Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2020 | Sep. 04, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | EVIO, INC. | |
Entity Central Index Key | 0000715788 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 89,142,473 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2020 | Sep. 30, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 71,396 | $ 110,325 |
Accounts receivable, net | 110,786 | 133,022 |
Prepaid expenses | 105,039 | 190,460 |
Other current assets | 44,766 | 9,689 |
Note receivable, current portion | 538,904 | 538,904 |
Total current assets | 870,891 | 982,400 |
Right of use assets | 1,832,856 | 2,543,976 |
Capital assets, net | 1,116,734 | 1,383,828 |
Land | 212,550 | 212,550 |
Property and equipment, net | 2,643,460 | 3,080,426 |
Security deposits | 176,650 | 178,918 |
Prepaid expenses, net | 4,061 | |
Total assets | 6,853,141 | 8,386,159 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 4,443,243 | 3,811,237 |
Client deposits | 42,022 | 108,418 |
Interest payable | 1,693,136 | 1,387,642 |
Capital lease obligation, current | 902,894 | 957,673 |
Derivative liability | 2,134,395 | 2,545,735 |
Convertible notes payable, net of discounts | 3,721,712 | 3,695,484 |
Loans payable, net of discounts, current | 788,006 | 762,476 |
Total current liabilities | 13,725,408 | 13,268,665 |
Convertible debentures, net of loan discounts | 3,694,043 | 1,734,890 |
Lease liabilities | 1,886,722 | 2,594,726 |
Capital lease obligation, net | 121,729 | 381,786 |
Loans payable, net | 702,578 | 657,603 |
Loans payable, related party, net | 1,417,793 | 1,560,849 |
Total liabilities | 21,548,273 | 20,198,519 |
Commitments and contingencies | ||
Stockholders' Equity: | ||
Common stock, $0.0001 par value. 1,000,000,000 authorized; 94,217,473 and 29,314,419 shares issued and outstanding at June 30, 2020 and September 30, 2019, respectively | 9,422 | 2,931 |
Stock subscriptions receivable | ||
Additional paid-in capital | 30,001,524 | 26,498,076 |
Retained earnings (accumulated deficit) | (44,391,942) | (37,775,183) |
Accumulated other comprehensive income | (328,036) | (353,090) |
Total stockholders' equity | (14,708,448) | (11,626,682) |
Noncontrolling interest | 13,317 | (185,678) |
Total equity | (14,695,131) | (11,812,360) |
Total liabilities and equity | 6,853,142 | 8,386,159 |
Series B Convertible Preferred Stock [Member] | ||
Stockholders' Equity: | ||
Preferred stock | 500 | 500 |
Total stockholders' equity | 500 | 500 |
Total equity | 500 | 500 |
Series C Convertible Preferred Stock [Member] | ||
Stockholders' Equity: | ||
Preferred stock | 50 | 50 |
Total stockholders' equity | 50 | 50 |
Total equity | 50 | 50 |
Series D Convertible Preferred Stock [Member] | ||
Stockholders' Equity: | ||
Preferred stock | 34 | 55 |
Total stockholders' equity | 34 | 34 |
Total equity | $ 34 | $ 34 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2020 | Sep. 30, 2019 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 94,217,473 | 29,314,419 |
Common stock, shares outstanding | 94,217,473 | 29,314,419 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 5,000,000 | 5,000,000 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 500,000 | 500,000 |
Preferred stock, shares outstanding | 500,000 | 500,000 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 349,500 | 349,500 |
Preferred stock, shares outstanding | 349,500 | 349,500 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues | ||
Total revenues | $ 603,192 | $ 1,101,310 |
Cost of revenue | ||
Depreciation and amortization | 289,594 | 289,523 |
Total cost of revenue | 743,267 | 1,113,063 |
Gross margin | (140,075) | (11,753) |
Operating expenses: | ||
Selling, general and administrative | 147,873 | 1,504,539 |
Depreciation and amortization | 17,907 | 62,291 |
Total operating expenses | 165,780 | 1,566,830 |
Income (loss) from operations | (305,855) | (1,578,583) |
Other income (expense) | ||
Interest income (expense), net | (960,485) | (592,089) |
Other income (expense) | (359,805) | (178,549) |
Gain (loss) on settlement of debt | ||
Impairment charge | ||
Gain (loss) on change in fair market value of derivative liabilities | 224,783 | 981,421 |
Total other income (expense) | (1,095,507) | 210,783 |
Income (loss) before income taxes | (1,401,362) | (1,367,800) |
Provision for income taxes (benefit) | 2,735 | |
Net income (loss) | (1,401,362) | (1,370,535) |
Net income (loss) attributable to noncontrolling interest | (51,954) | (49,257) |
Net income (loss) attributable to EVIO, Inc. shareholders | $ (1,349,408) | $ (1,321,278) |
Basic and diluted earnings (loss) per common share | $ (0.03) | $ (0.05) |
Weighted-average number of common shares outstanding: Basic and diluted | 49,561,707 | 25,366,021 |
Comprehensive loss: | ||
Net income (loss) | $ (1,401,362) | $ (1,370,535) |
Foreign currency translation adjustment | 26,282 | 64,261 |
Comprehensive income (loss) | (1,375,080) | (1,306,274) |
Testing Revenue [Member] | ||
Revenues | ||
Total revenues | 603,192 | 1,098,310 |
Cost of revenue | ||
Cost of revenue for services | 455,947 | 823,540 |
Consulting Revenue [Member] | ||
Revenues | ||
Total revenues | 3,000 | |
Cost of revenue | ||
Cost of revenue for services | $ (1,824) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Cash flows from operating activities of continuing operations: | ||||||
Net income (loss) | $ (1,401,362) | $ (1,370,535) | $ (6,688,377) | $ (6,688,377) | $ (7,842,302) | $ (20,669,033) |
Adjustments to reconcile net loss to cash used in operating activities: | ||||||
Amortization of debt discount | 2,875,551 | 2,241,279 | ||||
Common stock issued in exchange for fees and services | 333,830 | 342,910 | ||||
Default penalties and other covenant adjustments on convertible debentures | 62,500 | |||||
Deferred taxes | ||||||
Depreciation and amortization | 819,099 | 1,080,100 | ||||
Impairment of goodwill and long lived assets | 375,614 | |||||
Loss on disposal of assets | 2,979 | 64,095 | ||||
Loss on settlement of accounts payable | ||||||
Loss on settlement of debt | 10,000 | |||||
Provision for doubtful accounts | 25,873 | 49,835 | ||||
Provision for excess or obsolete inventory | ||||||
Stock based compensation | 903,683 | 576,124 | ||||
Unrealized (gain) loss on derivative liability | (224,783) | (981,421) | (450,580) | (424,774) | ||
Changes in operating assets and liabilities: | ||||||
Accounts receivable | (7,944) | (144,052) | ||||
Prepaid expenses | 89,483 | (74,605) | ||||
Other current assets | (35,115) | 89,842 | ||||
Security deposits | 1,775 | (35,646) | ||||
Operating lease right of use assets | 3,116 | 49,541 | ||||
Other assets | ||||||
Accounts payable and accrued liabilities | 471,812 | 1,281,150 | ||||
Customer deposits and deferred revenues | (66,397) | (206,113) | ||||
Deposits, related party | ||||||
Income taxes payable | ||||||
Interest payable | 515,321 | 595,752 | ||||
Net cash provided by (used in) operating activities | (757,777) | (2,356,864) | ||||
Cash flows from investing activities: | ||||||
Cash consideration for acquisition of business | ||||||
Notes receivable | 761,096 | |||||
Purchase of fixed assets | (39,206) | (853,644) | ||||
Purchase of intangible assets | ||||||
Net cash provided by (used in) financing activities | (39,206) | (92,548) | ||||
Cash flows from financing activities: | ||||||
Proceeds from issuance of preferred stock, net of issuance costs | ||||||
Proceeds from issuance of common stock, net of issuance costs | 592,000 | |||||
Proceeds from exercise of common stock purchase warrants, net of issuance costs | ||||||
Proceeds from issuance of convertible debentures | 374,000 | |||||
Proceeds from issuance of convertible notes, net of issuance costs | 1,055,102 | 1,078,732 | ||||
Proceeds from loans payable | 2,718 | |||||
Proceeds from related party advances | 80,431 | 144,193 | ||||
Repayments of capital leases | (294,727) | 274,553 | ||||
Repayments of convertible debentures | ||||||
Repayments of loans payable | (34,920) | (30,476) | ||||
Repayments of related party loans payable | (71,063) | (11,906) | ||||
Net cash provided by (used in) financing activities | 734,823 | 2,423,814 | ||||
Effect of exchange rates on cash and cash equivalents | 23,232 | 4,927 | ||||
Net increase (decrease) in cash and cash equivalents | (38,928) | (20,671) | ||||
Cash and cash equivalents at beginning of period | 110,325 | 110,325 | 81,735 | 81,735 | ||
Cash and cash equivalents at end of period | 71,397 | 61,064 | 71,397 | 61,064 | 110,325 | |
Supplemental disclosure of cash flow information: | ||||||
Cash paid for interest | ||||||
Cash paid for income taxes | ||||||
Supplemental disclosure of non-cash investing and financing activities: | ||||||
Conversion of convertible note and accrued interest into common stock | 1,828,842 | 708,089 | ||||
Reclassification of derivative liability to additional paid in capital | $ 1,459,658 | |||||
Settlement of account payable for common stock | 6,000 | |||||
Common stock issued for settlement of note payable | 15,000 | |||||
Common stock issued for settlement of related party note payable | ||||||
Common stock issued for subscription receivable | ||||||
Conversion of Series D Preferred stock to common stock | 364,462 | |||||
Debt discount recorded on convertible notes and debentures payable upon initial measurement of derivative liability | 39,241 | 846,985 | ||||
Debt discounts recorded for beneficial conversion features on convertible debentures and notes payable | 260,083 | |||||
Debt discounts recorded for original issue discounts on convertible debentures | ||||||
Vehicles financed through notes payable | 105,424 | |||||
Equipment financed through capital leases | 322,383 | |||||
Issuance of convertible notes payable and other obligations in connection with the acquisition of a business | ||||||
Sale and assumption of note payable and accrued interest | $ 556,658 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Series B Convertible Preferred Stock [Member] | Series C Convertible Preferred Stock [Member] | Series D Convertible Preferred Stock [Member] | Common Stock [Member] | Stock Subscriptions Receivable [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Stockholders' Equity [Member] | Noncontrolling Interest [Member] | Total |
Beginning Balance at Sep. 30, 2018 | $ 500 | $ 50 | $ 55 | $ 2,326 | $ 21,495,621 | $ (19,226,462) | $ (263,985) | $ 2,008,105 | $ 1,934,634 | $ 3,942,739 | |
Beginning Balance, shares at Sep. 30, 2018 | 5,000,000 | 5,000,000 | 552,500 | 23,255,411 | |||||||
Net income (loss) | (7,842,302) | ||||||||||
Reclassification of derivative liability to additional paid-in capital | |||||||||||
Ending Balance at Jun. 30, 2019 | $ 500 | $ 50 | $ 55 | $ 1,971 | 18,073,657 | (13,458,754) | (317,132) | 4,300,347 | 2,250,322 | 6,550,669 | |
Ending Balance, shares at Jun. 30, 2019 | 5,000,000 | 5,000,000 | 552,500 | 19,719,903 | |||||||
Beginning Balance at Sep. 30, 2018 | $ 500 | $ 50 | $ 55 | $ 2,326 | 21,495,621 | (19,226,462) | (263,985) | 2,008,105 | 1,934,634 | 3,942,739 | |
Beginning Balance, shares at Sep. 30, 2018 | 5,000,000 | 5,000,000 | 552,500 | 23,255,411 | |||||||
Net income (loss) | (18,548,721) | (18,548,721) | (2,120,312) | (20,669,033) | |||||||
Change in foreign currency translation | (89,105) | (89,105) | (89,105) | ||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock | $ (21) | $ 53 | (32) | ||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock, shares | (213,000) | 532,500 | |||||||||
Issuance of common stock in connection with sales made under private offerings | $ 141 | 591,859 | 592,000 | 592,000 | |||||||
Issuance of common stock in connection with sales made under private offerings, shares | 1,415,000 | ||||||||||
Issuance of common stock in connection with stock subscriptions received under private offerings | |||||||||||
Issuance of common stock in connection with stock subscriptions received under private offerings, shares | |||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants | |||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants, shares | |||||||||||
Issuance of common stock as compensation to employees, officers and/or directors | $ 29 | 397,691 | 397,720 | 397,720 | |||||||
Issuance of common stock as compensation to employees, officers and/or directors, shares | 287,500 | ||||||||||
Issuance of common stock in exchange for consulting, professional and other services provided | $ 104 | 331,047 | 331,151 | 331,151 | |||||||
Issuance of common stock in exchange for consulting, professional and other services provided, shares | 1,038,017 | ||||||||||
Issuance of common stock in connection with the conversion of loans payable | $ 205 | 686,995 | 687,200 | 687,200 | |||||||
Issuance of common stock in connection with the conversion of loans payable, shares | 2,054,887 | ||||||||||
Issuance of common stock in connection with the conversion of debentures | $ 67 | 387,933 | 388,000 | 388,000 | |||||||
Issuance of common stock in connection with the conversion of debentures, shares | 669,362 | ||||||||||
Issuance of common stock in connection with the conversion of interest payable | $ 1 | 25,109 | 25,110 | 25,110 | |||||||
Issuance of common stock in connection with the conversion of interest payable, shares | 10,163 | ||||||||||
Issuance of common stock in satisfaction of debt issuances costs | |||||||||||
Issuance of common stock in satisfaction of debt issuances costs, shares | |||||||||||
Issuance of common stock in connection with the settlement of accounts payable | $ 3 | 14,997 | 15,000 | 15,000 | |||||||
Issuance of common stock in connection with the settlement of accounts payable, shares | 31,579 | ||||||||||
Issuance of common stock in connection with the settlement of notes payable | |||||||||||
Issuance of common stock in connection with the settlement of notes payable, shares | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable, shares | |||||||||||
Issuance of common stock purchase warrants in satisfaction of debt issuances costs | $ 2 | 11,758 | 11,760 | 11,760 | |||||||
Issuance of common stock purchase warrants in satisfaction of debt issuances costs, shares | 20,000 | ||||||||||
Reclassification of derivative liability to additional paid-in capital | |||||||||||
Recognition of beneficial conversion features related to convertible debt instruments | 1,844,834 | 1,844,834 | 1,844,834 | ||||||||
Stock based compensation related to employee stock options | 710,264 | 710,264 | 710,264 | ||||||||
Acquisition of equity interests in subsidiaries | |||||||||||
Ending Balance at Sep. 30, 2019 | $ 500 | $ 50 | $ 34 | $ 2,931 | 26,498,076 | (37,775,183) | (353,090) | (11,626,682) | (185,678) | (11,812,360) | |
Ending Balance, shares at Sep. 30, 2019 | 5,000,000 | 5,000,000 | 339,500 | 29,314,419 | |||||||
Beginning Balance at Mar. 31, 2019 | $ 500 | $ 50 | $ 55 | $ 1,606 | 12,925,709 | (10,258,765) | 2,669,155 | 545,328 | 3,214,483 | ||
Beginning Balance, shares at Mar. 31, 2019 | 5,000,000 | 5,000,000 | 552,500 | 16,068,505 | |||||||
Net income (loss) | (3,199,989) | (3,199,989) | (257,101) | (1,370,535) | |||||||
Change in foreign currency translation | (317,132) | (317,132) | 64,261 | ||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock | |||||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock, shares | |||||||||||
Issuance of common stock in connection with sales made under private offerings | $ 129 | 1,533,372 | 1,533,501 | 1,533,501 | |||||||
Issuance of common stock in connection with sales made under private offerings, shares | 1,291,392 | ||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants | $ 1 | 7,998 | 7,999 | 7,999 | |||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants, shares | 13,333 | ||||||||||
Issuance of common stock as compensation to employees, officers and/or directors | $ 14 | 272,548 | 272,562 | 272,562 | |||||||
Issuance of common stock as compensation to employees, officers and/or directors, shares | 140,000 | ||||||||||
Issuance of common stock in exchange for consulting, professional and other services provided | $ 2 | 10,805 | 10,807 | 10,807 | |||||||
Issuance of common stock in exchange for consulting, professional and other services provided, shares | 15,000 | ||||||||||
Issuance of common stock in connection with the conversion of loans payable | $ 212 | 1,493,573 | 1,493,785 | 1,493,785 | |||||||
Issuance of common stock in connection with the conversion of loans payable, shares | 2,121,233 | ||||||||||
Issuance of common stock in connection with the conversion of debentures | |||||||||||
Issuance of common stock in connection with the conversion of debentures, shares | |||||||||||
Issuance of common stock in connection with the conversion of interest payable | $ 7 | 48,096 | 48,103 | 48,103 | |||||||
Issuance of common stock in connection with the conversion of interest payable, shares | 70,440 | ||||||||||
Issuance of common stock in satisfaction of debt issuances costs | |||||||||||
Issuance of common stock in satisfaction of debt issuances costs, shares | |||||||||||
Issuance of common stock in connection with the settlement of accounts payable | |||||||||||
Issuance of common stock in connection with the settlement of accounts payable, shares | |||||||||||
Issuance of common stock in connection with the settlement of notes payable | |||||||||||
Issuance of common stock in connection with the settlement of notes payable, shares | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable, shares | |||||||||||
Common stock options issued under employee equity incentive plan | 321,898 | 321,898 | 321,898 | ||||||||
Reclassification of derivative liability to additional paid-in capital | 1,459,658 | 1,459,658 | 1,459,658 | ||||||||
Recognition of beneficial conversion features related to convertible debt instruments | |||||||||||
Acquisition of equity interests in subsidiaries | 1,962,095 | 1,962,095 | |||||||||
Ending Balance at Jun. 30, 2019 | $ 500 | $ 50 | $ 55 | $ 1,971 | 18,073,657 | (13,458,754) | (317,132) | 4,300,347 | 2,250,322 | 6,550,669 | |
Ending Balance, shares at Jun. 30, 2019 | 5,000,000 | 5,000,000 | 552,500 | 19,719,903 | |||||||
Beginning Balance at Sep. 30, 2019 | $ 500 | $ 50 | $ 34 | $ 2,931 | 26,498,076 | (37,775,183) | (353,090) | (11,626,682) | (185,678) | (11,812,360) | |
Beginning Balance, shares at Sep. 30, 2019 | 5,000,000 | 5,000,000 | 339,500 | 29,314,419 | |||||||
Net income (loss) | (6,616,759) | (6,616,759) | (71,618) | (6,688,377) | |||||||
Change in foreign currency translation | 25,054 | 25,054 | 25,054 | ||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock | |||||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock, shares | |||||||||||
Issuance of common stock in connection with sales made under private offerings | |||||||||||
Issuance of common stock in connection with sales made under private offerings, shares | |||||||||||
Issuance of common stock in connection with stock subscriptions received under private offerings | |||||||||||
Issuance of common stock in connection with stock subscriptions received under private offerings, shares | |||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants | |||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants, shares | |||||||||||
Issuance of common stock as compensation to employees, officers and/or directors | $ 745 | 742,367 | 743,112 | 743,112 | |||||||
Issuance of common stock as compensation to employees, officers and/or directors, shares | 7,453,538 | ||||||||||
Issuance of common stock in exchange for consulting, professional and other services provided | $ 578 | 333,252 | 333,830 | 333,830 | |||||||
Issuance of common stock in exchange for consulting, professional and other services provided, shares | 5,775,670 | ||||||||||
Issuance of common stock in satisfaction of debt default penalties | $ 229 | 62,271 | 62,500 | 62,500 | |||||||
Issuance of common stock in satisfaction of debt default penalties, shares | 2,285,449 | ||||||||||
Issuance of common stock in connection with the conversion of loans payable | |||||||||||
Issuance of common stock in connection with the conversion of loans payable, shares | |||||||||||
Issuance of common stock in connection with the conversion of debentures | $ 3,961 | $ 1,615,424 | $ 1,619,385 | $ 1,619,385 | |||||||
Issuance of common stock in connection with the conversion of debentures, shares | 39,606,438 | ||||||||||
Issuance of common stock in connection with the conversion of interest payable | $ 461 | 208,996 | 209,457 | 209,457 | |||||||
Issuance of common stock in connection with the conversion of interest payable, shares | 4,610,365 | ||||||||||
Issuance of common stock in connection with the settlement of accounts payable | $ 3 | 5,997 | 6,000 | 6,000 | |||||||
Issuance of common stock in connection with the settlement of accounts payable, shares | 26,666 | ||||||||||
Issuance of common stock in connection with the settlement of a legal matter | $ 14 | 9,986 | 10,000 | 10,000 | |||||||
Issuance of common stock in connection with the settlement of a legal matter, shares | 144,928 | ||||||||||
Issuance of common stock in connection with the settlement of notes payable | |||||||||||
Issuance of common stock in connection with the settlement of notes payable, shares | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable, shares | |||||||||||
Issuance of common stock purchase warrants in satisfaction of debt issuances costs | |||||||||||
