XML 24 R9.htm IDEA: XBRL DOCUMENT
v3.23.1

RELATED PARTY TRANSACTIONS | 12 Months Ended
--- | ---
Dec. 31, 2022
RELATED PARTY TRANSACTIONS |
RELATED PARTY TRANSACTIONS | NOTE 3 – RELATED PARTY TRANSACTIONS ICT Investments owns 4,688,695 shares of the Company’s common stock. Prior to the closing of the Company’s IPO on October 4, 2022, this represented 96.1% of the total shares outstanding. As of December 31, 2022, ICT Investments owns 59.5% of the total shares outstanding. Dmitriy Nikitin is the Managing Partner of ICT Investments, and has controlled the Company since its inception. Since the date of incorporation on November 8, 2019, the Company has engaged in the following transactions with our directors, executive officers, holders of more than 5% of its voting securities, and affiliates or immediately family members of its directors, executive officers and holders of more than 5% of our voting securities, and its co-founders. The Company believes that all of these transactions were on terms as favorable as could have been obtained from unrelated third parties. On December 31, 2019, Sales demonstration equipment valued at $505,506 was transferred to the Company from ICT Investments, in exchange for 443,554 shares of our common stock. During the year 2020, ICT Investments made additional investments in the Company, consisting of inventories, certain capital manufacturing equipment, office and computer equipment, intangible assets consisting of 3D engineering design documentation, a manufacturing database, and a customer relationship database with populated CRM, valued in total at $4,786,109, in exchange for 4,434,865 shares of its common stock. Tatiana Nikitina, the daughter of Dmitriy Nikitin, was a Director of the Company until the Company’s IPO. In 2020, she also held the role of Marketing Director, during which time she created the Company’s Marketing Department and trained personnel. On December 31, 2020, she received directly from ICT Investments 41,667 shares in the form of re-assignment, for recognition of contributions to the Company. Arnold Bykov, the Company’s Chief Equipment Design Engineer, was a Director of the Company until the Company’s IPO. On December 31, 2020, he received directly from ICT Investments 46,297 shares in the form of re-assignment, for recognition of contributions to the Company. On December 31, 2020, the Company’s President, Wayne Tupuola, received directly from ICT Investments 101,760 shares in the form of re-assignment, for recognition of contributions to the Company. The Company initially entered into a sub-lease with ICT Investments, for a portion of the space that ICT Investments had leased from the landlord. In January 2020, the Company assumed the entire lease for the full space, and on September 30, 2021, the Company entered into a direct lease with the landlord for this space, which now comprises the Company’s main office and manufacturing plant. The Company’s current monthly lease payment for this space, in the amount of $15,549, represents a direct payment to the landlord and is a fair market rate for comparable leases In January 2020, the Company issued a promissory note 1 to ICT Investments in the principal amount of $439,990 bearing 6% annual interest with a maturity date of January 31, 2023. This note was paid in full as of December 31, 2020. In October 2020, the Company issued a promissory note 2 to ICT Investments in the principal amount of $745,438 bearing 6% annual interest with a maturity date of December 31, 2023. This Note was paid in full as of December 31, 2022. In September 2022, the Company issued a promissory note to ICT Investments in the principal amount of $100,000 bearing 10% annual interest with a maturity date of September 29, 2023. This note was paid in full as of December 31, 2022. During the years ending December 30, 2022 and 2021, the Company paid $133,212 and $83,744, respectively, to Dmitriy Nikitin for advisory fees and allowances. During the year ending December 30, 2022, the Company paid $86,914 to ICT Investments for accounting services and SEC filing related work. During the year ending December 30, 2022, the Company paid $86,460 to ICT Investments for product components and raw materials.

X
- References No definition available. + Details
Name: | us-gaap_RelatedPartyTransactionsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (d) -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -URI https://asc.fasb.org/topic&trid=2122745 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 850 -SubTopic 10 -Section 50 -Paragraph 6 -URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864 + Details
Name: | us-gaap_RelatedPartyTransactionsDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration