Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITY AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________

FORM 10-Q

____________________

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission File Number: 333-170315

GlobeStar Therapeutics Corporation

(Exact name of registrant as specified in its charter)

Wyoming		27-3480481
(State or other jurisdiction of Incorporation or organization)		(I.R.S. Employer Identification Number)

1280 Lexington Ave. FRNT 2 #1290, New York, NY		10028
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: 509-531-1671

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 ☒ 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 (§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 ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
(Do not check is 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 ☒

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Common	GSTC	N/A

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of October 4, 2024, 1,241,105,695 shares of common stock issued and outstanding.

TABLE OF CONTENTS

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements	4

Consolidated Balance Sheets as of June 30, 2024 (Unaudited) and September 30, 2023	4

Consolidated Statements of Operations for the Three and Nine Months Ended June 30, 2024 and 2023 (Unaudited)	5

Consolidated Statements of Stockholders' Deficit for the Three and Nine Months Ended June 30, 2024 and 2023 (Unaudited)	6-7

Consolidated Statements of Cash Flows for the Nine Months Ended June 30, 2024 and 2023 (Unaudited)	8

Notes to the Unaudited Consolidated Financial Statements	9

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3. Quantitative and Qualitative Disclosures about Market Risk	20

Item 4. Controls and Procedures	20

PART II — OTHER INFORMATION

Item 1. Legal Proceedings	21

Item 1A. Risk Factors	21

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	21

Item 3. Defaults upon Senior Securities	21

Item 4. Mine Safety Disclosures	21

Item 5. Other Information	21

Item 6. Exhibits	22

SIGNATURES	23

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this report contain or may contain forward-looking statements. These statements, identified by words such as “plan”, “anticipate”, “believe”, “estimate”, “should”, “expect” and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements are subject to known and unknown risks, uncertainties and other factors, which may cause actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward - looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, our ability to secure suitable financing to continue with our existing business or change our business and conclude a merger, acquisition or combination with a business prospect, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. Readers should carefully review this report in its entirety, including but not limited to our financial statements and the notes thereto and the risks described in our Annual Report on Form 10-K for the fiscal year ended September 30, 2023. We advise you to carefully review the reports and documents we file from time to time with the Securities and Exchange Commission (the “SEC”), particularly our quarterly reports on Form 10-Q and our current reports on Form 8-K. Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.

OTHER PERTINENT INFORMATION

When used in this report, the terms, “we,” the “Company,” “our,” and “us” refers to GlobeStar Therapeutics Corporation, a Wyoming corporation and its subsidiaries unless the context specifically indicates otherwise.

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PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

GLOBESTAR THERAPEUTICS CORPORATION

CONSOLIDATED BALANCE SHEETS


	June 30,			September 30,
	2024			2023
	(Unaudited)
CURRENT ASSETS
Cash and cash equivalents	$	41		$	—
Prepaid expenses		83,833			—
Total current assets		83,874			—

TOTAL ASSETS	$	83,874		$	—

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	434,865		$	328,178
Accounts payable to related party		659,771			454,665
Related party advances		3,424			6,295
Advances payable		62,150			59,650
Note payable		300,000			300,000
Current portion of convertible notes payable, net of discount of $0, respectively		25,623			59,710
Accrued interest payable		222,973			225,363
Total current liabilities		1,708,806			1,433,861
TOTAL LIABILITIES		1,708,806			1,433,861

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIT
Common stock, $0.001 par value; 1,241,105,695 and 996,119,530 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively		1,241,106			996,119
Preferred stock; 20,000,000 shares authorized:		—			—
Series A Preferred Stock, $0.001 par value; 0 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively		—			—
Series D Preferred Stock, $0.001 par value; 0 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively		—			—
Series E Preferred Stock, $0.001 par value; 1,000,000 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively		1,000			1,000
Series F Preferred Stock; $0.001 par value; 128,991 shares issued and outstanding at June 30, 2024 and September 30, 2023		129			129
Additional paid-in capital		17,976,581			18,022,916
Stock payable, consisting of 100,000,000 shares to be issued at June 30, 2024 and September 30, 2023, respectively		179,000			—
Accumulated deficit		(21,022,748	)		(20,454,025	)

TOTAL STOCKHOLDERS' DEFICIT		(1,624,932	)		(1,433,861	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	83,874		$	—

The accompanying footnotes are an integral part of these unaudited consolidated financial statements.

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GLOBESTAR THERAPEUTICS CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended						Nine Months Ended
	June 30,						June 30,
	2024			2023			2024			2023

OPERATING EXPENSES
General and administrative expenses		193,357			1,279,283			516,811			1,576,583
Total operating expenses		193,357			1,279,283			516,811			1,576,583

LOSS FROM OPERATIONS		(193,357	)		(1,279,283	)		(516,811	)		(1,576,583	)

OTHER INCOME (EXPENSE)
Gain (loss) on settlement of liabilities, related party		—			6,724			—			6,724
Interest expense		(4,304	)		(9,970	)		(19,571	)		(28,816	)
Total other expense		(4,304	)		(3,246	)		(19,571	)		(22,092	)

Net Loss		(197,661	)		(1,282,529	)		(536,382	)		(1,598,675	)

Deemed dividend		—			—			(32,341	)		—

Net loss attributable to common shareholders	$	(197,661	)	$	(1,282,529	)	$	(568,723	)	$	(1,598,675	)

Net loss per share available to common shareholders	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted average shares outstanding - basic and diluted		1,208,971,891			843,524,583			1,112,962,113			790,556,670

The accompanying footnotes are an integral part of these unaudited consolidated financial statements.

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GLOBESTAR THERAPEUTICS CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

(UNAUDITED)


													Original
				Series D			Series E			Series F			Additional								Total
	Common Stock			Preferred Stock			Preferred Stock			Preferred Stock			Paid-in		Stock			Accumulated			Equity
	Shares	Par		Shares	Amount		Shares	Amount		Shares	Amount		Capital		Payable			Deficit			(Deficit)

Balance, September 30, 2022	722,326,669	$	722,325	509,988	$	510	1,000,000	$	1,000	128,991	$	129	$	16,581,252	$	5,000		$	(18,504,776	)	$	(1,194,560	)

Common stock subscribed for cash proceeds	—		—	—		—	—		—	—		—		—		5,000			—			5,000
Conversion of Series G Preferred Stock to common	48,033,947		48,034	—		—	—		—	—		—		52,066		—			—			100,100
Stock-based compensation, related parties	—		—	—		—	—		—	—		—		17,803		—			—			17,803
Net loss for the three months ended December 31, 2022	—		—	—		—	—		—	—		—		—		—			(165,909	)		(165,909	)
Balance, December 31, 2022	770,360,616	$	770,359	509,988	$	510	1,000,000	$	1,000	128,991	$	129	$	16,651,121	$	10,000		$	(18,670,685	)	$	(1,237,566	)

Common stock subscribed for cash proceeds	—		—	—		—	—		—	—		—		—		15,000			—			15,000
Conversion of Series G Preferred Stock to common	8,066,567		8,066	—		—	—		—	—		—		36,264		—			—			44,330
Common stock issued for the conversion of debt	2,000,000		2,000	—		—	—		—	—		—		18,000		—			—			20,000
Stock-based compensation, related parties	—		—	—		—	—		—	—		—		17,803		—						17,803
Net loss for the three months ended March 31, 2023	—		—	—		—	—		—	—		—		—		—			(150,237	)		(150,237	)
Balance, March 31, 2023	780,427,183	$	780,425	509,988	$	510	1,000,000	$	1,000	128,991	$	129	$	16,723,188	$	25,000		$	(18,820,922	)	$	(1,290,670	)

Common stock subscribed for cash proceeds	—		—	—		—	—		—	—		—		—		32,500			—			32,500
Conversion of Series G Preferred Stock to common	16,714,815		16,715	—		—	—		—	—		—		27,615		—			—			44,330
Common stock issued for stock payable	10,443,723		10,444	—		—	—		—	—		—		14,556		(25,000	)		—			—
Common stock issued for settlement of liability	14,683,622		14,684	—		—	—		—	—		—		78,694		—						93,378
Stock-based compensation	50,000,000		50,000	—		—	—		—	—		—		361,761		—			—			411,761
Stock-based compensation, related parties	—		—	—		—	—		—	—		—		714,097		—						714,097
Net loss for the three months ended June 30, 2023	—		—	—		—	—		—	—		—		—		—			(1,282,529	)		(1,282,529	)
Balance, June 30, 2023	872,269,343	$	872,268	509,988	$	510	1,000,000	$	1,000	128,991	$	129	$	17,919,911	$	32,500		$	(20,103,451	)	$	(1,277,133	)

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													Original
				Series D			Series E			Series F			Additional								Total
	Common Stock			Preferred Stock			Preferred Stock			Preferred Stock			Paid-in			Stock		Accumulated			Equity
	Shares	Par		Shares	Amount		Shares	Amount		Shares	Amount		Capital			Payable		Deficit			(Deficit)

Balance, September 30, 2023	996,119,530	$	996,119	—	$	—	1,000,000	$	1,000	128,991	$	129	$	18,022,916		$	—	$	(20,454,025	)	$	(1,433,861	)

Exercise of warrants	23,333,333		23,333	—		—	—		—	—		—		(5,833	)		—		—			17,500
Common stock issued for conversion of notes payable and accrued interest	30,297,790		30,298	—		—	—		—	—		—		(7,719)			—		—			22,579
Stock-based compensation	—		—	—		—	—		—	—		—		2,554			—		—			2,554
Stock-based compensation, related parties	—		—	—		—	—		—	—		—		22,454			—		—			22,454
Deemed dividend	—		—	—		—	—		—	—		—		32,341			—		(32,341	)		—
Net loss for the three months ended December 31, 2023	—		—	—		—	—		—	—		—		—			—		(163,759	)		(163,759	)
Balance, December 31, 2023	1,049,749,653	$	1,049,750	—	$	—	1,000,000	$	1,000	128,991	$	129	$	18,066,713		$	—	$	(20,650,125	)	$	(1,532,533	)

Exercise of warrants	10,000,000		10,000	—		—	—		—	—		—		(2,500	)		—		—			7,500
Common stock issued for conversion of notes payable and accrued interest	103,170,448		103,171	—		—	—		—	—		—		(53,086)			—		—			50,085
Stock-based compensation	—		—	—		—	—		—	—		—		—			179,000		—			179,000
Stock-based compensation, related parties	—		—	—		—	—		—	—		—		2,261			—		—			2,261
Net loss for the three months ended March 31, 2024	—		—	—		—	—		—	—		—		—			—		(174,962	)		(174,962	)
Balance, March 31, 2024	1,162,921,101	$	1,162,921	—	$	—	1,000,000	$	1,000	128,991	$	129	$	18,013,388		$	179,000	$	(20,825,087	)	$	(1,468,649	)

Common stock issued for conversion of notes payable and accrued interest	78,184,594		78,185	—		—	—		—	—		—		(44,800	)		—		—			33,385
Stock-based compensation	—		—	—		—	—		—	—		—		4,364			—		—			4,364
Stock-based compensation, related parties	—		—	—		—	—		—	—		—		3,629			—		—			3,629
Net loss for the three months ended June 30, 2024	—		—	—		—	—		—	—		—		—			—		(197,661	)		(197,661	)
Balance, June 30, 2024	1,241,105,695	$	1,241,106	—	$	—	1,000,000	$	1,000	128,991	$	129	$	17,976,581		$	179,000	$	(21,022,748	)	$	(1,624,932	)

The accompanying footnotes are an integral part of these unaudited consolidated financial statements.