Issuance of common stock purchase warrants in satisfaction of debt issuances costs, shares | |||||||||||
Reclassification of derivative liability to additional paid-in capital | |||||||||||
Recognition of beneficial conversion features related to convertible debt instruments | 260,083 | 260,083 | 260,083 | ||||||||
Stock based compensation related to employee stock options | 160,571 | 160,571 | 160,571 | ||||||||
Acquisition of equity interests in subsidiaries | $ 500 | 104,500 | 105,000 | 270,614 | 375,614 | ||||||
Acquisition of equity interests in subsidiaries, shares | 5,000,000 | ||||||||||
Ending Balance at Mar. 31, 2020 | $ 500 | $ 50 | $ 34 | $ 9,422 | 30,001,523 | (44,391,942) | (328,036) | (14,708,449) | 13,318 | (14,695,131) | |
Ending Balance, shares at Mar. 31, 2020 | 5,000,000 | 500,000 | 339,500 | 94,217,473 | |||||||
Beginning Balance at Sep. 30, 2019 | $ 500 | $ 50 | $ 34 | $ 2,931 | 26,498,076 | (37,775,183) | (353,090) | (11,626,682) | (185,678) | (11,812,360) | |
Beginning Balance, shares at Sep. 30, 2019 | 5,000,000 | 5,000,000 | 339,500 | 29,314,419 | |||||||
Net income (loss) | (6,688,377) | ||||||||||
Reclassification of derivative liability to additional paid-in capital | |||||||||||
Ending Balance at Jun. 30, 2020 | $ 500 | $ 50 | $ 34 | $ 9,422 | 30,001,523 | (44,391,942) | (328,036) | (14,708,449) | 13,318 | (14,695,131) | |
Ending Balance, shares at Jun. 30, 2020 | 5,000,000 | 500,000 | 339,500 | 94,217,473 | |||||||
Beginning Balance at Mar. 31, 2020 | $ 500 | $ 50 | $ 34 | $ 9,422 | 30,001,523 | (44,391,942) | (328,036) | (14,708,449) | 13,318 | (14,695,131) | |
Beginning Balance, shares at Mar. 31, 2020 | 5,000,000 | 500,000 | 339,500 | 94,217,473 | |||||||
Net income (loss) | (1,349,408) | (1,349,408) | (51,954) | (1,401,362) | |||||||
Change in foreign currency translation | 20,131 | 20,131 | 26,282 | ||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock | |||||||||||
Issuance of common stock in connection with the conversion of Series D preferred stock, shares | |||||||||||
Issuance of common stock in connection with sales made under private offerings | |||||||||||
Issuance of common stock in connection with sales made under private offerings, shares | |||||||||||
Issuance of common stock in connection with stock subscriptions received under private offerings | |||||||||||
Issuance of common stock in connection with stock subscriptions received under private offerings, shares | |||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants | |||||||||||
Issuance of common stock in connection with the exercise of common stock purchase warrants, shares | |||||||||||
Issuance of common stock as compensation to employees, officers and/or directors | |||||||||||
Issuance of common stock as compensation to employees, officers and/or directors, shares | |||||||||||
Issuance of common stock in exchange for consulting, professional and other services provided | $ 50 | 4,950 | 5,000 | 5,000 | |||||||
Issuance of common stock in exchange for consulting, professional and other services provided, shares | 500,000 | ||||||||||
Issuance of common stock in connection with the conversion of loans payable | |||||||||||
Issuance of common stock in connection with the conversion of loans payable, shares | |||||||||||
Issuance of common stock in connection with the conversion of debentures | $ 1,000 | $ 99,000 | $ 100,000 | $ 100,000 | |||||||
Issuance of common stock in connection with the conversion of debentures, shares | 10,000,000 | ||||||||||
Issuance of common stock in connection with the conversion of interest payable | |||||||||||
Issuance of common stock in connection with the conversion of interest payable, shares | |||||||||||
Issuance of common stock in satisfaction of debt issuances costs | |||||||||||
Issuance of common stock in satisfaction of debt issuances costs, shares | |||||||||||
Issuance of common stock in connection with the settlement of accounts payable | |||||||||||
Issuance of common stock in connection with the settlement of accounts payable, shares | |||||||||||
Issuance of common stock in connection with the settlement of a legal matter | |||||||||||
Issuance of common stock in connection with the settlement of a legal matter, shares | |||||||||||
Issuance of common stock in connection with the settlement of notes payable | |||||||||||
Issuance of common stock in connection with the settlement of notes payable, shares | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable | |||||||||||
Issuance of common stock in connection with the conversion of related party notes payable, shares | |||||||||||
Issuance of common stock purchase warrants in satisfaction of debt issuances costs | |||||||||||
Issuance of common stock purchase warrants in satisfaction of debt issuances costs, shares | |||||||||||
Reclassification of derivative liability to additional paid-in capital | |||||||||||
Recognition of beneficial conversion features related to convertible debt instruments | 84,763 | 84,763 | 84,763 | ||||||||
Stock based compensation related to employee stock options | 13,173 | 13,173 | 13,173 | ||||||||
Acquisition of equity interests in subsidiaries | $ 500 | 104,500 | 105,000 | 270,614 | 375,614 | ||||||
Acquisition of equity interests in subsidiaries, shares | 5,000,000 | ||||||||||
Ending Balance at Jun. 30, 2020 | $ 500 | $ 50 | $ 34 | $ 9,422 | $ 30,001,523 | $ (44,391,942) | $ (328,036) | $ (14,708,449) | $ 13,318 | $ (14,695,131) | |
Ending Balance, shares at Jun. 30, 2020 | 5,000,000 | 500,000 | 339,500 | 94,217,473 |
Organization, Basis of Presenta
Organization, Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Significant Accounting Policies | NOTE 1 – ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES EVIO, Inc., a Colorado corporation and its subsidiaries provide analytical testing and advisory services to the emerging legalized cannabis industry. EVIO, Inc. was originally incorporated in the State of New York, December 12, 1977, under the name 3171 Holding Corporation. On February 22, 1979, the name was changed to Electronomic Industries Corp. and on February 23, 1983, the name was changed to Quantech Electronics Corp. The Company was reincorporated in the State of Colorado on December 15, 2003. On August 29, 2014, the Company completed a reverse merger with Signal Bay Research, Inc., a Nevada Corporation, and assumed its operations. In September 2014, the Company changed its name from Quantech Electronics Corp. to Signal Bay, Inc. then to EVIO, INC. in August 2018. The Company has selected September 30 as its fiscal year-end. The Company is domiciled in the State of Colorado, and its corporate headquarters are located in Henderson, Nevada. As a part of and prior to the consummation of the reverse merger, William Waldrop and Lori Glauser, principals of Signal Bay Research, Inc., purchased 80% of the issued and outstanding common stock from WB Partners. The merger between the Company and Signal Bay Research was finalized and closed contemporaneously with the share purchase. As part of this share purchase, Mr. Waldrop and Ms. Glauser became the officers and directors of the Company. Immediately after the reverse, WB Partners owned less than 5% of the common stock. The company filed a Form 10-12G on November 25, 2014, and was determined to be a shell company by the SEC as per the Form 10-12G/A which went effective on January 24, 2015. On January 29, 2015, the company filed an 8-K stating it entered into a material agreement and was no longer a shell company. After the reverse merger, Signal Bay Research, Inc. continues to operate as a wholly-owned subsidiary providing compliance, research, and advisory services for Signal Bay, Inc. Signal Bay Services was formed on January 25, 2015, as the management services division of EVIO. On September 17, 2015, EVIO entered into a share exchange agreement with CR Labs, Inc., an Oregon Corporation, pursuant to which the Company acquired 80% of the outstanding common stock of CR Labs, Inc. EVIO Inc. was formed on April 4, 2016, to become the holding company for all laboratory operations. EVIO Labs Eugene was formed on May 23, 2016, as a wholly-owned subsidiary of EVIO Inc. Subsequently, on May 24, 2016, EVIO Labs Eugene acquired all of the assets of Oregon Analytical Services, LLC, inclusive of client lists, equipment, trade names, and personnel. On June 1, 2016, EVIO Inc. entered into a share purchase agreement to purchase 80% of the outstanding common stock of Smith Scientific Industries, Inc. d/b/a Kenevir Research in Medford, OR. On October 19, 2016, the Company entered into a Membership Interest Purchase Agreement to purchase 100% of the ownership of GreenHaus Analytical Labs, LLC. On October 26, 2016, the Company entered into an Asset Purchase Agreement with Green Style Consulting, LLC which was closed on November 1, 2016. The Company entered into a Membership Interest Purchase Agreement with Viridis Analytics MA, LLC which was closed on August 1, 2018. On December 29, 2018, the Company entered into a Membership Purchase Agreement to purchase 60% of the outstanding shares of C3 Labs, LLC which closed On January 1, 2019. On June 27, 2018, Greenhaus Analytical Labs LLC, a wholly-owned subsidiary of EVIO, Inc. entered into a Purchase and Sale Agreement with Michael G. Myers for the property located at 14775 SW 74 th On June 27, 2018, Greenhaus Analytical Labs, LLC, a wholly-owned subsidiary of EVIO, Inc., entered into an Asset Purchase Agreement with MRX Labs LLC which closed on July 5, 2019. On April 29, 2018, the Company entered into an Asset Purchase Agreement with Leaf Detective, LLC which was closed on the same date. On May 2, 2018, the Company entered into a Stock Purchase Agreement with Keystone, Labs, Inc. to purchase 50% of the outstanding shares of Keystone Labs which was closed on the same date. On May 29, 2020, the Company entered into a Membership Interest Purchase Agreement with Green Analytics to sell 100% of Viridis Analytics, MA, subject to permission of the Massachusetts Cannabis Control Commission. Management’s Representation of Interim Financial Statements The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited consolidated financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted. Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with GAAP and are expressed in United States dollars. For the three months ended June 30, 2020, and 2019, and the year ended September 30, 2019, the consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. The subsidiaries of EVIO, Inc. are as follows: Trade Name (dba) Company Name State of Ownership % Acquisition Month EVIO Labs Medford Smith Scientific Industries, LLC Oregon 80 % June 2016 EVIO Labs Portland Greenhaus Analytical Labs Oregon 100 % October 2016 EVIO Labs MA Viridis Analytics Massachusetts 100 % August 2017 EVIO Labs Berkeley C3 Labs, LLC California 90 % January 2018 Keystone Labs Keystone Labs, Inc. Ontario, Canada 50 % May 2018 Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the company satisfies a performance obligation The Company generates revenue from consulting services, licensing agreements, and testing of cannabis and hemp products for medicinal and adult-use consumption. The Company accounts for a contract after it has been approved by all parties to the arrangement, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. The Company evaluates the services promised in each contract at inception to determine whether the contract should be accounted for as having one or more performance obligations. The Company’s services included in its contracts are distinct from one another. The Company determines the transaction price for each contract based on the consideration it expects to receive for the distinct services being provided under the contract. The Company recognizes revenue as performance obligations are satisfied and the customer obtains control of the services provided. In determining when performance obligations are satisfied, the Company considers factors such as contract terms, payment terms, and whether there is an alternative future use of the service. The Company recognizes revenue from testing services upon delivery of its testing results to the client. Customer orders for testing services are generally completed within two weeks of receiving the order. Consulting engagements may vary in length and scope, but will generally include the review and/or preparation of regulatory filings, business plans, and financial models, operating plans, and technology support to customers within the same industry. Revenue from consulting services is recognized upon completion of deliverables as outlined in the consulting agreement. The Company recognizes revenue from the right of use license agreements upon transfer of control of the functional intellectual property. In certain licensing agreements, the Company may receive royalty revenues based upon performance metrics which are recognized as earned over time. Stock-Based Compensation In accordance with ASC No. 718, Compensation-Stock Compensation (“ASC 718”), the Company measures the cost of stock-based compensation arrangements based on the grant date fair value and recognizes the cost in the financial statements over the period during which employees are required to provide services. Stock-based compensation arrangements may include stock options, restricted stock plans, performance-based awards, stock appreciation rights, and employee stock purchase plans. The Company utilizes the Black Scholes option pricing model, which was developed for use in estimating the fair value of options. Option pricing models require the input of highly complex and subjective variables including the expected life of options granted and the expected volatility of the Company’s stock price over a period equal to or greater than the expected life of the options. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at their original invoice amounts. We regularly review collectability and establish an allowance for uncollectible amounts as necessary based on our experience with historical collectability. Management recognized an allowance for uncollectible amounts, of $170,666 and $215,593 for the periods ended June 30, 2020, and September 30, 2019, respectively. Foreign Currency Translation The functional currency of the Company’s subsidiary in Canada is the Canadian Dollar. The subsidiary’s assets and liabilities have been translated to U.S. Dollars using the exchange rates in effect at the balance sheet dates. Statements of operations amounts have been translated using the average exchange rate for each period. Resulting gains or losses from translating foreign currency financial statements are recorded as other comprehensive income (loss). Fair Value of Financial Instruments The Company has adopted the guidance under ASC Topic 820 for financial instruments measured on fair value on a recurring basis. 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. Net Income (Loss) Per Share Basic loss per share is computed by dividing net income, or loss, by the weighted average number of shares of common stock outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income, or loss, by the weighted average number of shares of common stock outstanding for the period. There were 94,142,473 and 26,160,911 potentially dilutive common shares outstanding as of June 30, 2020 and 2019, respectively. Because of the net losses incurred during the three months ended June 30, 2020, and 2019, the impacts of dilutive instruments would have been anti-dilutive for the period presented and have been excluded from the diluted loss per share calculations. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU 2017-04, “ Intangibles—Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment”. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805): Clarifying the Definition of a Business, In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718) Compensation-Stock Compensation Revenue from Contracts with Customers In August 2018, the SEC issued Final Rule Release No. 33-10532, Disclosure Update, and Simplification. Under the final rule Company’s must now analyze changes in stockholders’ equity in the form of a reconciliation, for the current and comparative year-to-date, with subtotals for each interim period. Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our financial statements upon adoption. |
Going Concern
Going Concern | 9 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 2 – Going concern The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has negative working capital, recurring losses, and does not have an established source of revenues sufficient to cover its operating costs. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. In the coming year, the Company’s foreseeable cash requirements will relate to the continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with operations and business developments. The Company may experience a cash shortfall and be required to raise additional capital. Historically, it has mostly relied upon convertible debentures, convertible promissory notes, internally generated funds such as shareholder loans and advances to finance its operations and growth. Management may raise additional capital by retaining net earnings or through future public or private offerings of the Company’s stock or loans from private investors, although there can be no assurance that it will be able to obtain such financing. Additionally, due to the onset of COVID-19 obtaining financing may be more difficult to obtain currently compared to historic levels. The Company’s failure to do so could have a material and adverse effect upon it and its shareholders. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Jun. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Fair Value of Financial Instruments | Note 3 – FAIR VALUE OF FINANCIAL INSTRUMENTS The Company has adopted the guidance under ASC Topic 820 for financial instruments measured on a fair value on a recurring basis. 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. ASC Topic 820 establishes a fair value hierarchy, giving the highest priority to quoted prices in active markets and the lowest priority to unobservable data and requires disclosures for assets and liabilities measured at fair value based on their level in the hierarchy. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, as follows: ● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. ● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. ● Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company’s financial instruments consist principally cash, accounts payable, and accrued liabilities. The carrying values of these financial instruments approximate their fair value due to their short maturities. The carrying amount of the Company’s debt approximates fair value because the interest rates on these instruments approximate the interest rate on debt with similar terms available to the Company. The Company analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities from Equity” and ASC 815, “Derivatives and Hedging”. Derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. The effects of interactions between embedded derivatives are calculated and accounted for in arriving at the overall fair value of the financial instruments. Also, the fair value of freestanding derivative instruments such as warrant and option derivatives are valued using the Black-Scholes simulation model. The Company’s derivative liabilities were adjusted to fair market value at the end of each reporting period, using Level 3 inputs. The following table sets forth by level with the fair value hierarchy the Company’s financial assets and liabilities measured at fair value on June 30, 2020: Level 1 Level 2 Level 3 Total Liabilities Derivative financial instruments $ - $ - $ 2,134,395 $ 2,134,395 The following table sets forth by level with the fair value hierarchy the Company’s financial assets and liabilities measured at fair value on September 30, 2019: Level 1 Level 2 Level 3 Total Liabilities Derivative financial instruments $ - $ - $ 2,545,735 $ 2,545,735 |
Leases
