COMMITMENTS AND CONTINGENCIES (Details Narrative) |
1 Months Ended | 3 Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
|
Jan. 11, 2022
USD ($)
shares
|
Dec. 02, 2021
USD ($)
ft²
|
Oct. 08, 2021 |
Oct. 07, 2021
USD ($)
|
Aug. 07, 2021
USD ($)
|
Jun. 22, 2021
USD ($)
|
Jun. 02, 2021
USD ($)
$ / shares
|
Jul. 24, 2019
USD ($)
ft²
|
Jul. 24, 2019
GBP (£)
ft²
|
Aug. 24, 2021
USD ($)
$ / shares
|
Mar. 31, 2022
USD ($)
|
Mar. 31, 2021
USD ($)
|
Dec. 31, 2021
USD ($)
|
|
| Loss Contingencies [Line Items] | |||||||||||||
| Professional Fees | $ 326,213 | $ 278,682 | |||||||||||
| Amortization expenses | 8,803 | 7,563 | |||||||||||
| Operating lease liability | 11,045 | $ 19,763 | |||||||||||
| Right of use | 13,840 | $ 22,643 | |||||||||||
| Lease, Cost | $ 8,516 | $ 6,384 | |||||||||||
| Director Service Agreement [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Agreement term | 2 years | ||||||||||||
| Cash retainer | $ 48,000 | ||||||||||||
| Stock issued during period, shares, restricted stock award, gross | shares | 20,000 | ||||||||||||
| June Agreement [Member] | Charles M. Fernandez [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Employment agreement term | 5 years | ||||||||||||
| Annual base compensation | $ 350,000 | ||||||||||||
| Annual cash bonus percentage | 100.00% | ||||||||||||
| Grant date fair value | $ 3,000,000 | ||||||||||||
| Offering price | $ / shares | $ 5 | ||||||||||||
| Additional compensation | $ 1,000 | ||||||||||||
| June Agreement [Member] | Charles M. Fernandez [Member] | Maximum [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Professional Fees | $ 10,000 | ||||||||||||
| Employment Agreements [Member] | Ellenoff [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Employment agreement, description | Mr. Ellenoff will receive, in lieu of cash compensation: (i) a restricted stock award of 100,000 shares of Common Stock of the Company, 40,000 were issued within 5 business days of the execution of the Ellenoff Employment Agreement and vest immediately, and the remaining 60,000 of which will be issued and vest at the rate of 20,000 shares at the end of each of the next three annual anniversaries of his employment, provided that Mr. Ellenoff serves on the Board at any time during such year; and (ii) options to purchase a total of 1,500,000 shares of the Company’s Common Stock, 300,000 of which were within 5 business days of the execution of the Ellenoff Employment Agreement and vested immediately, 150,000 of which will vest on each of the next three annual anniversaries of the commencement of his employment, and the remaining 750,000 of which will vest at the rate of 250,000 per year on each of the first three anniversaries of the commencement of his employment if during each such year Mr. Ellenoff introduces the Company to twelve (12) or more potential Business Transactions (as defined in the Ellenoff Agreement and which transactions need not be consummated); provided that the Company’s Chief Executive Officer may, in his sole discretion, waive the vesting requirement in any given year. | ||||||||||||
| Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 5.35 | ||||||||||||
| Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period | 5 years | ||||||||||||
| Employment Agreements [Member] | Thomson [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Employment agreement term | 3 years | ||||||||||||
| Annual base compensation | $ 250,000 | ||||||||||||
| Employment agreement, description | Mr. Thomson received (i) immediately vested options to purchase 25,000 shares of Common Stock at a per share price of $5.35, and having a term of 5 years; and (ii) a restricted stock grant of 25,000 shares of Common Stock, 10,000 of which vest immediately, and the remaining 15,000 of which will vest at the rate of 5,000 shares at the end of each of the next three annual anniversaries of his employment. These equity awards to Mr. Thomson were issued outside of a shareholder approved stock or option plan pursuant to the Nasdaq “inducement grant” exception (Nasdaq Listing Rule 5635(c)(4)). On October 7, 2021, the Board of Directors of the Company (the “Board”) appointed Paul R. Thomson, the Executive Vice President of the Company, to the additional position of Chief Financial Officer of the Company effective October 9, 2021. As Chief Financial Officer, Mr. Thomson became the Company’s principal financial officer, effective October 9, 2021. On October 8, 2021, on the approval and recommendation of the Compensation Committee of the Board (the “Compensation Committee”), and following subsequent approval of the Board, the Company entered into an amendment to the Company’s current employment agreement with Mr. Thomson to reflect his new title of “Executive Vice President and Chief Financial Officer” effective October 9, 2021 (the “Thomson Amendment”). | ||||||||||||
| Employment Agreements [Member] | Cohen [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Employment agreement term | 3 years | ||||||||||||
| Annual base compensation | $ 250,000 | ||||||||||||
| Employment agreement, description | Mr. Cohen received (i) immediately vested options to purchase 25,000 shares of Common Stock at a per share price of $5.35, and having a term of 5 years; and (ii) a restricted stock grant of 25,000 shares of Common Stock, 10,000 of which vest immediately, and the remaining 15,000 of which will vest at the rate of 5,000 shares at the end of each of the next three annual anniversaries of his employment. | ||||||||||||
| Carlise Employment Agreement [Member] | Theresa Carlise [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Annual base compensation | $ 180,000 | ||||||||||||
| Carlise Employment Agreement [Member] | Theresa Carlise [Member] | Maximum [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Employment agreement term | 3 years | ||||||||||||
| Carlise Employment Agreement [Member] | Theresa Carlise [Member] | Minimum [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Employment agreement term | 1 year | ||||||||||||
| Lease Agreement [Member] | |||||||||||||
| Loss Contingencies [Line Items] | |||||||||||||
| Area of square feet | ft² | 4,141 | 2,660 | 2,660 | ||||||||||
| Annual Rent | $ 186,345 | £ 25,536 | |||||||||||
| Annual lease percentage | 3.00% | ||||||||||||
| Facilities rent per month | $ 2,856 | £ 2,128 | |||||||||||