our multimedia services and upon completion, the marketing and sales of our California Coast video project.

We plan on optimizing Search Engine Optimization ("SEO") work and internet marketing, and subsequently believe sales will be initially supported through our website. We also plan on engaging a call center for developing interest in our products within the next fiscal year. Successful implementation of our business strategy depends on factors specific to the further development of our products, regulations regarding equities trading, additional financing through equity or debt sources and numerous other factors that may be beyond our control. Adverse changes in the following factors could undermine our business strategy and have a material adverse effect on our business, financial condition, and results of operations and cash flow:

-  The ability to anticipate changes in consumer preferences and to meet customers' needs for trading products in a timely cost effective manner; and;

-  The ability to establish, maintain and eventually grow market share in a competitive environment.

Income Taxes

We had taxes payable of $0 at the quarter ended June 30, 2019 as compared to taxes payable of $0 at the year ended December 31, 2018.

17 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

An evaluation was performed under the supervision of our management, including our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial and accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by our Annual Report. Based on that evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that, as of  June 30, 2019, our disclosure controls and procedures were not effective to ensure 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 due to material weaknesses in our internal controls as described in the December 31, 2018 annual report.

Changes in Internal Control Over Financial Reporting.

We have made no change in our internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company was not subject to any legal proceedings during the three-month and six month period ended June 30, 2019 or year ended 2018 and to the best of our knowledge and belief no proceedings are currently threatened or pending.

Item 1A. Risk Factors

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.

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

During the six months ended June 30, 2019, there were 2,479,000 equity securities issued. 

18 

Item 3. Defaults upon Senior Securities

No senior securities were issued and outstanding during the six months ended June 30, 2019 and 2018.

Item 4. Mining Safety Disclosures

Not applicable to our Company.

Item 5. Other Information

None.

ITEM 6. EXHIBITS

Number	Exhibit
31.1**	Certification of the Chief Executive Officer, as the principal executive officer and the principal financial officer, under 18 U.S.C. Section 1350, as adopted in accordance with section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of the Chief Executive Officer, as the principal executive officer and the principal financial officer, under 18 U.S.C. Section 1350, as adopted in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
101**	Interactive Data files

** Filed Herewith

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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

Dated: August 14, 2019	TECH CENTRAL, INC.
	By:	/s/ Joe Lewis
		Joe Lewis,
		Chief Executive Officer

19 

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

(RULE 13a-14 (a))

I, Joseph Lewis, certify that:

(1)	I have reviewed this Quarterly report on Form 10-Q of Tech Central, Inc.;
(2)	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
(3)	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
(4)	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) 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;

(c) 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

(d) 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 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):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 14, 2019	/s/ Joseph Lewis
	Joseph Lewis
	Principal Executive Officer and
	Principal Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the accompanying Quarterly Report on Form 10-Q of Tech Central, Inc., for the Period ended June 30, 2019, I, Joseph Lewis, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge and belief, 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 results of operations of the Company.

/s/ Joseph Lewis

Joseph Lewis

Principal Executive Officer and

Principal Financial Officer

August 14, 2019

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2019	Aug. 14, 2019
Document And Entity Information
Entity Registrant Name	Tech Central, Inc.
Entity Central Index Key	0001639874
Document Type	10-Q
Document Period End Date	Jun. 30, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Entity Small Business	true
Entity Ex Transition Period	false
Entity Shell company	false
Entity File Number	333-212438
Entity Incorporation, State Country Code	WY
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding		22,315,250
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2019

XML

Balance Sheet (Unaudited) - USD ($)	Jun. 30, 2019	Dec. 31, 2018
Current Assets
Cash	$ 62,953	$ 30,085
Accounts receivable	15,250	20,250
Total Current Assets	78,203	50,335
Other Assets
Film Equipment net	5,582	7,870
Script, net	41,667	46,667
Total Other Assets	47,249	54,537
Total Assets	125,452	104,872
Current Liabilities
Accounts payable	37,730	5,800
Derivative Liability	234,205	0
Accrued Interest	752	0
Notes Payable net of discount	8,230	0
Total Current Liabilities	280,917	5,800
Total Liabilities	280,917	5,800
Commitments and Contingencies	0	0
Stockholders' Equity (Deficit)
Common stock $0.001 par value 75,000,000 shares authorized 22,315,250 shares issued and outstanding at June 30, 2019 and 8,836,250 shares authorized and outstanding December 31, 2018	22,316	18,837
Shares to be issued	0	173,950
Additional paid in capital	758,572	541,988
Accumulated Deficit	(936,353)	(635,703)
Total Stockholders' Equity (Deficit)	(155,465)	99,072
Total Liabilities and Stockholders' Equity (Deficit)	$ 125,452	$ 104,872