Leases | 9 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Note 4 –leases The Company determines if an arrangement is a lease at inception and has lease agreements for warehouses, office facilities, and equipment. These commitments have remaining non-cancelable lease terms, with lease expirations that range from 2020 to 2024. As a result of the adoption of ASC 842, certain real estate and equipment operating leases have been recorded on the balance sheet with a lease liability and right-of-use asset (“ROU”). Application of this standard resulted in the recognition of ROU assets of $1,832,856, net of accumulated amortization, and a corresponding lease liability of $1,886,722. Accounting for finance leases is substantially unchanged. Operating leases are included in operating lease ROU assets, operating lease obligations, current, and operating lease obligations, long term on the condensed consolidated balance sheets. Finance leases are included in property and equipment, finance lease obligations, short term, and finance lease obligations, long term, on the condensed consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make scheduled lease payments. ROU assets and liabilities are recognized on the lease commencement date based on the present value of lease payments over the lease term. The present value of lease payments is calculated using the incremental borrowing rate at lease commencement, which takes into consideration recent debt issuances as well as other applicable market data available. Amortization of lease assets is included in general and administrative expenses. The future minimum lease payments of lease liabilities as of June 30, 2020, are as follows: For the years ended September 30, Operating Leases Financing Leases 2020 972,244 430,591 2021 697,436 514,152 2022 549,390 183,020 2023 347,745 206,674 2024 and thereafter 27,911 5,022 Total lease payments 2,594,726 1,339,450 Less: Payments Made (708,004 ) (307,783 ) Total Lease Liabilities $ 1,886,722 1,031,667 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 5 – INTANGIBLE ASSETS The Company’s intangible assets consist of customer lists, testing licenses, favorable leases, and websites. The components of intangible assets as of June 30, 2020, and September 30, 2019 consist of: June 30, 2020 September 30, Customer list $ - $ 854,014 License - 503,000 Favorable lease - 3,100 Domains & Websites - 49,516 Non-compete agreements - 182,388 Assembled Workforce - 50,750 Intellectual Property - 342,610 Total - 1,977,661 Accumulated amortization - (1,977,661 ) Net value $ - $ - The Company had fully amortized all intangible assets during the fiscal year ended September 30, 2019. |
Concentration of Credit Risk
Concentration of Credit Risk | 9 Months Ended |
Jun. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risk | Note 6 – Concentration of Credit Risk Instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits, notes receivable and accounts receivable. As of June 30, 2020, the Company did not hold cash at any financial institution in excess of the amount insured by the Federal Deposit Insurance Corporation (“FDIC”) of up to $250,000. As of June 30, 2020, the Company had total accounts receivable net of allowances of $146,443. Five clients comprised a total of 21% of this balance as follows: Balance Percent of Total Customer 1 $ 20,321 6 % Customer 2 14,923 5 % Customer 3 12,000 4 % Customer 4 11,955 3 % Customer 5 11,284 3 % All others 250,945 79 % Total 317,108 100 % Allowance for doubtful accounts (170,666 ) Net accounts receivable $ 146,443 As of September 30, 2019, the Company had total accounts receivable, net of allowances, of $133,022. Five separate clients comprised a total of 41% of this balance as follows: Balance Percent of Total Customer 1 $ 48,606 14 % Customer 2 33,572 10 % Customer 3 20,336 6 % Customer 4 20,321 6 % Customer 5 20,208 6 % All others 246,456 59 % Total 348,955 100 % Allowance for doubtful accounts (215,933 ) Net accounts receivable $ 133,022 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 7 – Property and Equipment Property and equipment are carried at cost. Expenditures for maintenance and repairs are expensed in the period incurred. Renewals and betterments that materially extend the life of the assets are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is reflected in income for the period. Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets and the modified accelerated cost recovery system for federal income tax purposes. The estimated useful lives of depreciable assets are: Estimated Useful Lives Building 39 years Laboratory and Computer Equipment 5 years Furniture and Fixtures 7 years Software 3 years Domains 15 years The Company’s property and equipment consisted of the following as of June 30, 2020, and September 30, 2019: June 30, 2020 September 30, 2019 Assets Not-In-Service $ $ - Capital Assets 1,786,949 1,800,347 Land 212,550 212,550 Buildings & Real Estate 941,857 941,857 Furniture and Equipment 152,933 152,933 Laboratory Equipment 2,223,244 2,188,828 Software 82,899 78,996 Computers 31,939 Leasehold Improvements 696,325 697,333 Vehicles 183,589 83,915 Total 6,312,285 6,188,777 Accumulated depreciation (2,339,541 ) (1,511,973 ) Net value $ 3,972,744 $ 4,676,804 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 8 – Related Party Transactions During the periods ended June 30, 2020 and September 30, 2019 the Company received loans from its Chief Operating Officer totaling $40,014 and $194,820, respectively, and made repayments totaling $0 and $1,040, respectively. There was $181,676 and $143,780 due as of June 30, 2020, and September 30, 2019, respectively, and are included in the accompanying consolidated balance sheets as a current portion of notes payable to related parties. The loans carry a 0% interest rate and are due on demand. During the periods ended June 30, 2020 and September 30, 2019 the Company received loans from its Chief Executive Officer totaling $14,000 and $75,000, respectively, and made repayments totaling $5,750 and $19,200, respectively. There was $64,050 and $55,800 due as of June 30, 2020, and September 30, 2019, respectively, and are included in the accompanying consolidated balance sheets as a current portion of notes payable to related parties. The loans carry a 0% interest rate and are due on demand. During the periods ended June 30, 2020, and September 30, 2019, the Company made payments to Sara Lausmann, associated with the asset purchase of Oregon Analytical Services, LLC, totaling $2,000 and $0, respectively. There was $566,289 and $568,299 of principal due as of June 30, 2020 and September 30, 2019, respectively. The note carries interest at a rate of 5% per annum and had accrued interest totaling $122,095 and $107,899 due as of June 30, 2020, and September 30, 2019, respectively. During the periods ended June 30, 2020, and September 30, 2019, the Company made payments to Anthony Smith, our Chief Science Officer, associated with the purchase of 80% of Smith Scientific Industries, totaling $63,662 and $55,090, respectively. There was $117,247 and $180,910 of principal due as of June 30, 2020 and September 31, 2019, respectively. The note carries interest at a rate of 5% per annum and had accrued interest totaling $43,290 and $41,600 due as of June 30, 2020, and September 30, 2019, respectively. During the periods ended June 30, 2020, and September 30, 2019, the Company made repayments to Henry Grimmett, prior Company Director (retired April 2018), on an outstanding loan from member assumed by the Company, totaling a note payable of Greenhaus Analytical Services, LLC, totaling $0 and $3,859, respectively. There was $113,554 and $113,554 of principal due as of June 30, 2020 and September 30, 2019, respectively. The note bears interest at 0% per annum and requires repayments of $25,000 quarterly. During the periods ended June 30, 2020, and September 30, 2019, the Company made no payments to Henry Grimmett, prior Company Director (retired April 2018), associated with the acquisition of Greenhaus Analytical Services, LLC. The Company entered into a $340,000 note payable as part of its acquisition of Greenhaus Analytical Services, LLC. The note carries interest at a rate of 6% per annum and matures on October 16, 2020. During the quarter ended June 30, 2020, a third party purchased the remaining balance of the $170,000 note. During the year ended September 30, 2019, a third party purchased $170,000 of the note from Henry Grimmett, refer to Note 10, Convertible Notes; Noteholder 14. There was $0 and $170,000 of principal due as of June 30, 2020 and September 30, 2019, respectively. Unamortized debt discount of $0 and $25,563 as of June 30, 2020 and September 30, 2019, respectively and $0 and $59,412 of accrued interest due as of June 30, 2020 and September 30, 2019, respectively. During the periods ended June 30, 2020 and September 30, 2019, the Company received loans from a related party associate with Keystone Labs totaling $30,796 and $191,515, respectively, and made repayments totaling $19,248 and $9,034, respectively. There was $355,070 and $354,050 due as of June 30, 2020 and September 30, 2019, respectively. Amounts have been adjusted for USD. The advances are non-interest bearing and due on demand and is included in the accompanying consolidated balance sheets as a current portion of notes payable to related parties. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Note 9 – STOCKHOLDERS’ EQUITY Series A Convertible Preferred Stock The Company has -0- shares of Series A Convertible Stock issued and outstanding as of June 30, 2020, and September 30, 2019. Series B Convertible Preferred Stock The Company designated 5,000,000 shares of Series B Convertible Preferred Stock (“Series B Preferred Stock”) with a par value of $0.0001 per share. The Company has 5,000,000 shares of Series B Convertible Stock issued and outstanding as of June 30, 2020, and September 30, 2019. These shares converted to common stock at a rate of 1 common share per each share of Series B Convertible Preferred Stock. Series C Convertible Preferred Stock The Company designated 500,000 shares of Series C Convertible Preferred Stock (“Series C Preferred Stock”) with a par value of $0.0001 per share. There were 500,000 shares of Series C Convertible Stock issued and outstanding as of June 30, 2020, and September 30, 2019. These shares converted to common stock at a rate of 5 common shares per each share of Series C Convertible Preferred Stock. Series D Convertible Preferred Stock The Company designated 1,000,000 shares of Series D Convertible Preferred Stock (“Series D Preferred Stock”) with a par value of $0.0001 per share. These shares converted to common stock at a rate of 2.5 common shares per each share of Series D Convertible Preferred Stock. During the Year Ended September 30, 2019, the Company received conversion notices from Series D Preferred Stockholders resulting in a total of 532,500 shares of common stock being issued for the conversion of 213,000 shares of Series D Preferred Stock. There were 349,500 shares of Series D Convertible Stock issued and outstanding as of June 30, 2020, and September 30, 2019, respectively. Common Stock During the three months ended June 30, 2020, the Company issued the following common shares: Number of Shares issued Description $ Value 500,000 Issuance of shares in exchange for consulting, professional and services 5,000 5,000,000 Shares issued for acquisition of equity interests in subsidiaries 105,000 10,000,000 Issuance of shares in connection with the conversion of debentures 100,000 Total 15,500,000 $ 210,000 During the year ended September 30, 2019, the Company issued 1,038,017 common shares valued at $336,891 for services; 1,415,000 common shares for cash proceeds of $586,000; 287,500 common shares valued at $397,980 as compensation to employees; 31,579 common shares for the settlement of $15,000 of accounts payable; 2,054,887 common shares for the settlement of $687,200 of convertible notes payable; 10,163 for the conversion of $25,110 of convertible accrued interest; 20,000 common shares for issuance of a stock purchase agreement valued at $11,760; 669,362 common shares for the settlement of $388,000 debenture conversions, and 532,500 common shares for the conversion of Preferred Series D stock. All conversions of outstanding principal and accrued interest on convertible notes payable were done so at contractual terms. There were 94,217,473 and 29,314,419 shares of common stock issued and outstanding at June 30, 2020, and September 30, 2019 |
Loans Payable
Loans Payable | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Loans Payable | Note 10 – LOANS PAYABLE The Company had the following loans payable outstanding as of June 30, 2020, and September 30, 2019: June 30, 2020 September 30, 2019 On March 16, 2018, the Company executed notes payable for the purchase of three vehicles. The notes carry interest at 6.637% annually and mature on March 31, 2023. 38,269 47,551 On June 28, 2018, the Company executed a note payable for $650,000 for the purchase of the building at 14775 SW 74 th 603,470 622,523 On July 5, 2018, the Company executed a note payable for $750,000 for the asset purchase of MRX Labs. The note carries interest at 8% annually and is due on January 5, 2019. (This note is in default as of 7/5/2019, which resulted in a 5% penalty on outstanding amount.) 750,000 750,000 On October 20, 2019, the Company executed notes payable for the purchase of four vehicles. The notes carry interest at 5.990% annually and mature on December 31, 2023. 98,844 - Total loans payable 1,490,583 1,420,079 Less: current portion of loans payable 788,006 762,476 Long-term portion of loans payable $ 702,577 $ 657,603 As of June 30, 2020 and September 30, 2019, the Company accrued interest of $119,342 and $74,301 respectively |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | Note 11 – Convertible NOTES PAYABLE The Company has entered into convertible notes payable that convert to common stock of the Company at variable conversion prices. As further discussed in Note 13 – Derivative Liability The following table summarizes all convertible notes outstanding as of June 30, 2020: Holder Issue Date Due Date Principal Unamortized Carrying Value Accrued Interest Noteholder #1 04/24/18 04/24/19 500,000 - 500,000 - Noteholder #2 07/01/19 09/30/19 675,930 - 675,930 61,154 Noteholder #3 08/01/18 01/01/19 396,000 - 396,000 100,253 Noteholder #3 10/02/18 01/01/19 264,000 - 264,000 53,846 Noteholder #5 09/17/18 09/17/19 - - - 10,260 Noteholder #6 11/15/18 11/15/19 - - - 15,564 Noteholder #6 02/04/19 02/04/20 230,000 - 230,000 26,938 Noteholder #6 08/08/19 08/08/20 33,092 (1,282 ) 31,810 2,372 Noteholder #6 11/04/19 11/04/20 33,516 (11,630 ) 21,886 1,756 Noteholder #6 12/23/19 12/23/20 137,375 (66,060 ) 71,315 5,721 Noteholder #6 01/21/20 02/21/21 52,500 (2,500 ) 50,000 2,532 Noteholder #6 02/04/20 02/04/20 265,637 - 265,637 14,774 Noteholder #7 12/27/18 12/27/19 20,000 - 20,000 3,695 Noteholder #7 02/05/19 02/05/20 131,250 - 131,250 14,613 Noteholder #7 02/11/19 02/11/20 131,250 - 131,250 14,325 Noteholder #7 03/15/19 03/15/20 70,913 - 70,913 7,352 Noteholder #7 08/08/19 08/08/20 33,092 (1,282 ) 31,810 2,372 Noteholder #7 11/04/19 11/04/20 33,516 (11,630 ) 21,886 1,756 Noteholder #7 01/03/20 01/03/21 137,375 137,375 5,480 Noteholder #7 01/21/20 02/22/21 52,500 (2,500 ) 50,000 2,532 Noteholder #7 02/04/20 02/04/20 265,637 - 265,637 14,774 Noteholder #10 03/15/19 03/15/20 70,913 - 70,913 7,352 Noteholder #11 08/30/19 05/30/20 110,000 110,000 7,353 Noteholder #11 04/30/20 04/03/21 66,000 (41,900 ) 24,100 1,591 Noteholder #12 01/15/20 04/14/21 100,000 0 100,000 1,372 Noteholder #13 01/24/20 01/23/21 50,000 50,000 - $ 3,860,496 $ (138,784 ) $ 3,721,712 $ 379,737 The following table summarizes all convertible notes outstanding as of September 30, 2019: Holder Issue Date Due Date Principal Unamortized Carrying Value Accrued Interest Noteholder #1 04/24/18 04/24/19 500,000 - 500,000 - Noteholder #2 07/01/19 09/30/19 825,930 - 825,930 18,983 Noteholder #3 08/01/18 01/01/19 396,000 - 396,000 76,471 Noteholder #3 10/02/18 01/01/19 264,000 - 264,000 40,634 Noteholder #4 09/06/18 09/06/19 145,000 - 145,000 15,575 Noteholder #5 09/17/18 09/17/19 82,500 - 82,500 8,586 Noteholder #6 11/15/18 11/15/19 222,600 (28,054 ) 194,546 15,564 Noteholder #6 01/14/19 01/14/20 131,250 (46,027 ) 85,223 7,364 Noteholder #6 02/04/19 02/04/20 265,000 (92,205 ) 172,795 13,824 Noteholder #6 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #6 08/08/19 08/08/20 33,092 (10,291 ) 22,801 384 Noteholder #7 12/27/18 12/27/19 105,000 (25,603 ) 79,397 18,204 Noteholder #7 02/05/19 02/05/20 131,250 (48,185 ) 83,065 6,616 Noteholder #7 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #7 08/08/19 08/08/20 33,092 (10,291 ) 22,801 384 Noteholder #8 02/08/19 02/08/20 783,724 (208,357 ) 575,367 89,627 Noteholder #9 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #10 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #11 08/29/19 05/29/20 100,000 (150,146 ) (50,146 ) 964 Noteholder #11 08/30/19 05/30/20 110,000 (97,555 ) 12,445 747 $ 4,412,090 $ (716,714 ) $ 3,695,376 $ 326,145 Noteholder #1 On April 24, 2018, the Company entered into a convertible note payable totaling $500,000 in exchange for 100% of the assets of Leaf Detective LLC. The note bears no interest, matures on April 24, 2019, and automatically converted to common stock at $1.25 per share on the maturity date. In the event the average lowest trading price of the Company’s common stock during the five days prior to maturity is less than $1.25 per share, the Company will pay the noteholder the difference between $1.25 and the average lowest trading price during the preceding five days per share converted in cash. On or about April 30, 2020, Michele Malaret and Gordon Griswold filed, filed a breach of contract in the original principal amount of $500,000, with the Superior Court of California, County of Humboldt. The Company currently recognizes the full liability on its balance sheet. There is no interest due associated with the note. Noteholder #2 On July 2, 2018, the Company sold and issued a convertible promissory note to an unrelated party for the principal amount of $220,000 of which $20,000 was an original issue discount resulting in cash proceeds to the Company of $200,000 pursuant to the terms of a securities purchase agreement. The note, together with accrued interest at the annual rate of 8%, was due on October 1, 2018. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at a conversion price of $0.60 per share. This note was replaced on July 1, 2019. On September 13, 2018, the Company entered into an exchange agreement with an unrelated party for the principal amount $585,000, of which the loan payable to Palliatech, dated August 1, 2017, outstanding and principal of $549,652 would be assumed by the new note holder, with the difference of $35,348 to be treated as an original issue discount. The new convertible note payable carries an interest rate of 0% per annum is convertible into common stock of the Company at the option of the noteholder immediately at 80% of the lowest volume-weighted average price of the Company’s common stock in the preceding 20 trading days. This note was replaced on July 1, 2019. On July 1, 2019, the two previous notes were replaced for the aggregate principal amount of $825,890. This included a default penalty of $150,000 for non-payment of the prior two notes. The note, together with accrued interest at the annual rate of 8%, is due on September 30, 2019. The note is convertible into common stock of the Company at the option of the noteholder at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $675,930 of principal and $61,154 of accrued interest on June 30, 2020. Noteholder #3 On August 1, 2018, the Company sold and issued a convertible promissory note to an unrelated party for the principal amount of $330,000 of which $30,000 was an original issue discount resulting in cash proceeds to the Company of $300,000 pursuant to the terms of a securities purchase agreement. The note, together with accrued interest at the annual rate of 8%, was due on October 1, 2018. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time the lower of a conversion price of $0.50 per share or at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. On September 30, 2019, a fee for payment default of $66,000 was added to the principal. There was $396,000 of principal and $100,253 of accrued interest due on June 30, 2020. On October 2, 2018, the Company sold and issued a convertible promissory note to an unrelated party for the principal amount of $220,000 of which $20,000 was an original issue discount resulting in cash proceeds to the Company of $200,000 pursuant to the terms of a securities purchase agreement. The note, together with accrued interest at the annual rate of 8%, is due on January 1, 2019. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at a conversion price of $0.50 per share or a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. On September 30, 2019, a fee for payment default of $44,000 was added to the principal. There was $264,000 of principal and $53,846 of accrued interest on June 30, 2020. Noteholder #4 On September 6, 2018, the Company sold and issued a convertible promissory note to an unrelated party for the principal amount of $125,000 of which $15,000 was an original issue discount resulting in cash proceeds to the Company of $110,000 pursuant to the terms of a securities purchase agreement. The note, together with accrued interest at the annual rate of 10%, was due on September 6, 2019. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at the lower of a conversion price of $0.50 per share or at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. On July 5, 2019, a fee for payment default of $20,000 was added to the principal. There was no note principal or accrued interest due on June 30, 2020. Noteholder #5 On September 6, 2018, the Company sold and issued a convertible promissory note to an unrelated party for the principal amount of $62,500 of which $6,250 was an original issue discount resulting in cash proceeds to the Company of $56,250 pursuant to the terms of a securities purchase agreement. The note, together with accrued interest at the annual rate of 10%, is due on September 6, 2019. