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

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2023

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

Commission file number: 000-56155

CRYOMASS TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Nevada		82-5051728
(State of incorporation)		(IRS Employer Identification No.)

1001 Bannock Street, Suite 612, Denver, CO		80204
(Address of principal executive offices)		(Zip Code)

303-416-7208

(Registrant’s telephone number, including area code)

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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post 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	☒
		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

As of November 15, 2023, the registrant had 210,032,401 shares of its common stock, par value $0.001 per share, outstanding.

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered

FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or the negative of these words or other comparable terminology.

The identification in this report of factors that may affect our future performance and the accuracy of forward-looking statements is meant to be illustrative and by no means exhaustive. All forward-looking statements should be evaluated with the understanding of their inherent uncertainty.

Factors that could cause our actual results to differ materially from those expressed or implied by forward-looking statements include, but are not limited to:

●

Trends affecting our financial condition, results of operations or future prospects, including the impact of COVID-19;

●

Our business and growth strategies;

●

Our financing plans and forecasts;

●

The factors that we expect to contribute to our success and our ability to be successful in the future;

●

Our business model and strategy for realizing positive results as sales increase;

●

Competition, including our ability to respond to such competition and its expectations regarding continued competition in the market in which we compete;

●

Our ability to meet our projected operating expenditures and the costs associated with development of new projects;

●

The impact of new accounting pronouncements on our financial statements;

●

Whether our cash flows from operating activities will be sufficient to meet our operating expenditures;

●

Our market risk exposure and efforts to minimize risk;

●

Regulations, including tax law and practice, federal and state laws governing the cannabis and cannabinoid industries, and tariff legislation;

●

Our overall outlook including all statements under Management’s Discussion and Analysis of Financial Condition and Results of Operations;

●

That estimates and assumptions made in the preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) may differ from actual results; and

●

Our expectations as to future financial performance, cash and expense levels and liquidity sources.

Any forward-looking statements in this Quarterly Report on Form 10-Q reflect our current views with respect to future events or to our future financial performance. A more detailed description of risk factors that may affect our operating results can be found in Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q and Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 filed with the SEC on March 24, 2023, and our other filings with the SEC. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Except as required by law, we assume no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.

TABLE OF CONTENTS

		PAGE

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets as of September 30, 2023 (Unaudited) and December 31, 2022	1
	Condensed Consolidated Statements of Operations (Unaudited) for the Three and Nine Months Ended September 30, 2023 and 2022	2
	Condensed Consolidated Statements of Shareholders’ Equity (Deficit) (Unaudited) for the Three and Nine Months Ended September 30, 2023 and 2022	3
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the Three and Nine Months Ended September 30, 2023 and 2022	4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23
Item 4.	Controls and Procedures	23

PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 2.	Unregistered Sale of Equity Securities and Use of Proceeds	26
Item 3.	Defaults Upon Senior Securities	26
Item 4.	Mine Safety Disclosures	26
Item 5.	Other Information	26
Item 6.	Exhibits	27
Signatures		28

CRYOMASS TECHNOLOGIES INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30, 2023 (unaudited)			December 31, 2022
ASSETS
Current assets:
Cash and cash equivalents	$	9,485		$	2,016,057
Deferred Tax asset		21,788			21,788
Prepaid expenses		190,845			128,651
Total current assets		222,118			2,166,496

Property and equipment, net		736,149			525,855
Goodwill		-			1,190,000
Intangible assets, net		114,015			3,980,582
Total assets	$	1,072,282		$	7,862,933

LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)

Current liabilities:
Accounts payable and accrued expenses	$	1,729,847		$	1,288,465
Deferred revenue, current – related party		20,000			-
Notes payable, current, net of discount		229,824			-
Total current liabilities		1,979,671			1,288,465
Deferred revenue, long term – related party		80,000			-
Notes payable, net of discount		304,029			-
Notes payable, net of discount – related party		2,126,384			2,000,000
Total liabilities		4,490,084			3,288,465

Commitments and contingencies (Note 12)

Shareholders’ equity (deficit):
Preferred stock, $0.001 par value, 100,000 shares authorized, no shares issued and outstanding respectively		-			-
Common stock, $0.001 par value, 500,000,000 shares authorized, 210,032,401 and 202,651,205 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively		210,033			202,652
Additional paid-in capital		44,797,891			43,163,579
Common stock to be issued		-			219,765
Accumulated deficit		(48,425,726	)		(39,011,528	)
Total shareholders’ equity (deficit)		(3,417,802	)		4,574,468
Total liabilities and shareholders’ equity (deficit)	$	1,072,282		$	7,862,933

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

CRYOMASS TECHNOLOGIES INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Operating expenses:
Personnel costs		869,046			733,233			2,360,765			1,534,885
General and administrative		313,092			306,037			1,099,137			839,818
Legal and professional fees		160,987			190,693			564,226			2,337,143
Depreciation and amortization expense		30,179			21,832			299,044			65,495
Research and development		-			2,031			13,361			20,518
Loss on impairment of intangible assets		-			-			3,653,043			-
Loss on impairment of goodwill		-			-			1,190,000			-
Total operating expenses		1,373,304			1,253,826			9,179,576			4,797,859
Loss from operations		(1,373,304	)		(1,253,826	)		(9,179,576	)		(4,797,859	)

Other income (expenses):
Interest expense, net		(109,302	)		(19,636	)		(245,566	)		(90,894	)
Gain / (loss) on foreign exchange		28,740			45,049			10,944			77,618
Total other expenses		(80,562	)		25,413			(234,622	)		(13,276	)
Net loss before taxes		(1,453,866	)		(1,228,413	)		(9,414,198	)		(4,811,135	)
Income taxes		-			-			-			-
Net loss		(1,453,866	)		(1,228,413	)		(9,414,198	)		(4,811,135	)

Net loss per common share:
Loss per common share – basic and diluted	$	(0.01	)	$	(0.01	)	$	(0.05	)	$	(0.02	)

Weighted average common shares outstanding—basic and diluted		207,422,054			201,998,206			205,740,483			203,440,055

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

CRYOMASS TECHNOLOGIES INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT)

(UNAUDITED)

	Common Stock						Additional Paid-In			Common Stock to			Accumulated			Total Shareholders’ Equity
	Shares			Amount			Capital			Be Issued			Deficit			(Deficit)
Balance at December 31, 2021		196,949,801		$	196,950		$	41,916,207		$	-		$	(28,588,837	)	$	13,524,320
Share issuance in exchange for services		458,334			458			159,959			80,208			-			240,625
Stock-based compensation		1,735,529			1,736			139,079			-			-			140,815
Net loss		-			-			-			-			(2,152,305	)		(2,152,305	)
Balance at March 31, 2022		199,143,664		$	199,144		$	42,215,245		$	80,208		$	(30,741,142	)	$	11,753,455
Shares issued from warrants exercised		220,500			221			65,930			-			-			66,151
Share issuance in exchange for services		687,501			688			239,938			-			-			240,626
Stock-based compensation		1,000,000			1,000			68,095			-			-			69,095
Net loss		-			-			-			-			(1,430,418	)		(1,430,418	)
Balance at June 30, 2022		201,051,665		$	201,053		$	42,589,208		$	80,208		$	(32,171,560	)	$	10,698,909
Share issuance in exchange for services		416,667			417			145,417			(80,208	)		-			65,626
Shares issuance from sale of common stock		1,000,000			1,000			213,134			-			-			214,134
Share cancellation related to interest on note payable		(92,127	)		(92	)		(23,317	)		-			-			(23,409	)
Stock-based compensation		150,000			150			89,080			-			-			89,230
Net loss		-			-			-			-			(1,228,413	)		(1,228,413	)
Balance at September 30, 2022		202,526,205		$	202,528		$	43,013,522		$	-		$	(33,399,973	)	$	9,816,077

Balance at December 31, 2022		202,651,205		$	202,652		$	43,163,579		$	219,765		$	(39,011,528	)	$	4,574,468
Common stock issued for prior period services		62,500			62			21,813			(21,875	)		-			-
Common stock issued for current period services		187,500			188			65,438			-			-			65,626
Common stock issued for vested RSUs for prior period services		1,100,000			1,100			196,790			(197,890	)		-			-
Common stock issued for vested RSUs for current period services		777,932			778			49,222			-			-			50,000
Stock-based compensation for vested RSUs for current period services		-			-			62,972			-			-			62,972
Net loss		-			-			-			-			(1,598,526	)		(1,598,526	)
Balance at March 31, 2023		204,779,137		$	204,780		$	43,559,814		$	-		$	(40,610,054	)	$	3,154,540
Common stock issued for current period services		187,500			187			19,925			-			-			20,112
Common stock issued for vested RSUs for current period services		802,000			802			79,118			-			-			79,920
Stock-based compensation for vested RSUs for current period services		-			-			173,631			-			-			173,631
Warrants issued in conjunction with notes payable		-			-			179,026			-			-			179,026
Net loss		-			-			-			-			(6,361,806	)		(6,361,806	)
Balance at June 30, 2023		205,768,637		$	205,769		$	44,011,514		$	-		$	(46,971,860	)	$	(2,754,577	)
Common stock issued for vested RSUs for current period services		14,875			15			1,369			-			-			1,384
Stock-based compensation for vested RSUs for current period services		-			-			141,905			-			-			141,905
Share issuance from sale of common stock and warrants		4,148,889			4,149			383,493			-			-			387,642
Share issuance from exercise of stock options		100,000			100			15,900			-			-			16,000
Stock options issued for current period services		-			-			177,989			-			-			177,989
Warrants issued in conjunction with notes payable		-			-			65,721			-			-			65,721
Net loss		-			-			-			-			(1,453,866	)		(1,453,866	)
Balance at September 30, 2023		210,032,401		$	210,033		$	44,797,891		$	-		$	(48,425,726	)	$	(3,417,802	)

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

CRYOMASS TECHNOLOGIES INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	For the Nine Months Ended September 30,
	2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(9,414,198	)	$	(4,811,135	)
Adjustments to reconcile net loss to net cash used in operating activities from continuing operations:
Amortization of debt discount		34,964			72,917
Depreciation and amortization expense		299,044			65,495
Loss/(gain) on foreign exchange related to notes payable		(5,972	)		-
Loss on impairment of goodwill		1,190,000			-
Loss on impairment of intangible assets		3,653,043			-
Share issuances in exchange for services		-			546,876
Stock-based compensation expense		-			299,140
Common stock issued for vested RSUs for current period services		131,304			-
Stock-based compensation for vested RSUs for current period services		378,508			-
Stock options issued for current period services		177,989			-
Common stock issued for the current period services		85,738			-
Change in operating assets and liabilities:
Prepaid expenses		(62,194	)		620,746
Accounts payable and accrued expenses		219,805			(647,415	)
Deferred revenue – related party		100,000			-
Net cash used in operating activities		(3,211,969	)		(3,853,376	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Issuance of loans receivable		-			(618,831	)
Purchase of property and equipment		(25,000	)		(124,586	)
Purchase of intangible assets		(49,236	)		(53,186	)
Net cash used in investing activities		(74,236	)		(796,603	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock		387,642			256,876
Proceeds from exercise of stock options		16,000			-
Proceeds from notes payable		875,991			1,750,000
Net cash provided by financing activities		1,279,633			2,006,876
Net decrease in cash and cash equivalents		(2,006,572	)		(2,643,103	)
Cash and cash equivalents at beginning of period		2,016,057			5,772,839
Cash and cash equivalents at end of period	$	9,485		$	3,129,736
Supplemental disclosure of non-cash investing activities:
Purchase of property and equipment on credit	$	221,577			-
Supplemental disclosure of non-cash financing activities:
Debt discount recognized from warrants issued in conjunction with notes payable	$	244,747			-

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

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Nature of the Business

The Company’s principal office is located at 1001 Bannock St., Suite 612, Denver, CO 80204, and its telephone number is 303-416-7208. The Company’s website is www.cryomass.com. Information appearing on the website is not incorporated by reference into this report.

Cryomass Technologies Inc is the parent company to wholly-owned subsidiaries Cryomass LLC, Cryomass California LLC, and 1304740 B.C. Unlimited Liability Company dba Cryomass Canada.

On June 22, 2021, the Company entered into an Asset Purchase Agreement with Cryocann USA Corp, a California corporation (“Cryocann”), pursuant to which Company acquired substantially all the assets of Cryocann. The acquired assets included the patented cryogenic process titled “System and method for cryogenic separation of plant material” (US patent #10,864,525) for the reduction of biomass and efficient isolation, collection and preservation of delicate resin glands (trichomes) of harvested of hemp and cannabis, and potentially other high value trichome-rich plants.

In September 2021, we were granted an additional patent for our process from the Chinese Intellectual Property Office. In April 2022, we were granted another patent # 3,064,896 from the Canadian Intellectual Property Office. We currently are taking steps to gain further protection for our intellectual property through the European Union Intellectual Property Office and other international jurisdictions.

The first functional commercial unit, known as a CryoSift Separator™, has been installed at the premises of an operating partner, pursuant to a license and lease arrangement, in California.

2. Going Concern Uncertainty, Financial Conditions and Management’s Plans

The Company believes that there is substantial doubt about the Company’s ability to continue as a going concern. The Company believes that its available cash balance as of the date of this filing will not be sufficient to fund its anticipated level of operations for at least the next twelve months. The Company believes that, at the present time, its ability to continue operations depends on cash expected to be available from lease payments and royalty payments in connection with future revenue generation, or possibly from debt, equity, or other types of investments, to fund its anticipated level of operations for at least the next twelve months. As of September 30, 2023, the Company had a working capital deficit of $1,757,553 and cash balance of $9,485. The Company estimates that it needs approximately $4,200,000 to cover overhead costs and has capital expenditure requirements of up to $4,500,000, based on the current pipeline of customer activity. The Company believes that the Company will continue to incur losses for the immediate future. The Company expects to finance future cash needs from the results of operations and additional financing until the Company can achieve profitability and positive cash flows from operating activities. However, there can be no assurance that the Company will receive sufficient cash flow from operations to achieve positive cash flow, or that we will be able to attract the necessary financing to sustain operations.

The continuation of our Company as a going concern is dependent upon the continued financial support from our shareholders, the ability of our Company to obtain necessary equity, debt or other financing to continue operations, and ultimately the attainment of profitable operations. For the nine months ended September 30, 2023, our Company used $3,211,969 of cash for operating activities, incurred a net loss of $9,414,198 and has an accumulated deficit of $48,425,726 since inception.

Our financial statements for the three and nine months ended September 30, 2023 have been prepared on a going concern basis and do not include any adjustments that might result from the outcome of this uncertainty.

3. Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying condensed consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Principles. The condensed consolidated financial statements include the accounts of the Cryomass Technologies Inc, Cryomass LLC, Cryomass California LLC, and 1304740 B.C. Unlimited Liability Company dba Cryomass Canada. All significant intercompany balances and transactions have been eliminated in consolidation. The Company operates as one segment from its corporate headquarters in Colorado.

