Quarterly report pursuant to Section 13 or 15(d)

Note Purchase Agreement (Details Narrative)

v3.22.1
Note Purchase Agreement (Details Narrative) - USD ($)
3 Months Ended
Dec. 14, 2021
Mar. 31, 2022
Dec. 31, 2021
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