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GLOBESTAR THERAPEUTICS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)


	Nine Months Ended
	June 30,
	2024			2023
CASH FLOW FROM OPERATING ACTIVITIES:
Net loss	$	(536,382	)	$	(1,598,675	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock compensation		6,918			411,761
Stock compensation, related parties		28,344			749,703
Amortization of discount on convertible note payable		15,963			23,777
(Gain) Loss on settlement of liabilities		—			(6,724	)
Loss on conversion of preferred stock liability		—			—
Changes in operating assets and liabilities
Prepaid expenses		85,167			3,550
Accounts payable and accrued liabilities		115,687			114,363
Accounts payable and accrued liabilities to related party		205,106			164,141
Accrued interest payable		3,609			5,039
NET CASH USED IN OPERATING ACTIVITIES		(75,588	)		(133,065	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of Series G Preferred Stock		—			73,000
Proceeds from convertible note payable		50,000			15,000
Proceeds from advances		2,500			—
Proceeds from related party advances		2,129			3,700
Repayment of related party advances		(14,000	)		(5,500	)
Proceeds from common stock subscribed and exercise of warrants		35,000			40,500
NET CASH PROVIDED BY FINANCING ACTIVITIES		75,629			126,700

NET CHANGE IN CASH		41			(6,365	)

Cash at beginning of period		—			6,365

Cash at end of period	$	41		$	—

Cash paid during the period for:
Interest	$	—		$	—
Taxes	$	—		$	—

Noncash investing and financing transactions:
Conversion of Series G preferred stock and accrued interest	$	—		$	181,500
Common stock issued for the conversion of debt	$	—		$	20,000
Expenses paid on the Company's behalf for subscription agreement	$	—		$	7,000
Common stock issued for stock payable	$	72,664		$	25,000
Deemed dividend	$	32,341		$	—
Stock payable for prepaid expense	$	169,000		$	—
Expenses paid on the Company's behalf	$	9,000		$	—

The accompanying footnotes are an integral part of these unaudited consolidated financial statements.

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GLOBESTAR THERAPEUTICS CORPORATION

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

(Unaudited)

Note 1. General Organization and Business

GlobeStar Therapeutics Corporation (the “Company”) was incorporated on April 29, 2016. The Company’s year-end is September 30. On October 4, 2019, the Company filed Articles of Continuance with the Secretary of State of Wyoming to continue its business in the state of Wyoming. As part of these Articles of Continuance, effective October 4, 2019, the Company has no limit on the authorized shares of common stock that can be issued. The Company filed its Certificate of Dissolution with the Secretary of State of Nevada on October 21, 2019 because it is no longer a Nevada corporation.

The Company is developing an expanded platform of products that include addition of treatment for Multiple Sclerosis and other neurodegenerative diseases. The potential pharmaceutical products related to treatment for multiple sclerosis are licensed to the Company through the worldwide licensing agreement described in Note 6.

Note 2. Going Concern and Summary of Significant Accounting Policies

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the nine months ended June 30, 2024, the Company had a net loss of $536,382 and cash flow used in operating activities of $75,588. As of June 30, 2024, the Company had negative working capital of $1,624,932. Management does not anticipate having positive cash flow from operations in the near future. The Company has no revenue. Without additional capital, the Company will not be able to remain in business.

These factors raise a substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.

Management has plans to address the Company’s financial situation as follows:

In the near term, management plans to continue to focus on raising the funds necessary to implement the Company’s business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders will advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raise doubts about the Company’s ability to continue as a going concern.

In the long term, management believes that the Company’s projects and initiatives will be successful and will provide cash flow to the Company, which will be used to finance the Company’s future growth. However, there can be no assurances that the Company’s planned activities will be successful, or that the Company will ultimately attain profitability. The Company’s long-term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to achieve adequate profitability and cash flows from operations to sustain its operations.

Interim Financial Statements

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X and should be read in conjunction with the audited financial statements and notes thereto for the year ended September 30, 2023 which are included on our Form 10-K filed on January 19, 2024. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the three and nine months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full fiscal year ending September 30, 2024.

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Consolidated Financial Statements

The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries, SomaCeuticals, Inc., First Titan Energy, LLC and First Titan Technical, LLC from the date of their formations or acquisition. Significant intercompany transactions have been eliminated in consolidation.

Recently Issued Accounting Pronouncements

We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration.

Note 3. Convertible Notes Payable and Advances

Convertible notes payable consisted of the following at June 30, 2024 and September 30, 2023:


	June 30, 2024			September 30, 2023
Convertible note dated May 10, 2023 in the original principal amount of $21,300 maturing May 10, 2024, bearing interest at 12%, convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.	$	—		$	21,300
Convertible note dated July 3, 2023 in the original principal amount of $47,250 maturing April 15, 2024, bearing interest at 12%, convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.		—			47,250
Convertible note dated June 6, 2024 in the original principal amount of $27,500 maturing June 6, 2025, bearing interest at 10%, convertible from issuance into common stock at conversion price of $0.00017.		27,500			—
Total convertible notes payable		27,500			68,550
Unamortized discount		(1,877	)		(8,840	)

Total current convertible notes payable, net of discount	$	25,623		$	59,710

All principal along with accrued interest is payable on the maturity date. The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.9% of the outstanding stock of the Company.

On June 6, 2024, the Company entered into a convertible promissory note with Educational Group, LLC (“Educational Group”). Pursuant to the terms of the agreement, the Company issued a convertible promissory note (the “June 2024 Note”) to Educational Group in the aggregate principal amount of $27,500. The June 2024 Note bears interest at 10%, with an Original Issue Discount of $2,500 and matures on June 6, 2025. Pursuant to the terms of the June 2024 Note, the outstanding principal and accrued interest on the note shall be convertible from issuance into shares of the Company’s common stock at conversion price of $0.00017.

On May 10, 2023, the Company entered into a Securities Purchase Agreement (the “May 2023 Securities Purchase Agreement”) with 1800 Diagonal Lending LLC (“1800 Diagonal”). Pursuant to the terms of the May 2023 Securities Purchase Agreement, the Company issued a convertible promissory note (the “May 2023 Note”) to 1800 Diagonal in the aggregate principal amount of $21,300 with the Company receiving $15,000 in cash proceeds. The May 2023 Note bears interest at 12%, with a 22% rate in the event of default, with an Original Issue Discount of $1,050 and matures on May 10, 2024. Pursuant to the terms of the May 2023 Note, the outstanding principal and accrued interest on the note shall be convertible beginning six months from issuance into shares of the Company’s common stock at 61% of the lowest trading price of the Company’s common stock during the 20 days prior to conversion. The Company recognized $6,300 of discount and deferred finance costs and amortized $3,838 during the six months ended March 31, 2024. The conversion option on the note payable was not bifurcated as a derivative under ASC 815 due to sufficient authorized shares being available to settle the conversion feature.

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On July 3, 2023, the Company entered into a Securities Purchase Agreement (the “July 2023 Securities Purchase Agreement”) with 1800 Diagonal Lending LLC (“1800 Diagonal”). Pursuant to the terms of the July 2023 Securities Purchase Agreement, the Company issued a convertible promissory note (the “July 2023 Note”) to 1800 Diagonal in the aggregate principal amount of $47,250 with the Company receiving $40,000 in cash proceeds. Effective July 3, 2023, the Company issued the July 2023 Note to 1800 Diagonal consistent with the terms of the July 2023 Securities Purchase Agreement. The July 2023 Note bears interest at 12%, with a 22% rate in the event of default, with an Original Issue Discount of $2,250 and matures on April. 15, 2024. Pursuant to the terms of the July 2023 Note, the outstanding principal and accrued interest on the note shall be convertible beginning six months from issuance into shares of the Company’s common stock at 61% of the lowest trading price of the Company’s common stock during the 20 days prior to conversion. The Company recognized $7,250 of discount and deferred finance costs and amortized $5,002 during the six months ended March 31, 2024. The conversion option on the note payable was not bifurcated as a derivative under ASC 815 due to sufficient authorized shares being available to settle the conversion feature.

On November 1, 2023, the Company entered into a Securities Purchase Agreement (the “November 2023 Securities Purchase Agreement”) with 1800 Diagonal Lending LLC (“1800 Diagonal”). Pursuant to the terms of the November 2023 Securities Purchase Agreement, the Company issued a convertible promissory note (the “November 2023 Note”) to 1800 Diagonal in the aggregate principal amount of $31,500 with the Company receiving $25,000 in cash proceeds. Effective November 1, 2023, the Company issued the November 2023 Note to 1800 Diagonal consistent with the terms of the November 2023 Securities Purchase Agreement. The November 2023 Note bears interest at 12%, with a 22% rate in the event of default, with an Original Issue Discount of $1,500 and matures on August 15, 2024. Pursuant to the terms of the November 2023 Note, the outstanding principal and accrued interest on the note shall be convertible beginning six months from issuance into shares of the Company’s common stock at 61% of the lowest trading price of the Company’s common stock during the 20 days prior to conversion. The Company recognized $6,500 of discount and deferred finance costs and amortized $3,408 during the six months ended March 31, 2024. The conversion option on the note payable was not bifurcated as a derivative under ASC 815 due to sufficient authorized shares being available to settle the conversion feature.

As of June 30, 2024 and September 30, 2023, accrued interest on convertible notes payable was $222,973 and $225,363, respectively.

Conversions to Common Stock

During the nine months ended June 30, 2024, the holders of the May 2023 convertible note payable elected to convert principal of $21,300 and $1,278 of accrued interest into 30,297,790 shares of common stock. The conversion was in accordance with the terms of the agreement and no gain or loss was recognized. The shares issued for these conversions were issued below par value.

During the nine months June 30, 2024, the holder of the July 3, 2023 convertible note was issued 103,170,448 shares of common stock upon conversion of all $47,250 of principal and $2,835 of accrued interest. The conversion was in accordance with the terms of the agreement and no gain or loss was recognized. The shares issued for these conversions were issued below par value.

During the nine months ended June 30, 2024, the holder of the November 1, 2023 convertible note was issued 78,184,594 shares of common stock upon conversion of all $31,500 of principal and $1,885 of accrued interest. The conversion was in accordance with the terms of the agreement and no gain or loss was recognized. The shares issued for these conversions were issued below par value.

Advances

As of June 30, 2024 and September 30, 2023, the Company had non-interest bearing advances payable to third parties of $62,150 and $59,650, respectively. These advances are payable on demand.

Note 4. Related Party Transactions

As of June 30, 2024 and September 30, 2023, the Company owed $659,771 and $454,665 to officers of the Company for compensation which are recorded as accounts payable related party.

During the six months ended March 31, 2024 and 2023, the Company’s CEO paid expenses of $9,000 and $0 and was repaid $9,000 and $0, respectively. Additionally, during the six months ended March 31, 2024 and 2023, the Company received short term, unsecured, non-interest bearing advances from the Company’s CEO and CFO totaling $1,684 and $700, respectively. As of March 31, 2024 and September 30, 2023, the Company owed $7,979 and $6,295 on these related party advances, respectively.

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In February 2022, the Company entered into an amended and restatement employment agreement with Jim Katzaroff, the CEO. Mr. Katzaroff is entitled to an annual salary of $180,000 and a bonus as determined by the Board of Directors. Mr. Katzaroff may elect to receive payment in shares of stock based on the average of the three lowest trading prices for the 15 days prior to election of payment in stock. Further, in the event of a change of control of the Company, Mr. Katzaroff is entitled to a payment equal to 2.99 multiplied by the larger of the total compensation paid to Mr. Katzaroff over the prior 12-month period or the average compensation paid or payable to the Consultant over the prior three years.

The Company awarded Mr. Katzaroff a total of 35,000,000 common stock options with an exercise price of $0.009 per share, an exercise term of five years. The options vest 50% immediately, and the remainder on monthly basis over two years. Mr. Katzaroff is also entitled to additional options in the event of the Company issuing equity or equity equivalents in the future, with him receiving an amount of options equal to 3% of future options or warrants issued, excluding grants to officers. The exercise price of these additional options will be 110% of the price per equity equivalent issued after the agreement date. During the six months ended March 31, 2024, a total of 5,004,049 additional options were issued to Mr. Katzaroff pursuant to the agreement terms. The total fair value of these option grants at issuance was $5,838. During the nine months ended June 30, 2024 and 2023, the Company recognized $28,344 and $53,409 of stock-based compensation, related to outstanding stock options under this agreement, respectively. At June 30, 2024, the Company had $6,848 of unrecognized expense related to options.