Use of Estimates

The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting period. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, determining the fair value of the assets acquired and liabilities assumed in acquisition, determining the useful lives and potential impairment of long-lived assets and potential impairment of goodwill. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with maturities of three months or less at the time of issuance to be cash equivalents.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. Periodically, the Company maintains deposits in accredited financial institutions in excess of federally insured limits. The Company deposits its cash in financial institutions that it believes have high credit quality and has not experienced any losses on such accounts. Aside from this, the Company does not believe it is exposed to any unusual credit risk.

Revenue Recognition

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. Subsequently, the FASB issued several other updates related to revenue recognition (collectively with ASU 2014-09, the “new revenue standards” or “ASC 606”). In June 2020, the FASB issued ASU No. 2020-05, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, further delaying the effective date for Topic 606 to fiscal years beginning after December 15, 2019 and interim periods within fiscal years beginning after December 15, 2020.

Pursuant to ASC 606, entities recognize revenue in a manner that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. The model provides that entities follow five steps: (i) identify the contract with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to each performance obligation, and (v) recognize revenue when or as each performance obligation is satisfied (i.e., either point in time or over time).

The promised goods or services in the Company’s arrangements typically consist of (1) a license, including rights to the Company’s intellectual property; or / and (2) an obligation to make available for use equipment uniquely suited to apply the intellectual property to customers.

Performance obligations are promised goods or services in a contract to transfer a distinct good or service to the customer and are considered distinct when (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. In assessing whether promised goods or services are distinct, the Company considers factors such as the stage of development of the underlying intellectual property, the capabilities of the customer to develop the intellectual property on its own or whether the required expertise is readily available, and whether the goods or services are integral or dependent to other goods or services in the contract. For performance obligations which consist of products, shipping and distribution activities occur prior to the transfer of control of the Company’s products and are considered activities to fulfill the Company’s promise to deliver goods to the customers.

The Company estimates the transaction price based on the amount expected to be entitled to for transferring the promised goods or services in the contract. The consideration may include fixed consideration and variable consideration. At the inception of each arrangement that includes variable consideration, the Company evaluates the amount of potential payment and the likelihood that the underlying constraint will be released. The Company utilizes either the most likely amount method or expected value method to estimate the amount expected to be received based on which method best predicts the amount expected to be received. Variable consideration may be constrained and is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period.

Customer prepayments are recorded as contract liabilities (deferred revenue), which shall be subsequently recognized as revenue upon satisfaction of the underlying performance obligations over the life of the contract. The portion of the liabilities that is expected to be recognized as revenue during the succeeding twelve-month period are recorded in Deferred Revenue and the remaining portion is recorded in Deferred Revenue, long term on the accompanying balance sheets at the end of each reporting period.

Expenses

Operating Expenses

Operating expenses encompass personnel costs, research and development expenses, general and administrative expenses, professional and legal fees and depreciation and amortization related to the property and equipment and intangibles acquired through the implementation of internal use software. Personnel costs consist primarily of consulting expense and administrative salaries and wages. General and administrative expenses are comprised of travel expenses, accounting expenses, stock-based compensation, and board fees. Professional services are principally comprised of outside legal and professional fees.

Other Expense, net

Other expense, net consisted of interest expense, other income and (loss) gain on foreign exchange.

Stock-Based Compensation

The fair value of restricted stock units (“RSUs”) granted are measured on the grant date using the closing price of the Company’s common shares on the grant date. For stock options, the Company engages a valuation firm to calculate the grant date fair value of the options issued. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures over the course of a vesting period. All stock-based compensation costs are recorded in general and administrative expenses in the condensed consolidated statements of operations.

Property and Equipment, net

Purchase of property and equipment are recorded at cost. Improvements and replacements of property and equipment are capitalized. Maintenance and repairs that do not improve or extend the lives of property and equipment are charged to expense as incurred. When assets are sold or retired, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is reported in the condensed consolidated statements of operations. Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset, as follows:

		Estimated Useful Life
Machinery and equipment		15 years

Goodwill and Intangible Assets

Goodwill represents the excess of the purchase price of an acquired entity over the fair value of identifiable tangible and intangible assets acquired and liabilities assumed in a business combination.

Indefinite-lived intangible assets established in connection with business combinations consist of in-process research and development and internal-use software. Intangible assets with indefinite lives are recorded at their estimated fair value at the date of acquisition. Once in-process research and development is placed in service, it will be amortized over the estimated useful life. Internal-use software costs recognized as an intangible asset relates to capitalizable costs of computer software obtained for internal-use as defined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350-40-30-1. All other internal-use software costs are expensed as incurred by the Company. Amortization is recorded straight-line over the estimated useful life of the software. The software has a useful life of 26 months with amortization beginning on April 1, 2023.

Intangible assets with finite lives are recorded at their estimated fair value at the date of acquisition and are amortized over their estimated useful lives using the straight-line method. Amortization of assets ceases upon designation as held for sale. The estimated useful lives of intangible assets are detailed in the table below:

		Estimated Useful Life
Patent		120 Months
In-process research and development		104 Months
Internal use software		26 Months

Impairment of Goodwill and Intangible Assets

Goodwill

Goodwill is not amortized, but instead is tested annually at December 31 for impairment and upon the occurrence of certain events or substantive changes in circumstances.

We account for the impairment of goodwill under the provisions of Financial Accounting Standards Board (FASB) Accounting Standard Update 2017-04 (“ASU 2017-04”), “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” and FASB Accounting Standards Codification (ASC) 350-20-35, Intangibles – Goodwill and Other – Goodwill.

The Company performs impairment testing for goodwill by performing the following steps: 1) evaluate the relevant events or circumstances to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, 2) if yes to step 1, calculate the fair value of the reporting unit and compare it with its carrying amount, including goodwill, 3) recognize impairment, limited to the total amount of goodwill allocated to that reporting unit, equal to the excess of the carrying value of a reporting unit over its fair value.

Due to delays in implementing the Company’s business model of its cryogenic process, management fully impaired goodwill during the nine months ended September 30, 2023.

Indefinite-Lived Intangible Assets and Intangible Assets Subject to Amortization

Indefinite-lived intangible assets are not amortized, but instead are tested annually at December 31 for impairment and upon the occurrence of certain events or substantive changes in circumstances.

We account for the impairment of indefinite-lived intangible assets under the provisions of Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 350-30-35, Intangibles – Goodwill and Other – General Intangibles Other Than Goodwill. Following this guidance, the Company compares the estimated fair value of the indefinite-lived intangible assets to its carrying value. If the carrying value exceeds the fair value, the Company recognizes impairment equal to that excess.

We account for the impairment of intangible assets subject to amortization under the provisions of Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 360-10-35, Property, Plant, and Equipment. Following this guidance, the Company compares the estimated fair value of the intangible assets subject to amortization to its carrying value. If the carrying value exceeds the fair value, the Company recognizes impairment equal to that excess.

Due to delays in implementing the Company’s business model of its cryogenic process, management fully impaired all related identifiable intangible assets including a patent and in-process research & development during the nine months ended September 30, 2023. Internal use software was not impaired as of September 30, 2023.

Leases

We account for our leases under ASC 842. Under this guidance, arrangements meeting the definition of a lease are classified as operating or financing leases, and are recorded on the condensed consolidated balance sheet as both a right of use asset and lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease or our incremental borrowing rate. Lease liabilities are increased by interest and reduced by payments each period, and the right of use asset is amortized over the lease term. For finance leases, interest on the lease liability and the amortization of the right of use asset results in front-loaded expense over the lease term. Variable lease expenses are recorded when incurred.

In calculating the right of use and lease liability, we have elected to combine lease and non-lease components. We exclude short-term leases having an initial term of 12 months or less from the new guidance as an accounting policy election, and recognize rent expense on a straight-line basis over the lease term.

Income Taxes

The Company uses the liability method of accounting for income taxes as set forth in ASC 740, Income Taxes. Under the liability method, deferred taxes are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using tax rates expected to be in effect during the years in which the basis differences reverse. A valuation allowance is recorded when it is likely that the deferred tax assets will not be realized. We assess our income tax positions and record tax benefits for all years subject to examination based upon our evaluation of the facts, circumstances and information available at the reporting date. In accordance with ASC 740-10, for those tax positions where there is a greater than 50% likelihood that a tax benefit will be sustained, our policy will be to record the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For those income tax positions where there is less than 50% likelihood that a tax benefit will be sustained, no tax benefit will be recognized in the condensed consolidated financial statements.

Fair Value Measurements

Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

	●	Level 1 — Quoted prices in active markets for identical assets or liabilities.

	●	Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

	●	Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

The carrying values reported in the condensed consolidated balance sheets for cash, accounts receivable, prepaid expenses, accounts payable, and notes payable approximate fair values because of the immediate or short-term maturities of these financial instruments.

Between April and July 2023, the Company issued warrants in conjunction with promissory notes (the “Promissory Notes”) and common stock subscription agreements (the “Common Stock Subscription Agreements”) to investors as part of a capital raising effort The Company has determined that the Warrants are classified as equity and are initially measured at fair value. The fair value of the Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions at the dates of issuance. As the fair value of the Promissory Notes at the issuance date is less than the cash proceeds received, a debt discount on the Promissory Notes was also recorded. The debt discount will be amortized over the lives of the Promissory Notes using the effective interest method.

Net Loss per Share

The Company follows ASC 260, Earnings Per Share, which requires presentation of basic and diluted earnings per share (“EPS”) on the face of the income statement for all entities with complex capital structures. Net earnings or loss per share is computed by dividing net income or loss by the weighted-average number of common shares outstanding during the period, excluding shares subject to redemption or forfeiture. The Company presents basic and diluted net earnings or loss per share. Diluted net earnings or loss per share reflect the actual weighted average of common shares issued and outstanding during the period, adjusted for potentially dilutive securities outstanding. Potentially dilutive securities are excluded from the computation of the diluted net loss per share if their inclusion would be anti-dilutive. Diluted net loss per share is the same as basic net loss per share for each period.

4. Property and Equipment, Net

Property and equipment, net, of $736,149 and $525,855 as of September 30, 2023 and December 31, 2022, respectively, consisted entirely of machinery and equipment.

	September 30, 2023			December 31, 2022
Machinery and equipment		777,833			531,255
Less: Accumulated depreciation		(41,684	)		(5,400	)
	$	736,149		$	525,855

Depreciation expense for the three and nine months ended September 30, 2023 was $13,077 and 36,283, respectively. The Company incurred no depreciation expense for the three and nine months ended September 30, 2022.

5. Goodwill and Intangible Assets

The carrying value of goodwill was $0 as of September 30, 2023 and $1,190,000 as of December 31, 2022, respectively. We fully impaired goodwill due to delays in implementing our business model, resulting in a $1,190,000 impairment charge for the nine months ended September 30, 2023. No additional goodwill has been recognized.

The following tables summarize information relating to the Company’s identifiable intangible assets as of September 30, 2023 and December 31, 2022:

	September 30, 2023
	Estimated	Gross		Accumulated						Carrying
	Useful Life	Amount		Amortization			Impairment			Value
Amortized
Patent	120 months	$	873,263	$	(174,653	)	$	(698,610	)	$	-
Internal use software	26 months		148,219		(34,204	)		-			114,015
In-process research and development	104 months		3,209,000		(254,567	)		(2,954,433	)		-
Total identifiable intangible assets		$	4,230,482	$	(463,424	)	$	(3,653,043	)	$	114,015

	December 31, 2022
	Estimated Useful Life	Gross Amount		Accumulated Amortization			Carrying Value
Amortized
Patent	120 months	$	873,263	$	(130,989	)	$	742,274
In-process research and development	104 months		3,209,000		(69,675	)		3,139,325
Indefinite-lived
Internal use software	Pending		98,983		-			98,983
Total identifiable intangible assets		$	4,181,246	$	(200,664	)	$	3,980,582

Amortization expense was $17,102 and $262,761 for the three and nine months ended September 30, 2023, respectively, and was $21,832 and $65,495 for the three and nine months ended September 30, 2022, respectively.

Years ending December 31,	Amount
2023 (remainder of year)		17,103
2024		68,412
2025		28,500
		114,015

6. Loans Receivable

On July 15, 2019, the Company entered into a Membership Interest Purchase Agreement to acquire cannabis-related intellectual property and certain other assets, but not cannabis licenses, of Critical Mass Industries LLC (“CMI”), a Colorado limited liability company. Effective December 31, 2021, the Company disposed of all CMI-related assets and extinguished any and all related obligations. In conjunction with the disposal, we received a $6,600,000 promissory note due to us no later than December 31, 2023, of which we determined the net realizable value of the gross amount of the note was 3,600,000 as of December 31, 2021. In consideration of the loan receivable, we conveyed to CMI, any and all manufacturing, grow equipment, and retail-related assets and other assets Seller owned in the state of Colorado and were used by CMI subsidiaries in the course of business, including client lists and appertaining intellectual property, as well as all liabilities related to these assets. During the first quarter of 2022, the Company issued an additional $618,831 in loans to CMI. During the fourth quarter of 2022, the Company deemed the full loan receivable balance to be uncollectible and therefore it is no longer included on the condensed consolidated balance sheets as of September 30, 2023.

7. Deferred Revenue – Related Party

On August 18, 2023, we signed a license agreement with California-based RubberRock Inc and its affiliates (“RubberRock” or the “Licensee”). Under the agreement, RubberRock obtained from us a license to use and rent one unit of our equipment under certain rights for the use of the licensed patent solely in connection with the equipment and solely in California. We retain title to and have access to the equipment at all times. The duration of the agreement is five years from August 18, 2023.

Under the terms of the license agreement, which are further detailed below, RubberRock agreed to license the patented process and deploy a Unit in exchange for a territory license fee (the “Territory License Fee”) of $750,000 payable in one or more payments as determined by Cryomass. The Equipment was delivered to the agreed upon RubberRock location on September 13, 2023 and RubberRock paid $100,000 of the total Territory License Fee on September 25, 2023.

In addition to the Territory License Fee, RubberRock will pay CryoMass monthly royalties (“Royalties”) equal to 25% of (“Gross Revenue”), which is the sum of all invoices issued by RubberRock to unaffiliated parties associated with or derived directly or indirectly from Permitted Toll Processing Activity and the resulting CryoSift™ produced on the Unit, including, but not limited to: (i) royalties, (ii) rentals, (iii) wholesale sales of resulting matter, and (iv) ingredients derived or extracted from plant matter processed through the Unit. Each calendar quarter, commencing with the fourth calendar quarter of 2023, (the “Reporting Quarter”), RubberRock shall pay Cryomass the greater of the Royalties due or the minimum quarterly royalties (“Minimum Quarterly Royalties”) to be paid within 30 days following each Reporting Quarter. The Minimum Quarterly Royalties Due to Licensor are: (a) for the first Reporting Quarter, the fourth calendar quarter of 2023, an aggregate of $100,000; (b) for each of the next three Reporting Quarters, the first, second and third calendar quarters of 2024, the amount of $478,333; (c) thereafter, for each Reporting Quarter, starting with the fourth calendar quarter of 2024, the amount of $750,000.

Subsequent to the commencement of the RubberRock agreement, our Chief Executive Officer, Christian Noel, joined the board of directors of RubberRock at the end of September 2023, which created a related party disclosure requirement.