XML

Balance Sheet (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Common stock par value	$ .001	$ 0.001
Common stock shares authorized	75,000,000	75,000,000
Common stock shares issued	22,315,250	8,836,250
Common stock shares outstanding	22,315,250	8,836,250

XML

Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Revenue
Video Filming	$ 0	$ 19,500	$ 5,000	$ 24,700
Web Site Development	3,100	0	3,100	0
Total Revenue	3,100	19,500	8,100	24,700
Gross Profit	3,100	19,500	8,100	24,700
Operating Expenses
Depreciation and amortization	3,644	1,144	7,288	2,288
Computer and Internet	600	0	600	0
Production expense	20,000	0	20,000	0
Consulting fees	1,750	11,000	1,750	11,000
Commission	6,000	0	6,000	0
Professional Fees	5,997	4,037	14,094	14,134
Film Work	6,000	0	6,000	0
Marketing & advertising	55,580	0	55,580	599
Rent expense	150	100	300	250
General & Administrative	7,127	475	7,838	1,980
Total Expenses	106,848	16,756	119,450	30,251
Net Operating Income/Loss	(103,748)	2,744	(111,350)	(5,551)
Other Expense
Change in fair value of derivative	180,318	0	180,318	0
Interest on convertible note	752	0	752	0
Amortization of debt discount	8,230	0	8,230	0
Total other income/Expense	189,300	0	189,300	0
Net Income	$ (293,048)	$ 2,744	$ (300,650)	$ (5,551)
Basic and Diluted Loss Per Common Share	$ 0.00	$ 0.00	$ 0.00	$ 0.00
Weighted Average Shares Outstanding	22,315,250	8,836,250	22,315,250	8,836,250

XML

Interim Statement Of Changes In Shareholders' Equity (Deficit) (Unaudited) - USD ($)	Common Stock	Additional Paid-In Capital	Shares to be Issued	Retained Earnings	Total
Balances at beginning at Dec. 31, 2017	$ 8,837	$ 51,988		$ (34,863)	$ 25,962
Balances at beginning (in shares) at Dec. 31, 2017	8,836,250
Net Income (Loss)				(8,296)	(8,296)
Balances at ending at Mar. 31, 2018	$ 8,837	51,988		(43,159)	17,666
Balances at ending (in shares) at Mar. 31, 2018	8,836,250
Net Income (Loss)				2,744	2,744
Balances at ending at Jun. 30, 2018	$ 8,837	51,988		(40,415)	20,410
Balances at ending (in shares) at Jun. 30, 2018	8,836,250
Balances at beginning at Dec. 31, 2018	$ 8,837	541,988	173,950	(635,703)	99,072
Balances at beginning (in shares) at Dec. 31, 2018	18,836,250
Stock issued for Asset	$ 1,000	49,000	(50,000)
Stock issued for Asset (in shares)	1,000,000
Net Income (Loss)				(7,602)	(7,602)
Balances at ending at Mar. 31, 2019	$ 9,837	590,988	123,950	(643,305)	91,470
Balances at ending (in shares) at Mar. 31, 2019	19,836,250
Balances at beginning at Dec. 31, 2018	$ 8,837	541,988	173,950	(635,703)	99,072
Balances at beginning (in shares) at Dec. 31, 2018	18,836,250
Balances at ending at Jun. 30, 2019	$ 22,316	758,572		(936,353)	(155,465)
Balances at ending (in shares) at Jun. 30, 2019	22,315,250
Balances at beginning at Mar. 31, 2019	$ 9,837	590,988	123,950	(643,305)	91,470
Balances at beginning (in shares) at Mar. 31, 2019	19,836,250
Warrants issued with convertible note		46,113			46,113
Stock issued for Asset	$ 829	40,621	(41,450)
Stock issued for Asset (in shares)	829,000
Stock issued for services	$ 1,050	51,450	(52,500)
Stock issued for services (in shares)	1,050,000
Stock Issued for Private Offering	$ 600	29,400	(30,000)
Stock Issued for Private Offering (in shares)	600,000
Net Income (Loss)				(293,048)	(293,048)
Balances at ending at Jun. 30, 2019	$ 22,316	$ 758,572		$ (936,353)	$ (155,465)
Balances at ending (in shares) at Jun. 30, 2019	22,315,250