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at the lower of a conversion price of $0.50 per share or at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. On July 5, 2019, a fee for payment default of $20,000 was added to the principal. There was $0 of principal and $10,260 of accrued interest due on June 30, 2020. Noteholder #6 On November 15, 2018, the Company sold and issued a convertible promissory note to an unrelated party for the principal amount of $222,600 of which $12,600 was an original issue discount resulting in cash proceeds to the Company of $210,000 pursuant to the terms of a securities purchase agreement. The note, together with accrued interest at the annual rate of 8%, is due on November 15, 2019. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at the lower of a conversion price of $0.50 per share or at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $0 of principal and $15,564 of accrued interest due on June 30, 2020. On February 4, 2019, the Company entered into a convertible note payable with an unrelated party for $265,000 of which $15,000 was an original issue discount and $10,000 in third party fees resulting in net cash proceeds to the Company of $240,000. The convertible note payable carries interest at a rate of 8% per annum, is due on February 4, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $230,000 of principal and $26,938 accrued interest due on June 30, 2020. On August 8, 2019, the Company entered into a convertible note agreement with an unrelated party for $33,092 of which $1,576 in third party fees resulting in net cash proceeds to the Company of $31,516. The convertible note payable carries interest at a rate of 8% per annum, is due on August 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $33,092 of principal and $2,372 of accrued interest due on June 30, 2020. On November 4, 2019, the Company entered into a convertible note agreement with an unrelated party for $33,516 of which $2,000 in third party fees resulting in net cash proceeds to the Company of $31,516. The convertible note payable carries interest at a rate of 8% per annum, is due on November 4, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $33,092 of principal and $1,756 of accrued interest due on June 30, 2020. On December 23, 2019, the Company entered into a convertible note agreement with an unrelated party for $137,375 of which $16,375 in third party fees resulting in net cash proceeds to the Company of $121,000. The convertible note payable carries interest at a rate of 8% per annum, is due on December 23, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $137,375 of principal and $5,721 of accrued interest due on June 30, 2020. On January 21, 2020, the Company entered into a convertible note agreement with an unrelated party for $52,500 of which $2,500 in third party fees resulting in net cash proceeds to the Company of $50,000. The convertible note payable carries interest at a rate of 8% per annum, is due on January 21, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $52,500 of principal and $2,532 of accrued interest due on June 30, 2020. On February 4, 2020, the Company entered into an exchange agreement with an unrelated party for $265,637, of which the loan payable to Noteholder 8, dated February 8, 2019, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 8% per annum is due on February 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $265,637 of principal and $14,774 of accrued interest due on June 30, 2020. Noteholder #7 On December 27, 2018, the Company sold and issued a Convertible Promissory to an unrelated party for the principal amount of $105,000 pursuant to the terms of a Securities Purchase Agreement of even date therewith. The Note, together with accrued interest at the annual rate of 8%, is due on December 27, 2019, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $20,000 of principal and $3,695 of accrued interest due on June 30, 2020. On February 5, 2019, the Company entered into a convertible note payable with an unrelated party for $131,250 of which included $6,250 in third party fees resulting in net cash proceeds to the Company of $125,000. The convertible note payable carries interest at a rate of 8% per annum, is due on February 5, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $131,250 of principal and $14,613 of accrued interest due on June 30, 2020. On February 11, 2019, the Company entered into a convertible note payable with an unrelated party for $131,250 of which included $6,250 in third party fees resulting in net cash proceeds to the Company of $125,000. The convertible note payable carries interest at a rate of 8% per annum, is due on January 14, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $131,250 of principal and $14,325 of accrued interest due on June 30, 2020. On March 15, 2019, the Company entered into an exchange agreement with an unrelated party for $70,913, of which the loan payable to Noteholder 2, dated July 2, 2018, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 8% per annum is due on March 15, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $70,913 of principal and $7,352 of accrued interest due on June 30, 2020. On August 8, 2019, the Company entered into a convertible note agreement with an unrelated party for $33,092 of which $1,576 in third party fees resulting in net cash proceeds to the Company of $31,516. The convertible note payable carries interest at a rate of 8% per annum, is due on August 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $33,092 of principal and $2,372 of accrued interest due on June 30, 2020. On November 4, 2019, the Company entered into a convertible note agreement with an unrelated party for $33,516 of which $2,000 in third party fees resulting in net cash proceeds to the Company of $31,516. The convertible note payable carries interest at a rate of 8% per annum, is due on November 4, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $33,092 of principal and $1,756 of accrued interest due on June 30, 2020. On January 3, 2020, the Company entered into a convertible note agreement with an unrelated party for $137,375 of which $16,375 in third party fees resulting in net cash proceeds to the Company of $121,000. The convertible note payable carries interest at a rate of 8% per annum, is due on December 23, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $137,375 of principal and $5,480 of accrued interest due on June 30, 2020. On January 21, 2020, the Company entered into a convertible note agreement with an unrelated party for $52,500 of which $2,500 in third party fees resulting in net cash proceeds to the Company of $50,000. The convertible note payable carries interest at a rate of 8% per annum, is due on January 21, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $52,500 of principal and $2,532 of accrued interest due on June 30, 2020. On February 4, 2020, the Company entered into an exchange agreement with an unrelated party for $265,637, of which the loan payable to Noteholder 8, dated February 8, 2019, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 8% per annum is due on February 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $265,637 of principal and $14,774 of accrued interest due on June 30, 2020. Noteholder #8 On February 8, 2019, the Company entered into an exchange agreement with an unrelated party for $580,537, of which the loan payable to Palliatech, dated September 1, 2017, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 10% per annum, with one-year interest guaranteed, is due on February 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 30% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. A principal non-pay default was applied in the amount of $203,188. This remaining balance of this note was purchased by Noteholder 6 & 7, on February 4, 2020. There was no note principal or accrued interest due on June 30, 2020. Noteholder #9 On March 15, 2019, the Company entered into an exchange agreement with an unrelated party for $70,913, of which the loan payable to Noteholder 2, dated July 2, 2018, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 8% per annum is due on March 15, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was no note principal or accrued interest due on June 30, 2020. Noteholder #10 On March 15, 2019, the Company entered into an exchange agreement with an unrelated party for $70,913, of which the loan payable to Noteholder 2, dated July 2, 2018, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 8% per annum is due on March 15, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $70,913 of principal and $7,352 of accrued interest due on June 30, 2020. Noteholder #11 On August 30, 2019, the Company entered into a convertible note payable with an unrelated party for $110,000 which included $10,000 original issue discount resulting in net cash proceeds to the Company of $100,000. The convertible note payable carries interest at a rate of 8% per annum, is due on May 30, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $110,000 of principal and $7,353 of accrued interest due on June 30, 2020. On August 29, 2019, the Company entered into an exchange agreement with an unrelated party for $170,000, of which the loan payable to Henry Grimmett, dated October 16, 2016, outstanding and principal would be assumed by the new note holder. The new convertible note payable carries an interest rate of 8% per annum, is due on May 29, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $100,000 principal and $0 of accrued interest due on June 30, 2020. On April 3, 2020, the Company entered into a convertible note payable with an unrelated party for $66,000 which included $6,000 original issue discount resulting in net cash proceeds to the Company of $60,000. The convertible note payable carries interest at a rate of 10% per annum, is due on April 3, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company’s common stock in the preceding 15 trading days. There was $66,000 of principal and $1,591 of accrued interest due on June 30, 2020. Noteholder #12 On January 15, 2020, the Company entered into a convertible note payable with an unrelated party for $100,000. The convertible note payable carries interest at a rate of 0% per annum, is due on January 23, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 20% discount from the lowest trading price of the Company’s common stock in the preceding 5 trading days. There was $100,000 of principal and $1,372 of accrued interest due on June 30, 2020. Noteholder #13 On January 24, 2020, the Company entered into a convertible note payable with an unrelated party for $50,000. The convertible note payable carries interest at a rate of 0% per annum, is due on January 23, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 20% discount from the lowest trading price of the Company’s common stock in the preceding 5 trading days. There was $50,000 of principal and $0 of accrued interest due on June 30, 2020. |
Convertible Debentures
Convertible Debentures | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Debentures | NOTE 12 – CONVERTIBLE DEBENTURES On January 29, 2018, the Company issued a total of 5,973 units of 8% unsecured convertible debentures. Each unit consists of one convertible debenture with a principal face value of $1,000 and 250 warrants. The gross proceeds were $5,973,000. Each warrant entitles the holder thereof to purchase one additional common share of the Company at an exercise price of $0.80 per warrant for 24 months. The convertible debentures have a maturity date of 36 months from issuance. Simple interest will be paid at a rate of 8% per annum in arrears until maturity or until conversion. The principal amount of the debentures and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at a conversion price of $0.60 per share. In addition to the warrants associated with the convertible debentures, the Company issued an additional 597,300 warrants to purchase common stock of the Company as offering costs representing an equivalent of 6% of the fully converted debentures. The warrants are exercisable at $0.60 per share for two years. The Company also issued three separate debentures under the same terms for additional cash proceeds of $610,000. The additional debentures carry an additional 152,500 warrants to purchase additional common shares of the Company at $0.80 per share. Additionally, the outstanding principal and interest may be converted to common stock of the Company at $0.60 per share. |
Derivative Liability
Derivative Liability | 9 Months Ended |
Jun. 30, 2020 | |
Derivative Liability [Abstract] | |
Derivative Liability | Note 13 – Derivative Liability As of June 30, 2020 and September 30, 2019, Company had a derivative liability balance of $2,134,395 and $2,545,735 on the balance sheets and recorded an unrealized gain of $411,340 and an unrealized loss of $556,647 from derivative liability fair value adjustments during the nine months ended June 30, 2020 and 2019, respectively. On November 15, 2018, the Company issued a $222,600 convertible promissory note to an unrelated party that matures on November 15, 2019. Refer to Noteholder 6 under “Note 12 – Convertible Debentures” Derivatives and Hedging The embedded derivative for the note is carried on the Company’s balance sheet at fair value. The derivative liability is marked-to-market each measurement period and any unrealized change in fair value is recorded as a component of the income statement and the associated fair value carrying amount on the balance sheet is adjusted by the change. The Company fair values the embedded derivative using the Black-Scholes option pricing model. The aggregate fair value of the derivative at the issuance date of the note was $220,463 which was recorded as a derivative liability on the balance sheet. The Company recorded a debt discount of $184,957 which was up to the face value of the convertible note with the excess fair value at an initial measurement of $35,506 being recognized as a loss on derivative fair value measurement. On December 27, 2018, the Company issued a $105,000 convertible promissory note to an unrelated party that matures on December 27, 2019. Refer to Noteholder 7 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $98,091 which was recorded as a derivative liability on the balance sheet. The Company recorded a debt discount of $38,365 which was up to the face value of the convertible note with the excess fair value at an initial measurement of $59,725 being recognized as a loss on derivative fair value measurement. On January 14, 2019, the Company issued a $131,250 convertible promissory note to an unrelated party that matures on February 5, 2020. Refer to Noteholder 6 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $144,752 which was recorded as a derivative liability on the balance sheet. The Company recorded a debt discount of $14,423 which was up to the face value of the convertible note with the excess fair value at an initial measurement of $130,329 being recognized as a loss on derivative fair value measurement On February 4, 2019, the Company issued a $265,000 convertible promissory note to an unrelated party that matures on February 4, 2020. Refer to Noteholder 6 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $322,521 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $322,521 on derivative fair value measurement. On February 5, 2019, the Company issued a $131,250 convertible promissory note to an unrelated party that matures on February 11, 2020. Refer to Noteholder 7 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $228,916 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $228,916 on derivative fair value measurement. On July 1, 2019, the Company issued a $825,930 convertible promissory note to an unrelated party that matures on September 30, 2019. Refer to Noteholder 2 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $1,807,875 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $1,807,875 on derivative fair value measurement. On August 8, 2019, the Company issued a $33,092 convertible promissory note to an unrelated party that matures on August 8, 2020. Refer to Noteholder 6 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $34,341 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $34,341 on derivative fair value measurement. On August 8, 2019, the Company issued a $33,092 convertible promissory note to an unrelated party that matures on August 8, 2020. Refer to Noteholder 7 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $34,341 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $34,341 on derivative fair value measurement. On August 29, 2019, the Company issued a $170,000 convertible promissory note to an unrelated party that matures on May 29, 2020. Refer to Noteholder 14 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $143,951 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $65,965 on derivative fair value measurement. On August 30, 2019, the Company issued a $110,000 convertible promissory note to an unrelated party that matures on May 30, 2020. Refer to Noteholder 11 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $109,936 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $79,183 on derivative fair value measurement. On November 4, 2019, the Company issued a $33,516 convertible promissory note to an unrelated party that matures on November 4, 2020. Refer to Noteholder 6 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at six months from issuance date of the note was $33,516 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $17,021 on derivative fair value measurement. On November 4, 2019, the Company issued a $33,516 convertible promissory note to an unrelated party that matures on November 4, 2020. Refer to Noteholder 7 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at six months from issuance date of the note was $33,516 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $17,021 on derivative fair value measurement. On December 23, 2019, the Company issued a $137,375 convertible promissory note to an unrelated party that matures on December 23, 2020. Refer to Noteholder 6 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at six months from issuance date of the note was $204,554 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $204,554 on derivative fair value measurement. On April 3, 2020, the Company issued a $66,000 convertible promissory note to an unrelated party that matures on November 30, 2020. Refer to Noteholder 11 under “Note 12 – Convertible Debentures” The aggregate fair value of the derivative at the issuance date of the note was $78,115 which was recorded as a derivative liability on the balance sheet. The Company recognized a loss of $67,96 on derivative fair value measurement. At June 30, 2020, the Company marked-to-market the fair value of the derivative liabilities related to conversion features and determined an aggregate fair value of $2,134,395 and recorded a $332,993 gain from change in fair value for the nine months ended June 30, 2020. The fair value of the embedded derivatives was determined using a Black-Scholes option pricing model based on the following assumptions: (1) expected volatility of 168%, (2) risk-free interest rate of 0.16%, (3) exercise prices of $0.011 - $0.019, and (4) expected lives of 0.11 – 0.50 of a year. On October 2, 2018, the Company issued a total of $220,000 convertible debenture to an unrelated party that matures on January 1, 2019. The Company issued a total of 100,000 warrants to purchase additional shares of common stock of the Company in connection with the convertible debenture. The Company analyzed the issued warrants for derivative accounting consideration under ASC 815-15 “Derivatives and Hedging” and determined that the warrants should be classified as a derivative because the Company is unable to ascertain there will be adequate unissued authorized shares of common stock to fulfill its obligations should the warrants be exercised. In accordance with AC 815, the Company has recorded a derivative liability related to the warrants. The derivative for the warrants is carried on the Company’s balance sheet at fair value. The derivative liability is marked-to-market each measurement period and any unrealized change in fair value is recorded as a component of the income statement and the associated fair value carrying amount on the balance sheet is adjusted by the change. The Company fair values the derivative using the Black-Scholes option pricing model. The aggregate fair value of the derivative at the issuance date of the warrants was $57,014 which was recorded as a derivative liability on the balance sheet. The Company recorded a debt discount of $53,333 which was up to the face value of the convertible debentures with the excess fair value at an initial measurement of $3,681 being recognized as a loss on derivative fair value measurement. As discussed in “Note 12 – Convertible Debentures” At June 30, 2020, the Company marked-to-market the fair value of the derivative liabilities related to warrants and determined an aggregate fair value of $44 and recorded a $181,772 gain from change in fair value for the six months ended June 30, 2020. The fair value of the derivatives was determined using a Black-Scholes option pricing model based on the following assumptions: (1) expected volatility of 168%, (2) risk-free interest rate of 0.16%, (3) exercise prices of $0.60 to $0.80, and (4) expected lives of 0.26 – 0.30 years. The following table summarizes the change in derivative liabilities included in the balance sheet at June 30, 2020: Fair Value of Embedded Derivative Liabilities: Balance, September 30, 2019 $ 2,545,735 Change in fair market value (411,340 ) Balance, June 30, 2020 $ 2,134,395 The following table summarizes the gain (loss) on derivative liability included in the income statement for the nine months ended June 30, 2020 and 2019, respectively. Nine Months Ended June 30, 2020 2019 Day one loss due to derivatives on convertible debt $ (414,478 ) (780,678 ) Change in fair value of derivatives 825,818 1,225,743 Total derivative gain (loss) $ 411,340 445,065 |