During the three months ended September 30, 2023, we determined that the $100,000 of territory license fees we received did not meet the criteria for revenue recognition as of September 30, 2023. Therefore, no revenue was recognized during the three and nine months ended September 30, 2023. As of September 30, 2023, we had a total deferred revenue balance of $100,000 to be recognized into revenue over the remaining term of our five year agreement with RubberRock, resulting in Deferred revenue, current and long term, related party of $20,000 and $80,000, respectively.

8. Notes Payable

Between April and July 2023, the Company issued Promissory Notes to investors as part of a capital raising effort. The Promissory Notes issued have a total principal amount of $875,991, or $866,842 net of foreign currency adjustments, and bear interest of 12%. Of the $875,991 received in Promissory Notes with warrants, $175,000 of the proceeds are from related parties (net of initial debt discount of $54,128), which is further detailed in Note 9. The Promissory Notes have maturities between 24 and 32 months after issuance, at which point repayment is due in full. In conjunction with the Promissory Notes, the Company also issued Warrants to purchase common shares of the Company (the “Common Shares”) to the same investors. The Company issued 3,381,300 warrants with an “Exercise Price” of $0.25. The Warrants are exercisable for four years from the issuance date. The Company has determined that the Warrants are classified as equity and are initially measured at fair value. The fair value of the Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions at the dates of issuance, including the Company stock price ($0.13 for April subscription agreements, one of which is for Simon Langelier, $0.09 for May subscription agreements, $0.12 for June subscription agreement, $0.14 for July subscription agreement), exercise price ($0.25), term (4 years), historical volatility (152-153%), and risk-free rate (3.8% for April subscription agreements, 3.6% and 3.7% for May subscription agreements for Mario Gobbo and a private investor, respectively, 4.0% for June subscription agreement for Health Diplomats Pte Ltd, 4.2% for July subscription agreement). The grant date fair value of the Warrants was $244,747. The fair value of the Promissory Notes was $631,243. As the fair value of the Promissory Notes at the issuance date is less than the cash proceeds received, a debt discount on the Promissory Notes of $244,747 was also recorded. As of September 30, 2023, the carrying value of the Promissory Notes was $386,496, net of discount, and the interest accrued was $41,150.

The table below discloses the aggregate amount of long-term borrowings maturing in each of the following years:

Years ending December 31,	Amount
2023		-
2024		250,000
2025		441,842
2026		-
2027		-
Total gross principal		691,842
(Less: debt discount, net of amortization)		(157,989	)
Carrying value as of September 30, 2023		533,853

9. Related Party Transactions

On September 15, 2022, the Company entered into a loan agreement of $2,000,000 with CRYM Co-Invest LP, of which Alexander Massa, a 23.1% beneficial owner of the Company, has investment control. The note accrues interest at 12% per annum and matures on October 1, 2024. As of September 30, 2023, we have accrued $60,000 in interest expense on the loan.

The Company received $100,000, $50,000, and $25,000 from Simon Langelier, Health Diplomats Pte Ltd, and Mario Gobbo, respectively. Mr. Langelier and Mr. Gobbo are directors of the Company. Dr. Delon Human is also a director of the Company and is the President of Health Diplomats Pte Ltd. The notes mature on April 17, 2025 and accrue interest at 12% per annum. In conjunction with the loans, the respective parties were issued warrants to purchase 454,500, 227,250, and 113,625 shares of common stock with an exercise price of $0.25 per share. The warrants expire on April 17, 2027.

The table below discloses the aggregate amount of long-term borrowings from related parties maturing in each of the following years:

Years ending December 31,	Amount
2023		-
2024		2,000,000
2025		175,000
2026		-
2027		-
Total gross principal		2,175,000
(Less: debt discount, net of amortization)		(48,616	)
Carrying value as of September 30, 2023		2,126,384

10. Shareholders’ Equity

From January to March 2022, the Company issued 458,334 shares of common stock for a total dollar value of $160,417 and accrued an additional $80,208 in common stock to be issued at a later date for a total dollar value of $240,625 in exchange for services. The Company also issued 550,000 shares of common stock for 2021 management performance bonuses, 185,529 shares of common stock for director compensation, and 1,000,000 shares of common stock for 2020 RSU grants vesting in January 2022, all of which were expensed over the RSU grant vesting period, incurring $140,815 of expense during the first quarter of 2022.

From April to June 2022, the Company issued 220,500 shares of common stock for exercise of warrants for a total dollar value of $66,151 and 687,501 shares of common stock for a total dollar value of $240,626 in exchange for services. The Company also issued 1,000,000 shares of common stock related to director and management compensation which were expensed over the RSU grant vesting period, incurring $69,095 of expense during the second quarter of 2022.

From July to September 2022, the Company issued 416,667 shares of common stock in exchange for services, of which 229,167 related to prior period services, for a total net dollar value of $65,626, 1,000,000 shares from the sale of common stock for a total dollar value of $214,134, and 150,000 shares related to vesting of employee RSU grants for a total dollar value of $89,230. Additionally, 92,127 shares with a total dollar value of $23,409 were cancelled. These shares were initially issued for interest consideration on a note payable, but were subsequently cancelled when the Company decided to pay cash for the interest instead. See warrants discussion below for warrants issued with such common stock during the nine months ended September 30, 2023.

From January to March 2023, the Company issued 62,500 shares of common stock for a total dollar value of $21,875 for prior period services, 187,500 shares of common stock for a total dollar value of $65,626 for current period services, 777,932 shares of common stock for a total dollar value of $50,000 for vested RSUs for current period services, and 1,100,000 shares of common stock for a total dollar value of $197,890 for vested RSUs for prior period services.

From April to June 2023, the Company issued 187,500 shares of common stock for current period services, as follows: 62,500 shares were issued at $0.091 per share for a total dollar value of $5,687, 62,500 shares were issued at $0.0909 per share for a total dollar value of $5,681, and 62,500 shares were issued at $0.1399 per share for a total dollar value of $8,744, all related to compensation to a consultant. The Company issued 802,000 shares of common stock for vested RSUs for current period services, as follows: 550,000 shares were issued at $0.098 per share for a total dollar value of $53,900, 187,000 shares were issued at $0.0995 per share for a total dollar value of $18,607, 10,000 shares were issued at $0.1088 per share for a total dollar value of $1,088, and 55,000 shares were issued at $0.115 per share for a total dollar value of $6,325, all relating to employee compensation.

From July to September 2023, The Company issued 14,875 shares of common stock for vested RSUs for current period services for a total dollar value of $1,384 relating to employee compensation. The Company issued 4,148,889 shares from the sale of the Common Stock Subscription Agreements, as follows: 400,000 shares were issued for a total dollar value of $50,000 and 3,748,889 shares were issued for a total dollar value of $337,400. The Company issued 100,000 shares from exercised stock options for a total dollar value of $16,000.

Restricted Stock Unit Awards

The Company adopted its 2019 Omnibus Stock Incentive Plan (the “2019 Plan”), which provides for the issuance of stock options, stock grants and RSUs to employees, directors and consultants. The primary purpose of the 2019 Plan was to enhance the ability to attract, motivate, and retain the services of qualified employees, officers and directors. Any RSUs granted under the 2019 Plan were at the discretion of the Compensation Committee of the Board of Directors. On January 10, 2022, the shareholders approved the 2022 Stock Incentive Plan which then replaced the 2019 Plan.

A summary of the Company’s RSU award activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2022		1,453,857		$	0.30
Granted		2,760,660			0.17
Vested		(1,877,932	)		0.18
Forfeited		-			-
Outstanding at March 31, 2023		2,336,585		$	0.21

Granted		755,500			0.10
Vested		(802,000	)		0.10
Forfeited		-			-
Outstanding at June 30, 2023		2,290,085		$	0.21
Granted		-			-
Vested		(14,875	)		0.09
Forfeited		-			-
Outstanding at September 30, 2023		2,275,210			0.20

	Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021		2,200,003		$	0.45
Granted		1,469,511			0.27
Vested		(1,735,529	)		0.49
Forfeited		-			-
Outstanding at March 31, 2022		1,933,985		$	0.27

Granted		510,000			0.35
Vested		(1,135,000	)		0.28
Forfeited		(50,000	)		0.17
Outstanding at June 30, 2022		1,258,985		$	0.20
Granted		69,875			0.26
Vested		(15,000	)		0.20
Forfeited		-			-
Outstanding at September 30, 2022		1,313,860			0.30

The total fair value of RSUs vested during the three and nine months ending September 30, 2023 was $13,582 and $329,193, respectively. The total fair value of RSUs vested during the three and nine months ending September 30, 2022 was $317,000 and $1,165,600, respectively. As of September 30, 2023 and 2022, there was $259,532 and $274,241, respectively, of unrecognized stock-based compensation cost related to non-vested RSU’s, which is expected to be recognized over the remaining vesting period.

Stock-based compensation expense relating to RSU’s was $143,289 and $509,812 for the three and nine months ending September 30, 2023, respectively. Stock-based compensation expense relating to RSU’s was $69,095 and $209,910 for the three and nine months ending September 30, 2022, respectively. Stock-based compensation for the three months ending September 30, 2023 consisted of equity awards forfeited, granted and vested to employees, directors and consultants of the Company in the amount of $93,289, $50,000, and $0, respectively. Stock-based compensation for the nine months ending September 30, 2023 consisted of equity awards forfeited, granted and vested to employees, directors and consultants of the Company in the amount of $312,769, $197,043, and $0, respectively. Expenses for stock-based compensation are included on the accompanying condensed consolidated statements of operations in general and administrative expense.

Stock Option Awards

A summary of the Company’s stock option activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Stock Option Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2022		8,500,000		$	0.18		8.5	$	1,579,108
Granted and vested		-			-		-		-
Forfeited		-			-		-		-
Outstanding at March 31, 2023		8,500,000		$	0.18		8.0	$	1,579,108
Granted and vested		-			-		-		-
Forfeited		-			-		-		-
Outstanding at June 30, 2023		8,500,000		$	0.18		7.7	$	1,579,108
Granted		3,113,214			0.15		-		382,909
Exercised		(100,000	)		0.16		-		-
Forfeited		-			-		-		-
Outstanding at September 30, 2023		11,513,214		$	0.18		7.6	$	1,962,017

	Stock Option Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2021		8,500,000	$	0.18		9.2	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at March 31, 2022		8,500,000	$	0.18		9.0	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at June 30, 2022		8,500,000	$	0.18		8.7	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at September 30, 2022		8,500,000	$	0.18		8.5	$	1,579,108

Warrants

A summary of the Company’s warrant activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Warrant Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Fair Value
Outstanding at December 31, 2022		73,950,000		$	0.40		1.0	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		(15,000,000	)		0.40		-		-
Outstanding at March 31, 2023		58,950,000		$	0.40		0.9	$	1,867,754
Granted		2,540,550			0.25		-		179,026
Exercised		-			-		-		-
Expired		(9,500,000	)		0.40		-		-
Outstanding at June 30, 2023		51,990,550		$	0.39		0.9	$	2,046,780
Granted		4,589,639			0.19		-		203,858
Exercised		-			-		-		-
Expired		(1,000,000	)		0.40		-		-
Outstanding at September 30, 2023		55,580,189		$	0.37		0.9	$	2,250,638

	Warrant Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Fair Value
Outstanding at December 31, 2021		80,975,898		$	0.39		1.9	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		-			-		-		-
Outstanding at March 31, 2022		80,975,898		$	0.39		1.6	$	1,867,754
Granted		-			-		-		-
Exercised		(220,500	)		0.30		0.3		-
Expired		-			-		-		-
Outstanding at June 30, 2022		80,755,398		$	0.39		1.4	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		(2,500,000	)		0.25		-		-
Outstanding at September 30, 2022		78,255,398		$	0.39		1.1	$	1,867,754

During the nine months ended September 30, 2023, the Company issued warrants with the option to purchase 3,381,300 common shares at an exercise price of $0.25 per share through the Promissory Notes and 3,748,889 common shares at an exercise price of $0.18 per shares through the Common Stock Subscription agreements. Of these warrants, 1,295,250 expire on April 17, 2027, 336,300 expire on April 18, 2027, 113,625 expire on May 2, 2027, 568,125 expire on May 17, 2027, 227,250 expire on June 5, 2027, 840,750 expire on July 19, 2027, 2,777,778 expire on August 25, 2026, 300,000 expire on August 31, 2026, 111,111 expire on September 13, 2026, and 560,000 expire on September 21, 2026. The fair value of these warrants was $382,884, which was recorded to additional paid in capital during the nine months ended September 30, 2023.

11. Income Taxes

In accordance with ASC 740-270, the Company calculates the interim tax expense based on an annual effective tax rate (“AETR”). The AETR represents the Company’s estimated effective tax rate for the year based on full year projection of tax expense, divided by the projection of full year pretax book loss, adjusted for discrete transactions occurring during the period. The annual effective tax rate for the three months ended September 30, 2023 was 0.0%,

12. Commitments & Contingencies

Occasionally, the Company may be involved in claims and legal proceedings arising from the ordinary course of its business. The Company records a provision for a liability when it believes that it is both probable that a liability has been incurred, and the amount can be reasonably estimated. If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s condensed consolidated financial statements. Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions.

13. Subsequent Events

On October 18, 2023 and November 3, 2023, the Company received CAD $150,000 and CAD $350,000 loans, respectively, from a private lender. The loans mature on December 15, 2025 and accrue interest at 12% per annum. In conjunction with the loans, the lender was issued warrants to purchase 609,750 and 1,422,750 shares of common stock, respectively, with an exercise price of $0.09 per share. The warrants expire on October 19, 2027 and November 3, 2027, respectively.

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

Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

In this quarterly report, unless otherwise specified, our financial statements are expressed in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles. All references to “common shares” refer to the common shares in our capital stock.

Unless expressly indicated or the context requires otherwise, the terms “Cryomass Technologies,” the “Company,” “we,” “us,” and “our” refer to Cryomass Technologies Inc., a Nevada corporation, and, where appropriate, its wholly owned subsidiaries.

General Overview

History

Cryomass Technologies Inc (“Cryomass Technologies” or the “Company”) began as Auto Tool Technologies Inc., which was incorporated under the laws of the State of Nevada on May 10, 2011. The Company’s name was changed to AFC Building Technologies Inc. effective January 10, 2014. Effective April 26, 2018, the Company changed its name to First Colombia Development Corp. On May 10, 2018, the Company began to establish various business ventures in Colombia through its Colombian subsidiary, First Colombia Devco S.A.S (“Devco”). On July 1, 2019, the Company acquired 100% of the membership interests in General Extract, LLC, a Colorado limited liability company, in exchange for the shares of Devco. The name of this subsidiary was subsequently changed to Cryomass LLC. On July 15, 2019, the Company entered into a Membership Interest Purchase Agreement to acquire cannabis-related intellectual property and certain other assets, but not cannabis licenses, of Critical Mass Industries LLC (“CMI”), a Colorado limited liability company. Effective October 14, 2019, the Company changed its name to Redwood Green Corp. In August 2020, the Company established a wholly owned Colombian subsidiary, Andina Gold Colombia SAS for this purpose acquiring gold properties in Colombia. Effective September 1, 2020, the Company changed its name to Andina Gold Corp. In Q1 2022 the respective subsidiary was closed.