XML

Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Cash Flows from Operating Activities
Net Income (Loss)	$ (300,650)	$ (5,551)
Adjustments to Reconcile Net Loss To Net Cash Provided by (Used In) Operating Activities:
Stock Issued for Services	0	0
Loss on note	123,438	0
Amortization of debt discount	8,230	0
Accounts receivable	5,000	(17,700)
Accounts Payable	31,930	18,350
Accrued Interest	752	0
Change in Derivative	56,880	0
Accumulated amortization & depreciation	7,288	2,288
Net Cash Provided by (used in) Operating Activities	(67,132)	(2,613)
FINANCING ACTIVITIES
Proceeds of convertible note	100,000	0
Net cash provided by Financing Activities	100,000	0
Increase (Decrease) in Cash	32,868	(2,613)
Cash at Beginning of Period	30,085	5,617
Cash at End of Period	62,953	3,004
Cash paid for Interest	0	0
Cash paid for income taxes	$ 0	$ 0

XML

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 1 – Summary of Significant Accounting Policies

A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows.

BUSINESS AND BASIS OF PRESENTATION

Tech Central, Inc. ("TC") was incorporated under the laws of the State of Wyoming on April 28, 2014.TC was formed as a Media Company engaging in online video and photography content development and distribution; and website and mobile app technology integration design and development.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of June 30, 2019 and December 31, 2018.

ESTIMATES

The preparation of the financial statement in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts. Accordingly, actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

The Company maintains a cash balance in a non-interest-bearing account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of June 30 , 2019 and December 31, 2018.

PROPERTY AND EQUIPMENT

The Company values its investment in property and equipment at cost less accumulated depreciation. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from three to five years.

INVENTORY

Inventory is recorded at lower of cost or market; cost is computed on a first-in first-out basis.  The company had no inventory as of June 30, 2019 and December 31, 2018.

ACCOUNTS RECEIVABLE AND REVENUE

Revenue consists substantially of fees earned from movies and videos that we have interests in and commercial video work. In accordance with ASC 606 we recognize revenue when we satisfy each performance obligation by transferring control of the promised goods or services to our customers. We recognize revenue from a sale or licensing arrangement of a film when we have transferred control of the licensing right to our customer; We recognize revenue from commercial video services rendered when we have transferred control of the commercial video work completed to our customer.

FAIR VALUE OF FINANCIAL INSTRUMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS

We have adopted Accounting Standards Codification regarding Disclosure About Derivative Financial Instruments and Fair Value of Financial Instruments. The carrying amounts of cash, accounts payable, accrued expenses, and other current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of foreign exchange, commodity price or interest rate market risks.

FEDERAL INCOME TAXES

Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with Accounting Standards Codification regarding Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred taxes are provided for the estimated future tax effects attributable to temporary differences and carryforwards when realization is more likely than not.

NET INCOME PER SHARE OF COMMON STOCK

We have adopted Accounting Standards Codification regarding Earnings per Share, which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings per share of common stock is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Due to the net loss dilutive shares would be considered anti-dilutive and therefore basic equals diluted.

IMPAIRMENT OF LONG-LIVED ASSETS

The Company evaluates the recoverability of long-lived assets and the related estimated remaining lives at each balance sheet date. The Company records an impairment or change in useful life whenever events or changes in circumstances indicate that the carrying amount may not be recoverable or the useful life has changed.

STOCK BASED COMPENSATION

The Company recognizes stock-based compensation in accordance with ASC Topic 718 "Stock Compensation", which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. For non-employee stock-based compensation, we have adopted ASC Topic 505 "Equity-Based Payments to Non-Employees", which requires stock-based compensation related to non-employees to be accounted for based on the fair value of the related stock or options or the fair value of the services on the grant date, whichever is more readily determinable in accordance with ASC Topic 718.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS 

We have adopted ASC 842, which provides accounting guidance related to leases which as of June 30, 2019, has no impact on our financial condition or results of operations. We have reviewed all other recent pronouncements and do not believe that they will have a material impact on our financial condition or results of operations.  