Additionally, Mr. Katzaroff will earn a fee related to any strategic transaction, as defined in the agreement, including but not limited to acquisitions, divestitures, partnerships or joint ventures, of at least 2% for any transactions not introduced by Mr. Katzaroff, or 4% for any introduced by Mr. Katzaroff of up to $20,000,000, and an additional 0.75% - 3.5% for amounts above that threshold. As of June 30, 2023, no amounts have been earned or paid.

Mr. Katzaroff will also receive an activity fee of 3% of gross revenues related to activities including securing a variety of vendor, sales or advertising relationships, or any new revenue generating activity. If such activity is a cost saving initiative instead of revenue generating, Mr. Katzaroff will receive 10% of the cost savings. As of June 30, 2024, no amounts have been earned or paid.

On September 26, 2023, the Company entered into an agreement with SMI HealthCare LLC (“SMIHC”) to manage an initial clinical trial, regulatory filings, intellectual property rights filings, manufacturing, sales and distribution in India, Southeast Asia, Africa, and the Middle East, excluding Israel and Iraq, and for government and private aid organizations, for the Company's patented Multiple Sclerosis treatment. The agreement with SMIHC was approved by the parties’ respective boards of directors. Implementation of the first phase is subject to the Company arranging financing. The first phase includes formation of the Company and SMIHC subsidiaries in India, the clinical trial, regulatory and intellectual property rights filings in India, identifying manufacturers, and planning for the commercial launch in India and countries in the region that accept Drug Controller General of India (“DCGI”) approvals. Implementation of the second phase is expected to commence approximately nine months later, and is subject to receipt of DCGI marketing approval and the Company arranging financing. The second phase may continue for the duration of patent validity, and consists initially of sales, marketing and distribution in India and thereafter, countries in SMIHC’s territory that will permit sales and distribution based upon DCGI approval. After proof of market in those countries, the intention is to seek regulatory approvals elsewhere in SMIHC’s territory in order to expand the sales and distribution of the Company’s MS products. Pursuant to with SMIHC, the Company will receive a 5% royalty on any sales under the agreement by the company formed in India under this agreement, and 50% of any sublicense revenue from the India company formed under the agreement. The Company will pay the following (i) initial fees of between $15,000 - $22,500, and monthly fees of between $5,000 and $12,500 per month for Phase A (ii) monthly fees of $12,500, increase after six months to $17,500 per month, and to $25,000 per month after one year. The fee will increase by 5% per year thereafter for Phase B (iii) an initial management fee of $15,000 upon certain milestones and monthly management fee of $5,000 per month thereafter.

SMIHC is an affiliate of SMI Group LLC, a privately-held Los Angeles-based company. Kevin Spivak, a shareholder of the Company and consultant is the chairman of SMI Group though he did not advise the Company on this transaction and has waived fees payable to an SMI company for introducing SMIHC to the Company.

On September 19, 2023, the Company entered into a supplement to employment agreement with Jim Katzaroff, the CEO. For Mr. Katzaroff’s contribution to the SMIHC transaction, he will be paid the following (i) during the term of the agreement with SMIHC, a fee of 3% of any SMIHC generated revenue and (ii) not less than ¼ of the participation in Pro Forma Profits Before Tax to be payable to the Company at its senior executive pursuant to the SMIHC translation. Additionally, for Mr. Katzaroff’s contribution to the AIP transaction, he will be paid the following (i) if the Company invests in AIP, or merges with AIP, Mr. Katzaroff will receive a fee ranging from 1.5% - 4% during on the aggregate consideration of the AIP transaction and (ii) if AIP generated any revenue for the Company by reason of introductions, sales agency, distribution or other similar activities, he will receive a 3% fee for the term of the AIP transaction.

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Note 5. Stockholders’ deficit

Preferred Stock

Our authorized preferred stock consists of 20,000,000 shares of $0.001 par value preferred stock.

Series A Preferred Stock – Our board of directors has designated up to 6,000,000 shares of Series A Preferred Stock. The Series A Preferred Stock has a liquidation value of $2.00 per share. The initial number issued is 5,000,000 with additional shares to be issued as a dividend not to exceed a total of 6,000,000 shares. The rank of the Series A is prior to all common and preferred shares. In addition, the Series A Preferred Stock retains protective provisions to maintain their seniority with respect to liquidation or dissolution. The Series A Preferred Stock holds no voting rights and earns an 8% per annum dividend, payable in additional shares of Series A Preferred Stock. At June 30, 2024 and September 30, 2023, there were no shares of our Series A Preferred Stock outstanding, respectively.

Series B Preferred Stock – Our board of directors has designated up to 1,000,000 shares of Series B Preferred Stock. The Series B Preferred Stock has a liquidation value of $1.00 per share. The holders of the Series B Preferred Stock are entitled to dividends of 8% per year payable quarterly in cash or in shares of common stock at the option of the Company. The holders of the Series B Preferred Stock have no voting rights. The Series B Preferred Stock is redeemable at the option of the Company at a price of $1.00 per share. At June 30, 2024 and September 30, 2023, there were no shares of our Series B Preferred Stock outstanding.

Series C Preferred Stock – On September 12, 2017, our board of directors designated up to 1,200,000 shares of Series C Preferred Stock with a liquidation value of $0.50 per share. The holders of the Series C Preferred Stock have no voting rights. The Series C Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of one share of common stock for each share of Series C Preferred Stock. The Series C Preferred Stock is redeemable at the option of the Company at a price of $0.50 per share. The Series C Preferred Stock has been canceled, and there are no shares of Series C Preferred Stock outstanding as of June 30, 2024 and September 30, 2023.

Series D Preferred Stock – On September 21, 2017, our board of directors designated up to 539,988 shares of Series D Preferred Stock with a liquidation value of $1.00 per share. The holders of the Series D Preferred Stock have no voting rights. The Series D Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of $0.01 per share of common stock. The Series D Preferred Stock is not redeemable. In July 2023, the Company issued 50,998,800 shares to the holder of the Series D Preferred Stock for Full conversion of 509,988 shares outstanding. At June 30, 2024 and September 30, 2023, there were no shares of Series D Preferred Stock outstanding.

Series E Preferred Stock – On August 3, 2015, our board of directors designated 1,000,000 shares of Series E Preferred stock. The Series E Preferred stock is subordinate to our common stock. It does not receive dividends and does not participate in equity distributions. The Series E Preferred stock retained 2/3 of the voting rights in the Company.

At June 30, 2024 and September 30, 2023, there were 1,000,000 shares of Series E Preferred stock outstanding. Dividends, when, as and if declared by the Board of Directors, shall be paid out of funds at the time legally available for such purposes.

Series F Preferred Stock – On September 21, 2017, our board of directors designated up to 501,975 shares of Series F Preferred Stock with a liquidation value of $1.00 per share. The holders of the Series F Preferred Stock have no voting rights. The Series F Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of $0.01 per share of common stock. The Series F Preferred Stock is not redeemable. At June 30, 2024 and September 30, 2023, 128,991 shares of the Series F Preferred Stock were issued and outstanding.

Common Stock

The Company is authorized to issue an unlimited number of shares of common stock, with a par value of $0.001.

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Stock payable

On March 7, 2024, the Company entered into a consulting agreement with Valerian Capital, LLC to provide management consulting services through September 8, 2024. Pursuant to the agreement, the Company shall issue Valerian Capital, LLC 50,000,000 shares of the Company’s common stock for a payment of $5,000. In March 2024, the Company received $5,000 of cash for the 50,000,000 shares of common stock. As of June 30, 2024, the common shares were not issued and were recorded in stock payable.

On March 8, 2024, the Company entered into a consulting agreement with Educational Group, LLC to provide business development and strategic consulting services through March 8, 2025. Pursuant to the agreement, the Company shall issue Educational Group, LLC 50,000,000 shares of the Company’s common stock for a payment of $5,000. In March 2024, the Company received $5,000 of cash for the 50,000,000 shares of common stock. As of June 30, 2024, the common shares were not issued and were recorded in stock payable.

The Company recognized prepaid expense of $169,000 related to the difference between the fair value of the shares to be issued and the cash paid by the consultant. The prepaid expense will be amortized to stock-based compensation expense over the term of the agreements.

Common Stock Warrants

In February 2022, the Company entered into a consulting agreement with Spivak Management, Inc. (the “Consultant”). Under the agreement, the Consultant will provide business strategy advice and introductions to the Company for a period of five years unless mutually terminated sooner. The Consultant is also entitled to additional warrants in the event of the Company issuing equity or equity equivalents in the future, with him receiving a number of warrants equal to 3% of future warrants issued, excluding grants to officers. During the nine months ended June 30, 2024, a total of 7,349,588 additional warrants were granted to the Consultant pursuant to the agreement terms. The exercise price of these additional warrants will be 110% of the price per equity equivalent. The total fair value of these option grants at issuance was $7,358 using the follow range of assumptions in a Black-Scholes option price model volatility of 204.84 % - 213.91%; 2) risk free rate of 3.91% - 4.80%; 3) dividend yield of 0% and 4) expected term of 5 years. During the nine months ended June 30, 2024 the Company recognized $6,918, related to this agreement, respectively. At June 30, 2024, the Company had $12,120 of unrecognized expense related to warrants.

The following table summarizes the stock warrant activity for the nine ended June 30, 2024:

	Warrants			Weighted-Average Exercise Price Per Share		Weighted-Average Term (Years)
Outstanding, September 30, 2023		191,869,523		$	0.004	1.60
Granted		7,349,588			0.001	4.63
Exercised		(33,333,333	)		0.001	—
Forfeited		(40,475,263	)		0.01	—
Expired		(1,428,571	)		0.01	—
Outstanding and exercisable, June 30, 2024		123,981,944		$	0.004	1.49

The common shares issued under the warrant exercises above were issued below par value. As of June 30, 2024, the outstanding warrants had an expected remaining life of 1.49 years and have an intrinsic value of $17,433.

Common Stock Options

As discussed in Note 4, The Company awarded common stock options to Mr. Katzaroff in connection with his amended and restated employment agreement. During the six months ended March 31, 2024, the Company estimated the fair value of the options to be $5,838, using the following assumptions range: 1) volatility of 204.84 % - 213.91%; 2) risk free rate of 3.91% - 4.80%; 3) dividend yield of 0% and 4) expected term of 5 years. The Company recognized $28,344 of expense related to the fair value of options vesting during the nine months ended June 30, 2024. The Company expects to recognize an additional $9,562 of expense related to these options assuming all vest.

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The following table summarizes the stock option activity for the nine months ended June 30, 2024:

	Options		Weighted-Average Exercise Price Per Share
Outstanding, September 30, 2023		136,632,356	$	0.01
Granted		7,349,588		0.001
Exercised		—		—
Forfeited		—		—
Expired		—		—
Outstanding, June 30, 2024		143,981,944	$	0.01
Exercisable, June 30, 2024		139,232,158	$	0.01

The weighted average grant date fair value of the common stock options granted during the period was $0.0011 per share. As of June 30, 2024, the aggregate intrinsic value of options vested and outstanding were $933. As of June 30, 2024, the outstanding options had a weighted average remaining term of 2.31 years.

Note 7. Commitments and Contingent Liabilities

In February 2022, the Company entered into a consulting agreement with Spivak Management, Inc. (the “Consultant”). Under the agreement, the Consultant will provide business strategy advice and introductions to the Company for a period of five years unless mutually terminated sooner. Concurrently, Kenin Spivak, who controls Spivak Management, Inc., entered into a stock purchase agreement with the Company to purchase 6,000,000 shares of common stock for $25,000 cash. The purchase and issuance of the shares was to be completed by June 30, 2022. The consultant will receive a fee of between 1% and 7% of any consideration from a strategic transaction the Company enters into, defined as any acquisition, divestiture, partnership, licensing arrangement or joint venture (“Strategic Transaction Fee”). Financing transactions are not considered strategic transactions for purposes of this agreement. The consultant will also be entitled to 5% of revenue from any business activity that the Company undertakes that is introduced by the Consultant.

The Consultant will be paid a signing bonus of $25,000 upon receipt by the Company of the $25,000 cash under the stock purchase agreement described above. The Consultant will also receive the larger of $12,500 per month, or 50% of the CEO’s fixed cash compensation under the amended employment agreement described in Note 4. The Consultant may elect to receive this payment in stock.