On July 15, 2021, the Company changed its name to Cryomass Technologies Inc and subsequently changed its trading symbol to CRYM. Effective December 31, 2021, the Company disposed of all CMI-related assets and extinguished any and all related obligations.

The patented technology acquired from CryoCann (including US patent #10,864,525) harnesses liquid nitrogen to reduce biomass and then efficiently isolate, collect and preserve delicate resin glands (trichomes) containing prized compounds like cannabinoids and terpenes. Building on this technology, CryoMass has engineered its premier Trichome Separation unit (CryoSift Separator™), optimized via patented cryogenic processes to rapidly capture intact, high-value cannabis and hemp trichomes (CryoSift™). Much like sugar and flour refinements, the resulting CryoSift™ concentrate is a superior product compared to unprocessed biomass. For cultivators, reducing biomass into CryoSift™ slashes volume up to 80%, dramatically lowering storage, handling, and transportation costs. Properly stored, CryoSift™ prevents potency and terpene degradation, preserving value. For processors, the minimized input volume also enables considerable cost savings and logistics advantages. Extracting from CryoSift™ using solvents and manufacturing solventless products unlocks industrial scale yields unattainable otherwise. CryoMass anticipates its efficiencies will catalyze industry-wide shifts in cannabis and hemp post-harvest methods. Additionally, the technology shows promise for diverse trichome-rich plants.

Through an independent engineering and manufacturing firm we refined the design of the CryoSift Separator™ for the handling of harvested hemp, cannabis and other premium crops. Our first CryoSift Separator™ unit has been fully developed and delivered to a licensee in California as described in the following section of this report. The engineering and manufacturing firm has indicated that it has the capacity to manufacture sufficient units to meet our needs for the foreseeable future.

Canadian Patent no. 3 064 896 “Cryogenic Separation of Plant Material” was filed on May 25, 2018 by two assignors, who assigned it, among other, various other intellectual property rights, to a wholly owned subsidiary of the Company as part of the Cryocann June 22, 2021 transaction. The respective Canadian patent was granted on April 19, 2022. Provided that all patent maintenance fees are paid, the Canadian patent no. 3 064 896 will expire on May 25, 2038.

In September 2021, we were granted an additional patent for our process from the Chinese Intellectual Property Office. We currently are taking steps to gain further protection for our intellectual property through the European Union Intellectual Property Office and several other international jurisdictions.

Our Current Business

Our business portfolio includes the accounts of Cryomass LLC, Cryomass California LLC and 1304740 BC ULC dba Cryomass Canada, which are 100% owned by Cryomass Technologies Inc.

CryoMass Technologies Inc. develops and licenses cutting-edge equipment and processes to refine harvested cannabis, hemp, and other premium crops. The company’s patented technology harnesses liquid nitrogen to reduce biomass and then efficiently isolate, collect and preserve delicate resin glands (trichomes) containing prized compounds like cannabinoids and terpenes. Building on this technology, CryoMass has engineered its premier Trichome Separation unit (CryoSift Separator™), optimized via patented cryogenic processes to rapidly capture intact, high-value cannabis and hemp trichomes (CryoSift™). Much like sugar and flour refinements, the resulting CryoSift™ concentrate is a superior product compared to unprocessed biomass. For cultivators, reducing biomass into CryoSift™ slashes volume up to 80%, dramatically lowering storage, handling, and transportation costs. Properly stored, CryoSift™ prevents potency and terpene degradation, preserving value. For processors, the minimized input volume also enables considerable cost savings and logistics advantages. Extracting from CryoSift™ using solvents and manufacturing solventless products unlocks industrial scale yields unattainable otherwise. CryoMass anticipates its efficiencies will catalyze industry-wide shifts in cannabis and hemp post-harvest methods. Additionally, the technology shows promise for diverse trichome-rich plants.

Because the trichomes collected with CryoMass technology represent only 10% to 20% of a plant’s volume, they are cheaper to ship and store than gross plant material. For the same reason and because trichomes are free of the waxes and other unwanted materials found in the rest of the plant, processing trichomes into oils and extracts can be far quicker, cheaper and easier than processing gross plant material. Even trichomes captured from dried or frozen plant parts deliver this cost-saving advantage to processors of oils and extracts. The three-dimensional advantage achievable with the CryoSift Separator™ – first-stage cost savings, product enhancement and downstream cost savings – can significantly increase a crop’s wholesale value.

Production and processing of hemp and cannabis is a huge, worldwide industry. In the U.S., for example, the wholesale value of the cannabis crop from just the 11 states permitting adult-use and medical cannabis exceeds $6 billion annually. Growth in the U.S. and in the worldwide market is likely fed in part by the growing acceptance of medicinal cannabis products and anticipated legislative changes in various jurisdictions worldwide.

Several other high-value plants, including species that are important for health and wellness products, wrap their valuable elements in trichomes. The technology we are developing for hemp and cannabis may have profitable application to those other species as well.

In January 2023, we signed a license and lease arrangement with RedTape Core Partners LLC (“RedTape”) to deploy multiple CryoMass trichome separation units at the prospective partner’s facility in California and other locations. The five states covered by the agreement were California, New York, New Jersey, Florida and Pennsylvania. On August 16, 2023, the Company agreed to amend the Patent License and Equipment Rental Agreement with RedTape Core Partners LLC in order to remove the state of California from the five states included in the Agreement, along with concomitant reductions in license fees and an amendment to the license fee payment schedule. To date, no funds have been paid by RedTape to CryoMass pursuant to the lease and license agreement.

On August 18, 2023, the Company entered into a Patent License and Equipment Rental Agreement with Rubberrock, Inc. (“Rubberrock”) for a term of five years, in which the Company licenses its proprietary CryoSift Separator^TMprocess and technology and leases one CryoSift Separator^TM Unit for use in the state of California. Under the terms of the transaction, Rubberrock agreed to pay license fees of $750,000, of which $200,000 was payable within 30 days of installment of the system on the licensee’s premises and $550,000 is payable in quarterly installments over 24 months beginning at the end of the first quarter, and a monthly royalty based on 25% of revenues, subject to minimum royalties over the five-year term of the contract. Of the $200,000 payable within 30 days of installation, $100,000 has been received. Both parties have verbally agreed to defer the remaining $100,000 temporarily and are discussing an amendment to the original agreement. Subsequent to the commencement of the RubberRock agreement, our Chief Executive Officer, Christian Noel, joined the board of directors of RubberRock at the end of September 2023, which created a related party disclosure requirement.

We believe that our technologies will deliver a compelling combination of cost and time savings while enhancing product quality and quantity for largescale cultivators and processors of hemp and cannabis. To that end, Cryomass is working with an extensive pipeline of cultivators and processors in various markets, including several states in the USA, as well as Canada.

Results of Operations for the Three Months Ended September 30, 2023 and 2022

Our operating results for the three months ended September 30, 2023 and 2022 are summarized as follows:

	For the Three Months Ended September 30,						Change
	2023			2022			Dollars			Percentage
Net sales	$	-		$	-			-			0	%
Total operating expenses		1,373,304			1,253,826			119,478			10	%
Loss from operations		(1,373,304	)		(1,253,826	)		(119,478	)		10	%
Total other expenses		(80,562	)		25,413			(105,975	)		417	%
Net loss before taxes		(1,453,866	)		(1,228,413	)		(225,453	)		18	%
Income taxes		-			-			-			0	%
Net loss	$	(1,453,866	)	$	(1,228,413	)	$	(225,453	)		18	%

Net Sales

There were no net sales for the three months ended September 2023 and 2022.

Operating Expenses

Operating expenses encompass personnel costs, research and development, general and administrative expenses, depreciation and amortization expenses, loss on impairment of intangibles, and legal and professional fees. Total operating expenses were $1,373,304 for the three months ended September 30, 2023 as compared to $1,253,826 for the three months ended September 30, 2022. The net increase of $119,478 or 10%, was primarily attributable to the increase in personnel costs. The increase of $135,813, or 16%, in personnel costs is primarily due to the Company acquiring a consultant for Sarbanes-Oxley compliance in the fourth quarter of 2023.

Other Expense

Other expense for the three months ending September 30, 2023 consisted of $109,302 interest expense – net and $28,740 gain on foreign exchange. Other expense for the three months ending September 30, 2022 consisted of $19,636 interest expense and $45,049 gain on foreign exchange. The increase in interest expense was a result of the Company issuing promissory notes to investors during the second and third quarters of 2023. The gain on foreign exchange predominantly relates to a payable agreement with Cryomass LLC’s supplier as well as other notes denominated in CAD.

Net Loss

For the foregoing reasons, we had a net loss of $1,453,866 for the three months ending September 30, 2023, or $0.01 net loss per common share – basic and diluted, compared to a net loss of $1,228,413 for the three months ending September 30, 2022, or $0.01 net loss per common share – basic and diluted.

Results of Operations for the Nine Months Ended September 30, 2023 and 2022

Our operating results for the nine months ended September 30, 2023 and 2022 are summarized as follows:

	For the Nine Months Ended September 30,						Change
	2023			2022			Dollars			Percentage
Net sales	$	-		$	-		$	-			0	%
Total operating expenses		9,179,576			4,797,859			4,381,717			91	%
Loss from operations		(9,179,576	)		(4,797,859	)		(4,381,717	)		91	%
Total other expenses		(234,622	)		(13,276	)		(221,346	)		1,667	%
Net loss before taxes		(9,414,198	)		(4,811,135	)		(4,603,063	)		96	%
Income taxes		-			-			-			0	%
Net loss	$	(9,414,198	)	$	(4,811,135	)	$	(4,603,063	)		96	%

Net Sales

There were no net sales for the nine months ended September 2023 and 2022.

Operating Expenses

Operating expenses encompass personnel costs, research and development, general and administrative expenses, depreciation and amortization expenses, loss on impairment of intangibles, and legal and professional fees. Total operating expenses were $9,179,576 for the nine months ended September 30, 2023 as compared to $4,797,859 for the nine months ended September 30, 2022. The net increase of $4,381,717 or 91%, was primarily attributable to the following changes in operating expenses of:

●

Depreciation and Amortization - $233,549 increase

●

Legal and Professional - $1,772,917 decrease

	●	Personnel Costs - $825,880 increase

	●	General and Administrative - $259,319 increase

The increase of $233,549, or 357%, in depreciation and amortization expense is primarily due to the fact that the Company began depreciating machinery in the third quarter of 2022. The decrease in legal and professional fees of $1,772,917, or 76%, is primarily due to large invoices in the first half of 2022 for investor relations services. The increase of $825,880 in personnel costs is due to the Company utilizing a consultant to assist with development of internal controls, as well as three additional staff, in the fourth quarter of 2022 and the first half of 2023. The increase of $259,319 in general and administrative is primarily due to the fact the Company incurred significant costs related to stock compensation expense in 2023 relating to new hires. Additionally, the Company fully impaired goodwill and identifiable intangible assets due to delays in implementing our business model, resulting in a $4,843,043 impairment charge for the nine months ended September 30, 2023.

Other Expense

Other expense for the nine months ending September 30, 2023 consisted of $245,566 interest expense – net and $10,944 gain on foreign exchange. Other expense for the nine months ending September 30, 2022 consisted of $90,894 interest expense and $77,618 gain on foreign exchange. The increase in interest expense was a result of the Company entering into new promissory note agreements during the second and third quarters of 2023. The gain on foreign exchange predominantly relates to a payable agreement with Cryomass LLC’s supplier, as well as other notes denominated in CAD.

Net Loss

For the foregoing reasons, we had a net loss of $9,414,198 for the nine months ending September 30, 2023, or $0.05 net loss per common share – basic and diluted, compared to a net loss of $4,811,135 for the nine months ending September 30, 2022, or $0.02 net loss per common share – basic and diluted.

Liquidity, Capital Resources and Cash Flows

The Company believes that its available cash balance as of the date of this filing will not be sufficient to fund its anticipated level of operations for at least the next twelve months. The Company believes that, at the present time, its ability to continue operations depends on cash expected to be available from lease payments and royalty payments in connection with future revenue generation, as well as possible debt, equity or other investment sources, to fund its anticipated level of operations for at least the next twelve months. As of September 30, 2023, the Company had a working deficit of $1,757,553 and cash balance of $9,485. The Company estimates that it needs approximately $4,200,000 to cover overhead costs and capital expenditure requirements ranging up to $4,500,000 based on the current pipeline of customer activity. The Company believes that the Company will continue to incur losses for the immediate future. The Company expects to finance future cash needs from the results of operations and additional financing until the Company can achieve profitability and positive cash flows from operating activities. However, there can be no assurance that the Company will receive sufficient cash flow from operations or otherwise that we will be able to attract the necessary financing.

Going Concern

The Company believes that there is substantial doubt about the Company’s ability to continue as a going concern. Our financial statements for the nine months ended September 30, 2023 have been prepared on a going concern basis and do not include any adjustments that might result from the outcome of this uncertainty.

Capital Resources

The following table summarizes total current assets, liabilities and working (deficit) capital for the periods indicated:

	September 30, 2023			December 31, 2022
Current assets	$	222,118		$	2,166,496
Current liabilities		1,979,671			1,288,465
Working (deficit) capital	$	(1,757,553	)	$	878,031

As of September 30, 2023 and December 31, 2022, we had a cash balance of $9,485 and $2,016,057, respectively.

Summary of Cash Flows

	For the Nine Months Ended September 30,
	2023			2022
Net cash used in operating activities	$	(3,211,969	)	$	(3,853,376	)
Net cash used in investing activities	$	(74,236	)	$	(796,603	)
Net cash provided by financing activities	$	1,279,633		$	2,006,876

Net cash used in operating activities

Net cash used in operating activities was $3,211,969 during the nine months ended September 30, 2023. This included a net loss of $9,414,198, partially offset by the following: a non-cash charge related to amortization of debt discount of $34,964, a non-cash charge related to depreciation and amortization expense of $299,044, a non-cash charge from a gain on foreign exchange related to notes payable of $5,972, a non-cash charge related to loss on impairment of goodwill and intangible assets of $4,843,043, a non-cash charge related to common stock issued for vested RSUs for current period services of $131,304, a non-cash charge related to stock-based compensation for vested RSUs for current period services of $378,508, a non-cash charge related to stock options issued for current period services of $177,989, and a non-cash charge related to common stock issued for current period services of $85,738. This was in addition to net changes in prepaid expenses, accounts payable and accrued expenses and deferred revenue of $257,611.

Net cash used in operating activities was $3,853,376 during the nine months ended September 30, 2022. This included a net loss of $4,811,135, a non-cash charge related to amortization of debt discount of $72,917, a non-cash charge related to depreciation and amortization expense of $65,495, a non-cash charge related to share issuances in exchange for services of $546,876, and a non-cash charge related to stock-based compensation of $299,140. This was partially offset by net changes in prepaid expenses, security deposits, and accounts payable and accrued expenses of $26,669.

Net cash used in investing activities

Net cash used in investing activities was $74,236 during the nine months ended September 30, 2023, due to the purchase of property and equipment and intangible assets.

Net cash used in investing activities was $796,603 during the nine months ended September 30, 2022, due to the issuance of loans receivable, purchase of property and equipment, and purchase of intangible assets.