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Uncertainty, Going Concern

6 Months Ended

Jun. 30, 2019

Uncertainty Going Concern

Uncertainty, going concern

Note 2 - Uncertainty, going concern

The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs to allow it to continue as a going concern  and therefore, there is substantial doubt about the Company’s ability to continue as a going concern.

 As of June 30, 2019, the Company had accumulated deficit of $936,353. As of December 31, 2018, the Company had accumulated deficit of $635,703. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. In order to continue as a going concern, the Company will need, among other things, additional capital resources. The Company is contemplating conducting an offering of its debt or equity securities to obtain additional operating capital. The Company is dependent upon its ability, and will continue to attempt, to secure equity and/or debt financing. There are no assurances that the Company will be successful and without sufficient financing it would be unlikely for the Company to continue as a going concern.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts for amounts and classification of liabilities that might result from this uncertainty.

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Equipment and Other Assets

6 Months Ended

Jun. 30, 2019

Property, Plant and Equipment [Abstract]

Equipment and Other Assets

Note 3- Equipment and Other Assets

Equipment	June 30, 2019			December 31, 2018
Equipment	$	22,884		$	22,884
Accumulated Depreciation		(17,302	)		(15,014	)
Net Equipment	$	5,582		$	7,870

	June 30, 2019			December 31, 2018
Script Acquisition	$	50,000		$	50,000
Accumulated Amortization		(8,333	)		(3,333	)
Net Equipment	$	41,667		$	46,667

The Company purchased film equipment for $22,884, which is comprised of video, lighting and editing equipment. The depreciation expense for the three months ended June 30, 2019 was $1,144 and for June 30, 2018, $1,144 . The depreciation expense for the six months ended June 30, 2019 was $2,288 and for June 30, 2018, $2,288.

The Company acquired a film script on August 20, 2018 for $50,000 which was paid for with 829,000 shares of stock valued at $.05. The amortization expense for three months ending June 30, 2019  was $2,500 and for the three months ending June 30, 2018 was $0.  The amortization expense for six months ending June 30, 2019  was $5,000 and for the six months ending June 30, 2018 was $0. 

XML

Commitments and Contingencies

6 Months Ended

Jun. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note-4 - Commitments and Contingencies

We have an employment agreement with our President Joe Lewis whereby he has agreed to take a salary when he has determined the Company has enough capital to pay a salary. At the quarter ended June 30, 2018 Joe Lewis had a payable of $10,000 for his services. On July 2, 2018 he was issued 10,000,000 shares. As of June 30, 2019, and December 31, 2018  there was no accrual of salaries.

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Common Stock

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Common Stock

Note 5 – Common Stock

At the quarter ended June 30, 2019 the Company had 22,315,250 shares issued and outstanding.  At the quarter ended June 30, 2018 the Company had 8,836,250 shares issued and outstanding.  There were 10,000,000 common stock issuances during the year ended December 31, 2018 and 18,836,250 shares issued and outstanding.

There were 2,479,000 shares issued in the quarter ending June 30, 2019 that were included at year end in shares to be issued.

Name	Date Issued		Shares Issued		Price per Share		Total $ Amount		Issued for
Joe Lewis		7-3-18		10,000,000	$	.05	$	500,000	Services
Rising Phoenix		7-25-18		1,000,000	$	.05	$	50,000	Consulting Services
Darlene Riede		8-2-18		100,000	$	.05	$	5,000	Services
MCR Enterprises		8-16-18		500,000	$	.05	$	25,000	Consulting Services
Tala Media Corp		8-20-18		829,000	$	.05	$	41,450	Script Asset
Hannah Grabowski		11-12-18		250,000	$	.05	$	12,500	Marketing Services
Jeremy Woertnik		11-15-18		200,000	$	.05	$	10,000	Services
777 Capital		12-31-18		600,000	$	.05	$	30,000	Investment

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Convertible Loan

6 Months Ended

Jun. 30, 2019

Debt Disclosure [Abstract]

Convertible Loan

Note 6 – Convertible Loan

Promissory Notes and Warrants – Issued for the six months ended June 30, 2019.

