Note Purchase Agreement (Details Narrative) - USD ($) |
3 Months Ended | ||
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Dec. 14, 2021 |
Mar. 31, 2022 |
Dec. 31, 2021 |
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Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contingent stock liability | $ 847,000 | $ 677,000 | |
Contingent warrants liability | $ 702,000 | 585,000 | |
Note Purchase Agreement [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Interest rate | 8.00% | ||
Contingent stock liability | 677,000 | ||
Contingent warrants liability | 585,000 | ||
Allocation of debt issuance cost to contingent stock and contingent warrants | $ 124,460 | ||
Contingent stock and warrant liabilities description | The Contingent Stock and Contingent Warrant liabilities were measured at FMV on the date of issuance (based on the December 31, 2021 Black-Scholes valuation model). In estimating the fair value of the Contingent Stock and Warrants on March 31, 2022, the Company estimated the probability of a Consummated Offering of 95%, a probability of the Note held to maturity of 4% and a dissolution factor of 1% | ||
Notes payable | $ 665,000 | ||
Debt discount | 1,335,000 | ||
Interest expense | 39,111 | ||
Accreted interest | 206,417 | ||
Notes payable, fair value | 287,000 | ||
Proceeds from issuance IPO | $ 2,000,000 | ||
Note Purchase Agreement [Member] | Unrelated Third Party Purchasers [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Debt instrument face amount | $ 2,000,000 | ||
Interest rate | 8.00% | ||
Debt description | As additional consideration to the Purchasers for providing the financing, the Company also agreed to a) issue each Purchaser a number of shares of the Company’s Common Stock equal to 50% of the original principal amount each Purchaser’s Note (the “Contingent Stock”) and b) issue each Purchaser a number of warrants, which would allow the Purchasers to purchase additional shares of the Company’s Common Stock, equal to 50% of the original principal amount each Purchaser’s Note for a term of 5.5 years (the “Contingent Warrants”) | ||
Debt issuance costs | $ 197,500 |
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- Definition Allocation of debt issuance cost to contingent stock and contingent warrants. No definition available.
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- Definition Contingent stock and warrant liabilities description. No definition available.
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- Definition Contingent stock liability. No definition available.
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- Definition Contingent warrant liability. No definition available.
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- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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- Definition Identification of the lender and information about a contractual promise to repay a short-term or long-term obligation, which includes borrowings under lines of credit, notes payable, commercial paper, bonds payable, debentures, and other contractual obligations for payment. This may include rationale for entering into the arrangement, significant terms of the arrangement, which may include amount, repayment terms, priority, collateral required, debt covenants, borrowing capacity, call features, participation rights, conversion provisions, sinking-fund requirements, voting rights, basis for conversion if convertible and remarketing provisions. The description may be provided for individual debt instruments, rational groupings of debt instruments, or by debt in total. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Face (par) amount of debt instrument at time of issuance. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Contractual interest rate for funds borrowed, under the debt agreement. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Amount, after accumulated amortization, of debt discount. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of the cost of borrowed funds accounted for as interest expense. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Carrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Including the current and noncurrent portions, aggregate carrying amount of all types of notes payable, as of the balance sheet date, with initial maturities beyond one year or beyond the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Fair value portion of notes payable. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The cash outflow paid to third parties in connection with debt origination, which will be amortized over the remaining maturity period of the associated long-term debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The cash inflow associated with the amount received from entity's first offering of stock to the public. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Details
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