Net cash provided by financing activities

Net cash provided by financing activities for the nine months ended September 30, 2023 was $1,279,633, from the Company issuing promissory notes, common stock, and warrants to investors as part of capital raising efforts.

Net cash provided by financing activities for the nine months ended September 30, 2022 was $2,006,876, from proceeds from issuance of common stock of $256,876 and proceeds from notes payable of $1,750,000.

Off-Balance Sheet Arrangements

None.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, equity, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to intangibles, accounting for acquisitions, warrants, income taxes, useful life and recoverability of long-lived assets and deferred income tax asset valuations. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not applicable for a smaller reporting company.

Item 4. Controls and Procedures

Management’s Evaluation of Disclosure Controls and Procedures

We have carried out an evaluation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”), to allow timely decisions regarding required disclosures. Based upon that evaluation, our Company’s CEO and CFO concluded that our Company’s disclosure controls and procedures were not effective as of September 30, 2023.

Management has not formally documented its procedures and controls and as such does not have a sufficient basis to assess its internal controls over financial reporting. Management identified that it did not maintain adequately designed internal control over the preparation and oversight of:

●

month-end and period-end financial close processes.

●

non-routine or complex transactions.

●

the adoption of new accounting standards.

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 Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2023, the end of the annual period covered by this report and according to the criteria established in Internal Control – Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

Based on that evaluation, management has concluded that the Company did not maintain effective internal control over financial reporting as of the quarter ended September 30, 2023 due to the existence of material weakness and significant deficiencies in the internal control over financial reporting described below.

A significant deficiency is a deficiency, or a combination of deficiencies, in internal controls over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. A material weakness is a deficiency or combination of deficiencies in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.

Management has determined that we did not maintain effective internal controls over financial reporting as of the quarter ended September 30, 2023 due to the existence of the following material weakness identified by management:

●

Management did not timely detect impairment of goodwill and intangible assets as of June 30, 2023 in accordance with GAAP.

●

Due to the Company’s size, there is insufficient segregation of duties to prevent or detect on a timely basis a misstatement of our annual or interim financial statements.

●

Information technology controls are ineffective or lacking, An IT strategic plan and general controls related to access, change management, segregation of duties, contingency planning, information security, business applications, and interfaces are not yet adequately implemented, updated and monitored.

●

A top-down risk assessment has not yet been performed and documented by management to identify, analyze, and assess risks related to operations, external financial and non-financial reporting, internal reporting, compliance, fraud or other changes that could significantly impact the internal control environment.

●

Internal controls and related activities that could mitigate financial statement risks within key business processes have either not been established or are not fully adequate, documented, and/or maintained. Also, various regulatory compliance issues currently exist at an entity-level related to the control environment component specific to non-performance and/or insufficient/incomplete performance, document maintenance, review and approval, and the enforcement of individual accountability.

●

Documented accounting and other standard rules, guidelines, policies and procedures for key functions within the organization (HR, Payroll, Finance, Sales, IT, etc) have either not been established, are not complete, and/or are not consistently being utilized and monitored against control activities for compliance and ICFR effectiveness.

●

A whistle-blower program has not yet been established for the anonymous reporting, appropriate tracking, investigating, monitoring, and resolving of alleged wrongdoing, personnel complaints and grievances, without retribution.

●

Recurring, formalized employee communication and training on internal controls and the company’s commitment to ICFR has not yet been established. Additionally, a permanent, independent internal audit solution has not yet been established to perform an ongoing evaluation of the company’s key controls and ICFR, continuous monitoring of corrective actions, and regular reporting of internal control deficiencies and overall effectiveness of the company’s internal control environment.

We intend to continue to evaluate and strengthen our internal control over financial reporting. These efforts require significant time and resources. If we are unable to establish adequate internal control over financial reporting, we may encounter difficulties in the audit or review of our financial statements by our independent registered public accounting firm, which in turn may have a material adverse effect on our ability to prepare financial statements in accordance with GAAP and to comply with our SEC reporting obligations.

Management engaged the services of an experienced expert in internal controls until September 30, 2023. who evaluated our current system and began implementation of a more effective system to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act have been recorded, processed, summarized and reported accurately. Our management intends to develop or improve procedures to address the current material weakness and significant deficiencies to the extent possible during the next twelve months.

Management utilizes external experts to assist the Company with technical accounting expertise needs as deemed necessary and has engaged a consultant to perform a formal assessment and remediation of its internal control’s framework. However, no assurance can be made at this point that the implementation of such controls and procedures will be completed in a timely manner or that they will be adequate once implemented.

Attestation report of Registered Public Accounting Firm

This Quarterly Report on Form 10-Q does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting because we are not an “accelerated filer” or a “large accelerated filer”. Our management’s report was not subject to attestation by our independent registered public accounting firm pursuant to rules of the SEC that permit us to provide only management’s report in this Quarterly Report on Form 10-Q.

Management’s Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer (who is also the Company’s principal executive officer), and our chief financial officer (who is also the Company’s principal financial and accounting officer) to allow for timely decisions regarding required disclosure. Thus, in accordance with Rules 13a-15(b) under the Exchange Act, we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures as of September 30, 2023, which is the end of the period covered by this Form 10-Q. Based on the evaluation of these disclosure controls and procedures, and in light of the material weakness and significant deficiencies found in our internal controls over financial reporting, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were not effective. The ineffectiveness of our disclosure controls and procedures was due to a material weakness and significant deficiencies identified in our internal control over financial reporting.

Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during the quarter ended September 30, 2023. We have not been able to remediate the significant deficiencies described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. Our remediation efforts will continue to be implemented throughout our 2023 and 2024 fiscal years. We believe that the controls that we will be implementing will improve the effectiveness of our internal control over financial reporting. As we continue to evaluate and work to improve our internal control over financial reporting, we may determine to take additional measures to address the material weakness and significant deficiencies or determine to supplement or modify certain of the remediation measures described above.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

In addition to the other information set forth in this Report, you should carefully consider the factors discussed in Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 and subsequent quarterly reports on Form 10-Q, which could materially affect our business, financial condition or future results.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit Number		Description
10.1*		Restated and Amended Patent License and Equipment Rental Agreement by and between RedTape Core Partners LLC and Cryomass Technologies Inc., dated August 15, 2023.
10.2*		Patent License and Equipment Rental Agreement Rubberrock Inc., dated August 18, 2023.
31.1*		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer.
31.2*		Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer and Principal Accounting Officer.
32.1*		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer.
32.2*		Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer and Principal Accounting Officer.
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*	Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

CRYOMASS TECHNOLOGIES INC.
(Registrant)

Dated: November 20, 2023

/s/ Christian Noel
Christian Noel
Chief Executive Officer and Director
(Principal Executive Officer)

Dated: November 20, 2023

/s/ Philip Mullin
Philip Mullin
Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)

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Exhibit 31.1

CERTIFICATION PURSUANT TO
18 U.S.C. ss 1350, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Christian Noël, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Cryomass Technologies Inc;

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.	The registrant’s other certifying officer(s) and I are 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 15d-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.	The registrant’s other certifying officer(s) and 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: November 20, 2023

/s/ Christian Noël
Christian Noël
Chief Executive Officer (Principal Executive Officer)

Exhibit 31.2

CERTIFICATION PURSUANT TO
18 U.S.C. ss 1350, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Philip B. Mullin, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Cryomass Technologies Inc;

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.	The registrant’s other certifying officer(s) and I are 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 15d-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.	The registrant’s other certifying officer(s) and 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: November 20, 2023

/s/ Philip B. Mullin
Philip B Mullin
Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)

Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Christian Noël, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	the Quarterly Report on Form 10-Q of Cryomass Technologies Inc for the quarter ended September 30, 2023 (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 results of operations of Cryomass Technologies Inc

Dated: November 20, 2023

	/s/ Christian Noël
	Christian Noël
	Chief Executive Officer (Principal Executive Officer)
	Cryomass Technologies Inc

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 required by Section 906, has been provided to Cryomass Technologies Inc and will be retained by Cryomass Technologies Inc and furnished to the Securities and Exchange Commission or its staff upon request.

Exhibit 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Philip B. Mullin, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	the Quarterly Report on Form 10-Q of Cryomass Technologies Inc for the quarter ended September 30, 2023 (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 results of operations of Cryomass Technologies Inc

Dated: November 20, 2023

	/s/ Philip B. Mullin
	Philip B Mullin
	Chief Financial Officer and Treasurer
	(Principal Financial Officer and Principal Accounting Officer)
	Cryomass Technologies Inc

Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2023	Nov. 15, 2023
Document Information Line Items
Entity Registrant Name	CRYOMASS TECHNOLOGIES INC.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		210,032,401
Amendment Flag	false
Entity Central Index Key	0001533030
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Sep. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-56155
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	82-5051728
Entity Address, Address Line One	1001 Bannock Street
Entity Address, Address Line Two	Suite 612
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80204
City Area Code	303
Local Phone Number	303-416-7208
Entity Interactive Data Current	Yes

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 9,485	$ 2,016,057
Deferred Tax asset	21,788	21,788
Prepaid expenses	190,845	128,651
Total current assets	222,118	2,166,496
Property and equipment, net	736,149	525,855
Goodwill		1,190,000
Intangible assets, net	114,015	3,980,582
Total assets	1,072,282	7,862,933
Current liabilities:
Accounts payable and accrued expenses	1,729,847	1,288,465
Deferred revenue, current – related party	20,000
Notes payable, current, net of discount	229,824
Total current liabilities	1,979,671	1,288,465
Deferred revenue, long term – related party	80,000
Notes payable, net of discount	304,029
Notes payable, net of discount – related party	2,126,384
Total liabilities	4,490,084	3,288,465
Commitments and contingencies (Note 12)
Shareholders’ equity (deficit):
Preferred stock, $0.001 par value, 100,000 shares authorized, no shares issued and outstanding respectively
Common stock, $0.001 par value, 500,000,000 shares authorized, 210,032,401 and 202,651,205 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively	210,033	202,652
Additional paid-in capital	44,797,891	43,163,579
Common stock to be issued		219,765
Accumulated deficit	(48,425,726)	(39,011,528)
Total shareholders’ equity (deficit)	(3,417,802)	4,574,468
Total liabilities and shareholders’ equity (deficit)	1,072,282	7,862,933
Related Party
Current liabilities:
Deferred revenue, current – related party	20,000
Deferred revenue, long term – related party	80,000
Notes payable, net of discount – related party	$ 2,126,384	$ 2,000,000

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	100,000	100,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	210,032,401	202,651,205
Common stock, shares outstanding	210,032,401	202,651,205

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Operating expenses:
Personnel costs	$ 869,046	$ 733,233	$ 2,360,765	$ 1,534,885
General and administrative	313,092	306,037	1,099,137	839,818
Legal and professional fees	160,987	190,693	564,226	2,337,143
Depreciation and amortization expense	30,179	21,832	299,044	65,495
Research and development		2,031	13,361	20,518
Loss on impairment of intangible assets			3,653,043
Loss on impairment of goodwill			1,190,000
Total operating expenses	1,373,304	1,253,826	9,179,576	4,797,859
Loss from operations	(1,373,304)	(1,253,826)	(9,179,576)	(4,797,859)
Other income (expenses):
Interest expense, net	(109,302)	(19,636)	(245,566)	(90,894)
Gain / (loss) on foreign exchange	28,740	45,049	10,944	77,618
Total other expenses	(80,562)	25,413	(234,622)	(13,276)
Net loss before taxes	(1,453,866)	(1,228,413)	(9,414,198)	(4,811,135)
Income taxes
Net loss	$ (1,453,866)	$ (1,228,413)	$ (9,414,198)	$ (4,811,135)
Net loss per common share:
Loss per common share – basic (in Dollars per share)	$ (0.01)	$ (0.01)	$ (0.05)	$ (0.02)
Weighted average common shares outstanding—basic (in Shares)	207,422,054	201,998,206	205,740,483	203,440,055

Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Loss per common share – diluted	$ (0.01)	$ (0.01)	$ (0.05)	$ (0.02)
Weighted average common shares outstanding— diluted	207,422,054	201,998,206	205,740,483	203,440,055

Condensed Consolidated Statements of Shareholders’ Equity (Deficit) (Unaudited) - USD ($)	Common Stock	Additional Paid-In Capital	Common Stock to Be Issued	Accumulated Deficit	Total
Balance at Dec. 31, 2021	$ 196,950	$ 41,916,207		$ (28,588,837)	$ 13,524,320
Balance (in Shares) at Dec. 31, 2021	196,949,801
Share issuance in exchange for services	$ 458	159,959	80,208		240,625
Share issuance in exchange for services (in Shares)	458,334
Stock-based compensation	$ 1,736	139,079			140,815
Stock-based compensation (in Shares)	1,735,529
Net loss				(2,152,305)	(2,152,305)
Balance at Mar. 31, 2022	$ 199,144	42,215,245	80,208	(30,741,142)	11,753,455
Balance (in Shares) at Mar. 31, 2022	199,143,664
Balance at Dec. 31, 2021	$ 196,950	41,916,207		(28,588,837)	13,524,320
Balance (in Shares) at Dec. 31, 2021	196,949,801
Net loss					(4,811,135)
Balance at Sep. 30, 2022	$ 202,528	43,013,522		(33,399,973)	9,816,077
Balance (in Shares) at Sep. 30, 2022	202,526,205
Balance at Mar. 31, 2022	$ 199,144	42,215,245	80,208	(30,741,142)	11,753,455
Balance (in Shares) at Mar. 31, 2022	199,143,664
Shares issued from warrants exercised	$ 221	65,930			66,151
Shares issued from warrants exercised (in Shares)	220,500
Share issuance in exchange for services	$ 688	239,938			240,626
Share issuance in exchange for services (in Shares)	687,501
Stock-based compensation	$ 1,000	68,095			69,095
Stock-based compensation (in Shares)	1,000,000
Net loss				(1,430,418)	(1,430,418)
Balance at Jun. 30, 2022	$ 201,053	42,589,208	80,208	(32,171,560)	10,698,909
Balance (in Shares) at Jun. 30, 2022	201,051,665
Share issuance in exchange for services	$ 417	145,417	(80,208)		65,626
Share issuance in exchange for services (in Shares)	416,667
Shares issuance from sale of common stock	$ 1,000	213,134			214,134
Shares issuance from sale of common stock (in Shares)	1,000,000
Share cancellation related to interest on note payable	$ (92)	(23,317)			(23,409)
Share cancellation related to interest on note payable (in Shares)	(92,127)
Stock-based compensation	$ 150	89,080			89,230
Stock-based compensation (in Shares)	150,000
Net loss				(1,228,413)	(1,228,413)
Balance at Sep. 30, 2022	$ 202,528	43,013,522		(33,399,973)	9,816,077
Balance (in Shares) at Sep. 30, 2022	202,526,205
Balance at Dec. 31, 2022	$ 202,652	43,163,579	219,765	(39,011,528)	4,574,468
Balance (in Shares) at Dec. 31, 2022	202,651,205
Common stock issued for prior period services	$ 62	21,813	(21,875)
Common stock issued for prior period services (in Shares)	62,500
Common stock issued for current period services	$ 188	65,438			65,626
Common stock issued for current period services (in Shares)	187,500
Common stock issued for vested RSUs for prior period services	$ 1,100	196,790	(197,890)
Common stock issued for vested RSUs for prior period services (in Shares)	1,100,000
Common stock issued for vested RSUs for current period services	$ 778	49,222			50,000
Common stock issued for vested RSUs for current period services (in Shares)	777,932
Stock-based compensation for vested RSUs for current period services		62,972			62,972
Net loss				(1,598,526)	(1,598,526)
Balance at Mar. 31, 2023	$ 204,780	43,559,814		(40,610,054)	3,154,540
Balance (in Shares) at Mar. 31, 2023	204,779,137
Balance at Dec. 31, 2022	$ 202,652	43,163,579	219,765	(39,011,528)	4,574,468
Balance (in Shares) at Dec. 31, 2022	202,651,205
Net loss					(9,414,198)
Balance at Sep. 30, 2023	$ 210,033	44,797,891		(48,425,726)	(3,417,802)
Balance (in Shares) at Sep. 30, 2023	210,032,401
Balance at Mar. 31, 2023	$ 204,780	43,559,814		(40,610,054)	3,154,540
Balance (in Shares) at Mar. 31, 2023	204,779,137
Warrants issued in conjunction with notes payable		179,026			179,026
Common stock issued for current period services	$ 187	19,925			20,112
Common stock issued for current period services (in Shares)	187,500
Common stock issued for vested RSUs for current period services	$ 802	79,118			79,920
Common stock issued for vested RSUs for current period services (in Shares)	802,000
Stock-based compensation for vested RSUs for current period services		173,631			173,631
Net loss				(6,361,806)	(6,361,806)
Balance at Jun. 30, 2023	$ 205,769	44,011,514		(46,971,860)	(2,754,577)
Balance (in Shares) at Jun. 30, 2023	205,768,637
Shares issuance from sale of common stock	$ 4,149	383,493			387,642
Shares issuance from sale of common stock (in Shares)	4,148,889
Share issuance from exercise of stock options	$ 100	15,900			16,000
Share issuance from exercise of stock options (in Shares)	100,000
Warrants issued in conjunction with notes payable		65,721			65,721
Common stock issued for current period services		177,989			177,989
Common stock issued for vested RSUs for current period services	$ 15	1,369			1,384
Common stock issued for vested RSUs for current period services (in Shares)	14,875
Stock-based compensation for vested RSUs for current period services		141,905			141,905
Net loss				(1,453,866)	(1,453,866)
Balance at Sep. 30, 2023	$ 210,033	$ 44,797,891		$ (48,425,726)	$ (3,417,802)
Balance (in Shares) at Sep. 30, 2023	210,032,401