During the six months ended June 30, 2019, the Company issued a total of $112,750 in promissory notes (“Notes”) which included an OID of $12,750 with the following terms:

· Term of the note is 9 months.

· Annual interest rate12%.

· Note is convertible at the option of the holder at issuance, 240 days from issuance.

· Conversion prices are typically based on the discounted (38% to 50% discount) average closing prices or lowest trading prices of the Company’s shares during various periods prior to conversion.

The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Binomial lattice model pricing model to calculate the fair value as of June 30, 2019. The Black-Scholes model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Black-Scholes valuation model. (See Note 7).

Warrants were issued in conjunction with the convertible note on June 17, 2019 and were valued at $46,113.

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Derivative Liabilities

6 Months Ended

Jun. 30, 2019

Notes to Financial Statements

Derivative Liabilities

Note 7 - Derivative Liabilities

The Company analyzed the conversion option for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined that the instrument should be classified as a liability since the conversion option becomes effective at issuance resulting in there being no explicit limit to the number of shares to be delivered upon settlement of the above conversion options.

Fair Value Assumptions Used in Accounting for Derivative Liabilities.

ASC 815 requires we assess the fair market value of derivative liability at the end of each reporting period and recognize any change in the fair market value as other income or expense item.

The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Binomial lattice model pricing model to calculate the fair value as of June 30, 2019. The Binomial lattice model model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Binomial lattice model valuation model.

At June 30, 2019, the estimated fair values of the liabilities measured on a recurring basis are as follows:

	Six Months Ended
	June 30, 2019
Expected term	0.08 - 5.00 years
Expected average volatility	187% - 451%
Expected dividend yield	—
Risk-free interest rate	1.76% - 2.09%

The following table summarizes the changes in the derivative liabilities during the six months ended June 30, 2019:

Fair Value Measurements Using Significant Observable Inputs (Level 3)
Balance - December 31, 2018	$	—
Addition of new derivatives recognized as debt discounts		53,887
Addition of new derivatives recognized as loss on derivatives		123,438
Loss on change in fair value of the derivative		56,880
Balance - June 30, 2019	$	234,205

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Warrants

6 Months Ended

Jun. 30, 2019

Notes to Financial Statements

Warrants

Note 8 - Warrants 

Warrants

A summary of activity regarding warrants issued as follows:

	Warrants Outstanding
			Weighted Average
	Shares		Exercise Price
Outstanding, December 31, 2018	—	$	—
Granted	451,000		0.25
Exercised	—		—
Forfeited/canceled	—		—
Outstanding, June 30, 2019	451,000	$	0.25

The following table summarizes information relating to outstanding and exercisable warrants as of June 30, 2019.

Warrants Outstanding				Warrants Exercisable
Number of	Weighted Average Remaining Contractual life		Weighted Average	Number of		Weighted Average
Shares	(in years)		Exercise Price	Shares		Exercise Price
451,000	4.95	$	0.25	451,000	$	0.25

The warrants were issued in conjunction with the convertible note on June 17, 2019 and were valued at $46,113.

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Related Party Transactions

6 Months Ended

Jun. 30, 2019

Related Party Transactions [Abstract]

Related Party Transactions

Note 9– Related Party Transactions

On July 3, 2018 ten million shares were issued to Joe Lewis, CEO for services at $.05 per share with a valuation of $500,000.

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Subsequent Events

6 Months Ended

Jun. 30, 2019

Subsequent Events [Abstract]

Subsequent Events

Note 10– Subsequent Events

Management has reviewed events between June 30, 2019 to the date that the financials were available to be issued, and there were no significant events identified for disclosure. 

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2019

Accounting Policies [Abstract]

BUSINESS AND BASIS OF PRESENTATION

BUSINESS AND BASIS OF PRESENTATION

Tech Central, Inc. ("TC") was incorporated under the laws of the State of Wyoming on April 28, 2014.

TC was formed as a Media Company engaging in online video and photography content development and distribution; and website and mobile app technology integration design and development.

BASIS OF PRESENTATION

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of June 30, 2019 and December 31, 2018.