In July 2022, the consultant agreement and the stock purchase agreement were amended to reduce the subscription amount to $17,500. In August 2022, $17,500 was placed in escrow by Mr. Spivak for the Company’s Benefit, and the Company paid $17,500 to the Consultant from the escrow account. The 6,000,000 shares owed to Mr. Spivak were not issued by June 30, 2023, and were issued in August 2023.

The Consultant may also receive a bonus in each calendar year of the agreement equal to the larger of any bonus awarded by the Board of Directors to the Consultant or 50% of the largest bonus payable by the Company to anyone other than the Consultant. If the agreement is terminated with one year of a change of control of the Company, the Consultant will be entitled to receive a payment equal to 2.99 times the larger of the total compensation paid to the Consultant over the prior 12 month period or the average compensation paid or payable to the Consultant over the prior three years. On September 19, 2023, the Company entered into a second supplement to consulting agreement. Pursuant to the agreement, in In lieu of Base Fees accrued through September 2023 and interest on late payment thereof, the Company shall pay to the Consultant, the sum of $300,000 in installments on and from the first to occur of either a financing or cumulative revenue of at least $1,000,000, the Company shall 15% of the financing or revenue to the Consultant, or if the Company pays its CEO compensation, the Company shall pay an equal amount to the Consultant. until the full $300,000 is paid in full. If the Company receives financing or cumulative revenue of at least $2,000,000, the Company shall pay 15% of that amount to the consultant, or if the Company pays compensation to its CEO of at least $150,000, the Company shall pay consultant an amount equal to 60% of such compensation. If a financing of at least $5,000,000 is received by the Company, the full $300,000 will be due and payable. The Company will continue to pay the Consultant a fee of $12,500 per month. The Company reclassified $250,000 of fee accrued in accounts payable owed to the Consultant and interest expense of $50,000 to a note payable. As of March 31, 2024 and September 30, 2023, the Company owed the consultant $412,000 and $337,500, which included accounts payable and accrued liabilities of $112,000 and $37,500 and notes payable of $300,000, respectively. In the event the Company invests in, mergers with or acquires AIP (as disclosed in Note 8), the Company will owe a Strategic Transaction Fee to the Consultant for that transaction. The Consultant is also entitled to 3.5% of any revenues generated by the Company from the AIP relationship.

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On August 10, 2023, the Company entered into a consulting agreement with Valerian Capital, LLC ( “Valerian”). Under the agreement, Valerian will provide management consulting, business advisory, shareholder information and public relations to the Company for a period of six months unless mutually terminated sooner. Upon execution of the agreement, Valerian will purchase 33,333,333 shares of the Company’s stock for a total purchase price of $25,000 and have the option to purchase an additional 33,333,333 shares for $25,000 during the first 45 days of the agreement. Lastly, Valerian will have the right to purchase 66,000,000 warrants with an exercise price of $0.00075 for up to one year following the agreement. On October 30, 2023, the Company agreed to extend the exercise period of the 33,333,333 warrants to 150 days from the agreement date. As a result of this amendment to the warrant, the Company recognized a deemed dividend of $32,341 for the estimated incremental fair value of the warrants under the new terms. During the nine months ended June 30, 2024, the Company received $25,000 in cash proceeds for the exercise of 33,333,333 warrants previously issued to Valerian. As of June 30, 2024, the Company received $50,000 and issued 56,666,666 shares of common stock to Valerian.

Litigation

From time to time, the Company may be subject to routine litigation, claims, or disputes in the ordinary course of business. In the opinion of management, no pending or known threatened claims, actions or proceedings against the Company are expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. The Company cannot predict with certainty, however, the outcome or effect of any of the litigation or investigatory matters specifically described above or any other pending litigation or claims. There can be no assurance as to the ultimate outcome of any lawsuits and investigations.

Note 8. License Agreement

Effective August 23, 2020 the Company’s wholly-owned subsidiary, SomaCeuticals, Inc. entered into an exclusive global license agreement with 7 to Stand, Inc. for the rights to U.S. patent 10,610,592 issued to Fabrizio de Silvestri, Terni, Italy, as inventor, April 7, 2020 for treatment of Multiple Sclerosis. In consideration for the license agreement, SomaCeuticals agreed to pay 7 to Stand a royalty of 7.1% of the net sales of any product developed under the patent on a worldwide basis. Additionally, the Company will issue shares of common stock to 7 to Stand upon completion of the following milestones:

●	Common shares representing 5% of total number of outstanding common shares of the Company immediately following any change of control of the Company; the Company issued 29,130,167 shares of common stock as a result of the change of control discussed in Note 5. These shares were issued in July 2021.

●	29,130,167 Common shares immediately following the first round of funding under a private offer of equity or debt securities; These shares were issued in July 2021.

●	29,130,167 Common shares immediately following the commencement of clinical trials for Federal Drug Administration clearance of the product; and

●	Common shares representing an adjustment to increase 7 to Stand’s total ownership to 19.99% of total number of outstanding common shares of the Company immediately following FDA clearance of the product for sale. The Company expects to issue 29,130,166 shares of common stock related to this provision if met.

●	$40,000 of royalties to be paid to 7 to Stand annually, on a quarterly basis. The license agreement may be terminated by 7 to Stand if 1) SomaCeuticals does not begin clinical trials within one year of the agreement; 2) if SomaCeuticals terminates the continuation of the clinical trials; or 3) shall not commence marketing the product within reasonable time after obtaining FDA approval.

The Company owed $50,000 of royalties and late fees under this agreement as of June 30, 2024 and $20,000 as of September 30, 2023.

On November 2, 2023, the Company entered into a consulting agreement with Advanced Innovate Partners (“AIP”) under which AIP will provide advice to GlobeStar and SMIHC on the global design, strategy and execution of clinical trials. Pursuant to the agreement, the Company will pay the following (i) AIP $5,000 per month during Phase A period, if the Company receives regulatory approval to manufacture, sell and distribute products in India or the United States within 60 days of the agreement (ii) AIP $6,000 per month during Phase B period (iii) AIP a sales commission of between 10% and 15% related to any customers, distributors or sales agents introduced to the Company by AIP and (iv) a commission of 4% of any proceeds from equity investments to the Company introduced by AIP, or 2% of any loan proceeds from lenders introduced by AIP.

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Note 9. Subsequent Events

On July 20, 2024, the Company was notified of an action against the Company related to incomplete Regulation D filings by the State of Washington Department of Financial Institutions Securities Division. The Company was assessed $30,000 in fines. The Company intends to vigorously defends against this action.

On September 27, 2024, the Board of Directors voted to no longer pursue its potential treatments for Multiple Sclerosis and other neurodegenerative diseases and pursue other potential business plans. The Company intends to terminate its license agreement with 7 to Stand.

On September 28, 2024, Steven Penderghast resigned as a member of the Board of Directors.

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

Overview

We changed our name to GlobeStar Therapeutics Corporation on April 27, 2021 to better reflect our expanded platform of products that include addition of treatment for Multiple Sclerosis and other neurodegenerative diseases.

GlobeStar Therapeutics Corporation, based in Richland Washington, is a clinical stage Pharmaceutical Company introducing a patented formulation of previously approved drugs for the treatment of Multiple Sclerosis. GlobeStar Therapeutics owns the exclusive global license from the inventors, who are based in Italy. GlobeStar Therapeutics is initiating discussions with the FDA on clinical trial design in preparation for FDA submission and approval pathway.

Prior to the Company’s current business plan, the Company was a wellness company dedicated to bringing innovative, effective and high-quality supplement products to the medical, wellness and adult-use markets through our marketing subsidiary, SomaCeuticals^TM.

Professional Team

We have adopted a Medical Advisory Board and appointed medical doctors and medical professionals that have extensive education and hands on experience with pharmaceutical and nutraceutical solution for prevention and treatment of disease.

Management’s Plan to Attract Capital

In the near term, management will utilize equity and debt financing to complete assembling the professional and management team to commence the process for clinical trials in compliance with FDA protocol. plans to continue to focus on raising the funds necessary to implement the Company’s business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders will continue to advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raise doubts about the Company’s ability to continue as a going concern.

In the midterm, management will enhance its capital position with a public offering of equity securities to finance clinical trials and the necessary actions to obtain approval of worldwide marketing of our MS treatment.

In the long term, marketing the Company’s pharmaceutical and nutraceutical products will provide the necessary cash flow to support future growth. However, there can be no assurances that the Company’s planned activities will be successful, or that the Company will ultimately attain profitability. The Company’s long-term viability depends on its ability to obtain adequate sources of capital to support near term and midterm business operations, and the ability of the Company to achieve adequate profitability and cash flows from operations to support its operations.

Corporate Governance

We have adopted codes and committees for governance of the corporation that include: (i) audit committee charter, (ii) written acknowledgement of code of ethics for directors and senior officers, (iii) compensation committee charter, (iv) confidential information policy, iv) corporate governance guidelines, (vi) executive committee charter, and (vii) nominating committee charter.

Critical Accounting Policies

We prepare our consolidated financial statements in conformity with GAAP, which requires management to make certain estimates and apply judgments. We base our estimates and judgments on historical experience, current trends, and other factors that management believes to be important at the time the consolidated financial statements are prepared. We regularly review our accounting policies, and how they are applied and disclosed in our consolidated financial statements.

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While we believe that the historical experience, current trends and other factors considered support the preparation of our consolidated financial statements in conformity with GAAP, actual results could differ from our estimates and such differences could be material.

Recent Developments

On September 28, 2024, Steven Penderghast resigned as a member of the Board of Directors.

Results of Operations

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

Revenue. We had no revenue for the three months ended June 30, 2024 and 2023.

Cost of goods sold. We had no cost of goods sold for the three months ended June 30, 2024 and 2023.

General and administrative expense. We recognized general and administrative expense of $193,357 for the three months ended June 30, 2024 compared to $1,279,283 for the comparable period of 2023. The decrease in general and administrative expense was primarily related to a decrease in stock compensation to officers and consultants.

Interest expense. We recognized interest expense of $4,304 for the three months ended June 30, 2024 compared to $9,970 for the comparable period of 2023. The $5,666 decrease was related to the conversion of convertible notes payable and accrued interest.

Net loss. For the reasons above, we recognized a net loss of $197,661 for the three months ended June 30, 2024 compared to $1,282,529 for the three months ended June 30, 2023.

Nine Months Ended June 30, 2024 Compared to the Nine Months Ended June 30, 2023

Revenue. We had no revenue for the nine months ended June 30, 2024 and 2023.

Cost of goods sold. We had no cost of goods sold for the nine months ended June 30, 2024 and 2023.

General and administrative expense. We recognized general and administrative expense of $516,811 for the nine months ended June 30, 2024 compared to $1,576,583 for the comparable period of 2023. The decrease in general and administrative expense was primarily related to a decrease in stock compensation to officers and consultants.

Interest expense. We recognized interest expense of $19,571 for the nine months ended June 30, 2024 compared to $28,816 for the comparable period of 2023. The $9,045 decrease was related to the conversion of convertible notes payable and accrued interest.

Net loss. For the reasons above, we recognized a net loss of $536,382 for the nine months ended June 30, 2024 compared to $1,598,675 for the nine months ended June 30, 2023.

Liquidity and Capital Resources

At June 30, 2024, we had cash on hand of $41. The Company had negative working capital of $1,624,932. Net cash used in operating activities for the nine months ended June 30, 2024 was $75,588. Cash on hand is not adequate to fund our operations for less than twelve months. We do not expect to achieve positive cash flow from operating activities in the near future. We will require additional cash in order to implement our business plan. There is no guarantee that we will be able to attain fund when we need them or that funds will be available on terms that are acceptable to the Company. We have no material commitments for capital expenditures as of June 30, 2024.

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Table of Contents

During the nine months ended June 30, 2024 the net loss of $536,382 was offset by the following non-cash operating expenses: stock compensation of $6,918, stock based compensation with related parties of $28,344, amortization of discount of $15,963 resulting in cash flows used in operating activities of $75,588. he Company had cash flows from financing activities of $75,629, primarily due to $50,000 in proceeds from convertible note payable, $35,000 in proceeds from common stock subscription and exercise of warrants, $2,500 proceeds from advances and $2,129 of related party advances, which were offset by $14,000 for the repayment of related party advances.