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (9,414,198)	$ (4,811,135)
Adjustments to reconcile net loss to net cash used in operating activities from continuing operations:
Amortization of debt discount	34,964	72,917
Depreciation and amortization expense	299,044	65,495
Loss/(gain) on foreign exchange related to notes payable	(5,972)
Loss on impairment of goodwill	1,190,000
Loss on impairment of intangible assets	3,653,043
Share issuances in exchange for services		546,876
Stock-based compensation expense		299,140
Common stock issued for vested RSUs for current period services	131,304
Stock-based compensation for vested RSUs for current period services	378,508
Stock options issued for current period services	177,989
Common stock issued for the current period services	85,738
Change in operating assets and liabilities:
Prepaid expenses	(62,194)	620,746
Accounts payable and accrued expenses	219,805	(647,415)
Deferred revenue – related party	100,000
Net cash used in operating activities	(3,211,969)	(3,853,376)
CASH FLOWS FROM INVESTING ACTIVITIES:
Issuance of loans receivable		(618,831)
Purchase of property and equipment	(25,000)	(124,586)
Purchase of intangible assets	(49,236)	(53,186)
Net cash used in investing activities	(74,236)	(796,603)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock	387,642	256,876
Proceeds from exercise of stock options	16,000
Proceeds from notes payable	875,991	1,750,000
Net cash provided by financing activities	1,279,633	2,006,876
Net decrease in cash and cash equivalents	(2,006,572)	(2,643,103)
Cash and cash equivalents at beginning of period	2,016,057	5,772,839
Cash and cash equivalents at end of period	9,485	3,129,736
Supplemental disclosure of non-cash investing activities:
Purchase of property and equipment on credit	221,577
Supplemental disclosure of non-cash financing activities:
Debt discount recognized from warrants issued in conjunction with notes payable	$ 244,747

Nature of the Business

9 Months Ended

Sep. 30, 2023

Nature of the Business [Abstract]

Nature of the Business

1. Nature of the Business

Cryomass Technologies Inc is the parent company to wholly-owned subsidiaries Cryomass LLC, Cryomass California LLC, and 1304740 B.C. Unlimited Liability Company dba Cryomass Canada.

The first functional commercial unit, known as a CryoSift Separator™, has been installed at the premises of an operating partner, pursuant to a license and lease arrangement, in California.

Going Concern Uncertainty, Financial Conditions and Management’s Plans

9 Months Ended

Sep. 30, 2023

Going Concern Uncertainty, Financial Conditions and Management’s Plans [Abstract]

Going Concern Uncertainty, Financial Conditions and Management’s Plans

2. Going Concern Uncertainty, Financial Conditions and Management’s Plans

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

3. Summary of Significant Accounting Policies

Principles of Consolidation

Use of Estimates

Cash and Cash Equivalents

The Company considers all highly liquid instruments with maturities of three months or less at the time of issuance to be cash equivalents.

Concentrations of Credit Risk

Revenue Recognition

Expenses

Operating Expenses

Other Expense, net

Other expense, net consisted of interest expense, other income and (loss) gain on foreign exchange.

Stock-Based Compensation

Property and Equipment, net

		Estimated Useful Life
Machinery and equipment		15 years

Goodwill and Intangible Assets

		Estimated Useful Life
Patent		120 Months
In-process research and development		104 Months
Internal use software		26 Months

Impairment of Goodwill and Intangible Assets

Goodwill

Goodwill is not amortized, but instead is tested annually at December 31 for impairment and upon the occurrence of certain events or substantive changes in circumstances.

Due to delays in implementing the Company’s business model of its cryogenic process, management fully impaired goodwill during the nine months ended September 30, 2023.

Indefinite-Lived Intangible Assets and Intangible Assets Subject to Amortization

Indefinite-lived intangible assets are not amortized, but instead are tested annually at December 31 for impairment and upon the occurrence of certain events or substantive changes in circumstances.

Leases

Income Taxes

Fair Value Measurements

	●	Level 1 — Quoted prices in active markets for identical assets or liabilities.

	●	Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

	●	Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

Net Loss per Share

Property and Equipment, Net

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

4. Property and Equipment, Net

Property and equipment, net, of $736,149 and $525,855 as of September 30, 2023 and December 31, 2022, respectively, consisted entirely of machinery and equipment.

	September 30, 2023			December 31, 2022
Machinery and equipment		777,833			531,255
Less: Accumulated depreciation		(41,684	)		(5,400	)
	$	736,149		$	525,855

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets [Abstract]

Goodwill and Intangible Assets

5. Goodwill and Intangible Assets

The following tables summarize information relating to the Company’s identifiable intangible assets as of September 30, 2023 and December 31, 2022:

	September 30, 2023
	Estimated	Gross		Accumulated						Carrying
	Useful Life	Amount		Amortization			Impairment			Value
Amortized
Patent	120 months	$	873,263	$	(174,653	)	$	(698,610	)	$	-
Internal use software	26 months		148,219		(34,204	)		-			114,015
In-process research and development	104 months		3,209,000		(254,567	)		(2,954,433	)		-
Total identifiable intangible assets		$	4,230,482	$	(463,424	)	$	(3,653,043	)	$	114,015

	December 31, 2022
	Estimated Useful Life	Gross Amount		Accumulated Amortization			Carrying Value
Amortized
Patent	120 months	$	873,263	$	(130,989	)	$	742,274
In-process research and development	104 months		3,209,000		(69,675	)		3,139,325
Indefinite-lived
Internal use software	Pending		98,983		-			98,983
Total identifiable intangible assets		$	4,181,246	$	(200,664	)	$	3,980,582

Years ending December 31,	Amount
2023 (remainder of year)		17,103
2024		68,412
2025		28,500
		114,015

Loans Receivable

9 Months Ended

Sep. 30, 2023

Loan Receivable [Abstract]

Loans Receivable

6. Loans Receivable

Deferred Revenue

9 Months Ended

Sep. 30, 2023

Deferred Revenue [Abstract]

Deferred Revenue

7. Deferred Revenue – Related Party

Notes Payable

9 Months Ended

Sep. 30, 2023

Notes Payable [Abstract]

Notes Payable

8. Notes Payable

The table below discloses the aggregate amount of long-term borrowings maturing in each of the following years:

Years ending December 31,	Amount
2023		-
2024		250,000
2025		441,842
2026		-
2027		-
Total gross principal		691,842
(Less: debt discount, net of amortization)		(157,989	)
Carrying value as of September 30, 2023		533,853

Related Party Transactions

9 Months Ended

Sep. 30, 2023

Related Party Transactions

9. Related Party Transactions

The table below discloses the aggregate amount of long-term borrowings from related parties maturing in each of the following years:

Years ending December 31,	Amount
2023		-
2024		2,000,000
2025		175,000
2026		-
2027		-
Total gross principal		2,175,000
(Less: debt discount, net of amortization)		(48,616	)
Carrying value as of September 30, 2023		2,126,384

Shareholders’ Equity

9 Months Ended

Sep. 30, 2023

Shareholders’ Equity [Abstract]

Shareholders’ Equity

10. Shareholders’ Equity

Restricted Stock Unit Awards

A summary of the Company’s RSU award activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2022		1,453,857		$	0.30
Granted		2,760,660			0.17
Vested		(1,877,932	)		0.18
Forfeited		-			-
Outstanding at March 31, 2023		2,336,585		$	0.21

Granted		755,500			0.10
Vested		(802,000	)		0.10
Forfeited		-			-
Outstanding at June 30, 2023		2,290,085		$	0.21
Granted		-			-
Vested		(14,875	)		0.09
Forfeited		-			-
Outstanding at September 30, 2023		2,275,210			0.20

	Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021		2,200,003		$	0.45
Granted		1,469,511			0.27
Vested		(1,735,529	)		0.49
Forfeited		-			-
Outstanding at March 31, 2022		1,933,985		$	0.27

Granted		510,000			0.35
Vested		(1,135,000	)		0.28
Forfeited		(50,000	)		0.17
Outstanding at June 30, 2022		1,258,985		$	0.20
Granted		69,875			0.26
Vested		(15,000	)		0.20
Forfeited		-			-
Outstanding at September 30, 2022		1,313,860			0.30

Stock Option Awards

A summary of the Company’s stock option activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Stock Option Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2022		8,500,000		$	0.18		8.5	$	1,579,108
Granted and vested		-			-		-		-
Forfeited		-			-		-		-
Outstanding at March 31, 2023		8,500,000		$	0.18		8.0	$	1,579,108
Granted and vested		-			-		-		-
Forfeited		-			-		-		-
Outstanding at June 30, 2023		8,500,000		$	0.18		7.7	$	1,579,108
Granted		3,113,214			0.15		-		382,909
Exercised		(100,000	)		0.16		-		-
Forfeited		-			-		-		-
Outstanding at September 30, 2023		11,513,214		$	0.18		7.6	$	1,962,017

	Stock Option Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2021		8,500,000	$	0.18		9.2	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at March 31, 2022		8,500,000	$	0.18		9.0	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at June 30, 2022		8,500,000	$	0.18		8.7	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at September 30, 2022		8,500,000	$	0.18		8.5	$	1,579,108

Warrants

A summary of the Company’s warrant activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Warrant Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Fair Value
Outstanding at December 31, 2022		73,950,000		$	0.40		1.0	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		(15,000,000	)		0.40		-		-
Outstanding at March 31, 2023		58,950,000		$	0.40		0.9	$	1,867,754
Granted		2,540,550			0.25		-		179,026
Exercised		-			-		-		-
Expired		(9,500,000	)		0.40		-		-
Outstanding at June 30, 2023		51,990,550		$	0.39		0.9	$	2,046,780
Granted		4,589,639			0.19		-		203,858
Exercised		-			-		-		-
Expired		(1,000,000	)		0.40		-		-
Outstanding at September 30, 2023		55,580,189		$	0.37		0.9	$	2,250,638

	Warrant Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Fair Value
Outstanding at December 31, 2021		80,975,898		$	0.39		1.9	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		-			-		-		-
Outstanding at March 31, 2022		80,975,898		$	0.39		1.6	$	1,867,754
Granted		-			-		-		-
Exercised		(220,500	)		0.30		0.3		-
Expired		-			-		-		-
Outstanding at June 30, 2022		80,755,398		$	0.39		1.4	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		(2,500,000	)		0.25		-		-
Outstanding at September 30, 2022		78,255,398		$	0.39		1.1	$	1,867,754

Income Taxes

9 Months Ended

Sep. 30, 2023

Income Taxes [Abstract]

Income Taxes

11. Income Taxes

Commitments & Contingencies

9 Months Ended

Sep. 30, 2023

Commitments & Contingencies [Abstract]

Commitments & Contingencies

12. Commitments & Contingencies

Subsequent Events

9 Months Ended

Sep. 30, 2023

Subsequent Events [Abstract]

Subsequent Events

13. Subsequent Events

Accounting Policies, by Policy (Policies)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

Use of Estimates

Use of Estimates

Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all highly liquid instruments with maturities of three months or less at the time of issuance to be cash equivalents.

Concentrations of Credit Risk

Concentrations of Credit Risk

Revenue Recognition

Revenue Recognition

Expenses

Expenses

Operating Expenses

Other Expense, net

Other expense, net consisted of interest expense, other income and (loss) gain on foreign exchange.

Stock-Based Compensation

Stock-Based Compensation

Property and Equipment, net

Property and Equipment, net

		Estimated Useful Life
Machinery and equipment		15 years

Goodwill and Intangible Assets

Goodwill and Intangible Assets

		Estimated Useful Life
Patent		120 Months
In-process research and development		104 Months
Internal use software		26 Months

Impairment of Goodwill and Intangible Assets

Impairment of Goodwill and Intangible Assets

Goodwill

Goodwill is not amortized, but instead is tested annually at December 31 for impairment and upon the occurrence of certain events or substantive changes in circumstances.

Due to delays in implementing the Company’s business model of its cryogenic process, management fully impaired goodwill during the nine months ended September 30, 2023.

Indefinite-Lived Intangible Assets and Intangible Assets Subject to Amortization

Indefinite-lived intangible assets are not amortized, but instead are tested annually at December 31 for impairment and upon the occurrence of certain events or substantive changes in circumstances.

Leases

Leases

Income Taxes

Income Taxes

Fair Value Measurements

Fair Value Measurements

	●	Level 1 — Quoted prices in active markets for identical assets or liabilities.

	●	Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

	●	Level 3 — Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

Net Loss per Share

Net Loss per Share

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Schedule of Property and Equipment

Depreciation and amortization expense is recognized using the straight-line method over the estimated useful life of each asset, as follows:

		Estimated Useful Life
Machinery and equipment		15 years

Schedule of Intangible Assets

The estimated useful lives of intangible assets are detailed in the table below:

		Estimated Useful Life
Patent		120 Months
In-process research and development		104 Months
Internal use software		26 Months

Property and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net, of $736,149 and $525,855 as of September 30, 2023 and December 31, 2022, respectively, consisted entirely of machinery and equipment.