ESTIMATES

ESTIMATES

The preparation of the financial statement in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts. Accordingly, actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS

The Company maintains a cash balance in a non-interest-bearing account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of June 30 , 2019 and December 31, 2018.

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT

The Company values its investment in property and equipment at cost less accumulated depreciation. Depreciation is computed primarily by the straight-line method over the estimated useful lives of the assets ranging from three to five years.

INVENTORY

INVENTORY

Inventory is recorded at lower of cost or market; cost is computed on a first-in first-out basis.  The company had no inventory as of June 30, 2019 and December 31, 2018.

ACCOUNTS RECEIVABLE AND REVENUE

ACCOUNTS RECEIVABLE AND REVENUE

Revenue consists substantially of fees earned from movies and videos that we have interests in and commercial video work. In accordance with ASC 606 we recognize revenue when we satisfy each performance obligation by transferring control of the promised goods or services to our customers. We recognize revenue from a sale or licensing arrangement of a film when we have transferred control of the licensing right to our customer; We recognize revenue from commercial video services rendered when we have transferred control of the commercial video work completed to our customer.

FAIR VALUE OF FINANCIAL INSTRUMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS

FAIR VALUE OF FINANCIAL INSTRUMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS

We have adopted Accounting Standards Codification regarding Disclosure About Derivative Financial Instruments and Fair Value of Financial Instruments. The carrying amounts of cash, accounts payable, accrued expenses, and other current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of foreign exchange, commodity price or interest rate market risks.

FEDERAL INCOME TAXES

FEDERAL INCOME TAXES

Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with Accounting Standards Codification regarding Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred taxes are provided for the estimated future tax effects attributable to temporary differences and carryforwards when realization is more likely than not.

NET INCOME PER SHARE OF COMMON STOCK

NET INCOME PER SHARE OF COMMON STOCK

We have adopted Accounting Standards Codification regarding Earnings per Share, which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings per share of common stock is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Due to the net loss dilutive shares would be considered anti-dilutive and therefore basic equals diluted.

IMPAIRMENT OF LONG-LIVED ASSETS

IMPAIRMENT OF LONG-LIVED ASSETS

The Company evaluates the recoverability of long-lived assets and the related estimated remaining lives at each balance sheet date. The Company records an impairment or change in useful life whenever events or changes in circumstances indicate that the carrying amount may not be recoverable or the useful life has changed.

STOCK BASED COMPENSATION

STOCK BASED COMPENSATION

The Company recognizes stock-based compensation in accordance with ASC Topic 718 "Stock Compensation", which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. For non-employee stock-based compensation, we have adopted ASC Topic 505 "Equity-Based Payments to Non-Employees", which requires stock-based compensation related to non-employees to be accounted for based on the fair value of the related stock or options or the fair value of the services on the grant date, whichever is more readily determinable in accordance with ASC Topic 718.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

ECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS 

We have adopted ASC 842, which provides accounting guidance related to leases which as of June 30, 2019, has no impact on our financial condition or results of operations. We have reviewed all other recent pronouncements and do not believe that they will have a material impact on our financial condition or results of operations.  

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Equipment and Other Assets (Tables)

6 Months Ended

Jun. 30, 2019

Property, Plant and Equipment [Abstract]

Equipment

Equipment	June 30, 2019			December 31, 2018
Equipment	$	22,884		$	22,884
Accumulated Depreciation		(17,302	)		(15,014	)
Net Equipment	$	5,582		$	7,870

Script

	June 30, 2019			December 31, 2018
Script Acquisition	$	50,000		$	50,000
Accumulated Amortization		(8,333	)		(3,333	)
Net Equipment	$	41,667		$	46,667

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Common Stock (Tables)

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Common Stock issued and shares to be issued

Name	Date Issued		Shares Issued		Price per Share		Total $ Amount		Issued for
Joe Lewis		7-3-18		10,000,000	$	.05	$	500,000	Services
Rising Phoenix		7-25-18		1,000,000	$	.05	$	50,000	Consulting Services
Darlene Riede		8-2-18		100,000	$	.05	$	5,000	Services
MCR Enterprises		8-16-18		500,000	$	.05	$	25,000	Consulting Services
Tala Media Corp		8-20-18		829,000	$	.05	$	41,450	Script Asset
Hannah Grabowski		11-12-18		250,000	$	.05	$	12,500	Marketing Services
Jeremy Woertnik		11-15-18		200,000	$	.05	$	10,000	Services
777 Capital		12-31-18		600,000	$	.05	$	30,000	Investment