Stock Options and Warrants
Stock Options and Warrants | 9 Months Ended |
Jun. 30, 2020 | |
Stock Options And Warrants | |
Stock Options and Warrants | NOTE 14 – STOCK OPTIONS AND WARRANTS The following tables summarize all stock option and warrant activity for the three months ended June 30, 2020: Shares Weighted- Average Exercise Price Per Share Outstanding, September 30, 2019 5,484,970 0.742 Granted - - Exercised - - Forfeited - - Expired - - Outstanding, June 30, 2020 5,484,970 0.742 The following table discloses information regarding outstanding and exercisable options and warrants at June 30, 2020: Outstanding Exercisable Exercise Prices Number of Option Shares Weighted Average Weighted Average Remaining Life (Years) Number of Option Shares Weighted Average $ 0.225 200,000 $ 0.225 4.46 200,000 $ 0.225 $ 0.400 110,000 $ 0.400 1.62 110,000 $ 0.400 $ 0.420 330,000 $ 0.420 4.05 330,000 $ 0.420 $ 0.500 165,000 $ 0.500 1.70 162,500 $ 0.500 $ 0.600 627,220 $ 0.600 0.11 627,220 $ 0.600 $ 0.650 145,000 $ 0.650 2.82 36,250 $ 0.650 $ 0.800 3,482,750 $ 0.800 1.43 3,095,250 $ 0.800 $ 0.850 100,000 $ 0.850 3.29 - $ 0.850 $ 1.050 25,000 $ 1.050 3.79 - $ 1.050 $ 1.260 220,000 $ 1.260 2.50 110,000 $ 1.260 $ 1.300 10,000 $ 1.300 1.80 7,500 $ 1.300 $ 1.386 60,000 $ 1.386 2.50 30,000 $ 1.386 $ 1.666 10,000 $ 1.666 2.59 5,000 $ 1.666 Total 5,484,970 $ 0.742 1.95 4,713,720 $ 0.718 Compensation related to stock-based compensation was $126,581 and $169,922, respectively, for the three months ended June 30, 2020 and 2019. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15 – Subsequent Events Common Stock Issuances The Company made the following issuances of common stock subsequent to June 30, 2020: None Legal Proceedings From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. On February 6, 2020, MC CRE Investments, LLC landlord for the Palm Desert location, filed a Breach of Lease Agreement with the Superior Court of the State of California, County of Riverside. EVIO Labs Palm Desert has vacated the space and turned it back over to the landlord. The Company has expensed past due rents and late fees and these items are included in the liabilities in the balance sheet. On or about March 5, 2020, Paul Tomaso, and Jonah Barber beneficiaries for MRX Labs, LLC, filed a Breach of Promissory Note in the original principal amount of $750,000, plus late fees and penalties, with the Circuit Court of the State in Oregon, in Multnomah County against Greenhaus Analytical Labs, LLC. The Company has expensed penalties and late fees and these items are included in the liabilities in the balance sheet. On or about April 30, 2020, Michele Malaret and Gordon Griswold filed, filed a Breach of Contract in the original principal amount of $500,000, with the Superior Court of California, County of Humboldt. The Company currently recognizes the full liability on its balance sheet. There is no interest due associated with the note. |
Organization, Basis of Presen_2
Organization, Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Management's Representation of Interim Financial Statements | Management’s Representation of Interim Financial Statements The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited consolidated financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted. |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Company have been prepared in accordance with GAAP and are expressed in United States dollars. For the three months ended June 30, 2020, and 2019, and the year ended September 30, 2019, the consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. The subsidiaries of EVIO, Inc. are as follows: Trade Name (dba) Company Name State of Ownership % Acquisition Month EVIO Labs Medford Smith Scientific Industries, LLC Oregon 80 % June 2016 EVIO Labs Portland Greenhaus Analytical Labs Oregon 100 % October 2016 EVIO Labs MA Viridis Analytics Massachusetts 100 % August 2017 EVIO Labs Berkeley C3 Labs, LLC California 90 % January 2018 Keystone Labs Keystone Labs, Inc. Ontario, Canada 50 % May 2018 |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the company satisfies a performance obligation The Company generates revenue from consulting services, licensing agreements, and testing of cannabis and hemp products for medicinal and adult-use consumption. The Company accounts for a contract after it has been approved by all parties to the arrangement, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. The Company evaluates the services promised in each contract at inception to determine whether the contract should be accounted for as having one or more performance obligations. The Company’s services included in its contracts are distinct from one another. The Company determines the transaction price for each contract based on the consideration it expects to receive for the distinct services being provided under the contract. The Company recognizes revenue as performance obligations are satisfied and the customer obtains control of the services provided. In determining when performance obligations are satisfied, the Company considers factors such as contract terms, payment terms, and whether there is an alternative future use of the service. The Company recognizes revenue from testing services upon delivery of its testing results to the client. Customer orders for testing services are generally completed within two weeks of receiving the order. Consulting engagements may vary in length and scope, but will generally include the review and/or preparation of regulatory filings, business plans, and financial models, operating plans, and technology support to customers within the same industry. Revenue from consulting services is recognized upon completion of deliverables as outlined in the consulting agreement. The Company recognizes revenue from the right of use license agreements upon transfer of control of the functional intellectual property. In certain licensing agreements, the Company may receive royalty revenues based upon performance metrics which are recognized as earned over time. |
Stock-Based Compensation | Stock-Based Compensation In accordance with ASC No. 718, Compensation-Stock Compensation (“ASC 718”), the Company measures the cost of stock-based compensation arrangements based on the grant date fair value and recognizes the cost in the financial statements over the period during which employees are required to provide services. Stock-based compensation arrangements may include stock options, restricted stock plans, performance-based awards, stock appreciation rights, and employee stock purchase plans. The Company utilizes the Black Scholes option pricing model, which was developed for use in estimating the fair value of options. Option pricing models require the input of highly complex and subjective variables including the expected life of options granted and the expected volatility of the Company’s stock price over a period equal to or greater than the expected life of the options. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at their original invoice amounts. We regularly review collectability and establish an allowance for uncollectible amounts as necessary based on our experience with historical collectability. Management recognized an allowance for uncollectible amounts, of $170,666 and $215,593 for the periods ended June 30, 2020, and September 30, 2019, respectively. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company’s subsidiary in Canada is the Canadian Dollar. The subsidiary’s assets and liabilities have been translated to U.S. Dollars using the exchange rates in effect at the balance sheet dates. Statements of operations amounts have been translated using the average exchange rate for each period. Resulting gains or losses from translating foreign currency financial statements are recorded as other comprehensive income (loss). |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company has adopted the guidance under ASC Topic 820 for financial instruments measured on fair value on a recurring basis. 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. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic loss per share is computed by dividing net income, or loss, by the weighted average number of shares of common stock outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income, or loss, by the weighted average number of shares of common stock outstanding for the period. There were 94,142,473 and 26,160,911 potentially dilutive common shares outstanding as of June 30, 2020 and 2019, respectively. Because of the net losses incurred during the three months ended June 30, 2020, and 2019, the impacts of dilutive instruments would have been anti-dilutive for the period presented and have been excluded from the diluted loss per share calculations. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU 2017-04, “ Intangibles—Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment”. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805): Clarifying the Definition of a Business, In June 2018, the FASB issued ASU 2018-07, Compensation-Stock Compensation (Topic 718) Compensation-Stock Compensation Revenue from Contracts with Customers In August 2018, the SEC issued Final Rule Release No. 33-10532, Disclosure Update, and Simplification. Under the final rule Company’s must now analyze changes in stockholders’ equity in the form of a reconciliation, for the current and comparative year-to-date, with subtotals for each interim period. Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our financial statements upon adoption. |
Organization, Basis of Presen_3
Organization, Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Subsidiaries | The subsidiaries of EVIO, Inc. are as follows: Trade Name (dba) Company Name State of Ownership % Acquisition Month EVIO Labs Medford Smith Scientific Industries, LLC Oregon 80 % June 2016 EVIO Labs Portland Greenhaus Analytical Labs Oregon 100 % October 2016 EVIO Labs MA Viridis Analytics Massachusetts 100 % August 2017 EVIO Labs Berkeley C3 Labs, LLC California 90 % January 2018 Keystone Labs Keystone Labs, Inc. Ontario, Canada 50 % May 2018 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Schedule of Assets and Liabilities Measured in Fair Value | The following table sets forth by level with the fair value hierarchy the Company’s financial assets and liabilities measured at fair value on June 30, 2020: Level 1 Level 2 Level 3 Total Liabilities Derivative financial instruments $ - $ - $ 2,134,395 $ 2,134,395 The following table sets forth by level with the fair value hierarchy the Company’s financial assets and liabilities measured at fair value on September 30, 2019: Level 1 Level 2 Level 3 Total Liabilities Derivative financial instruments $ - $ - $ 2,545,735 $ 2,545,735 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments of Lease Liabilities | Amortization of lease assets is included in general and administrative expenses. The future minimum lease payments of lease liabilities as of June 30, 2020, are as follows: For the years ended September 30, Operating Leases Financing Leases 2020 972,244 430,591 2021 697,436 514,152 2022 549,390 183,020 2023 347,745 206,674 2024 and thereafter 27,911 5,022 Total lease payments 2,594,726 1,339,450 Less: Payments Made (708,004 ) (307,783 ) Total Lease Liabilities $ 1,886,722 1,031,667 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The components of intangible assets as of June 30, 2020, and September 30, 2019 consist of: June 30, 2020 September 30, Customer list $ - $ 854,014 License - 503,000 Favorable lease - 3,100 Domains & Websites - 49,516 Non-compete agreements - 182,388 Assembled Workforce - 50,750 Intellectual Property - 342,610 Total - 1,977,661 Accumulated amortization - (1,977,661 ) Net value $ - $ - |
Concentration of Credit Risk (T
Concentration of Credit Risk (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
Schedule of Allowance for Accounts Receivable | As of June 30, 2020, the Company had total accounts receivable net of allowances of $146,443. Five clients comprised a total of 21% of this balance as follows: Balance Percent of Total Customer 1 $ 20,321 6 % Customer 2 14,923 5 % Customer 3 12,000 4 % Customer 4 11,955 3 % Customer 5 11,284 3 % All others 250,945 79 % Total 317,108 100 % Allowance for doubtful accounts (170,666 ) Net accounts receivable $ 146,443 As of September 30, 2019, the Company had total accounts receivable, net of allowances, of $133,022. Five separate clients comprised a total of 41% of this balance as follows: Balance Percent of Total Customer 1 $ 48,606 14 % Customer 2 33,572 10 % Customer 3 20,336 6 % Customer 4 20,321 6 % Customer 5 20,208 6 % All others 246,456 59 % Total 348,955 100 % Allowance for doubtful accounts (215,933 ) Net accounts receivable $ 133,022 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Estimated Life of Property and Equipment | The estimated useful lives of depreciable assets are: Estimated Useful Lives Building 39 years Laboratory and Computer Equipment 5 years Furniture and Fixtures 7 years Software 3 years Domains 15 years |
Schedule of Property and Equipment | The Company’s property and equipment consisted of the following as of June 30, 2020, and September 30, 2019: June 30, 2020 September 30, 2019 Assets Not-In-Service $ $ - Capital Assets 1,786,949 1,800,347 Land 212,550 212,550 Buildings & Real Estate 941,857 941,857 Furniture and Equipment 152,933 152,933 Laboratory Equipment 2,223,244 2,188,828 Software 82,899 78,996 Computers 31,939 Leasehold Improvements 696,325 697,333 Vehicles 183,589 83,915 Total 6,312,285 6,188,777 Accumulated depreciation (2,339,541 ) (1,511,973 ) Net value $ 3,972,744 $ 4,676,804 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Issuance of Common Shares | During the three months ended June 30, 2020, the Company issued the following common shares: Number of Shares issued Description $ Value 500,000 Issuance of shares in exchange for consulting, professional and services 5,000 5,000,000 Shares issued for acquisition of equity interests in subsidiaries 105,000 10,000,000 Issuance of shares in connection with the conversion of debentures 100,000 Total 15,500,000 $ 210,000 |
Loans Payable (Tables)
Loans Payable (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Loans Payable | The Company had the following loans payable outstanding as of June 30, 2020, and September 30, 2019: June 30, 2020 September 30, 2019 On March 16, 2018, the Company executed notes payable for the purchase of three vehicles. The notes carry interest at 6.637% annually and mature on March 31, 2023. 38,269 47,551 On June 28, 2018, the Company executed a note payable for $650,000 for the purchase of the building at 14775 SW 74 th 603,470 622,523 On July 5, 2018, the Company executed a note payable for $750,000 for the asset purchase of MRX Labs. The note carries interest at 8% annually and is due on January 5, 2019. (This note is in default as of 7/5/2019, which resulted in a 5% penalty on outstanding amount.) 750,000 750,000 On October 20, 2019, the Company executed notes payable for the purchase of four vehicles. The notes carry interest at 5.990% annually and mature on December 31, 2023. 98,844 - Total loans payable 1,490,583 1,420,079 Less: current portion of loans payable 788,006 762,476 Long-term portion of loans payable $ 702,577 $ 657,603 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Notes Payable | The following table summarizes all convertible notes outstanding as of June 30, 2020: Holder Issue Date Due Date Principal Unamortized Carrying Value Accrued Interest Noteholder #1 04/24/18 04/24/19 500,000 - 500,000 - Noteholder #2 07/01/19 09/30/19 675,930 - 675,930 61,154 Noteholder #3 08/01/18 01/01/19 396,000 - 396,000 100,253 Noteholder #3 10/02/18 01/01/19 264,000 - 264,000 53,846 Noteholder #5 09/17/18 09/17/19 - - - 10,260 Noteholder #6 11/15/18 11/15/19 - - - 15,564 Noteholder #6 02/04/19 02/04/20 230,000 - 230,000 26,938 Noteholder #6 08/08/19 08/08/20 33,092 (1,282 ) 31,810 2,372 Noteholder #6 11/04/19 11/04/20 33,516 (11,630 ) 21,886 1,756 Noteholder #6 12/23/19 12/23/20 137,375 (66,060 ) 71,315 5,721 Noteholder #6 01/21/20 02/21/21 52,500 (2,500 ) 50,000 2,532 Noteholder #6 02/04/20 02/04/20 265,637 - 265,637 14,774 Noteholder #7 12/27/18 12/27/19 20,000 - 20,000 3,695 Noteholder #7 02/05/19 02/05/20 131,250 - 131,250 14,613 Noteholder #7 02/11/19 02/11/20 131,250 - 131,250 14,325 Noteholder #7 03/15/19 03/15/20 70,913 - 70,913 7,352 Noteholder #7 08/08/19 08/08/20 33,092 (1,282 ) 31,810 2,372 Noteholder #7 11/04/19 11/04/20 33,516 (11,630 ) 21,886 1,756 Noteholder #7 01/03/20 01/03/21 137,375 137,375 5,480 Noteholder #7 01/21/20 02/22/21 52,500 (2,500 ) 50,000 2,532 Noteholder #7 02/04/20 02/04/20 265,637 - 265,637 14,774 Noteholder #10 03/15/19 03/15/20 70,913 - 70,913 7,352 Noteholder #11 08/30/19 05/30/20 110,000 110,000 7,353 Noteholder #11 04/30/20 04/03/21 66,000 (41,900 ) 24,100 1,591 Noteholder #12 01/15/20 04/14/21 100,000 0 100,000 1,372 Noteholder #13 01/24/20 01/23/21 50,000 50,000 - $ 3,860,496 $ (138,784 ) $ 3,721,712 $ 379,737 The following table summarizes all convertible notes outstanding as of September 30, 2019: Holder Issue Date Due Date Principal Unamortized Carrying Value Accrued Interest Noteholder #1 04/24/18 04/24/19 500,000 - 500,000 - Noteholder #2 07/01/19 09/30/19 825,930 - 825,930 18,983 Noteholder #3 08/01/18 01/01/19 396,000 - 396,000 76,471 Noteholder #3 10/02/18 01/01/19 264,000 - 264,000 40,634 Noteholder #4 09/06/18 09/06/19 145,000 - 145,000 15,575 Noteholder #5 09/17/18 09/17/19 82,500 - 82,500 8,586 Noteholder #6 11/15/18 11/15/19 222,600 (28,054 ) 194,546 15,564 Noteholder #6 01/14/19 01/14/20 131,250 (46,027 ) 85,223 7,364 Noteholder #6 02/04/19 02/04/20 265,000 (92,205 ) 172,795 13,824 Noteholder #6 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #6 08/08/19 08/08/20 33,092 (10,291 ) 22,801 384 Noteholder #7 12/27/18 12/27/19 105,000 (25,603 ) 79,397 18,204 Noteholder #7 02/05/19 02/05/20 131,250 (48,185 ) 83,065 6,616 Noteholder #7 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #7 08/08/19 08/08/20 33,092 (10,291 ) 22,801 384 Noteholder #8 02/08/19 02/08/20 783,724 (208,357 ) 575,367 89,627 Noteholder #9 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #10 03/15/19 03/15/20 70,913 - 70,913 3,093 Noteholder #11 08/29/19 05/29/20 100,000 (150,146 ) (50,146 ) 964 Noteholder #11 08/30/19 05/30/20 110,000 (97,555 ) 12,445 747 $ 4,412,090 $ (716,714 ) $ 3,695,376 $ 326,145 |
Derivative Liability (Tables)
Derivative Liability (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Derivative Liability [Abstract] | |
Schedule of Derivative Liabilities | The following table summarizes the change in derivative liabilities included in the balance sheet at June 30, 2020: Fair Value of Embedded Derivative Liabilities: Balance, September 30, 2019 $ 2,545,735 Change in fair market value (411,340 ) Balance, June 30, 2020 $ 2,134,395 |
Summary of Gain (Loss) on Derivative Liability | The following table summarizes the gain (loss) on derivative liability included in the income statement for the nine months ended June 30, 2020 and 2019, respectively. Nine Months Ended June 30, 2020 2019 Day one loss due to derivatives on convertible debt $ (414,478 ) (780,678 ) Change in fair value of derivatives 825,818 1,225,743 Total derivative gain (loss) $ 411,340 445,065 |
Stock Options and Warrants (Tab
Stock Options and Warrants (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Stock Options And Warrants | |
Summary of Stock Option and Warrant Activity | The following tables summarize all stock option and warrant activity for the three months ended June 30, 2020: Shares Weighted- Average Exercise Price Per Share Outstanding, September 30, 2019 5,484,970 0.742 Granted - - Exercised - - Forfeited - - Expired - - Outstanding, June 30, 2020 5,484,970 0.742 |
Schedule of Outstanding and Exercisable Options and Warrants | The following table discloses information regarding outstanding and exercisable options and warrants at June 30, 2020: Outstanding Exercisable Exercise Prices Number of Option Shares Weighted Average Weighted Average Remaining Life (Years) Number of Option Shares Weighted Average $ 0.225 200,000 $ 0.225 4.46 200,000 $ 0.225 $ 0.400 110,000 $ 0.400 1.62 110,000 $ 0.400 $ 0.420 330,000 $ 0.420 4.05 330,000 $ 0.420 $ 0.500 165,000 $ 0.500 1.70 162,500 $ 0.500 $ 0.600 627,220 $ 0.600 0.11 627,220 $ 0.600 $ 0.650 145,000 $ 0.650 2.82 36,250 $ 0.650 $ 0.800 3,482,750 $ 0.800 1.43 3,095,250 $ 0.800 $ 0.850 100,000 $ 0.850 3.29 - $ 0.850 $ 1.050 25,000 $ 1.050 3.79 - $ 1.050 $ 1.260 220,000 $ 1.260 2.50 110,000 $ 1.260 $ 1.300 10,000 $ 1.300 1.80 7,500 $ 1.300 $ 1.386 60,000 $ 1.386 2.50 30,000 $ 1.386 $ 1.666 10,000 $ 1.666 2.59 5,000 $ 1.666 Total 5,484,970 $ 0.742 1.95 4,713,720 $ 0.718 |