During the nine months ended June 30, 2023 the net loss of $1,598,675 was offset by the following non-cash operating expenses: stock compensation of $411,761, stock based compensation with related parties of $749,703, amortization of discount of $23,777 resulting in cash flows used in operating activities of $133,065. The Company had cash flows from financing activities of $126,700, primarily due to $73,000 from the proceeds of sale of Series G Preferred Stock, $40,500 in proceeds from the common stock subscribed and $3,700 of related party advances.

Additional Financing

Additional financing is required to continue operations. Although actively searching for available capital, the Company does not have any current arrangements for additional outside sources of financing and cannot provide any assurance that such financing will be available.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to a smaller reporting company.

ITEM 4. CONTROLS AND PROCEDURES

Management’s Report on Internal Control over Financial Reporting

We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2024. Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of June 30, 2024, our disclosure controls and procedures were not effective to ensure that information required to be disclosed in reports filed by us under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

1.	As of June 30, 2024, we did not maintain effective controls over the control environment. Specifically, we have not developed and effectively communicated to our employees our accounting policies and procedures. This has resulted in inconsistent practices. Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.

2.	As of June 30, 2024, we did not maintain effective controls over financial statement disclosure. Specifically, controls were not designed and in place to ensure that all disclosures required were originally addressed in our financial statements. Accordingly, management has determined that this control deficiency constitutes a material weakness.

Our management, including our principal executive officer and principal financial officer do not expect that our disclosure controls and procedures or our internal controls will prevent all error or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.

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Table of Contents

Change in Internal Controls Over Financial Reporting

There was no change in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We know of no material, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered beneficial shareholder are an adverse party or has a material interest adverse to us.

ITEM 1A. RISK FACTORS

Not applicable to a smaller reporting company.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Set forth below is information regarding the securities sold during the quarter ended June 30, 2024 that were not registered under the Securities Act:

Date of Sale	Title of Security	Number Sold	Consideration Received and Description of Underwriting or Other Discounts to Market Price or Convertible Security, Afforded to Purchasers	Exemption from Registration Claimed	If Option, Warrant or Convertible Security, terms of exercise or conversion

May 6, 2024	Common Stock	46,838,407	Conversion of note payable	Section 3(a)(9) of the Securities Act	$0.00043
May 8, 2024	Common Stock	31,346,187	Conversion of note payable	Section 3(a)(9) of the Securities Act	$0.00043

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

The Company has not defaulted upon senior securities.

ITEM 4. MINE SAFETY DISCLOSURES

This item is not applicable.

ITEM 5. OTHER INFORMATION

None.

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Table of Contents

ITEM 6. EXHIBITS

3.1	Articles of Incorporation (1)
3.2	Bylaws (2)
14.1	Code of Ethics (3)
31.1	Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer (4)
31.2	Rule 13(a)-14(a)/15(d)-14(a) Certification of principal financial officer (4)
32.1	Section 1350 Certification of principal executive officer (4)
32.2	Section 1350 Certification of principal financial officer (4)
101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. (5)
101.SCH	Inline XBRL Taxonomy Extension Schema Document (5)
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document (5)
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document (5)
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document (5)
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) (5)

__________

(1)	Incorporated by reference to our Definitive Proxy Statement on Schedule 14A filed on April 8, 2015.
(2)	Incorporated by reference to our Form 10-K/A Amendment No. 1 for the year ended September 30, 2015 filed on January 22, 2016.
(3)	Incorporated by reference to our Form S-1 filed with the Securities and Exchange Commission on November 3, 2010.
(4)	Filed or furnished herewith.
(5)	In accordance with Regulation S-T, the Interactive Data Files in Exhibit 101 to the Quarterly Report on Form 10-Q shall be deemed “furnished” and not “filed.”

- 22 -

Table of Contents

SIGNATURES

Pursuant to the requirements 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.

	GlobeStar Therapeutics Corporation

Date: October 4, 2024	By: /s/ James C. Katzaroff
	James C. Katzaroff
	Chief Executive Officer, President, Secretary, Principal Executive Officer and Director

Date: October 4, 2024	By: /s/ Robert Chicoski
	Robert Chicoski
	Chief Financial Officer, Treasurer, Secretary, Principal Financial and Accounting Officer

- 23 -

Exhibit 31.1

RULE 13A-14(A)/15D-14(A) CERTIFICATION

I, James C. Katzaroff, certify that:

1. I have reviewed this quarterly report on Form 10-Q for the period ended June 30, 2024 of GlobeStar Therapeutics Corporation.

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. I am 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 15-d-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. 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: October 4, 2024	By: /s/ James C. Katzaroff
	James C. Katzaroff
	Chief Executive Officer

Exhibit 31.2

RULE 13A-14(A)/15D-14(A) CERTIFICATION

I, Robert Chicoski, certify that:

1. I have reviewed this quarterly report on Form 10-Q for the period ended June 30, 2024 of GlobeStar Therapeutics Corporation.

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: October 4, 2024	By: /s/ Robert Chicoski
	Robert Chicoski
	Chief Financial Officer

Exhibit 32.1

SECTION 1350 CERTIFICATION

In connection with the quarterly report of GlobeStar Therapeutics Corporation (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, James C. Katzaroff, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. SS. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 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 result of operations of the Company.

Date: October 4, 2024	By: /s/ James C. Katzaroff
	James C. Katzaroff
	Chief Executive Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Exhibit 32.2

SECTION 1350 CERTIFICATION

In connection with the quarterly report of GlobeStar Therapeutics Corporation (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Robert Chicoski, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. SS. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 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 result of operations of the Company.

Date: October 4, 2024	By: /s/ Robert Chicoski
	Robert Chicoski
	Chief Financial Officer

Cover - shares	9 Months Ended
Cover - shares	Jun. 30, 2024	Oct. 04, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--09-30
Entity File Number	333-170315
Entity Registrant Name	GlobeStar Therapeutics Corporation
Entity Central Index Key	0001502152
Entity Tax Identification Number	27-3480481
Entity Incorporation, State or Country Code	WY
Entity Address, Address Line One	1280 Lexington Ave.
Entity Address, Address Line Two	FRNT 2 #1290
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10028
City Area Code	509
Local Phone Number	531-1671
Title of 12(b) Security	Common
Trading Symbol	GSTC
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		1,241,105,695

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Jun. 30, 2024	Sep. 30, 2023
CURRENT ASSETS
Cash and cash equivalents	$ 41
Prepaid expenses	83,833
Total current assets	83,874
TOTAL ASSETS	83,874
Current Liabilities
Accounts payable and accrued liabilities	434,865	328,178
Accounts payable to related party	659,771	454,665
Related party advances	3,424	6,295
Advances payable	62,150	59,650
Note payable	300,000	300,000
Current portion of convertible notes payable, net of discount of $0, respectively	25,623	59,710
Accrued interest payable	222,973	225,363
Total current liabilities	1,708,806	1,433,861
TOTAL LIABILITIES	1,708,806	1,433,861
STOCKHOLDERS' DEFICIT
Common stock, $0.001 par value; 1,241,105,695 and 996,119,530 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively	1,241,106	996,119
Preferred stock, value
Series A Preferred Stock, $0.001 par value; 0 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively
Series D Preferred Stock, $0.001 par value; 0 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively
Series E Preferred Stock, $0.001 par value; 1,000,000 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively	1,000	1,000
Series F Preferred Stock; $0.001 par value; 128,991 shares issued and outstanding at June 30, 2024 and September 30, 2023	129	129
Additional paid-in capital	17,976,581	18,022,916
Stock payable, consisting of 100,000,000 shares to be issued at June 30, 2024 and September 30, 2023, respectively	179,000
Accumulated deficit	(21,022,748)	(20,454,025)
TOTAL STOCKHOLDERS' DEFICIT	(1,624,932)	(1,433,861)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	83,874
Series A Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, value	0	0
Series D Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, value	0	0
TOTAL STOCKHOLDERS' DEFICIT
Series E Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, value	1,000	1,000
TOTAL STOCKHOLDERS' DEFICIT	1,000	1,000
Series F Preferred Stock [Member]
STOCKHOLDERS' DEFICIT
Preferred stock, value	129	129
TOTAL STOCKHOLDERS' DEFICIT	$ 129	$ 129

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($)	Jun. 30, 2024	Sep. 30, 2023
Convertible notes payable, net of discount	$ 0	$ 0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares issued	1,241,105,695	996,119,530
Common stock, shares outstanding	1,241,105,695	996,119,530
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, par value (in dollars per share)	$ 0.001
Stock payable, shares to be issued	100,000,000	100,000,000
Series A Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series D Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series E Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares issued	1,000,000	1,000,000
Preferred stock, shares outstanding	1,000,000	1,000,000
Series F Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares issued	128,991	128,991
Preferred stock, shares outstanding	128,991	128,991

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
OPERATING EXPENSES
General and administrative expenses	$ 193,357	$ 1,279,283	$ 516,811	$ 1,576,583
Total operating expenses	193,357	1,279,283	516,811	1,576,583
LOSS FROM OPERATIONS	(193,357)	(1,279,283)	(516,811)	(1,576,583)
OTHER INCOME (EXPENSE)
Gain (loss) on settlement of liabilities, related party		6,724		6,724
Interest expense	(4,304)	(9,970)	(19,571)	(28,816)
Total other expense	(4,304)	(3,246)	(19,571)	(22,092)
Net Loss	(197,661)	(1,282,529)	(536,382)	(1,598,675)
Deemed dividend			(32,341)
Net loss attributable to common shareholders	$ (197,661)	$ (1,282,529)	$ (568,723)	$ (1,598,675)
Net loss per share available to common shareholders	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
Weighted average shares outstanding - basic and diluted	1,208,971,891	843,524,583	1,112,962,113	790,556,670