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Derivative Liabilities (Tables)

6 Months Ended

Jun. 30, 2019

Notes to Financial Statements

Fair values of liabilities

At June 30, 2019, the estimated fair values of the liabilities measured on a recurring basis are as follows:

	Six Months Ended
	June 30, 2019
Expected term	0.08 - 5.00 years
Expected average volatility	187% - 451%
Expected dividend yield	—
Risk-free interest rate	1.76% - 2.09%

Summary of changes in derivative liabilities

The following table summarizes the changes in the derivative liabilities during the six months ended June 30, 2019:

Fair Value Measurements Using Significant Observable Inputs (Level 3)
Balance - December 31, 2018	$	—
Addition of new derivatives recognized as debt discounts		53,887
Addition of new derivatives recognized as loss on derivatives		123,438
Loss on change in fair value of the derivative		56,880
Balance - June 30, 2019	$	234,205

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Warrants (Tables)

6 Months Ended

Jun. 30, 2019

Notes to Financial Statements

Summary of warrant activity

A summary of activity regarding warrants issued as follows:

	Warrants Outstanding
			Weighted Average
	Shares		Exercise Price
Outstanding, December 31, 2018	—	$	—
Granted	451,000		0.25
Exercised	—		—
Forfeited/canceled	—		—
Outstanding, June 30, 2019	451,000	$	0.25

Summary of warrants outstanding and exercisable

The following table summarizes information relating to outstanding and exercisable warrants as of June 30, 2019.

Warrants Outstanding				Warrants Exercisable
Number of	Weighted Average Remaining Contractual life		Weighted Average	Number of		Weighted Average
Shares	(in years)		Exercise Price	Shares		Exercise Price
451,000	4.95	$	0.25	451,000	$	0.25

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Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Jun. 30, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Cash equivalents	$ 0	$ 0
Inventory	$ 0	$ 0

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Uncertainty, Going Concern (Details Narrative) - USD ($)	Jun. 30, 2019	Dec. 31, 2018
Uncertainty Going Concern
Retained Earnings (Accumulated Deficit)	$ (936,353)	$ (635,703)

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Equipment and Other Assets (Details) - USD ($)	Jun. 30, 2019	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Equipment	$ 22,884	$ 22,884
Accumulated Depreciation	(17,302)	(15,014)
Net Equipment	$ 5,582	$ 7,870

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Equipment and Other Assets (Details 1) - USD ($)	Jun. 30, 2019	Dec. 31, 2018
Script
Script Acquisition	$ 50,000	$ 50,000
Accumulated Amortization	(8,333)	(3,333)
Net Equipment	$ 41,667	$ 46,667

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Equipment and Other Assets (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	Aug. 20, 2018	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Purchased film equipment				$ 22,884
Depreciation expense		$ 1,144	$ 1,144	2,288	$ 2,288
Amortization expense		$ 2,500	$ 0	$ 5,000	$ 0
Tala Media Corp [Member]
Stock issued for film script acquisition, value	$ 50,000
Stock issued for film script acquisition	829,000
Share Price	$ 0.05

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Commitments and Contingencies (Details Narrative) - USD ($)		3 Months Ended
	Jul. 02, 2018	Jun. 30, 2018	Jun. 30, 2019	Dec. 31, 2018
Accrual salaries			$ 0	$ 0
Stock issued for accrued payable, share	10,000,000
Joe Lewis [Member] | Chief Executive Officer [Member]
Payment for services		$ 10,000