Organization, Basis of Presen_4
Organization, Basis of Presentation and Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | ||||||||
Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | Dec. 29, 2018 | May 29, 2018 | May 02, 2018 | Oct. 19, 2016 | Jun. 01, 2016 | Sep. 17, 2015 | |
Allowance for accounts receivable | $ 170,666 | $ 215,593 | |||||||
Dilutive common shares outstanding | 94,142,473 | 26,160,911 | |||||||
Share Exchange Agreement [Member] | CR Labs, Inc. [Member] | |||||||||
Ownership percentage | 80.00% | ||||||||
Securities Purchase Agreement [Member] | Smith Scientific Industries, Inc. [Member] | |||||||||
Ownership percentage | 80.00% | ||||||||
William Waldrop and Lori Glauser, principals of Signal Bay Research, Inc. [Member] | |||||||||
Ownership percentage | 80.00% | ||||||||
Minimum percentage of common stock owned | 5.00% | ||||||||
Greenhaus Analytical Services, LLC [Member] | Membership Interest Purchase Agreement [Member] | |||||||||
Ownership percentage | 100.00% | ||||||||
C3 Labs, LLC [Member] | Membership Purchase Agreement [Member] | |||||||||
Ownership percentage | 60.00% | ||||||||
Keystone, Labs, Inc [Member] | Stock Purchase Agreement [Member] | |||||||||
Ownership percentage | 50.00% | ||||||||
Viridis Analytics MA [Member] | Membership Interest Purchase Agreement [Member] | |||||||||
Ownership percentage | 100.00% |
Organization, Basis of Presen_5
Organization, Basis of Presentation and Significant Accounting Policies - Schedule of Subsidiaries (Details) | 9 Months Ended |
Jun. 30, 2020 | |
EVIO Labs Medford [Member] | |
Company Name | Smith Scientific Industries, LLC |
State of Incorporation | Oregon |
Ownership % | 80.00% |
Acquisition Month | June 2016 |
EVIO Labs Portland [Member] | |
Company Name | Greenhaus Analytical Labs |
State of Incorporation | Oregon |
Ownership % | 100.00% |
Acquisition Month | October 2016 |
EVIO Labs MA [Member] | |
Company Name | Viridis Analytics |
State of Incorporation | Massachusetts |
Ownership % | 100.00% |
Acquisition Month | August 2017 |
EVIO Labs Berkeley [Member] | |
Company Name | C3 Labs, LLC |
State of Incorporation | California |
Ownership % | 90.00% |
Acquisition Month | January 2018 |
Keystone Labs [Member] | |
Company Name | Keystone Labs, Inc. |
State of Incorporation | Ontario, Canada |
Ownership % | 50.00% |
Acquisition Month | May 2018 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Assets and Liabilities Measured in Fair Value (Details) - USD ($) | Jun. 30, 2020 | Sep. 30, 2019 |
Derivative financial instruments | $ 2,134,395 | $ 2,545,735 |
Level 1 [Member] | ||
Derivative financial instruments | ||
Level 2 [Member] | ||
Derivative financial instruments | ||
Level 3 [Member] | ||
Derivative financial instruments | $ 2,134,395 | $ 2,545,735 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | 9 Months Ended | |
Jun. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Lease expirations description | These commitments have remaining non-cancelable lease terms, with lease expirations that range from 2020 to 2024. | |
Right of use assets | $ 1,832,856 | $ 2,543,976 |
Lease Liability | $ 1,886,722 | $ 2,594,726 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments of Lease Liabilities (Details) | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
Operating Leases, For the years ended September 30, 2020 | $ 972,244 |
Operating Leases, For the years ended September 30, 2021 | 697,436 |
Operating Leases, For the years ended September 30, 2022 | 549,390 |
Operating Leases, For the years ended September 30, 2023 | 347,745 |
Operating Leases, For the years ended September 30, 2024 and thereafter | 27,911 |
Operating Leases, Total lease payments | 2,594,726 |
Operating Leases, Less: Payments Made | (708,004) |
Operating Leases, Total Lease Liabilities | 1,886,722 |
Financing Leases, For the years ended September 30, 2020 | 430,591 |
Financing Leases, For the years ended September 30, 2021 | 514,152 |
Financing Leases, For the years ended September 30, 2022 | 183,020 |
Financing Leases, For the years ended September 30, 2023 | 206,674 |
Financing Leases, For the years ended September 30, 2024 and thereafter | 5,022 |
Financing Leases, Total lease payments | 1,339,450 |
Financing Leases, Less: Payments Made | (307,783) |
Financing Leases, Total Lease Liabilities | $ 1,031,667 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Jun. 30, 2020 | Sep. 30, 2019 |
Total | $ 1,977,661 | |
Accumulated amortization | (1,977,661) | |
Net value | ||
Customer Lists [Member] | ||
Total | 854,014 | |
License [Member] | ||
Total | 503,000 | |
Favorable Lease [Member] | ||
Total | 3,100 | |
Domains & Websites [Member] | ||
Total | 49,516 | |
Non-compete Agreements [Member] | ||
Total | 182,388 | |
Assembled Workforce [Member] | ||
Total | 50,750 | |
Intellectual Property [Member] | ||
Total | $ 342,610 |
Concentration of Credit Risk (D
Concentration of Credit Risk (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Sep. 30, 2019 | |
Cash insured by Federal Deposit Insurance Corporation | $ 250,000 | |
Accounts receivable, net | $ 146,443 | $ 133,022 |
Five Seperate Clients [Member] | Accounts Receivable [Member] | ||
Concentration risk percentage | 21.00% | 41.00% |
Concentration of Credit Risk -
Concentration of Credit Risk - Schedule of Allowance for Accounts Receivable (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Sep. 30, 2019 | |
Gross accounts receivable | $ 317,108 | $ 348,955 |
Allowance for doubtful accounts | (170,666) | (215,933) |
Net accounts receivable | $ 110,786 | $ 133,022 |
Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 100.00% | 100.00% |
Customer 1 [Member] | ||
Gross accounts receivable | $ 20,321 | $ 48,606 |
Customer 1 [Member] | Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 6.00% | 14.00% |
Customer 2 [Member] | ||
Gross accounts receivable | $ 14,923 | $ 33,572 |
Customer 2 [Member] | Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 5.00% | 10.00% |
Customer 3 [Member] | ||
Gross accounts receivable | $ 12,000 | $ 20,336 |
Customer 3 [Member] | Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 4.00% | 6.00% |
Customer 4 [Member] | ||
Gross accounts receivable | $ 11,955 | $ 20,321 |
Customer 4 [Member] | Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 3.00% | 6.00% |
Customer 5 [Member] | ||
Gross accounts receivable | $ 11,284 | $ 20,208 |
Customer 5 [Member] | Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 3.00% | 6.00% |
All Others [Member] | ||
Gross accounts receivable | $ 250,945 | $ 246,456 |
All Others [Member] | Credit Concentration Risk [Member] | ||
Concentration of risk percentage | 79.00% | 59.00% |
Property and Equipment - Schedu
Property and Equipment - Schedule of Estimated Life of Property and Equipment (Details) | 9 Months Ended |
Jun. 30, 2020 | |
Building [Member] | |
Property and Equipment, estimated useful life | 39 years |
Laboratory and Computer Equipment [Member] | |
Property and Equipment, estimated useful life | 5 years |
Furniture and Fixtures [Member] | |
Property and Equipment, estimated useful life | 7 years |
Software [Member] | |
Property and Equipment, estimated useful life | 3 years |
Domains [Member] | |
Property and Equipment, estimated useful life | 15 years |
Property and Equipment - Sche_2
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Jun. 30, 2020 | Sep. 30, 2019 |
Total | $ 6,312,285 | $ 6,188,777 |
Accumulated depreciation | (2,339,541) | (1,511,973) |
Net value | 2,643,460 | 3,080,426 |
Assets Not-In-Service [Member] | ||
Total | ||
Capital Assets [Member] | ||
Total | 1,786,949 | 1,800,347 |
Land [Member] | ||
Total | 212,550 | 212,550 |
Buildings & Real Estate [Member] | ||
Total | 941,857 | 941,857 |
Furniture and Equipment [Member] | ||
Total | 152,933 | 152,933 |
Laboratory Equipment [Member] | ||
Total | 2,223,244 | 2,188,828 |
Software [Member] | ||
Total | 82,899 | 78,996 |
Computers [Member] | ||
Total | 31,939 | |
Leasehold Improvements [Member] | ||
Total | 696,325 | 697,333 |
Vehicles [Member] | ||
Total | $ 183,589 | $ 83,915 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Loan received from related party | $ 80,431 | $ 144,193 | |
Repayments of related party debt | 71,063 | $ 11,906 | |
Keystone Labs [Member] | |||
Loan received from related party | 30,796 | $ 191,515 | |
Repayments of related party debt | 19,248 | 9,034 | |
Due to related party | 355,070 | 354,050 | |
Chief Operating Officer [Member] | |||
Loan received from related party | 40,014 | 194,820 | |
Repayments of related party debt | 0 | 1,040 | |
Due to related party | $ 181,676 | $ 143,780 | |
Interest rate | 0.00% | 0.00% | |
Chief Executive Officer [Member] | |||
Loan received from related party | $ 14,000 | $ 75,000 | |
Repayments of related party debt | 5,750 | 19,200 | |
Due to related party | $ 64,050 | $ 55,800 | |
Interest rate | 0.00% | 0.00% | |
Sara Lausmann [Member] | Oregon Analytical Services, LLC [Member] | |||
Repayments of related party debt | $ 2,000 | $ 0 | |
Due to related party | $ 566,289 | $ 568,299 | |
Interest rate | 5.00% | 5.00% | |
Accrued interest | $ 122,095 | $ 107,899 | |
Anthony Smith [Member] | |||
Repayments of related party debt | 63,662 | 55,090 | |
Due to related party | $ 117,247 | $ 180,910 | |
Interest rate | 5.00% | 5.00% | |
Accrued interest | $ 43,290 | $ 41,600 | |
Anthony Smith [Member] | Smith Scientific Industries, Inc. [Member] | |||
Ownership percentage | 80.00% | 80.00% | |
Henry Grimmett [Member] | Greenhaus Analytical Services, LLC [Member] | Third Party [Member] | |||
Notes payable | $ 170,000 | $ 170,000 | |
Henry Grimmett [Member] | Greenhaus Analytical Services, LLC [Member] | Interest 0% [Member] | |||
Repayments of related party debt | 0 | 3,859 | |
Due to related party | $ 113,554 | $ 113,554 | |
Interest rate | 0.00% | 0.00% | |
Repayment of debt quarterly | $ 25,000 | $ 25,000 | |
Henry Grimmett [Member] | Greenhaus Analytical Services, LLC [Member] | Interest 6% [Member] | |||
Due to related party | $ 0 | $ 170,000 | |
Interest rate | 6.00% | 6.00% | |
Accrued interest | $ 0 | $ 59,412 | |
Notes payable | $ 340,000 | $ 340,000 | |
Maturity date | Oct. 16, 2020 | Oct. 16, 2020 | |
Unamortized debt discount | $ 0 | $ 25,563 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Sep. 30, 2019 | |
Common shares issued for services, value | $ 5,000 | $ 10,807 | $ 333,830 | $ 331,151 |
Common shares issued for conversion of convertible debentures, value | $ 100,000 | $ 1,619,385 | $ 388,000 | |
Common stock, shares issued | 94,217,473 | 29,314,419 | ||
Common stock, shares outstanding | 94,217,473 | 29,314,419 | ||
Common Stock [Member] | ||||
Conversion of stock, shares issued | 532,500 | |||
Common shares issued for services | 1,038,017 | |||
Common shares issued for services, value | $ 336,891 | |||
Common shares issued for cash | 1,415,000 | |||
Common shares issued for cash, value | $ 586,000 | |||
Common shares issued for employee equity incentive plan | 287,500 | |||
Common shares issued for employee equity incentive plan, value | $ 397,980 | |||
Common shares issued for conversion of convertible notes payable | 2,054,887 | |||
Common shares issued for conversion of convertible notes payable, value | $ 687,200 | |||
Common shares issued for conversion of accrued interest | 10,163 | |||
Common shares issued for conversion of accrued interest, value | $ 25,110 | |||
Common shares issued for conversion of convertible debentures | 669,362 | |||
Common shares issued for conversion of convertible debentures, value | $ 388,000 | |||
Common Stock [Member] | Stock Purchase Agreement [Member] | ||||
Common shares issued for cash | 20,000 | |||
Common shares issued for cash, value | $ 11,760 | |||
Common Stock [Member] | Accounts Payable [Member] | ||||
Common shares issued for settlement of debt | 31,579 | |||
Common shares issued for settlement of debt, value | $ 15,000 | |||
Series A Convertible Preferred Stock [Member] | ||||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Series B Convertible Preferred Stock [Member] | ||||
Preferred stock, shares issued | 5,000,000 | 5,000,000 | ||
Preferred stock, shares outstanding | 5,000,000 | 5,000,000 | ||
Preferred stock, shares designated | 5,000,000 | 5,000,000 | ||
Preferred stock, shares par value | $ 0.0001 | $ 0.0001 | ||
Convertible preferred stock shares converted | 1 | |||
Common shares issued for services | ||||
Common shares issued for services, value | ||||
Common shares issued for conversion of convertible debentures | ||||
Common shares issued for conversion of convertible debentures, value | ||||
Series C Convertible Preferred Stock [Member] | ||||
Preferred stock, shares issued | 500,000 | 500,000 | ||
Preferred stock, shares outstanding | 500,000 | 500,000 | ||
Preferred stock, shares designated | 500,000 | 500,000 | ||
Preferred stock, shares par value | $ 0.0001 | $ 0.0001 | ||
Convertible preferred stock shares converted | 5 | |||
Common shares issued for services | ||||
Common shares issued for services, value | ||||
Common shares issued for conversion of convertible debentures | ||||
Common shares issued for conversion of convertible debentures, value | ||||
Series D Convertible Preferred Stock [Member] | ||||
Preferred stock, shares issued | 349,500 | 349,500 | ||
Preferred stock, shares outstanding | 349,500 | 349,500 | ||
Preferred stock, shares designated | 1,000,000 | 1,000,000 | ||
Preferred stock, shares par value | $ 0.0001 | $ 0.0001 | ||
Convertible preferred stock shares converted | 2.5 | |||
Conversion of stock, shares converted | 213,000 | |||
Common shares issued for services | ||||
Common shares issued for services, value | ||||
Common shares issued for conversion of convertible debentures | ||||
Common shares issued for conversion of convertible debentures, value |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Issuance of Common Shares (Details) | 9 Months Ended |
Jun. 30, 2020USD ($)shares | |
Common Stock One [Member] | |
Number of Shares issued | shares | 500,000 |
Description | Issuance of shares in exchange for consulting, professional and services |
Value | $ | $ 5,000 |
Common Stock Two [Member] | |
Number of Shares issued | shares | 5,000,000 |
Description | Shares issued for acquisition of equity interests in subsidiaries |
Value | $ | $ 105,000 |
Common Stock Three [Member] | |
Number of Shares issued | shares | 10,000,000 |
Description | Issuance of shares in connection with the conversion of debentures |
Value | $ | $ 100,000 |
Common Stock [Member] | |
Number of Shares issued | shares | 15,500,000 |
Value | $ | $ 210,000 |
Loans Payable (Details Narrativ
Loans Payable (Details Narrative) - USD ($) | Jun. 30, 2020 | Sep. 30, 2019 |
Loans Payable [Member] | ||
Accrued interest | $ 119,342 | $ 74,301 |
Loans Payable - Schedule of Loa
Loans Payable - Schedule of Loans Payable (Details) - USD ($) | Jun. 30, 2020 | Sep. 30, 2019 |
Total loans payable | $ 1,490,583 | $ 1,420,079 |
Less: current portion of loans payable | 788,006 | 762,476 |
Long-term portion of loans payable | 702,578 | 657,603 |
Notes Payable 1 [Member] | ||
Total loans payable | 38,269 | 47,551 |
Notes Payable 2 [Member] | ||
Total loans payable | 603,470 | 622,523 |
Notes Payable 3 [Member] | ||
Total loans payable | 750,000 | 750,000 |
Notes Payable 4 [Member] | ||
Total loans payable | $ 98,844 |
Loans Payable - Schedule of L_2
Loans Payable - Schedule of Loans Payable (Details) (Parenthetical) - USD ($) | Oct. 20, 2019 | Jul. 05, 2018 | Jun. 28, 2018 | Mar. 16, 2018 | Jul. 05, 2019 |
Notes Payable 1 [Member] | |||||
Debt instrument interest rate | 6.637% | ||||
Debt instrument maturity date | Mar. 31, 2023 | ||||
Notes Payable 2 [Member] | |||||
Debt instrument interest rate | 8.00% | ||||
Debt instrument maturity date | Jun. 28, 2021 | ||||
Debt instrument principal amount | $ 650,000 | ||||
Notes Payable 3 [Member] | |||||
Debt instrument interest rate | 8.00% | ||||
Debt instrument maturity date | Jan. 5, 2019 | ||||
Debt instrument principal amount | $ 750,000 | ||||
Penalty percentage | 5.00% | ||||
Notes Payable 4 [Member] | |||||
Debt instrument interest rate | 5.99% | ||||
Debt instrument maturity date | Dec. 31, 2023 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Narrative) | Apr. 03, 2020USD ($)TradingDays | Feb. 04, 2020USD ($)TradingDays | Jan. 24, 2020USD ($)TradingDays | Jan. 21, 2020USD ($)TradingDays | Jan. 15, 2020USD ($)TradingDays | Jan. 03, 2020USD ($)TradingDays | Dec. 23, 2019USD ($)TradingDays | Nov. 04, 2019USD ($)TradingDays | Aug. 30, 2019USD ($)TradingDays | Aug. 29, 2019USD ($)TradingDays | Aug. 08, 2019USD ($)TradingDays | Jul. 05, 2019USD ($) | Jul. 02, 2019USD ($)TradingDays | Mar. 15, 2019USD ($)TradingDays | Feb. 11, 2019USD ($)TradingDays | Feb. 08, 2019USD ($)TradingDays | Feb. 05, 2019USD ($)TradingDays | Feb. 04, 2019USD ($)TradingDays | Dec. 27, 2018USD ($)TradingDays | Nov. 14, 2018USD ($)TradingDays$ / shares | Sep. 13, 2018USD ($)TradingDays | Sep. 06, 2018USD ($)TradingDays$ / shares | Aug. 01, 2018USD ($)TradingDays$ / shares | Jul. 02, 2018USD ($)$ / shares | Apr. 24, 2018USD ($)TradingDays$ / shares | Oct. 02, 2018USD ($)TradingDays$ / shares | Jun. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) |
Noteholder 1 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 500,000 | $ 500,000 | $ 500,000 | $ 500,000 | |||||||||||||||||||||||||
Percentage of asset exchange | 100.00% | ||||||||||||||||||||||||||||
Debt instrument maturity date | Apr. 24, 2019 | Apr. 24, 2019 | Apr. 24, 2019 | ||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 1.25 | ||||||||||||||||||||||||||||
Debt instrument trading price | $ / shares | $ 1.25 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 5 | ||||||||||||||||||||||||||||
Debt instrument description | In the event the average lowest trading price of the Company's common stock during the five days prior to maturity is less than $1.25 per share, the Company will pay the noteholder the difference between $1.25 and the average lowest trading price during the preceding five days per share converted in cash. On or about April 30, 2020, Michele Malaret and Gordon Griswold filed, filed a breach of contract in the original principal amount of $500,000, with the Superior Court of California, County of Humboldt. The Company currently recognizes the full liability on its balance sheet. There is no interest due associated with the note. | ||||||||||||||||||||||||||||
Noteholder 2 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 220,000 | ||||||||||||||||||||||||||||
Debt instrument maturity date | Oct. 1, 2018 | ||||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 0.60 | ||||||||||||||||||||||||||||
Debt instrument description | The note, together with accrued interest at the annual rate of 8%, was due on October 1, 2018. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at a conversion price of $0.60 per share. This note was replaced on July 1, 2019. | ||||||||||||||||||||||||||||
Original issue discount | $ 20,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 200,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Noteholder 2 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 549,652 | ||||||||||||||||||||||||||||
Debt instrument maturity date | Aug. 1, 2017 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 20 | ||||||||||||||||||||||||||||
Debt instrument description | The new convertible note payable carries an interest rate of 0% per annum is convertible into common stock of the Company at the option of the noteholder immediately at 80% of the lowest volume-weighted average price of the Company's common stock in the preceding 20 trading days. This note was replaced on July 1, 2019. | ||||||||||||||||||||||||||||
Original issue discount | $ 35,348 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 0.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 80.00% | ||||||||||||||||||||||||||||
Noteholder 2 [Member] | Palliatech [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 585,000 | ||||||||||||||||||||||||||||
Noteholder 2 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 825,890 | $ 675,930 | |||||||||||||||||||||||||||
Debt instrument maturity date | Sep. 30, 2019 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The note is convertible into common stock of the Company at the option of the noteholder at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. There was $675,930 of principal and $61,154 of accrued interest on June 30, 2020. | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Default debt penalty, value | $ 150,000 | ||||||||||||||||||||||||||||
Accrued interest | 61,154 | ||||||||||||||||||||||||||||
Noteholder 3 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 330,000 | $ 396,000 | $ 264,000 | 264,000 | |||||||||||||||||||||||||
Debt instrument maturity date | Oct. 1, 2018 | Jan. 1, 2019 | Jan. 1, 2019 | ||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 0.50 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The note, together with accrued interest at the annual rate of 8%, was due on October 1, 2018. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time the lower of a conversion price of $0.50 per share or at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Original issue discount | $ 30,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 300,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Default debt penalty, value | $ 66,000 | ||||||||||||||||||||||||||||