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (UNAUDITED) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Stock Payable [Member]	Retained Earnings [Member]	Series D Preferred Stock [Member]	Series E Preferred Stock [Member]	Series F Preferred Stock [Member]	Total
Beginning balance, value at Sep. 30, 2022	$ 722,325	$ 16,581,252	$ 5,000	$ (18,504,776)	$ 510	$ 1,000	$ 129	$ (1,194,560)
Balance, beginning (in shares) at Sep. 30, 2022	722,326,669				509,988	1,000,000	128,991
Common stock subscribed for cash proceeds			$ 5,000					$ 5,000
Conversion of Series G Preferred Stock to common	48,034	52,066						100,100
Conversion of Series G Preferred Stock to common, shares	48,033,947
Stock-based compensation, related parties		$ 17,803						$ 17,803
Net loss				(165,909)				(165,909)
Ending balance, value at Dec. 31, 2022	$ 770,359	16,651,121	10,000	(18,670,685)	$ 510	$ 1,000	$ 129	(1,237,566)
Balance, beginning (in shares) at Dec. 31, 2022	770,360,616				509,988	1,000,000	128,991
Beginning balance, value at Sep. 30, 2022	$ 722,325	16,581,252	5,000	(18,504,776)	$ 510	$ 1,000	$ 129	(1,194,560)
Balance, beginning (in shares) at Sep. 30, 2022	722,326,669				509,988	1,000,000	128,991
Net loss								(1,598,675)
Ending balance, value at Jun. 30, 2023	$ 872,268	17,919,911	32,500	(20,103,451)	$ 510	$ 1,000	$ 129	(1,277,133)
Balance, beginning (in shares) at Jun. 30, 2023	872,269,343				509,988	1,000,000	128,991
Beginning balance, value at Dec. 31, 2022	$ 770,359	16,651,121	10,000	(18,670,685)	$ 510	$ 1,000	$ 129	(1,237,566)
Balance, beginning (in shares) at Dec. 31, 2022	770,360,616				509,988	1,000,000	128,991
Common stock subscribed for cash proceeds			$ 15,000					$ 15,000
Conversion of Series G Preferred Stock to common	8,066	36,264						44,330
Conversion of Series G Preferred Stock to common, shares	8,066,567
Stock-based compensation, related parties		$ 17,803						$ 17,803
Net loss				$ (150,237)				(150,237)
Common stock issued for the conversion of debt	$ 2,000	18,000						20,000
Common stock issued for the conversion of debt, shares	2,000,000
Ending balance, value at Mar. 31, 2023	$ 780,425	16,723,188	25,000	(18,820,922)	$ 510	$ 1,000	$ 129	(1,290,670)
Balance, beginning (in shares) at Mar. 31, 2023	780,427,183				509,988	1,000,000	128,991
Common stock subscribed for cash proceeds			$ 32,500					$ 32,500
Conversion of Series G Preferred Stock to common	16,715	27,615						44,330
Conversion of Series G Preferred Stock to common, shares	16,714,815
Stock-based compensation, related parties		$ 714,097						$ 714,097
Net loss				$ (1,282,529)				(1,282,529)
Common stock issued for stock payable	$ 10,444	14,556	(25,000)
Stock Issued During Period, Shares, Issued for Services	10,443,723
Common stock issued for settlement of liability	$ 14,684	78,694						93,378
[custom:StockIssuedDuringPeriodSharesCommonStockIssuedForSettlementOfLiability]	14,683,622
Stock-based compensation	$ 50,000	361,761						411,761
Stock-based compensation	50,000,000
Ending balance, value at Jun. 30, 2023	$ 872,268	17,919,911	32,500	(20,103,451)	$ 510	$ 1,000	$ 129	(1,277,133)
Balance, beginning (in shares) at Jun. 30, 2023	872,269,343				509,988	1,000,000	128,991
Beginning balance, value at Sep. 30, 2023	$ 996,119	18,022,916		(20,454,025)		$ 1,000	$ 129	(1,433,861)
Balance, beginning (in shares) at Sep. 30, 2023	996,119,530					1,000,000	128,991
Stock-based compensation, related parties		22,454						22,454
Net loss				$ (163,759)				$ (163,759)
Stock-based compensation		2,554						2,554
Exercise of warrants	23,333	(5,833)						17,500
Exercise of warrants, shares	23,333,333
Common stock issued for conversion of notes payable and accrued interest	30,298	(7,719)						22,579
Common stock issued for conversion of notes payable and accrued interest, shares	30,297,790
Deemed dividend		$ 32,341		$ (32,341)
Ending balance, value at Dec. 31, 2023	$ 1,049,750	18,066,713		(20,650,125)		$ 1,000	$ 129	(1,532,533)
Balance, beginning (in shares) at Dec. 31, 2023	1,049,749,653					1,000,000	128,991
Beginning balance, value at Sep. 30, 2023	$ 996,119	18,022,916		(20,454,025)		$ 1,000	$ 129	(1,433,861)
Balance, beginning (in shares) at Sep. 30, 2023	996,119,530					1,000,000	128,991
Net loss								(536,382)
Ending balance, value at Jun. 30, 2024	$ 1,241,106	17,976,581	179,000	(21,022,748)		$ 1,000	$ 129	(1,624,932)
Balance, beginning (in shares) at Jun. 30, 2024	1,241,105,695					1,000,000	128,991
Beginning balance, value at Dec. 31, 2023	$ 1,049,750	18,066,713		(20,650,125)		$ 1,000	$ 129	(1,532,533)
Balance, beginning (in shares) at Dec. 31, 2023	1,049,749,653					1,000,000	128,991
Stock-based compensation, related parties		2,261						2,261
Net loss				$ (174,962)				$ (174,962)
Stock-based compensation			179,000					179,000
Exercise of warrants	10,000	(2,500)						7,500
Exercise of warrants, shares	10,000,000
Common stock issued for conversion of notes payable and accrued interest	103,171	(53,086)						50,085
Common stock issued for conversion of notes payable and accrued interest, shares	103,170,448
Ending balance, value at Mar. 31, 2024	$ 1,162,921	$ 18,013,388	$ 179,000	$ (20,825,087)		$ 1,000	$ 129	$ (1,468,649)
Balance, beginning (in shares) at Mar. 31, 2024	1,162,921,101					1,000,000	128,991
Stock-based compensation, related parties		3,629						3,629
Net loss				$ (197,661)				$ (197,661)
Stock-based compensation		4,364						4,364
Common stock issued for conversion of notes payable and accrued interest	78,185	(44,800)						33,385
Common stock issued for conversion of notes payable and accrued interest, shares	78,184,594
Ending balance, value at Jun. 30, 2024	$ 1,241,106	$ 17,976,581	$ 179,000	$ (21,022,748)		$ 1,000	$ 129	$ (1,624,932)
Balance, beginning (in shares) at Jun. 30, 2024	1,241,105,695					1,000,000	128,991

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
CASH FLOW FROM OPERATING ACTIVITIES:
Net loss	$ (536,382)	$ (1,598,675)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock compensation	6,918	411,761
Stock compensation, related parties	28,344	749,703
Amortization of discount on convertible note payable	15,963	23,777
(Gain) Loss on settlement of liabilities		(6,724)
Loss on conversion of preferred stock liability
Changes in operating assets and liabilities
Prepaid expenses	85,167	3,550
Accounts payable and accrued liabilities	115,687	114,363
Accounts payable and accrued liabilities to related party	205,106	164,141
Accrued interest payable	3,609	5,039
NET CASH USED IN OPERATING ACTIVITIES	(75,588)	(133,065)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of Series G Preferred Stock		73,000
Proceeds from convertible note payable	50,000	15,000
Proceeds from advances	2,500
Proceeds from related party advances	2,129	3,700
Repayment of related party advances	(14,000)	(5,500)
Proceeds from common stock subscribed and exercise of warrants	35,000	40,500
NET CASH PROVIDED BY FINANCING ACTIVITIES	75,629	126,700
NET CHANGE IN CASH	41	(6,365)
Cash at beginning of period		6,365
Cash at end of period	41
Cash paid during the period for:
Interest
Taxes
Noncash investing and financing transactions:
Conversion of Series G preferred stock and accrued interest		181,500
Common stock issued for the conversion of debt		20,000
Expenses paid on the Company's behalf for subscription agreement		7,000
Common stock issued for stock payable	72,664	25,000
Deemed dividend	32,341
Stock payable for prepaid expense	169,000
Expenses paid on the Company's behalf	$ 9,000

General Organization and Business

9 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

General Organization and Business

Note 1. General Organization and Business

Going Concern and Summary of Significant Accounting Policies

9 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Going Concern and Summary of Significant Accounting Policies

Note 2. Going Concern and Summary of Significant Accounting Policies

Management has plans to address the Company’s financial situation as follows:

Interim Financial Statements

Consolidated Financial Statements

Recently Issued Accounting Pronouncements

Convertible Notes Payable and Advances

9 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Convertible Notes Payable and Advances

Note 3. Convertible Notes Payable and Advances

Convertible notes payable consisted of the following at June 30, 2024 and September 30, 2023:


	June 30, 2024			September 30, 2023
Convertible note dated May 10, 2023 in the original principal amount of $21,300 maturing May 10, 2024, bearing interest at 12%, convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.	$	—		$	21,300
Convertible note dated July 3, 2023 in the original principal amount of $47,250 maturing April 15, 2024, bearing interest at 12%, convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.		—			47,250
Convertible note dated June 6, 2024 in the original principal amount of $27,500 maturing June 6, 2025, bearing interest at 10%, convertible from issuance into common stock at conversion price of $0.00017.		27,500			—
Total convertible notes payable		27,500			68,550
Unamortized discount		(1,877	)		(8,840	)

Total current convertible notes payable, net of discount	$	25,623		$	59,710

As of June 30, 2024 and September 30, 2023, accrued interest on convertible notes payable was $222,973 and $225,363, respectively.

Conversions to Common Stock

Advances

As of June 30, 2024 and September 30, 2023, the Company had non-interest bearing advances payable to third parties of $62,150 and $59,650, respectively. These advances are payable on demand.

Related Party Transactions

9 Months Ended

Jun. 30, 2024

Related Party Transactions

Note 4. Related Party Transactions

As of June 30, 2024 and September 30, 2023, the Company owed $659,771 and $454,665 to officers of the Company for compensation which are recorded as accounts payable related party.

Stockholders’ deficit

9 Months Ended

Jun. 30, 2024

Equity [Abstract]

Stockholders’ deficit

Note 5. Stockholders’ deficit

Preferred Stock

Our authorized preferred stock consists of 20,000,000 shares of $0.001 par value preferred stock.

Common Stock

The Company is authorized to issue an unlimited number of shares of common stock, with a par value of $0.001.

Stock payable

Common Stock Warrants

The following table summarizes the stock warrant activity for the nine ended June 30, 2024:

	Warrants			Weighted-Average Exercise Price Per Share		Weighted-Average Term (Years)
Outstanding, September 30, 2023		191,869,523		$	0.004	1.60
Granted		7,349,588			0.001	4.63
Exercised		(33,333,333	)		0.001	—
Forfeited		(40,475,263	)		0.01	—
Expired		(1,428,571	)		0.01	—
Outstanding and exercisable, June 30, 2024		123,981,944		$	0.004	1.49

Common Stock Options

The following table summarizes the stock option activity for the nine months ended June 30, 2024:

	Options		Weighted-Average Exercise Price Per Share
Outstanding, September 30, 2023		136,632,356	$	0.01
Granted		7,349,588		0.001
Exercised		—		—
Forfeited		—		—
Expired		—		—
Outstanding, June 30, 2024		143,981,944	$	0.01
Exercisable, June 30, 2024		139,232,158	$	0.01

Commitments and Contingent Liabilities

9 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingent Liabilities

Note 7. Commitments and Contingent Liabilities

In February 2022, the Company entered into a consulting agreement with Spivak Management, Inc. (the “Consultant”). Under the agreement, the Consultant will provide business strategy advice and introductions to the Company for a period of five years unless mutually terminated sooner. Concurrently, Kenin Spivak, who controls Spivak Management, Inc., entered into a stock purchase agreement with the Company to purchase 6,000,000 shares of common stock for $25,000 cash. The purchase and issuance of the shares was to be completed by June 30, 2022. The consultant will receive a fee of between 1% and 7% of any consideration from a strategic transaction the Company enters into, defined as any acquisition, divestiture, partnership, licensing arrangement or joint venture (“Strategic Transaction Fee”). Financing transactions are not considered strategic transactions for purposes of this agreement. The consultant will also be entitled to 5% of revenue from any business activity that the Company undertakes that is introduced by the Consultant.

Litigation

License Agreement

9 Months Ended

Jun. 30, 2024

License Agreement

License Agreement

Note 8. License Agreement

●	Common shares representing 5% of total number of outstanding common shares of the Company immediately following any change of control of the Company; the Company issued 29,130,167 shares of common stock as a result of the change of control discussed in Note 5. These shares were issued in July 2021.

●	29,130,167 Common shares immediately following the first round of funding under a private offer of equity or debt securities; These shares were issued in July 2021.

●	29,130,167 Common shares immediately following the commencement of clinical trials for Federal Drug Administration clearance of the product; and

●	Common shares representing an adjustment to increase 7 to Stand’s total ownership to 19.99% of total number of outstanding common shares of the Company immediately following FDA clearance of the product for sale. The Company expects to issue 29,130,166 shares of common stock related to this provision if met.

●	$40,000 of royalties to be paid to 7 to Stand annually, on a quarterly basis. The license agreement may be terminated by 7 to Stand if 1) SomaCeuticals does not begin clinical trials within one year of the agreement; 2) if SomaCeuticals terminates the continuation of the clinical trials; or 3) shall not commence marketing the product within reasonable time after obtaining FDA approval.

The Company owed $50,000 of royalties and late fees under this agreement as of June 30, 2024 and $20,000 as of September 30, 2023.

Subsequent Events

9 Months Ended

Jun. 30, 2024

Subsequent Events [Abstract]

Subsequent Events

Note 9. Subsequent Events

On September 28, 2024, Steven Penderghast resigned as a member of the Board of Directors.

Going Concern and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Interim Financial Statements	Interim Financial Statements The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X and should be read in conjunction with the audited financial statements and notes thereto for the year ended September 30, 2023 which are included on our Form 10-K filed on January 19, 2024. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the three and nine months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full fiscal year ending September 30, 2024.
Consolidated Financial Statements	Consolidated Financial Statements The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries, SomaCeuticals, Inc., First Titan Energy, LLC and First Titan Technical, LLC from the date of their formations or acquisition. Significant intercompany transactions have been eliminated in consolidation.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration.