	September 30, 2023			December 31, 2022
Machinery and equipment		777,833			531,255
Less: Accumulated depreciation		(41,684	)		(5,400	)
	$	736,149		$	525,855

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets [Abstract]

Schedule of Identifiable Intangible Assets

The following tables summarize information relating to the Company’s identifiable intangible assets as of September 30, 2023 and December 31, 2022:

	September 30, 2023
	Estimated	Gross		Accumulated						Carrying
	Useful Life	Amount		Amortization			Impairment			Value
Amortized
Patent	120 months	$	873,263	$	(174,653	)	$	(698,610	)	$	-
Internal use software	26 months		148,219		(34,204	)		-			114,015
In-process research and development	104 months		3,209,000		(254,567	)		(2,954,433	)		-
Total identifiable intangible assets		$	4,230,482	$	(463,424	)	$	(3,653,043	)	$	114,015

	December 31, 2022
	Estimated Useful Life	Gross Amount		Accumulated Amortization			Carrying Value
Amortized
Patent	120 months	$	873,263	$	(130,989	)	$	742,274
In-process research and development	104 months		3,209,000		(69,675	)		3,139,325
Indefinite-lived
Internal use software	Pending		98,983		-			98,983
Total identifiable intangible assets		$	4,181,246	$	(200,664	)	$	3,980,582

Schedule of Amortization Expense

Years ending December 31,	Amount
2023 (remainder of year)		17,103
2024		68,412
2025		28,500
		114,015

Notes Payable (Tables)

9 Months Ended

Sep. 30, 2023

Notes Payable [Abstract]

Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing

The table below discloses the aggregate amount of long-term borrowings maturing in each of the following years:

Years ending December 31,	Amount
2023		-
2024		250,000
2025		441,842
2026		-
2027		-
Total gross principal		691,842
(Less: debt discount, net of amortization)		(157,989	)
Carrying value as of September 30, 2023		533,853

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Aggregate Amount of Long-term Borrowings from Related Parties Maturing

The table below discloses the aggregate amount of long-term borrowings from related parties maturing in each of the following years:

Years ending December 31,	Amount
2023		-
2024		2,000,000
2025		175,000
2026		-
2027		-
Total gross principal		2,175,000
(Less: debt discount, net of amortization)		(48,616	)
Carrying value as of September 30, 2023		2,126,384

Shareholders’ Equity (Tables)

9 Months Ended

Sep. 30, 2023

Shareholders’ Equity [Abstract]

Schedule of Company's RSU Award Activity

A summary of the Company’s RSU award activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2022		1,453,857		$	0.30
Granted		2,760,660			0.17
Vested		(1,877,932	)		0.18
Forfeited		-			-
Outstanding at March 31, 2023		2,336,585		$	0.21

Granted		755,500			0.10
Vested		(802,000	)		0.10
Forfeited		-			-
Outstanding at June 30, 2023		2,290,085		$	0.21
Granted		-			-
Vested		(14,875	)		0.09
Forfeited		-			-
Outstanding at September 30, 2023		2,275,210			0.20

	Restricted Stock Units			Weighted Average Grant Date Fair Value
Outstanding at December 31, 2021		2,200,003		$	0.45
Granted		1,469,511			0.27
Vested		(1,735,529	)		0.49
Forfeited		-			-
Outstanding at March 31, 2022		1,933,985		$	0.27

Granted		510,000			0.35
Vested		(1,135,000	)		0.28
Forfeited		(50,000	)		0.17
Outstanding at June 30, 2022		1,258,985		$	0.20
Granted		69,875			0.26
Vested		(15,000	)		0.20
Forfeited		-			-
Outstanding at September 30, 2022		1,313,860			0.30

Schedule of Stock Options Activity

A summary of the Company’s stock option activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Stock Option Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2022		8,500,000		$	0.18		8.5	$	1,579,108
Granted and vested		-			-		-		-
Forfeited		-			-		-		-
Outstanding at March 31, 2023		8,500,000		$	0.18		8.0	$	1,579,108
Granted and vested		-			-		-		-
Forfeited		-			-		-		-
Outstanding at June 30, 2023		8,500,000		$	0.18		7.7	$	1,579,108
Granted		3,113,214			0.15		-		382,909
Exercised		(100,000	)		0.16		-		-
Forfeited		-			-		-		-
Outstanding at September 30, 2023		11,513,214		$	0.18		7.6	$	1,962,017

	Stock Option Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding at December 31, 2021		8,500,000	$	0.18		9.2	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at March 31, 2022		8,500,000	$	0.18		9.0	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at June 30, 2022		8,500,000	$	0.18		8.7	$	1,579,108
Granted and vested		-		-		-		-
Forfeited		-		-		-		-
Outstanding at September 30, 2022		8,500,000	$	0.18		8.5	$	1,579,108

Schedule of Warrant Activity

A summary of the Company’s warrant activity for the nine months ended September 30, 2023 and 2022, respectively, is as follows:

	Warrant Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Fair Value
Outstanding at December 31, 2022		73,950,000		$	0.40		1.0	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		(15,000,000	)		0.40		-		-
Outstanding at March 31, 2023		58,950,000		$	0.40		0.9	$	1,867,754
Granted		2,540,550			0.25		-		179,026
Exercised		-			-		-		-
Expired		(9,500,000	)		0.40		-		-
Outstanding at June 30, 2023		51,990,550		$	0.39		0.9	$	2,046,780
Granted		4,589,639			0.19		-		203,858
Exercised		-			-		-		-
Expired		(1,000,000	)		0.40		-		-
Outstanding at September 30, 2023		55,580,189		$	0.37		0.9	$	2,250,638

	Warrant Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term		Aggregate Fair Value
Outstanding at December 31, 2021		80,975,898		$	0.39		1.9	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		-			-		-		-
Outstanding at March 31, 2022		80,975,898		$	0.39		1.6	$	1,867,754
Granted		-			-		-		-
Exercised		(220,500	)		0.30		0.3		-
Expired		-			-		-		-
Outstanding at June 30, 2022		80,755,398		$	0.39		1.4	$	1,867,754
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		(2,500,000	)		0.25		-		-
Outstanding at September 30, 2022		78,255,398		$	0.39		1.1	$	1,867,754

Going Concern Uncertainty, Financial Conditions and Management’s Plans (Details) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Going Concern Uncertainty, Financial Conditions and Management’s Plans [Line Items]
Working capital deficit	$ 1,757,553						$ 1,757,553
Cash balance	9,485						9,485		$ 2,016,057
Overhead costs							4,200,000
Capital expenditures							221,577
Cash for operating activities							(3,211,969)	(3,853,376)
Incurred net loss	(1,453,866)	$ (6,361,806)	$ (1,598,526)	$ (1,228,413)	$ (1,430,418)	$ (2,152,305)	(9,414,198)	$ (4,811,135)
Accumulated deficit	$ (48,425,726)						(48,425,726)		$ (39,011,528)
Other Customer [Member]
Going Concern Uncertainty, Financial Conditions and Management’s Plans [Line Items]
Capital expenditures							$ 4,500,000

Summary of Significant Accounting Policies (Details)	9 Months Ended
Summary of Significant Accounting Policies (Details)	Sep. 30, 2023
Accounting Policies [Abstract]
Income taxes, description	In accordance with ASC 740-10, for those tax positions where there is a greater than 50% likelihood that a tax benefit will be sustained, our policy will be to record the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For those income tax positions where there is less than 50% likelihood that a tax benefit will be sustained, no tax benefit will be recognized in the condensed consolidated financial statements.

Summary of Significant Accounting Policies (Details) - Schedule of Property and Equipment	Sep. 30, 2023
Machinery and equipment [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	15 years

Summary of Significant Accounting Policies (Details) - Schedule of Intangible Assets	Sep. 30, 2023
Patent [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of intangible assets	120 months
In Process research and development [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of intangible assets	104 months
Internal use software [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of intangible assets	26 months

Property and Equipment, Net (Details) - USD ($)	3 Months Ended		9 Months Ended
Property and Equipment, Net (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Property and equipment, net	$ 736,149		$ 736,149		$ 525,855
Depreciation expense	$ 13,077		$ 36,283

Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Schedule of Property and Equipment, Net [Abstract]
Less: Accumulated depreciation	$ (41,684)	$ (5,400)
Property and equipment, net	736,149	525,855
Machinery and equipment [Member]
Schedule of Property and Equipment, Net [Abstract]
Property and equipment, gross	$ 777,833	$ 531,255

Goodwill and Intangible Assets (Details) - USD ($)	3 Months Ended		9 Months Ended
Goodwill and Intangible Assets (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Goodwill and Intangible Assets [Abstract]
Goodwill	$ 0		$ 0		$ 1,190,000
Impairment charges			1,190,000
Amortization expense	$ 17,102	$ 21,832	$ 262,761	$ 65,495

Goodwill and Intangible Assets (Details) - Schedule of Identifiable Intangible Assets - USD ($)	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Amortized
Amortized intangible assets, Gross Amount	$ 4,230,482	$ 4,181,246
Amortized intangible assets, Accumulated Amortization	(463,424)	(200,664)
Amortized intangible assets, Impairment	(3,653,043)
Amortized intangible assets, Carrying Value	$ 114,015	$ 3,980,582
Patent [Member]
Amortized
Amortized intangible assets, Estimated Useful Life (Years)	120 months
Amortized intangible assets, Gross Amount	$ 873,263
Amortized intangible assets, Accumulated Amortization	(174,653)
Amortized intangible assets, Impairment	(698,610)
Amortized intangible assets, Carrying Value
Internal use software [Member]
Amortized
Amortized intangible assets, Estimated Useful Life (Years)	26 months
Amortized intangible assets, Gross Amount	$ 148,219
Amortized intangible assets, Accumulated Amortization	(34,204)
Amortized intangible assets, Impairment
Amortized intangible assets, Carrying Value	$ 114,015
In-process Research and Development [Member]
Amortized
Amortized intangible assets, Estimated Useful Life (Years)	104 months	104 months
Amortized intangible assets, Gross Amount	$ 3,209,000	$ 3,209,000
Amortized intangible assets, Accumulated Amortization	(254,567)	(69,675)
Amortized intangible assets, Impairment	(2,954,433)
Amortized intangible assets, Carrying Value		$ 3,139,325
Patent [Member]
Amortized
Amortized intangible assets, Estimated Useful Life (Years)		120 months
Amortized intangible assets, Gross Amount		$ 873,263
Amortized intangible assets, Accumulated Amortization		(130,989)
Amortized intangible assets, Carrying Value		$ 742,274
Internal use software [Member]
Amortized
Amortized intangible assets, Estimated Useful Life (Years)
Amortized intangible assets, Gross Amount		$ 98,983
Amortized intangible assets, Accumulated Amortization
Amortized intangible assets, Carrying Value		$ 98,983

Goodwill and Intangible Assets (Details) - Schedule of Amortization Expense - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2023 (remainder of year)	$ 17,103
2024	68,412
2025	28,500
Total amortization expense	$ 114,015	$ 3,980,582

Loans Receivable (Details) - USD ($)	12 Months Ended
Loans Receivable (Details) - USD ($)	Dec. 31, 2021	Mar. 31, 2022
Loan Receivable [Abstract]
Prromissory note due	$ 6,600,000
Note gross amount	$ 3,600,000
Additional loan		$ 618,831

Deferred Revenue (Details) - USD ($)		3 Months Ended	9 Months Ended
Deferred Revenue (Details) - USD ($)	Sep. 25, 2023	Sep. 30, 2023	Sep. 30, 2023
Deferred Revenue Arrangement [LineI tems]
Territory license fee	$ 100,000		$ 750,000
Current liability		$ 20,000	20,000
Noncurrent liability		80,000	$ 80,000
Territory license fee agreement, description			Territory License Fee, RubberRock will pay CryoMass monthly royalties (“Royalties”) equal to 25% of (“Gross Revenue”), which is the sum of all invoices issued by RubberRock to unaffiliated parties associated with or derived directly or indirectly from Permitted Toll Processing Activity and the resulting CryoSift™ produced on the Unit, including, but not limited to: (i) royalties, (ii) rentals, (iii) wholesale sales of resulting matter, and (iv) ingredients derived or extracted from plant matter processed through the Unit. Each calendar quarter, commencing with the fourth calendar quarter of 2023, (the “Reporting Quarter”), RubberRock shall pay Cryomass the greater of the Royalties due or the minimum quarterly royalties (“Minimum Quarterly Royalties”) to be paid within 30 days following each Reporting Quarter. The Minimum Quarterly Royalties Due to Licensor are: (a) for the first Reporting Quarter, the fourth calendar quarter of 2023, an aggregate of $100,000; (b) for each of the next three Reporting Quarters, the first, second and third calendar quarters of 2024, the amount of $478,333; (c) thereafter, for each Reporting Quarter, starting with the fourth calendar quarter of 2024, the amount of $750,000.
License [Member]
Deferred Revenue Arrangement [LineI tems]
Territory license fees		100,000
RubberRock Agreement [Member]
Deferred Revenue Arrangement [LineI tems]
Territory license fee		$ 100,000

Notes Payable (Details) - USD ($)	3 Months Ended	9 Months Ended
Notes Payable (Details) - USD ($)	Jun. 30, 2023	Sep. 30, 2023	Sep. 30, 2022
Notes Payable [Line Items]
Bear interest rate	12.00%
Proceeds from notes payable		$ 875,991	$ 1,750,000
Proceeds from note payable		175,000
Net of initial debt discount		$ 54,128
Exercise price (in Dollars per share)		$ 0.25
Subscriptions agreements, description		The fair value of the Warrants was determined utilizing a Black-Scholes model considering all relevant assumptions at the dates of issuance, including the Company stock price ($0.13 for April subscription agreements, one of which is for Simon Langelier, $0.09 for May subscription agreements, $0.12 for June subscription agreement, $0.14 for July subscription agreement), exercise price ($0.25), term (4 years), historical volatility (152-153%), and risk-free rate (3.8% for April subscription agreements, 3.6% and 3.7% for May subscription agreements for Mario Gobbo and a private investor, respectively, 4.0% for June subscription agreement for Health Diplomats Pte Ltd, 4.2% for July subscription agreement).
Fair value of warrants		$ 244,747
Fair value of promissory notes		631,243
Debt discount		244,747
Carrying value of promissory notes		$ 386,496
Warrant [Member]
Notes Payable [Line Items]
Issued of warrants share (in Shares)		3,381,300
Promissory Note [Member]
Notes Payable [Line Items]
Maturities date, description		The Promissory Notes have maturities between 24 and 32 months
Interest accrued		$ 41,150
Promissory Note [Member] \| Maximum [Member]
Notes Payable [Line Items]
Total principal amount	$ 875,991
Promissory Note [Member] \| Minimum [Member]
Notes Payable [Line Items]
Total principal amount	$ 866,842