Accrued interest | $ 100,253 | ||||||||||||||||||||||||||||
Noteholder 3 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 220,000 | $ 264,000 | |||||||||||||||||||||||||||
Debt instrument maturity date | Jan. 1, 2019 | Jan. 1, 2019 | |||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 0.50 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The note, together with accrued interest at the annual rate of 8%, is due on January 1, 2019. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at a conversion price of $0.50 per share or a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Original issue discount | $ 20,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 200,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Default debt penalty, value | 44,000 | ||||||||||||||||||||||||||||
Accrued interest | $ 53,846 | ||||||||||||||||||||||||||||
Noteholder 4 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 125,000 | $ 145,000 | 145,000 | ||||||||||||||||||||||||||
Debt instrument maturity date | Sep. 6, 2019 | Sep. 6, 2019 | |||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 0.50 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Original issue discount | $ 15,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 110,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Default debt penalty, value | $ 20,000 | ||||||||||||||||||||||||||||
Noteholder 5 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 62,500 | $ 82,500 | 82,500 | ||||||||||||||||||||||||||
Debt instrument maturity date | Sep. 6, 2019 | Sep. 17, 2019 | Sep. 17, 2019 | ||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 0.50 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Original issue discount | $ 6,250 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 56,250 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Default debt penalty, value | $ 20,000 | ||||||||||||||||||||||||||||
Accrued interest | $ 10,260 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 222,600 | $ 131,250 | 131,250 | ||||||||||||||||||||||||||
Debt instrument maturity date | Nov. 15, 2019 | Nov. 15, 2019 | Jan. 14, 2020 | ||||||||||||||||||||||||||
Debt conversion price per share | $ / shares | $ 0.50 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The note, together with accrued interest at the annual rate of 8%, is due on November 15, 2019. The principal amount of the note and any accrued interest thereon are convertible at the option of the holder into common shares of the Company at any time at the lower of a conversion price of $0.50 per share or at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Original issue discount | $ 12,600 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 210,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 15,564 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 265,000 | $ 230,000 | $ 265,000 | 265,000 | |||||||||||||||||||||||||
Debt instrument maturity date | Feb. 4, 2020 | Feb. 4, 2020 | Feb. 4, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on February 4, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Original issue discount | $ 15,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 240,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 26,938 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 10,000 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 33,092 | $ 33,092 | $ 70,913 | 70,913 | |||||||||||||||||||||||||
Debt instrument maturity date | Aug. 8, 2020 | Aug. 8, 2020 | Mar. 15, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on August 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 31,516 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 2,372 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 1,576 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 33,516 | $ 33,516 | $ 33,092 | 33,092 | |||||||||||||||||||||||||
Debt instrument maturity date | Nov. 4, 2020 | Nov. 4, 2020 | Aug. 8, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on November 4, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 31,516 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 1,756 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 2,000 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 137,375 | $ 137,375 | |||||||||||||||||||||||||||
Debt instrument maturity date | Dec. 23, 2020 | Dec. 23, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on December 23, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 121,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 5,721 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 16,375 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 52,500 | $ 52,500 | |||||||||||||||||||||||||||
Debt instrument maturity date | Jan. 21, 2021 | Feb. 21, 2021 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on January 21, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 50,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 2,532 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 2,500 | ||||||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 265,637 | $ 265,637 | |||||||||||||||||||||||||||
Debt instrument maturity date | Feb. 8, 2020 | Feb. 4, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The new convertible note payable carries an interest rate of 8% per annum is due on February 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 14,774 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 105,000 | $ 20,000 | $ 131,250 | 131,250 | |||||||||||||||||||||||||
Debt instrument maturity date | Dec. 27, 2019 | Dec. 27, 2019 | Feb. 5, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The Note, together with accrued interest at the annual rate of 8%, is due on December 27, 2019, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 3,695 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 131,250 | $ 131,250 | $ 70,913 | 70,913 | |||||||||||||||||||||||||
Debt instrument maturity date | Feb. 5, 2020 | Feb. 5, 2020 | Mar. 15, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on February 5, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 125,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 14,613 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 6,250 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 131,250 | $ 131,250 | $ 33,092 | 33,092 | |||||||||||||||||||||||||
Debt instrument maturity date | Jan. 14, 2020 | Feb. 11, 2020 | Aug. 8, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on January 14, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 125,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 14,325 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 6,250 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 70,913 | $ 70,913 | |||||||||||||||||||||||||||
Debt instrument maturity date | Mar. 15, 2020 | Mar. 15, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The new convertible note payable carries an interest rate of 8% per annum is due on March 15, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 7,352 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 33,092 | $ 33,092 | |||||||||||||||||||||||||||
Debt instrument maturity date | Aug. 8, 2020 | Aug. 8, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on August 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 31,516 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 2,372 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 1,576 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 33,516 | $ 33,516 | |||||||||||||||||||||||||||
Debt instrument maturity date | Nov. 4, 2020 | Nov. 4, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on November 4, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 31,516 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 1,756 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 2,000 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 137,375 | $ 137,375 | |||||||||||||||||||||||||||
Debt instrument maturity date | Dec. 23, 2020 | Jan. 3, 2021 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on December 23, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 121,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 5,480 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 16,375 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 52,500 | $ 52,500 | |||||||||||||||||||||||||||
Debt instrument maturity date | Jan. 21, 2021 | Feb. 22, 2021 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on January 21, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 50,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 2,532 | ||||||||||||||||||||||||||||
Cash paid to third parties | $ 2,500 | ||||||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 265,637 | $ 265,637 | |||||||||||||||||||||||||||
Debt instrument maturity date | Feb. 8, 2020 | Feb. 4, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The new convertible note payable carries an interest rate of 8% per annum is due on February 8, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 14,774 | ||||||||||||||||||||||||||||
Noteholder 8 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 580,537 | $ 783,724 | 783,724 | ||||||||||||||||||||||||||
Debt instrument maturity date | Feb. 8, 2020 | Feb. 8, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 30.00% | ||||||||||||||||||||||||||||
Default debt penalty, value | $ 203,188 | ||||||||||||||||||||||||||||
Noteholder 9 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 70,913 | $ 70,913 | 70,913 | ||||||||||||||||||||||||||
Debt instrument maturity date | Mar. 15, 2020 | Mar. 15, 2020 | |||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Noteholder 10 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 70,913 | $ 70,913 | $ 70,913 | 70,913 | |||||||||||||||||||||||||
Debt instrument maturity date | Mar. 15, 2020 | Mar. 15, 2020 | Mar. 15, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 7,352 | ||||||||||||||||||||||||||||
Noteholder 11 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 110,000 | $ 110,000 | $ 110,000 | $ 110,000 | |||||||||||||||||||||||||
Debt instrument maturity date | May 30, 2020 | May 30, 2020 | May 30, 2020 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 8% per annum, is due on May 30, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | ||||||||||||||||||||||||||||
Original issue discount | $ 10,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 100,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | ||||||||||||||||||||||||||||
Accrued interest | $ 7,353 | ||||||||||||||||||||||||||||
Noteholder 11 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 66,000 | $ 170,000 | $ 100,000 | ||||||||||||||||||||||||||
Debt instrument maturity date | Apr. 3, 2021 | May 29, 2020 | Apr. 3, 2021 | ||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 15 | 15 | |||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 10% per annum, is due on April 3, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | The new convertible note payable carries an interest rate of 8% per annum, is due on May 29, 2020, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 35% discount from the lowest trading price of the Company's common stock in the preceding 15 trading days. | |||||||||||||||||||||||||||
Original issue discount | $ 6,000 | ||||||||||||||||||||||||||||
Cash proceeds from convertible promissory note | $ 60,000 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 10.00% | 8.00% | |||||||||||||||||||||||||||
Debt instrument threshold percentage | 35.00% | 35.00% | |||||||||||||||||||||||||||
Accrued interest | $ 0 | ||||||||||||||||||||||||||||
Noteholder 11 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 66,000 | ||||||||||||||||||||||||||||
Accrued interest | $ 1,591 | ||||||||||||||||||||||||||||
Noteholder 12 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 100,000 | $ 100,000 | |||||||||||||||||||||||||||
Debt instrument maturity date | Apr. 14, 2021 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 0.00% | ||||||||||||||||||||||||||||
Noteholder 12 [Member] | |||||||||||||||||||||||||||||
Debt instrument maturity date | Jan. 23, 2021 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 5 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 0% per annum, is due on January 23, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 20% discount from the lowest trading price of the Company's common stock in the preceding 5 trading days. | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 20.00% | ||||||||||||||||||||||||||||
Noteholder 12 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 100,000 | ||||||||||||||||||||||||||||
Accrued interest | $ 1,372 | ||||||||||||||||||||||||||||
Noteholder 13 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 50,000 | $ 50,000 | |||||||||||||||||||||||||||
Debt instrument maturity date | Jan. 23, 2021 | ||||||||||||||||||||||||||||
Debt instrument interest rate | 0.00% | ||||||||||||||||||||||||||||
Noteholder 13 [Member] | |||||||||||||||||||||||||||||
Debt instrument maturity date | Jan. 23, 2021 | ||||||||||||||||||||||||||||
Debt instrument trading days | TradingDays | 5 | ||||||||||||||||||||||||||||
Debt instrument description | The convertible note payable carries interest at a rate of 0% per annum, is due on January 23, 2021, and is convertible into common stock of the Company at the option of the noteholder six months after issuance at a rate equal to a 20% discount from the lowest trading price of the Company's common stock in the preceding 5 trading days. | ||||||||||||||||||||||||||||
Debt instrument threshold percentage | 20.00% | ||||||||||||||||||||||||||||
Noteholder 13 [Member] | |||||||||||||||||||||||||||||
Debt instrument face amount | $ 50,000 | ||||||||||||||||||||||||||||
Accrued interest | $ 0 |
Convertible Notes Payable - Sch
Convertible Notes Payable - Schedule of Convertible Notes Payable (Details) - USD ($) | Apr. 03, 2020 | Feb. 04, 2020 | Jan. 21, 2020 | Jan. 03, 2020 | Dec. 23, 2019 | Nov. 04, 2019 | Aug. 30, 2019 | Aug. 29, 2019 | Aug. 08, 2019 | Mar. 15, 2019 | Feb. 11, 2019 | Feb. 08, 2019 | Feb. 05, 2019 | Feb. 04, 2019 | Dec. 27, 2018 | Nov. 15, 2018 | Nov. 14, 2018 | Sep. 06, 2018 | Aug. 01, 2018 | Apr. 24, 2018 | Oct. 02, 2018 | Jun. 30, 2020 | Sep. 30, 2019 | Jan. 24, 2020 | Jan. 15, 2020 |
Accrued interest | $ 1,693,136 | $ 1,387,642 | |||||||||||||||||||||||
Noteholder 1 [Member] | |||||||||||||||||||||||||
Issue date | Apr. 24, 2018 | Apr. 24, 2018 | |||||||||||||||||||||||
Due date | Apr. 24, 2019 | Apr. 24, 2019 | Apr. 24, 2019 | ||||||||||||||||||||||
Principal | $ 500,000 | $ 500,000 | $ 500,000 | ||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 500,000 | 500,000 | |||||||||||||||||||||||
Accrued interest | |||||||||||||||||||||||||
Noteholder 2 [Member] | |||||||||||||||||||||||||
Issue date | Jul. 1, 2019 | Jul. 1, 2019 | |||||||||||||||||||||||
Due date | Sep. 30, 2019 | Sep. 30, 2019 | |||||||||||||||||||||||
Principal | $ 675,930 | $ 825,930 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 675,930 | 825,930 | |||||||||||||||||||||||
Accrued interest | $ 61,154 | $ 18,983 | |||||||||||||||||||||||
Noteholder 3 [Member] | |||||||||||||||||||||||||
Issue date | Aug. 1, 2018 | Oct. 2, 2018 | |||||||||||||||||||||||
Due date | Oct. 1, 2018 | Jan. 1, 2019 | Jan. 1, 2019 | ||||||||||||||||||||||
Principal | $ 330,000 | $ 396,000 | $ 264,000 | ||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 396,000 | 264,000 | |||||||||||||||||||||||
Accrued interest | $ 100,253 | $ 40,634 | |||||||||||||||||||||||
Noteholder 3 [Member] | |||||||||||||||||||||||||
Issue date | Oct. 2, 2018 | ||||||||||||||||||||||||
Due date | Jan. 1, 2019 | Jan. 1, 2019 | |||||||||||||||||||||||
Principal | $ 220,000 | $ 264,000 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 264,000 | ||||||||||||||||||||||||
Accrued interest | $ 53,846 | ||||||||||||||||||||||||
Noteholder 5 [Member] | |||||||||||||||||||||||||
Issue date | Sep. 17, 2018 | Sep. 17, 2018 | |||||||||||||||||||||||
Due date | Sep. 6, 2019 | Sep. 17, 2019 | Sep. 17, 2019 | ||||||||||||||||||||||
Principal | $ 62,500 | $ 82,500 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 82,500 | ||||||||||||||||||||||||
Accrued interest | $ 10,260 | $ 8,586 | |||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Nov. 15, 2018 | Jan. 14, 2019 | |||||||||||||||||||||||
Due date | Nov. 15, 2019 | Nov. 15, 2019 | Jan. 14, 2020 | ||||||||||||||||||||||
Principal | $ 222,600 | $ 131,250 | |||||||||||||||||||||||
Unamortized debt discount | (46,027) | ||||||||||||||||||||||||
Carrying value | 85,223 | ||||||||||||||||||||||||
Accrued interest | $ 15,564 | $ 7,364 | |||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Feb. 4, 2019 | Feb. 4, 2019 | |||||||||||||||||||||||
Due date | Feb. 4, 2020 | Feb. 4, 2020 | Feb. 4, 2020 | ||||||||||||||||||||||
Principal | $ 265,000 | $ 230,000 | $ 265,000 | ||||||||||||||||||||||
Unamortized debt discount | (92,205) | ||||||||||||||||||||||||
Carrying value | 230,000 | 172,795 | |||||||||||||||||||||||
Accrued interest | $ 26,938 | $ 13,824 | |||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Aug. 8, 2019 | Mar. 15, 2019 | |||||||||||||||||||||||
Due date | Aug. 8, 2020 | Aug. 8, 2020 | Mar. 15, 2020 | ||||||||||||||||||||||
Principal | $ 33,092 | $ 33,092 | $ 70,913 | ||||||||||||||||||||||
Unamortized debt discount | (1,282) | ||||||||||||||||||||||||
Carrying value | 31,810 | 70,913 | |||||||||||||||||||||||
Accrued interest | $ 2,372 | $ 3,093 | |||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Nov. 4, 2019 | Aug. 8, 2019 | |||||||||||||||||||||||
Due date | Nov. 4, 2020 | Nov. 4, 2020 | Aug. 8, 2020 | ||||||||||||||||||||||
Principal | $ 33,516 | $ 33,516 | $ 33,092 | ||||||||||||||||||||||
Unamortized debt discount | (11,630) | (10,291) | |||||||||||||||||||||||
Carrying value | 21,886 | 22,801 | |||||||||||||||||||||||
Accrued interest | $ 1,756 | $ 384 | |||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Dec. 23, 2019 | ||||||||||||||||||||||||
Due date | Dec. 23, 2020 | Dec. 23, 2020 | |||||||||||||||||||||||
Principal | $ 137,375 | $ 137,375 | |||||||||||||||||||||||
Unamortized debt discount | (66,060) | ||||||||||||||||||||||||
Carrying value | 71,315 | ||||||||||||||||||||||||
Accrued interest | $ 5,721 | ||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Jan. 21, 2020 | ||||||||||||||||||||||||
Due date | Jan. 21, 2021 | Feb. 21, 2021 | |||||||||||||||||||||||
Principal | $ 52,500 | $ 52,500 | |||||||||||||||||||||||
Unamortized debt discount | (2,500) | ||||||||||||||||||||||||
Carrying value | 50,000 | ||||||||||||||||||||||||
Accrued interest | $ 2,532 | ||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Feb. 4, 2020 | ||||||||||||||||||||||||
Due date | Feb. 8, 2020 | Feb. 4, 2020 | |||||||||||||||||||||||
Principal | $ 265,637 | $ 265,637 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 265,637 | ||||||||||||||||||||||||
Accrued interest | $ 14,774 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Dec. 27, 2018 | Feb. 5, 2019 | |||||||||||||||||||||||
Due date | Dec. 27, 2019 | Dec. 27, 2019 | Feb. 5, 2020 | ||||||||||||||||||||||
Principal | $ 105,000 | $ 20,000 | $ 131,250 | ||||||||||||||||||||||
Unamortized debt discount | (48,185) | ||||||||||||||||||||||||
Carrying value | 20,000 | 83,065 | |||||||||||||||||||||||
Accrued interest | $ 3,695 | $ 6,616 | |||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Feb. 5, 2019 | Mar. 15, 2019 | |||||||||||||||||||||||
Due date | Feb. 5, 2020 | Feb. 5, 2020 | Mar. 15, 2020 | ||||||||||||||||||||||
Principal | $ 131,250 | $ 131,250 | $ 70,913 | ||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 131,250 | 70,913 | |||||||||||||||||||||||
Accrued interest | $ 14,613 | $ 3,093 | |||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Feb. 11, 2019 | Aug. 8, 2019 | |||||||||||||||||||||||
Due date | Jan. 14, 2020 | Feb. 11, 2020 | Aug. 8, 2020 | ||||||||||||||||||||||
Principal | $ 131,250 | $ 131,250 | $ 33,092 | ||||||||||||||||||||||
Unamortized debt discount | (10,291) | ||||||||||||||||||||||||
Carrying value | 131,250 | 22,801 | |||||||||||||||||||||||
Accrued interest | $ 14,325 | $ 384 | |||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Mar. 15, 2019 | ||||||||||||||||||||||||
Due date | Mar. 15, 2020 | Mar. 15, 2020 | |||||||||||||||||||||||
Principal | $ 70,913 | $ 70,913 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 70,913 | ||||||||||||||||||||||||
Accrued interest | $ 7,352 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Aug. 8, 2019 | ||||||||||||||||||||||||
Due date | Aug. 8, 2020 | Aug. 8, 2020 | |||||||||||||||||||||||
Principal | $ 33,092 | $ 33,092 | |||||||||||||||||||||||
Unamortized debt discount | (1,282) | ||||||||||||||||||||||||
Carrying value | 31,810 | ||||||||||||||||||||||||
Accrued interest | $ 2,372 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Nov. 4, 2019 | ||||||||||||||||||||||||
Due date | Nov. 4, 2020 | Nov. 4, 2020 | |||||||||||||||||||||||
Principal | $ 33,516 | $ 33,516 | |||||||||||||||||||||||
Unamortized debt discount | (11,630) | ||||||||||||||||||||||||
Carrying value | 21,886 | ||||||||||||||||||||||||
Accrued interest | $ 1,756 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Jan. 3, 2020 | ||||||||||||||||||||||||
Due date | Dec. 23, 2020 | Jan. 3, 2021 | |||||||||||||||||||||||
Principal | $ 137,375 | $ 137,375 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 137,375 | ||||||||||||||||||||||||