Convertible Notes Payable and Advances (Tables)

9 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Convertible notes payable consisted of the following at June 30, 2024 and September 30, 2023:


	June 30, 2024			September 30, 2023
Convertible note dated May 10, 2023 in the original principal amount of $21,300 maturing May 10, 2024, bearing interest at 12%, convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.	$	—		$	21,300
Convertible note dated July 3, 2023 in the original principal amount of $47,250 maturing April 15, 2024, bearing interest at 12%, convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.		—			47,250
Convertible note dated June 6, 2024 in the original principal amount of $27,500 maturing June 6, 2025, bearing interest at 10%, convertible from issuance into common stock at conversion price of $0.00017.		27,500			—
Total convertible notes payable		27,500			68,550
Unamortized discount		(1,877	)		(8,840	)

Total current convertible notes payable, net of discount	$	25,623		$	59,710

Stockholders’ deficit (Tables)

9 Months Ended

Jun. 30, 2024

Equity [Abstract]

The following table summarizes the stock warrant activity for the nine ended June 30, 2024:

	Warrants			Weighted-Average Exercise Price Per Share		Weighted-Average Term (Years)
Outstanding, September 30, 2023		191,869,523		$	0.004	1.60
Granted		7,349,588			0.001	4.63
Exercised		(33,333,333	)		0.001	—
Forfeited		(40,475,263	)		0.01	—
Expired		(1,428,571	)		0.01	—
Outstanding and exercisable, June 30, 2024		123,981,944		$	0.004	1.49

The following table summarizes the stock option activity for the nine months ended June 30, 2024:

	Options		Weighted-Average Exercise Price Per Share
Outstanding, September 30, 2023		136,632,356	$	0.01
Granted		7,349,588		0.001
Exercised		—		—
Forfeited		—		—
Expired		—		—
Outstanding, June 30, 2024		143,981,944	$	0.01
Exercisable, June 30, 2024		139,232,158	$	0.01

Going Concern and Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended						9 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2024	Jun. 30, 2023
Accounting Policies [Abstract]
Net loss	$ 197,661	$ 174,962	$ 163,759	$ 1,282,529	$ 150,237	$ 165,909	$ 536,382	$ 1,598,675
Net cash provided by operating activities							75,588	$ 133,065
Working capital							$ 1,624,932

Convertible notes payable consisted of the following at June 30, 2024 and September 30, 2023: (Details) - USD ($)	9 Months Ended
	Jun. 30, 2024	Sep. 30, 2023
Short-Term Debt [Line Items]
Total current convertible notes payable, net of discount	$ 25,623	$ 59,710
Total convertible notes payable	27,500	68,550
Unamortized discount	$ (1,877)	(8,840)
Convertible Note Date May 10 2023 [Member]
Short-Term Debt [Line Items]
Dated	May 10, 2023
Amount	$ 21,300
Maturity date	May 10, 2024
Interest	12.00%
Conversion of note description	convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.
Total current convertible notes payable, net of discount		21,300
Convertible Note Date July 3, 2023 [Member]
Short-Term Debt [Line Items]
Dated	Jul. 03, 2023
Amount	$ 47,250
Maturity date	Apr. 15, 2024
Interest	12.00%
Conversion of note description	convertible beginning six months from issuance into common stock at a rate of 61% of the lowest trading price during the 20 days prior to conversion.
Total current convertible notes payable, net of discount		47,250
Convertible Note Date June 62024 [Member]
Short-Term Debt [Line Items]
Dated	Jun. 06, 2024
Amount	$ 27,500
Maturity date	Jun. 06, 2025
Interest	10.00%
Conversion of note description	convertible from issuance into common stock at conversion price of $0.00017.
Convertible Note Date November 1,2023 [Member]
Short-Term Debt [Line Items]
Total current convertible notes payable, net of discount	$ 27,500

Convertible Notes Payable and Advances (Details Narrative) - USD ($)					9 Months Ended
	Jun. 06, 2024	Nov. 01, 2023	Jul. 03, 2023	May 10, 2023	Jun. 30, 2024	Sep. 30, 2023
Short-Term Debt [Line Items]
Debt Instrument conversion feature					The notes are convertible into common stock at the option of the holder. The holder of the notes cannot convert the notes into shares of common stock if that conversion would result in the holder owning more than 4.9% of the outstanding stock of the Company.
Debt discount					$ 1,877	$ 8,840
Conversion of stock description	Pursuant to the terms of the June 2024 Note, the outstanding principal and accrued interest on the note shall be convertible from issuance into shares of the Company’s common stock at conversion price of $0.00017.	Pursuant to the terms of the November 2023 Note, the outstanding principal and accrued interest on the note shall be convertible beginning six months from issuance into shares of the Company’s common stock at 61% of the lowest trading price of the Company’s common stock during the 20 days prior to conversion.	Pursuant to the terms of the July 2023 Note, the outstanding principal and accrued interest on the note shall be convertible beginning six months from issuance into shares of the Company’s common stock at 61% of the lowest trading price of the Company’s common stock during the 20 days prior to conversion.	Pursuant to the terms of the May 2023 Note, the outstanding principal and accrued interest on the note shall be convertible beginning six months from issuance into shares of the Company’s common stock at 61% of the lowest trading price of the Company’s common stock during the 20 days prior to conversion.
Recognized of discount		$ 6,500	$ 7,250	$ 6,300
Deferred finance costs		3,408	5,002	3,838
Accrued interest on convertible notes payable					222,973	225,363
Advance [Member]
Short-Term Debt [Line Items]
Non interest bearing advance					$ 62,150	$ 59,650
Convertible Note Date May 10 2023 [Member]
Short-Term Debt [Line Items]
Interest rate					12.00%
Maturity date					May 10, 2024
Note payable principal amount converted					$ 21,300
Note payable accrued interest converted					$ 1,278
Stock issued for conversion of note payable					30,297,790
Gain on conversion of debt					$ 0
Convertible Note Date July 3, 2023 [Member]
Short-Term Debt [Line Items]
Interest rate					12.00%
Maturity date					Apr. 15, 2024
Note payable principal amount converted					$ 47,250
Note payable accrued interest converted					$ 2,835
Stock issued for conversion of note payable					103,170,448
Gain on conversion of debt					$ 0
Convertible Note Date November 1,2023 [Member]
Short-Term Debt [Line Items]
Note payable principal amount converted					31,500
Note payable accrued interest converted					$ 1,885
Stock issued for conversion of note payable					78,184,594
Gain on conversion of debt					$ 0
Convertible Promissory Note [Member]
Short-Term Debt [Line Items]
Principal amount of convertible promissory issued	$ 27,500
Interest rate	10.00%
Debt discount	$ 2,500
Maturity date	Jun. 06, 2025
Purchase Agreement [Member]
Short-Term Debt [Line Items]
Principal amount of convertible promissory issued		$ 31,500	$ 47,250	$ 21,300
Interest rate		12.00%	12.00%	12.00%
Debt discount		$ 1,500	$ 2,250	$ 1,050
Maturity date		Aug. 15, 2024	Apr. 15, 2024	May 10, 2024
Cash proceeds		$ 25,000	$ 40,000	$ 15,000

Related Party Transactions (Details Narrative) - USD ($)			1 Months Ended	6 Months Ended		9 Months Ended
	Sep. 26, 2023	Sep. 19, 2023	Feb. 28, 2022	Mar. 31, 2024	Mar. 31, 2023	Jun. 30, 2024	Sep. 30, 2023
Related Party Transaction [Line Items]
Accounts payable to related party						$ 659,771	$ 454,665
Expenses paid by CEO				$ 9,000	$ 0
Expenses repaid to CEO				9,000	0
Received short term, unsecured, non-interest bearing advances				1,684	$ 700
Related party advances				$ 7,979		$ 3,424	$ 6,295
Common stock, shares outstanding						1,241,105,695	996,119,530
Description of options		(i) during the term of the agreement with SMIHC, a fee of 3% of any SMIHC generated revenue and (ii) not less than ¼ of the participation in Pro Forma Profits Before Tax to be payable to the Company at its senior executive pursuant to the SMIHC translation. Additionally, for Mr. Katzaroff’s contribution to the AIP transaction, he will be paid the following (i) if the Company invests in AIP, or merges with AIP, Mr. Katzaroff will receive a fee ranging from 1.5% - 4% during on the aggregate consideration of the AIP transaction and (ii) if AIP generated any revenue for the Company by reason of introductions, sales agency, distribution or other similar activities, he will receive a 3% fee for the term of the AIP transaction.
Royalty on any sales under the agreement	Pursuant to with SMIHC, the Company will receive a 5% royalty on any sales under the agreement by the company formed in India under this agreement, and 50% of any sublicense revenue from the India company formed under the agreement. The Company will pay the following (i) initial fees of between $15,000 - $22,500, and monthly fees of between $5,000 and $12,500 per month for Phase A (ii) monthly fees of $12,500, increase after six months to $17,500 per month, and to $25,000 per month after one year. The fee will increase by 5% per year thereafter for Phase B (iii) an initial management fee of $15,000 upon certain milestones and monthly management fee of $5,000 per month thereafter.
Mr Katzaroff [Member]
Related Party Transaction [Line Items]
Description of additional options						Additionally, Mr. Katzaroff will earn a fee related to any strategic transaction, as defined in the agreement, including but not limited to acquisitions, divestitures, partnerships or joint ventures, of at least 2% for any transactions not introduced by Mr. Katzaroff, or 4% for any introduced by Mr. Katzaroff of up to $20,000,000, and an additional 0.75% - 3.5% for amounts above that threshold. As of June 30, 2023, no amounts have been earned or paid.
Board of Directors Chairman [Member] \| Mr Katzaroff [Member]
Related Party Transaction [Line Items]
Annual fees			$ 180,000
Chief Executive Officer [Member]
Related Party Transaction [Line Items]
Payable to consultant term						3 years
Common stock, shares outstanding						35,000,000
Exercise price, per shares						$ 0.009
Excercise term						5 years
Description of options						The options vest 50% immediately, and the remainder on monthly basis over two years. Mr. Katzaroff is also entitled to additional options in the event of the Company issuing equity or equity equivalents in the future, with him receiving an amount of options equal to 3% of future options or warrants issued, excluding grants to officers. The exercise price of these additional options will be 110% of the price per equity equivalent issued after the agreement date. During the six months ended March 31, 2024, a total of 5,004,049 additional options were issued to Mr. Katzaroff pursuant to the agreement terms. The total fair value of these option grants at issuance was $5,838. During the nine months ended June 30, 2024 and 2023, the Company recognized $28,344 and $53,409 of stock-based compensation, related to outstanding stock options under this agreement, respectively. At June 30, 2024, the Company had $6,848 of unrecognized expense related to options.