Notes Payable (Details) - Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing - Note Payable [Member]	Sep. 30, 2023 USD ($)
Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing [Line Items]
Gross principal amount	$ 691,842
(Less: debt discount, net of amortization)	(157,989)
Carrying value as of September 30, 2023	533,853
2023 [Member]
Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing [Line Items]
Gross principal amount
2024 [Member]
Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing [Line Items]
Gross principal amount	250,000
2025 [Member]
Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing [Line Items]
Gross principal amount	441,842
2026 [Member]
Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing [Line Items]
Gross principal amount
2027 [Member]
Schedule of Discloses the Aggregate Amount of Long-term Borrowings Maturing [Line Items]
Gross principal amount

Related Party Transactions (Details) - USD ($)		9 Months Ended
Related Party Transactions (Details) - USD ($)	Sep. 15, 2022	Sep. 30, 2023
Related Party Transactions [Line Items]
Loan agreement	$ 2,000,000
Accrued interest percentage	12.00%
Accrued interest percentage		12.00%
Exercise price per share (in Dollars per share)		$ 0.25
CRYM Co-Invest [Member]
Related Party Transactions [Line Items]
Beneficial owner investment control percentage	23.10%
Accrued interest [Member]
Related Party Transactions [Line Items]
Accrued interest expense		$ 60,000
Maturity date		Apr. 17, 2025
Simon Langelier [Member]
Related Party Transactions [Line Items]
Proceeds from related parties		$ 100,000
Common stock shares (in Shares)		454,500
Health Diplomats Pte Ltd [Member]
Related Party Transactions [Line Items]
Proceeds from related parties		$ 50,000
Common stock shares (in Shares)		227,250
Mario Gobbo [Member]
Related Party Transactions [Line Items]
Proceeds from related parties		$ 25,000
Common stock shares (in Shares)		113,625
Warrant [Member]
Related Party Transactions [Line Items]
Matures date		Apr. 17, 2027

Related Party Transactions (Details) - Schedule of Aggregate Amount of Long-term Borrowings from Related Parties Maturing	Sep. 30, 2023 USD ($)
Debt Instrument [Line Items]
Gross principal amount	$ 2,175,000
(Less: debt discount, net of amortization)	(48,616)
Carrying value as of September 30, 2023	2,126,384
2023 [Member]
Debt Instrument [Line Items]
Gross principal amount
2024 [Member]
Debt Instrument [Line Items]
Gross principal amount	2,000,000
2025 [Member]
Debt Instrument [Line Items]
Gross principal amount	175,000
2026 [Member]
Debt Instrument [Line Items]
Gross principal amount
2027 [Member]
Debt Instrument [Line Items]
Gross principal amount

Shareholders’ Equity (Details) - USD ($)	3 Months Ended			9 Months Ended
Shareholders’ Equity (Details) - USD ($)	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Shareholders’ Equity [Line Items]
Warrants shares (in Shares)			220,500
Exercise of warrants	$ 210,033			$ 210,033		$ 202,652
Common stock shares (in Shares)	210,032,401			210,032,401		202,651,205
Common stock in exchange for services (in Shares)			240,626
RSU grant vesting period, incurring expense			$ 69,095
Fair value of RSU’s vested	$ 13,582	$ 317,000		$ 329,193	$ 1,165,600
Unrecognized stock based compensation				$ 259,532	274,241
Exercise price (in Dollars per share)				$ 0.25
Fair value warrants				$ 244,747
Common Stock [Member]
Shareholders’ Equity [Line Items]
Issuance of common stock shares (in Shares)			1,000,000
January to March 2022 [Member]
Shareholders’ Equity [Line Items]
Conversion of common stock description				From January to March 2022, the Company issued 458,334 shares of common stock for a total dollar value of $160,417 and accrued an additional $80,208 in common stock to be issued at a later date for a total dollar value of $240,625 in exchange for services. The Company also issued 550,000 shares of common stock for 2021 management performance bonuses, 185,529 shares of common stock for director compensation, and 1,000,000 shares of common stock for 2020 RSU grants vesting in January 2022, all of which were expensed over the RSU grant vesting period, incurring $140,815 of expense during the first quarter of 2022.
July to September 2022 [Member]
Shareholders’ Equity [Line Items]
Conversion of common stock description				From July to September 2022, the Company issued 416,667 shares of common stock in exchange for services, of which 229,167 related to prior period services, for a total net dollar value of $65,626, 1,000,000 shares from the sale of common stock for a total dollar value of $214,134, and 150,000 shares related to vesting of employee RSU grants for a total dollar value of $89,230. Additionally, 92,127 shares with a total dollar value of $23,409 were cancelled. These shares were initially issued for interest consideration on a note payable, but were subsequently cancelled when the Company decided to pay cash for the interest instead.
January to March 2023 [Member]
Shareholders’ Equity [Line Items]
Conversion of common stock description				From January to March 2023, the Company issued 62,500 shares of common stock for a total dollar value of $21,875 for prior period services, 187,500 shares of common stock for a total dollar value of $65,626 for current period services, 777,932 shares of common stock for a total dollar value of $50,000 for vested RSUs for current period services, and 1,100,000 shares of common stock for a total dollar value of $197,890 for vested RSUs for prior period services.
April to June 2023 [Member]
Shareholders’ Equity [Line Items]
Conversion of common stock description				From April to June 2023, the Company issued 187,500 shares of common stock for current period services, as follows: 62,500 shares were issued at $0.091 per share for a total dollar value of $5,687, 62,500 shares were issued at $0.0909 per share for a total dollar value of $5,681, and 62,500 shares were issued at $0.1399 per share for a total dollar value of $8,744, all related to compensation to a consultant. The Company issued 802,000 shares of common stock for vested RSUs for current period services, as follows: 550,000 shares were issued at $0.098 per share for a total dollar value of $53,900, 187,000 shares were issued at $0.0995 per share for a total dollar value of $18,607, 10,000 shares were issued at $0.1088 per share for a total dollar value of $1,088, and 55,000 shares were issued at $0.115 per share for a total dollar value of $6,325, all relating to employee compensation.
July to September 2023 [Member]
Shareholders’ Equity [Line Items]
Conversion of common stock description				From July to September 2023, The Company issued 14,875 shares of common stock for vested RSUs for current period services for a total dollar value of $1,384 relating to employee compensation. The Company issued 4,148,889 shares from the sale of the Common Stock Subscription Agreements, as follows: 400,000 shares were issued for a total dollar value of $50,000 and 3,748,889 shares were issued for a total dollar value of $337,400. The Company issued 100,000 shares from exercised stock options for a total dollar value of $16,000.
April 17, 2027 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				1,295,250
April 18, 2027 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				336,300
May 2, 2027 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				113,625
May 17, 2027 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				568,125
June 5, 2027 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				227,250
July 19,2027 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				840,750
August 25, 2026 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				2,777,778
August 31, 2026 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				300,000
September 13, 2026 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				111,111
September 21, 2026 [Member]
Shareholders’ Equity [Line Items]
Warrants expire (in Shares)				560,000
Employees [Member]
Shareholders’ Equity [Line Items]
Stock-based compensation expense	93,289			$ 312,769
Director [Member]
Shareholders’ Equity [Line Items]
Stock-based compensation expense	50,000			197,043
Consultants [Member]
Shareholders’ Equity [Line Items]
Stock-based compensation expense	$ 0			$ 0
Warrant [Member]
Shareholders’ Equity [Line Items]
Warrants shares (in Shares)	3,381,300			3,381,300
Exercise of warrants			$ 66,151
Promissory Notes				$ 3,748,889
Fair value warrants				$ 382,884
Warrant [Member] \| Common Stock [Member]
Shareholders’ Equity [Line Items]
Common stock shares (in Shares)			687,501
Exercise price (in Dollars per share)				$ 0.18
Restricted Stock Units (RSUs) [Member]
Shareholders’ Equity [Line Items]
Stock-based compensation expense	$ 143,289	$ 69,095		$ 509,812	$ 209,910

Shareholders’ Equity (Details) - Schedule of Company's RSU Award Activity - $ / shares	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted Stock Units, Outstanding, Beginning	2,290,085	2,336,585	1,453,857	1,258,985	1,933,985	2,200,003
Weighted Average Grant Date Fair Value, Outstanding, Beginning	$ 0.21	$ 0.21	$ 0.3	$ 0.2	$ 0.27	$ 0.45
Restricted Stock Units, Granted		755,500	2,760,660	69,875	510,000	1,469,511
Weighted Average Grant Date Fair Value, Granted		$ 0.1	$ 0.17	$ 0.26	$ 0.35	$ 0.27
Restricted Stock Units, Vested	(14,875)	(802,000)	(1,877,932)	(15,000)	(1,135,000)	(1,735,529)
Weighted Average Grant Date Fair Value, Vested	$ 0.09	$ 0.1	$ 0.18	$ 0.2	$ 0.28	$ 0.49
Restricted Stock Units, Forfeited					(50,000)
Weighted Average Grant Date Fair Value, Forfeited					$ 0.17
Restricted Stock Units, Outstanding, Ending	2,275,210	2,290,085	2,336,585	1,313,860	1,258,985	1,933,985
Weighted Average Grant Date Fair Value, Outstanding, Ending	$ 0.2	$ 0.21	$ 0.21	$ 0.3	$ 0.2	$ 0.27

Shareholders’ Equity (Details) - Schedule of Stock Options Activity - USD ($)	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022
Stock Option Shares [Member]
Shareholders’ Equity (Details) - Schedule of Stock Options Activity [Line Items]
Stock Option Shares, Outstanding, Beginning	8,500,000	8,500,000	8,500,000	8,500,000	8,500,000	8,500,000
Stock Option Shares, Granted and vested	3,113,214
Aggregate Intrinsic Value, Granted and vested	3,113,214
Stock Option Shares, Exercised	(100,000)
Stock Option Shares, Forfeited
Stock Option Shares, Outstanding, Ending	11,513,214	8,500,000	8,500,000	8,500,000	8,500,000	8,500,000
Weighted Average Exercise Price [Member]
Shareholders’ Equity (Details) - Schedule of Stock Options Activity [Line Items]
Weighted Average Exercise Price, Outstanding, Beginning (in Dollars per share)	$ 0.18	$ 0.18	$ 0.18	$ 0.18	$ 0.18	$ 0.18
Weighted Average Exercise Price, Granted and vested (in Dollars per share)	0.15
Weighted Average Exercise Price, Exercised (in Dollars per share)	0.16
Weighted Average Exercise Price, Forfeited (in Dollars per share)
Weighted Average Exercise Price, Outstanding, Ending (in Dollars per share)	$ 0.18	$ 0.18	$ 0.18	$ 0.18	$ 0.18	$ 0.18
Weighted Average Remaining Contractual Term [Member]
Shareholders’ Equity (Details) - Schedule of Stock Options Activity [Line Items]
Weighted Average Remaining Contractual Term, Outstanding, Beginning	7 years 8 months 12 days	8 years	8 years 6 months	8 years 8 months 12 days	9 years	9 years 2 months 12 days
Weighted Average Remaining Contractual Term, Granted and vested
Weighted Average Remaining Contractual Term, Exercised
Weighted Average Remaining Contractual Term, Forfeited
Weighted Average Remaining Contractual Term, Outstanding, Ending	7 years 7 months 6 days	7 years 8 months 12 days	8 years	8 years 6 months	8 years 8 months 12 days	9 years
Aggregate Intrinsic Value [Member]
Shareholders’ Equity (Details) - Schedule of Stock Options Activity [Line Items]
Aggregate Intrinsic Value, Outstanding, Beginning (in Dollars)	$ 1,579,108	$ 1,579,108	$ 1,579,108	$ 1,579,108	$ 1,579,108	$ 1,579,108
Stock Option Shares, Granted and vested	382,909
Aggregate Intrinsic Value, Granted and vested	382,909
Aggregate Intrinsic Value, Outstanding, Exercised (in Dollars)
Aggregate Intrinsic Value, Forfeited (in Dollars)
Aggregate Intrinsic Value, Outstanding, Ending (in Dollars)	$ 1,962,017	$ 1,579,108	$ 1,579,108	$ 1,579,108	$ 1,579,108	$ 1,579,108

Shareholders’ Equity (Details) - Schedule of Warrant Activity - USD ($)	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 30, 2022
Class of Warrant or Right [Line Items]
Warrant Shares, Outstanding, Beginning	51,990,550	58,950,000	73,950,000	80,755,398		80,975,898
Weighted Average Remaining Contractual Term, Outstanding, Beginning	10 months 24 days	10 months 24 days	1 year	1 year 4 months 24 days		1 year 10 months 24 days
Aggregate Fair Value, Outstanding, Beginning	$ 2,046,780	$ 1,867,754	$ 1,867,754	$ 1,867,754		$ 1,867,754
Warrant Shares, Granted	4,589,639	2,540,550
Weighted Average Remaining Contractual Term, Granted
Aggregate Fair Value, Granted	$ 203,858	$ 179,026
Warrant Shares, Exercised					(220,500)
Weighted Average Remaining Contractual Term, Exercised					3 months 18 days
Aggregate Fair Value, Exercised
Warrant Shares, Expired	(1,000,000)	(9,500,000)	(15,000,000)	(2,500,000)
Weighted Average Remaining Contractual Term, Expired
Aggregate Fair Value, Expired
Warrant Shares, Outstanding, Ending	55,580,189	51,990,550	58,950,000	78,255,398	80,755,398	80,975,898
Weighted Average Remaining Contractual Term, Outstanding, Ending	10 months 24 days	10 months 24 days	10 months 24 days	1 year 1 month 6 days	1 year 4 months 24 days	1 year 7 months 6 days
Aggregate Fair Value, Outstanding, Ending	$ 2,250,638	$ 2,046,780	$ 1,867,754	$ 1,867,754	$ 1,867,754	$ 1,867,754
Weighted Average Exercise Price [Member]
Class of Warrant or Right [Line Items]
Weighted Average Exercise Price, Outstanding, Beginning	$ 0.39	$ 0.4	$ 0.4	$ 0.39		$ 0.39
Weighted Average Exercise Price, Granted	0.19	0.25
Weighted Average Exercise Price, Exercised					0.3
Weighted Average Exercise Price, Expired	0.4	0.4	0.4	0.25
Weighted Average Exercise Price, Outstanding, Ending	$ 0.37	$ 0.39	$ 0.4	$ 0.39	$ 0.39	$ 0.39

Income Taxes (Details)	3 Months Ended
Income Taxes (Details)	Sep. 30, 2023
Income Taxes [Abstract]
Effective tax rate	0.00%

Subsequent Events (Details)			9 Months Ended
Subsequent Events (Details)	Nov. 03, 2023 CAD ($)	Oct. 18, 2023 CAD ($)	Sep. 30, 2023 $ / shares shares
Subsequent Events [Line Items]
Loans mature			Dec. 15, 2025
Accrue interest rate			12.00%
Exercise price \| $ / shares			$ 0.09
Warrants expire			Nov. 03, 2027
Warrant [Member]
Subsequent Events [Line Items]
Issued warrants to purchase			609,750
Warrants expire			Oct. 19, 2027
Common Stock [Member]
Subsequent Events [Line Items]
Issued warrants to purchase			1,422,750
Subsequent Event [Member]
Subsequent Events [Line Items]
Company received \| $	$ 350,000	$ 150,000