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Common Stock (Details)	3 Months Ended	6 Months Ended
	Jun. 30, 2019 USD ($) $ / shares	Jun. 30, 2019 USD ($) $ / shares shares
Total Amount
Joe Lewis [Member]
Date Issued		Jul. 03, 2018
Shares Issued | shares		10,000,000
Price per Share | $ / shares	$ 0.05	$ 0.05
Total Amount		$ 500,000
Issued for		Services
Rising Phoenix [Member]
Date Issued		Jul. 25, 2018
Shares Issued | shares		1,000,000
Price per Share | $ / shares	0.05	$ 0.05
Total Amount		$ 50,000
Issued for		Consulting Services
Darlene Riede [Member]
Date Issued		Aug. 02, 2018
Shares Issued | shares		100,000
Price per Share | $ / shares	0.05	$ 0.05
Total Amount		$ 5,000
Issued for		Services
MCR Enterprises [Member]
Date Issued		Aug. 16, 2018
Shares Issued | shares		500,000
Price per Share | $ / shares	0.05	$ 0.05
Total Amount		$ 25,000
Issued for		Consulting Services
Tala Media Corp [Member]
Date Issued		Aug. 20, 2018
Shares Issued | shares		829,000
Price per Share | $ / shares	0.05	$ 0.05
Total Amount		$ 41,450
Issued for		Script Asset
Hannah Grabowski [Member]
Date Issued		Nov. 12, 2018
Shares Issued | shares		250,000
Price per Share | $ / shares	0.05	$ 0.05
Total Amount		$ 12,500
Issued for		Marketing Services
Jeremy Woertnik [Member]
Date Issued		Nov. 15, 2018
Shares Issued | shares		200,000
Price per Share | $ / shares	0.05	$ 0.05
Total Amount		$ 10,000
Issued for		Services
777 Capital [Member]
Date Issued		Dec. 31, 2018
Shares Issued | shares		600,000
Price per Share | $ / shares	$ 0.05	$ 0.05
Total Amount		$ 30,000
Issued for		Investment

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Common Stock (Details Narrative) - shares	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Equity [Abstract]
Common Stock Shares Issued for services	10,000,000	0
Common stock shares issued	22,315,250	8,836,250	8,836,250
Common stock shares outstanding	22,315,250	8,836,250	8,836,250

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Convertible Loan (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2019	Jun. 17, 2019
Debt Disclosure [Abstract]
Warrants issued		46,113
Prmissory note issued	$ 112,750
OID issued	$ 12,750

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Derivative Liabilities (Details)	6 Months Ended
	Jun. 30, 2019
Expected dividend yield	0.00%
Minimum [Member]
Expected term	29 days
Expected average volatility	187.00%
Risk-free interest rate	1.76%
Maximum [Member]
Expected term	5 years
Expected average volatility	451.00%
Risk-free interest rate	2.09%

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Derivative Liabilities (Details 1) - USD ($)	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Notes to Financial Statements
Balance - December 31, 2018	$ 0
Addition of new derivatives recognized as debt discounts	53,887
Addition of new derivatives recognized as loss on derivatives	123,438	$ 0
Loss on change in fair value of the derivative	56,880
Balance - June 30, 2019	$ 234,205

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Warrants (Details)	6 Months Ended
	Jun. 30, 2019 $ / shares shares
Number of warrants
Outstanding, December 31, 2018 | shares	0
Granted | shares	451,000
Exercised | shares	0
Forfeited/canceled | shares	0
Outstanding, June 30, 2019 | shares	451,000
Weighted Average Exercise Price
Outstanding, December 31, 2018 | $ / shares	$ 0.00
Granted | $ / shares	0.25
Exercised | $ / shares	0.00
Forfeited/canceled | $ / shares	0.00
Outstanding, June 30, 2019 | $ / shares	$ 0.25

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Warrants (Details 1) - $ / shares	6 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Notes to Financial Statements
Number of warrants outstanding	451,000	0
Weighted Average Remaining Contractual life (in years)	4 years 11 months 12 days
Weighted Average Exercise Price shares outstanding	$ 0.25	$ 0.00
Number of Warrants Exercisable	451,000
Weighted Average Exercise Price warrants exercisable	$ 0.25

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Warrants (Details Narrative)	Jun. 17, 2019 shares
Notes to Financial Statements
Warrants issued	46,113

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Related Party Transactions (Details Narrative) - USD ($)		6 Months Ended
	Jul. 03, 2018	Jun. 30, 2019	Jun. 30, 2018
Common Shares Issued for services		10,000,000	0
Stock Issued for Services		$ 0	$ 0
Joe Lewis [Member]
Common Shares Issued for services	10,000,000
Stock Issued for Services	$ 500,000
Share Price	$ 0.05