Accrued interest | $ 5,480 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Jan. 21, 2020 | ||||||||||||||||||||||||
Due date | Jan. 21, 2021 | Feb. 22, 2021 | |||||||||||||||||||||||
Principal | $ 52,500 | $ 52,500 | |||||||||||||||||||||||
Unamortized debt discount | (2,500) | ||||||||||||||||||||||||
Carrying value | 50,000 | ||||||||||||||||||||||||
Accrued interest | $ 2,532 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Feb. 4, 2020 | ||||||||||||||||||||||||
Due date | Feb. 8, 2020 | Feb. 4, 2020 | |||||||||||||||||||||||
Principal | $ 265,637 | $ 265,637 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 265,637 | ||||||||||||||||||||||||
Accrued interest | $ 14,774 | ||||||||||||||||||||||||
Noteholder 10 [Member] | |||||||||||||||||||||||||
Issue date | Mar. 15, 2019 | Mar. 15, 2019 | |||||||||||||||||||||||
Due date | Mar. 15, 2020 | Mar. 15, 2020 | Mar. 15, 2020 | ||||||||||||||||||||||
Principal | $ 70,913 | $ 70,913 | $ 70,913 | ||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 70,913 | 70,913 | |||||||||||||||||||||||
Accrued interest | $ 7,352 | $ 3,093 | |||||||||||||||||||||||
Noteholder 11 [Member] | |||||||||||||||||||||||||
Issue date | Aug. 30, 2019 | Aug. 30, 2019 | |||||||||||||||||||||||
Due date | May 30, 2020 | May 30, 2020 | May 30, 2020 | ||||||||||||||||||||||
Principal | $ 110,000 | $ 110,000 | $ 110,000 | ||||||||||||||||||||||
Unamortized debt discount | (97,555) | ||||||||||||||||||||||||
Carrying value | 110,000 | 12,445 | |||||||||||||||||||||||
Accrued interest | $ 7,353 | 747 | |||||||||||||||||||||||
Noteholder 11 [Member] | |||||||||||||||||||||||||
Issue date | Apr. 30, 2020 | ||||||||||||||||||||||||
Due date | Apr. 3, 2021 | May 29, 2020 | Apr. 3, 2021 | ||||||||||||||||||||||
Principal | $ 66,000 | $ 170,000 | $ 100,000 | ||||||||||||||||||||||
Unamortized debt discount | (41,900) | ||||||||||||||||||||||||
Carrying value | 24,100 | ||||||||||||||||||||||||
Accrued interest | $ 1,591 | ||||||||||||||||||||||||
Noteholder 12 [Member] | |||||||||||||||||||||||||
Issue date | Jan. 15, 2020 | ||||||||||||||||||||||||
Due date | Apr. 14, 2021 | ||||||||||||||||||||||||
Principal | $ 100,000 | $ 100,000 | |||||||||||||||||||||||
Unamortized debt discount | 0 | ||||||||||||||||||||||||
Carrying value | 100,000 | ||||||||||||||||||||||||
Accrued interest | $ 1,372 | ||||||||||||||||||||||||
Noteholder 13 [Member] | |||||||||||||||||||||||||
Issue date | Jan. 24, 2020 | ||||||||||||||||||||||||
Due date | Jan. 23, 2021 | ||||||||||||||||||||||||
Principal | $ 50,000 | $ 50,000 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 50,000 | ||||||||||||||||||||||||
Accrued interest | |||||||||||||||||||||||||
Noteholder [Member] | |||||||||||||||||||||||||
Principal | 3,860,496 | 4,412,090 | |||||||||||||||||||||||
Unamortized debt discount | (138,784) | (716,714) | |||||||||||||||||||||||
Carrying value | 3,721,712 | 3,695,376 | |||||||||||||||||||||||
Accrued interest | $ 379,737 | $ 326,145 | |||||||||||||||||||||||
Noteholder 3 [Member] | |||||||||||||||||||||||||
Issue date | Aug. 1, 2018 | ||||||||||||||||||||||||
Due date | Jan. 1, 2019 | ||||||||||||||||||||||||
Principal | $ 396,000 | ||||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 396,000 | ||||||||||||||||||||||||
Accrued interest | $ 76,471 | ||||||||||||||||||||||||
Noteholder 4 [Member] | |||||||||||||||||||||||||
Issue date | Sep. 6, 2018 | ||||||||||||||||||||||||
Due date | Sep. 6, 2019 | Sep. 6, 2019 | |||||||||||||||||||||||
Principal | $ 125,000 | $ 145,000 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 145,000 | ||||||||||||||||||||||||
Accrued interest | $ 15,575 | ||||||||||||||||||||||||
Noteholder 6 [Member] | |||||||||||||||||||||||||
Issue date | Nov. 15, 2018 | ||||||||||||||||||||||||
Due date | Nov. 15, 2019 | Nov. 15, 2019 | |||||||||||||||||||||||
Principal | $ 222,600 | $ 222,600 | |||||||||||||||||||||||
Unamortized debt discount | $ (184,957) | (28,054) | |||||||||||||||||||||||
Carrying value | 194,546 | ||||||||||||||||||||||||
Accrued interest | $ 15,564 | ||||||||||||||||||||||||
Noteholder 7 [Member] | |||||||||||||||||||||||||
Issue date | Dec. 27, 2018 | ||||||||||||||||||||||||
Due date | Dec. 27, 2019 | Dec. 27, 2019 | |||||||||||||||||||||||
Principal | $ 105,000 | $ 105,000 | |||||||||||||||||||||||
Unamortized debt discount | $ (38,365) | (25,603) | |||||||||||||||||||||||
Carrying value | 79,397 | ||||||||||||||||||||||||
Accrued interest | $ 18,204 | ||||||||||||||||||||||||
Noteholder 8 [Member] | |||||||||||||||||||||||||
Issue date | Feb. 8, 2019 | ||||||||||||||||||||||||
Due date | Feb. 8, 2020 | Feb. 8, 2020 | |||||||||||||||||||||||
Principal | $ 580,537 | $ 783,724 | |||||||||||||||||||||||
Unamortized debt discount | (208,357) | ||||||||||||||||||||||||
Carrying value | 575,367 | ||||||||||||||||||||||||
Accrued interest | $ 89,627 | ||||||||||||||||||||||||
Noteholder 9 [Member] | |||||||||||||||||||||||||
Issue date | Mar. 15, 2019 | ||||||||||||||||||||||||
Due date | Mar. 15, 2020 | Mar. 15, 2020 | |||||||||||||||||||||||
Principal | $ 70,913 | $ 70,913 | |||||||||||||||||||||||
Unamortized debt discount | |||||||||||||||||||||||||
Carrying value | 70,913 | ||||||||||||||||||||||||
Accrued interest | $ 3,093 | ||||||||||||||||||||||||
Noteholder 11 [Member] | |||||||||||||||||||||||||
Issue date | Aug. 29, 2019 | ||||||||||||||||||||||||
Due date | May 29, 2020 | ||||||||||||||||||||||||
Principal | $ 100,000 | ||||||||||||||||||||||||
Unamortized debt discount | (150,146) | ||||||||||||||||||||||||
Carrying value | (50,146) | ||||||||||||||||||||||||
Accrued interest | $ 964 |
Convertible Debentures (Details
Convertible Debentures (Details Narrative) - USD ($) | Jan. 29, 2018 | Jun. 30, 2020 | Jun. 30, 2019 |
Proceeds from convertible debt | $ 1,055,102 | $ 1,078,732 | |
8% Unsecured Convertible Debentures [Member] | |||
Issuance of debentures | 5,973 | ||
Debt instrument interest rate | 8.00% | ||
Debt instrument principal amount | $ 1,000 | ||
Number of warrants to issued | 250 | ||
Proceeds from convertible debt | $ 5,973,000 | ||
Warrants exercise price | $ 0.80 | ||
Warrant term | 24 months | ||
Debt instrument term | 36 months | ||
Debt conversion price per share | $ 0.60 | ||
Convertible Debentures [Member] | |||
Debt instrument interest rate | 6.00% | ||
Number of warrants to issued | 597,300 | ||
Warrants exercise price | $ 0.60 | ||
Warrant term | 2 years | ||
Three Separate Debentures [Member] | |||
Number of warrants to issued | 152,500 | ||
Proceeds from convertible debt | $ 610,000 | ||
Warrants exercise price | $ 0.80 | ||
Debt conversion price per share | $ 0.60 |
Derivative Liability (Details N
Derivative Liability (Details Narrative) | Apr. 03, 2020USD ($) | Dec. 23, 2019USD ($) | Nov. 04, 2019USD ($) | Aug. 30, 2019USD ($) | Aug. 29, 2019USD ($) | Aug. 08, 2019USD ($) | Jul. 02, 2019USD ($) | Feb. 05, 2019USD ($) | Feb. 04, 2019USD ($) | Jan. 14, 2019USD ($) | Dec. 27, 2018USD ($) | Nov. 15, 2018USD ($) | Oct. 02, 2018USD ($)shares | Jun. 30, 2020USD ($)shares | Aug. 08, 2020USD ($) | Sep. 30, 2019USD ($) |
Derivative liability | $ 2,134,395 | $ 2,545,735 | ||||||||||||||
Unrealized gain on derivative liability | 411,340 | 411,340 | ||||||||||||||
Unrealized loss on derivative liability | 556,647 | 556,647 | ||||||||||||||
Conversion Features [Member] | ||||||||||||||||
Derivative liability | 2,134,395 | |||||||||||||||
Unrealized gain on derivative liability | $ 332,993 | |||||||||||||||
Conversion Features [Member] | Measurement Input, Price Volatility [Member] | ||||||||||||||||
Derivative liability measurement input | 168 | |||||||||||||||
Conversion Features [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||||||||||
Derivative liability measurement input | 0.16 | |||||||||||||||
Conversion Features [Member] | Measurement Input, Exercise Price [Member] | Minimum [Member] | ||||||||||||||||
Derivative liability measurement input | 0.011 | |||||||||||||||
Conversion Features [Member] | Measurement Input, Exercise Price [Member] | Maximum [Member] | ||||||||||||||||
Derivative liability measurement input | 0.019 | |||||||||||||||
Conversion Features [Member] | Measurement Input, Expected Term [Member] | Minimum [Member] | ||||||||||||||||
Derivative liability measurement input term | 1 month 9 days | |||||||||||||||
Conversion Features [Member] | Measurement Input, Expected Term [Member] | Maximum [Member] | ||||||||||||||||
Derivative liability measurement input term | 6 months | |||||||||||||||
Warrants [Member] | ||||||||||||||||
Derivative liability | $ 57,014 | |||||||||||||||
Debt instrument discount | $ 53,333 | |||||||||||||||
Loss on derivative fair value measurement | 3,681 | |||||||||||||||
Number of warrants to issued | shares | 100,000 | |||||||||||||||
Warrants [Member] | October 17, 2020 to October 23, 2020 [Member] | ||||||||||||||||
Derivative liability | $ 73,383 | |||||||||||||||
Number of warrants to issued | shares | 187,000 | |||||||||||||||
Warrants [Member] | Measurement Input, Price Volatility [Member] | ||||||||||||||||
Derivative liability measurement input | 168 | |||||||||||||||
Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||||||||||
Derivative liability measurement input | 0.16 | |||||||||||||||
Warrants [Member] | Measurement Input, Exercise Price [Member] | Minimum [Member] | ||||||||||||||||
Derivative liability measurement input | 0.60 | |||||||||||||||
Warrants [Member] | Measurement Input, Exercise Price [Member] | Maximum [Member] | ||||||||||||||||
Derivative liability measurement input | 0.80 | |||||||||||||||
Warrants [Member] | Measurement Input, Expected Term [Member] | Minimum [Member] | ||||||||||||||||
Derivative liability measurement input term | 3 months 4 days | |||||||||||||||
Warrants [Member] | Measurement Input, Expected Term [Member] | Maximum [Member] | ||||||||||||||||
Derivative liability measurement input term | 3 months 19 days | |||||||||||||||
Convertible Debenture [Member] | ||||||||||||||||
Debt instrument face amount | $ 220,000 | |||||||||||||||
Debt instrument maturity date | Jan. 1, 2019 | |||||||||||||||
Convertible Debenture [Member] | October 17, 2020 to October 23, 2020 [Member] | ||||||||||||||||
Debt instrument face amount | $ 374,000 | |||||||||||||||
Fair value of derivatives | $ 44 | |||||||||||||||
Noteholder 6 [Member] | ||||||||||||||||
Derivative liability | $ 220,463 | |||||||||||||||
Debt instrument face amount | $ 222,600 | $ 222,600 | ||||||||||||||
Debt instrument maturity date | Nov. 15, 2019 | Nov. 15, 2019 | ||||||||||||||
Debt instrument discount | $ 184,957 | $ 28,054 | ||||||||||||||
Loss on derivative fair value measurement | $ 35,506 | |||||||||||||||
Noteholder 6 [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Derivative liability | $ 204,554 | $ 33,516 | $ 34,341 | |||||||||||||
Debt instrument face amount | $ 137,375 | $ 33,516 | $ 33,092 | |||||||||||||
Debt instrument maturity date | Dec. 23, 2020 | Nov. 4, 2020 | Aug. 8, 2020 | |||||||||||||
Loss on derivative fair value measurement | $ 204,554 | $ 17,021 | $ 34,341 | |||||||||||||
Noteholder 7 [Member] | ||||||||||||||||
Derivative liability | $ 98,091 | |||||||||||||||
Debt instrument face amount | $ 105,000 | $ 105,000 | ||||||||||||||
Debt instrument maturity date | Dec. 27, 2019 | Dec. 27, 2019 | ||||||||||||||
Debt instrument discount | $ 38,365 | $ 25,603 | ||||||||||||||
Loss on derivative fair value measurement | $ 59,725 | |||||||||||||||
Noteholder 7 [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Derivative liability | 33,516 | 34,341 | ||||||||||||||
Debt instrument face amount | $ 33,516 | $ 33,092 | ||||||||||||||
Debt instrument maturity date | Nov. 4, 2020 | Aug. 8, 2020 | ||||||||||||||
Loss on derivative fair value measurement | $ 17,021 | $ 34,341 | ||||||||||||||
Noteholder 8 [Member] | ||||||||||||||||
Derivative liability | $ 144,752 | |||||||||||||||
Debt instrument face amount | $ 131,250 | |||||||||||||||
Debt instrument maturity date | Feb. 5, 2020 | |||||||||||||||
Debt instrument discount | $ 14,423 | |||||||||||||||
Loss on derivative fair value measurement | $ 130,329 | |||||||||||||||
Noteholder 8 [Member] | ||||||||||||||||
Derivative liability | $ 322,521 | |||||||||||||||
Debt instrument face amount | $ 265,000 | |||||||||||||||
Debt instrument maturity date | Feb. 4, 2020 | |||||||||||||||
Loss on derivative fair value measurement | $ 322,521 | |||||||||||||||
Noteholder 9 [Member] | ||||||||||||||||
Derivative liability | $ 228,916 | |||||||||||||||
Debt instrument face amount | $ 131,250 | |||||||||||||||
Debt instrument maturity date | Feb. 11, 2020 | |||||||||||||||
Loss on derivative fair value measurement | $ 228,916 | |||||||||||||||
Noteholder 3 [Member] | ||||||||||||||||
Debt instrument face amount | $ 396,000 | |||||||||||||||
Debt instrument maturity date | Jan. 1, 2019 | |||||||||||||||
Debt instrument discount | ||||||||||||||||
Noteholder 3 [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Derivative liability | $ 1,807,875 | |||||||||||||||
Debt instrument face amount | $ 825,930 | |||||||||||||||
Debt instrument maturity date | Sep. 30, 2019 | |||||||||||||||
Loss on derivative fair value measurement | $ 1,807,875 | |||||||||||||||
Noteholder 14 [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Derivative liability | $ 143,951 | |||||||||||||||
Debt instrument face amount | $ 170,000 | |||||||||||||||
Debt instrument maturity date | May 29, 2020 | |||||||||||||||
Loss on derivative fair value measurement | $ 65,965 | |||||||||||||||
Noteholder 14 [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Derivative liability | $ 109,936 | |||||||||||||||
Debt instrument face amount | $ 110,000 | |||||||||||||||
Debt instrument maturity date | May 30, 2020 | |||||||||||||||
Loss on derivative fair value measurement | $ 79,183 | |||||||||||||||
Noteholder 11 [Member] | ||||||||||||||||
Debt instrument face amount | $ 100,000 | |||||||||||||||
Debt instrument maturity date | May 29, 2020 | |||||||||||||||
Debt instrument discount | $ 150,146 | |||||||||||||||
Noteholder 11 [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Derivative liability | $ 78,115 | |||||||||||||||
Debt instrument face amount | $ 66,000 | |||||||||||||||
Debt instrument maturity date | Nov. 30, 2020 | |||||||||||||||
Loss on derivative fair value measurement | $ 6,796 |
Derivative Liability - Schedule
Derivative Liability - Schedule of Derivative Liabilities (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Liability [Abstract] | ||||
Balance, September 30, 2019 | $ 2,545,735 | |||
Change in fair market value | $ (224,783) | $ (981,421) | (450,580) | $ (424,774) |
Balance, June 30, 2020 | $ 2,134,395 | $ 2,134,395 |
Derivative Liability - Summary
Derivative Liability - Summary of Gain (Loss) on Derivative Liability (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Liability [Abstract] | ||||
Day one loss due to derivatives on convertible debt | $ (414,478) | $ (780,678) | ||
Change in fair value of derivatives | 825,818 | 1,225,743 | ||
Total derivative gain (loss) | $ 224,783 | $ 981,421 | $ 450,580 | $ 424,774 |
Stock Options and Warrants (Det
Stock Options and Warrants (Details Narrative) - USD ($) | 9 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Stock Options And Warrants | ||
Stock option expense | $ 126,581 | $ 169,922 |
Stock Options and Warrants - Su
Stock Options and Warrants - Summary of Stock Option and Warrant Activity (Details) | 9 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Stock Options And Warrants | |
Beginning balance, Shares | shares | 5,484,970 |
Granted, Shares | shares | |
Exercised, Shares | shares | |
Forfeited, Shares | shares | |
Expired, Shares | shares | |
Ending balance, Shares | shares | 5,484,970 |
Weighted-Average Exercise Price Per Share, Beginning balance | $ / shares | $ 0.742 |
Weighted-Average Exercise Price Per Share, Granted | $ / shares | |
Weighted-Average Exercise Price Per Share, Exercised | $ / shares | |
Weighted-Average Exercise Price Per Share, Forfeited | $ / shares | |
Weighted-Average Exercise Price Per Share, Expired | $ / shares | |
Weighted-Average Exercise Price Per Share, Ending balance | $ / shares | $ 0.742 |
Stock Options and Warrants - Sc
Stock Options and Warrants - Schedule of Outstanding and Exercisable Options and Warrants (Details) | 9 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Number of Option Shares, Outstanding | shares | 5,484,970 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.742 |
Weighted Average Remaining Life (Years), Outstanding | 1 year 11 months 12 days |
Number of Option Shares, Exercisable | shares | 4,713,720 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.718 |
Exercise Prices One [Member] | |
Number of Option Shares, Outstanding | shares | 200,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.225 |
Weighted Average Remaining Life (Years), Outstanding | 4 years 5 months 16 days |
Number of Option Shares, Exercisable | shares | 200,000 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.225 |
Exercise Prices Two [Member] | |
Number of Option Shares, Outstanding | shares | 110,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.400 |
Weighted Average Remaining Life (Years), Outstanding | 1 year 7 months 13 days |
Number of Option Shares, Exercisable | shares | 110,000 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.400 |
Exercise Prices Three [Member] | |
Number of Option Shares, Outstanding | shares | 330,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.420 |
Weighted Average Remaining Life (Years), Outstanding | 4 years 18 days |
Number of Option Shares, Exercisable | shares | 330,000 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.420 |
Exercise Prices Four [Member] | |
Number of Option Shares, Outstanding | shares | 165,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.500 |
Weighted Average Remaining Life (Years), Outstanding | 1 year 8 months 12 days |
Number of Option Shares, Exercisable | shares | 162,500 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.500 |
Exercise Prices Five [Member] | |
Number of Option Shares, Outstanding | shares | 627,220 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.600 |
Weighted Average Remaining Life (Years), Outstanding | 1 month 9 days |
Number of Option Shares, Exercisable | shares | 627,220 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.600 |
Exercise Prices Six [Member] | |
Number of Option Shares, Outstanding | shares | 145,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.650 |
Weighted Average Remaining Life (Years), Outstanding | 2 years 9 months 25 days |
Number of Option Shares, Exercisable | shares | 36,250 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.650 |
Exercise Prices Seven [Member] | |
Number of Option Shares, Outstanding | shares | 3,482,750 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.800 |
Weighted Average Remaining Life (Years), Outstanding | 1 year 5 months 5 days |
Number of Option Shares, Exercisable | shares | 3,095,250 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.800 |
Exercise Prices Eight [Member] | |
Number of Option Shares, Outstanding | shares | 100,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.850 |
Weighted Average Remaining Life (Years), Outstanding | 3 years 3 months 15 days |
Number of Option Shares, Exercisable | shares | |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.850 |
Exercise Prices Nine [Member] | |
Number of Option Shares, Outstanding | shares | 25,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 1.050 |
Weighted Average Remaining Life (Years), Outstanding | 3 years 9 months 14 days |
Number of Option Shares, Exercisable | shares | |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 1.050 |
Exercise Prices Ten [Member] | |
Number of Option Shares, Outstanding | shares | 220,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 1.260 |
Weighted Average Remaining Life (Years), Outstanding | 2 years 6 months |
Number of Option Shares, Exercisable | shares | 110,000 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 1.260 |
Exercise Prices Eleven [Member] | |
Number of Option Shares, Outstanding | shares | 10,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 1.300 |
Weighted Average Remaining Life (Years), Outstanding | 1 year 9 months 18 days |
Number of Option Shares, Exercisable | shares | 7,500 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 1.300 |
Exercise Price Twelve [Member] | |
Number of Option Shares, Outstanding | shares | 60,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 1.386 |
Weighted Average Remaining Life (Years), Outstanding | 2 years 6 months |
Number of Option Shares, Exercisable | shares | 30,000 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 1.386 |
Exercise Price Thirteen [Member] | |
Number of Option Shares, Outstanding | shares | 10,000 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 1.666 |
Weighted Average Remaining Life (Years), Outstanding | 2 years 7 months 2 days |
Number of Option Shares, Exercisable | shares | 5,000 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 1.666 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Apr. 30, 2020 | Mar. 05, 2020 |
Paul Tomaso and Jonah Barber [Member] | MRX Labs, LLC [Member] | ||
Debt instrument face amount | $ 750,000 | |
Michele Malaret and Gordon Griswold [Member] | ||
Debt instrument face amount | $ 500,000 |