The following table summarizes the stock warrant activity for the nine ended June 30, 2024: (Details)	9 Months Ended
	Jun. 30, 2024 $ / shares shares
Equity [Abstract]
Warrants outstanding, begnning \| shares	191,869,523
Warrants outstanding, begnning \| $ / shares	$ 0.004
Share Based Compensation Arrangement Warrant Outstanding Weighted AverageTerm	1 year 7 months 6 days
Warrants outstanding, begnning \| shares	7,349,588
Warrants outstanding, begnning \| $ / shares	$ 0.001
Share Based Compensation Arrangement Warrant Outstanding Weighted AverageTerm Granted Number One	4 years 7 months 17 days
Warrants outstanding, begnning \| shares	(33,333,333)
Warrants outstanding, begnning \| $ / shares	$ 0.001
Share Based Compensation Arrangement Warrant Outstanding Weighted AverageTerm Exercised Number One
Warrants outstanding, begnning \| shares	(40,475,263)
Warrants outstanding, begnning \| $ / shares	$ 0.01
Share Based Compensation Arrangement Warrant Outstanding Weighted AverageTerm Forfeited Number One
Warrants outstanding, begnning \| shares	(1,428,571)
Warrants outstanding, begnning \| $ / shares	$ 0.01
Share Based Compensation Arrangement Warrant Outstanding Weighted AverageTerm Expired Number One
Warrants outstanding, begnning \| shares	123,981,944
Warrants outstanding, begnning \| $ / shares	$ 0.004
Share Based Compensation Arrangement Warrant Outstanding Weighted AverageTerm Oustanding And Exercisable	1 year 5 months 27 days

The following table summarizes the stock option activity for the nine months ended June 30, 2024: (Details)	9 Months Ended
	Jun. 30, 2024 $ / shares shares
Equity [Abstract]
Option outstanding, beginning \| shares	136,632,356
Option outstanding, per shares, beginning \| $ / shares	$ 0.01
Granted \| shares	7,349,588
Granted \| $ / shares	$ 0.001
Option outstanding, ending \| shares	143,981,944
Option outstanding, per shares, ending \| $ / shares	$ 0.01
Exercisable, December 31, 2023 \| shares	139,232,158
Exercisable, per share, December 31, 2023 \| $ / shares	$ 0.01

Stockholders’ deficit (Details Narrative) - USD ($)			6 Months Ended	9 Months Ended
Stockholders’ deficit (Details Narrative) - USD ($)	Sep. 21, 2017	Aug. 03, 2015	Mar. 31, 2024	Jun. 30, 2024	Mar. 08, 2024	Mar. 07, 2024	Sep. 30, 2023	Jul. 31, 2023	Sep. 12, 2017
Class of Stock [Line Items]
Preferred stock authorized				20,000,000			20,000,000
Preferred Stock, Par or Stated Value Per Share				$ 0.001
Common Stock, Par or Stated Value Per Share				$ 0.001			$ 0.001
Common Stock, Shares, Issued				1,241,105,695			996,119,530	6,000,000
Prepaid expense related to difference in fair value of shares				$ 83,833	$ 169,000
Dividend yield			0.00%
Expected term				5 years
Expected remaining life				2 years 3 months 22 days
Aggregate intrinsic value				$ 933
Expenses related to the fair value				28,344
Additional expenses				$ 9,562
Common stock options granted				$ 0.0011
Minimum [Member]
Class of Stock [Line Items]
Volatility rate			204.84%
Risk free rate			3.91%
Maximum [Member]
Class of Stock [Line Items]
Volatility rate			213.91%
Risk free rate			4.80%
Spivak Management Inc [Member]
Class of Stock [Line Items]
Stock and Warrants Issued During Period, Value, Preferred Stock and Warrants				$ 7,349,588
Fair value of option grants				$ 7,358
Mr Katzaroff [Member]
Class of Stock [Line Items]
Fair value of option grants			$ 5,838
Valerian Capital L L C [Member] \| Accrued Cash [Member]
Class of Stock [Line Items]
Accrued Cash						$ 5,000
Valerian Capital L L C [Member] \| Cash [Member]
Class of Stock [Line Items]
Cash Received						$ 5,000
Educational Group L L C [Member] \| Accrued Cash [Member]
Class of Stock [Line Items]
Accrued Cash					5,000
Educational Group L L C [Member] \| Cash [Member]
Class of Stock [Line Items]
Cash Received					$ 5,000
Common Stock [Member] \| Valerian Capital L L C [Member]
Class of Stock [Line Items]
Common Stock, Shares, Issued						50,000,000
Common Stock [Member] \| Educational Group L L C [Member]
Class of Stock [Line Items]
Common Stock, Shares, Issued					50,000,000
Warrant [Member]
Class of Stock [Line Items]
Dividend yield				0.00%
Expected term				5 years
Expected remaining life				1 year 5 months 27 days
Aggregate intrinsic value				$ 17,433
Warrant [Member] \| Minimum [Member]
Class of Stock [Line Items]
Volatility rate				204.84%
Risk free rate				3.91%
Warrant [Member] \| Maximum [Member]
Class of Stock [Line Items]
Volatility rate				213.91%
Risk free rate				4.80%
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Preferred Stock, Par or Stated Value Per Share				$ 0.001			$ 0.001
Preferred stock, shares designated				6,000,000
Preferred stock liquidation preference				$ 2.00
Additional share to be issued				5,000,000
Preferred stock dividends				6,000,000
Preferred stock dividend rate				8.00%
Preferred stock, shares outstanding				0			0
Preferred Stock, Shares Issued				0			0
Series B Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, shares designated				1,000,000
Preferred stock liquidation preference				$ 1.00
Preferred stock dividend rate				8.00%
Preferred stock, shares outstanding				0			0
Preferred stock redemption price per share				$ 1.00
Series C Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock liquidation preference									$ 0.50
Preferred stock, shares outstanding				0			0
Preferred stock redemption price per share									$ 0.50
Preferred stock, shares designated									1,200,000
Series D Preferred Stock [Member]
Class of Stock [Line Items]
Preferred Stock, Par or Stated Value Per Share				$ 0.001			$ 0.001
Preferred stock liquidation preference	$ 1.00
Preferred stock, shares outstanding				0			0
Preferred stock redemption price per share	$ 0.01
Preferred stock, shares designated	539,988
Preferred stock, conversion basis	The Series D Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of $0.01 per share of common stock.
Preferred Stock, Shares Issued				0			0	50,998,800
Preferred Stock Shares Outstanding Full Conversion								509,988
Series E Preferred Stock [Member]
Class of Stock [Line Items]
Preferred Stock, Par or Stated Value Per Share				$ 0.001			$ 0.001
Preferred stock, shares outstanding		1,000,000		1,000,000			1,000,000
Preferred Stock, Shares Issued				1,000,000			1,000,000
Description of voting rights		The Series E Preferred stock retained 2/3 of the voting rights in the Company.
Series E Preferred Stock [Member] \| Director [Member]
Class of Stock [Line Items]
Preferred stock authorized				1,000,000			1,000,000
Series F Preferred Stock [Member]
Class of Stock [Line Items]
Preferred Stock, Par or Stated Value Per Share				$ 0.001			$ 0.001
Preferred stock liquidation preference	$ 1.00
Preferred stock, shares outstanding				128,991			128,991
Preferred stock redemption price per share	$ 0.01
Preferred stock, shares designated	501,975
Preferred stock, conversion basis	The Series F Preferred Stock is convertible at the option of the holder into shares of common stock at a rate of $0.01 per share of common stock.
Preferred Stock, Shares Issued				128,991			128,991
Common Stock Warrants [Member]
Class of Stock [Line Items]
[custom:DeferredCostsCurrentAndNoncurrent1]				$ 6,918
Deferred Costs				$ 12,120

Commitments and Contingent Liabilities (Details Narrative) - USD ($)			1 Months Ended
	Sep. 19, 2023	Aug. 10, 2023	Jul. 31, 2022	Feb. 28, 2022	Jun. 30, 2024	Sep. 30, 2023	Jul. 31, 2023	Aug. 31, 2022
Loss Contingencies [Line Items]
Stock issued during period				6,000,000
Value of stock issued				$ 25,000
Description of commitment				The Consultant will be paid a signing bonus of $25,000 upon receipt by the Company of the $25,000 cash under the stock purchase agreement described above. The Consultant will also receive the larger of $12,500 per month, or 50% of the CEO’s fixed cash compensation under the amended employment agreement described in Note 4. The Consultant may elect to receive this payment in stock.
Description of purchase agreement			In July 2022, the consultant agreement and the stock purchase agreement were amended to reduce the subscription amount to $17,500.
Shares, issued under subscription agreement					1,241,105,695	996,119,530	6,000,000
Revenues generated, description	the sum of $300,000 in installments on and from the first to occur of either a financing or cumulative revenue of at least $1,000,000, the Company shall 15% of the financing or revenue to the Consultant, or if the Company pays its CEO compensation, the Company shall pay an equal amount to the Consultant. until the full $300,000 is paid in full. If the Company receives financing or cumulative revenue of at least $2,000,000, the Company shall pay 15% of that amount to the consultant, or if the Company pays compensation to its CEO of at least $150,000, the Company shall pay consultant an amount equal to 60% of such compensation. If a financing of at least $5,000,000 is received by the Company, the full $300,000 will be due and payable. The Company will continue to pay the Consultant a fee of $12,500 per month. The Company reclassified $250,000 of fee accrued in accounts payable owed to the Consultant and interest expense of $50,000 to a note payable. As of March 31, 2024 and September 30, 2023, the Company owed the consultant $412,000 and $337,500, which included accounts payable and accrued liabilities of $112,000 and $37,500 and notes payable of $300,000, respectively. In the event the Company invests in, mergers with or acquires AIP (as disclosed in Note 8), the Company will owe a Strategic Transaction Fee to the Consultant for that transaction. The Consultant is also entitled to 3.5% of any revenues generated by the Company from the AIP relationship.
Consultant Agreement [Member]
Loss Contingencies [Line Items]
Purchase commitment, description		Upon execution of the agreement, Valerian will purchase 33,333,333 shares of the Company’s stock for a total purchase price of $25,000 and have the option to purchase an additional 33,333,333 shares for $25,000 during the first 45 days of the agreement. Lastly, Valerian will have the right to purchase 66,000,000 warrants with an exercise price of $0.00075 for up to one year following the agreement. On October 30, 2023, the Company agreed to extend the exercise period of the 33,333,333 warrants to 150 days from the agreement date. As a result of this amendment to the warrant, the Company recognized a deemed dividend of $32,341 for the estimated incremental fair value of the warrants under the new terms. During the nine months ended June 30, 2024, the Company received $25,000 in cash proceeds for the exercise of 33,333,333 warrants previously issued to Valerian. As of June 30, 2024, the Company received $50,000 and issued 56,666,666 shares of common stock to Valerian.
Guarantee Obligations [Member]
Loss Contingencies [Line Items]
Amount paid to consultant								$ 17,500

License Agreement (Details Narrative) - USD ($)			1 Months Ended	3 Months Ended	9 Months Ended
License Agreement (Details Narrative) - USD ($)	Nov. 02, 2023	Aug. 23, 2020	Feb. 28, 2022	Sep. 30, 2023	Jun. 30, 2024
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Description of milestone		Common shares representing 5% of total number of outstanding common shares of the Company immediately following any change of control of the Company; the Company issued 29,130,167 shares of common stock as a result of the change of control discussed in Note 5. These shares were issued in July 2021.
Description of milestone one		29,130,167 Common shares immediately following the first round of funding under a private offer of equity or debt securities; These shares were issued in July 2021.
Description of milestone two		29,130,167 Common shares immediately following the commencement of clinical trials for Federal Drug Administration clearance of the product; and
Description of milestone three		Common shares representing an adjustment to increase 7 to Stand’s total ownership to 19.99% of total number of outstanding common shares of the Company immediately following FDA clearance of the product for sale. The Company expects to issue 29,130,166 shares of common stock related to this provision if met.
Description of milestone four		$40,000 of royalties to be paid to 7 to Stand annually, on a quarterly basis. The license agreement may be terminated by 7 to Stand if 1) SomaCeuticals does not begin clinical trials within one year of the agreement; 2) if SomaCeuticals terminates the continuation of the clinical trials; or 3) shall not commence marketing the product within reasonable time after obtaining FDA approval.
Royalties and late fess				$ 20,000	$ 50,000
Consulting agreement with AIP			The Consultant will be paid a signing bonus of $25,000 upon receipt by the Company of the $25,000 cash under the stock purchase agreement described above. The Consultant will also receive the larger of $12,500 per month, or 50% of the CEO’s fixed cash compensation under the amended employment agreement described in Note 4. The Consultant may elect to receive this payment in stock.
License Agreement Terms [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Consulting agreement with AIP	(i) AIP $5,000 per month during Phase A period, if the Company receives regulatory approval to manufacture, sell and distribute products in India or the United States within 60 days of the agreement (ii) AIP $6,000 per month during Phase B period (iii) AIP a sales commission of between 10% and 15% related to any customers, distributors or sales agents introduced to the Company by AIP and (iv) a commission of 4% of any proceeds from equity investments to the Company introduced by AIP, or 2% of any loan proceeds from lenders introduced by AIP.
License Agreement [Member] \| Patents [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Royalty of net sales		7.10%

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