Grow Solutions (GRSO) 10-K 24 Jul 17 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2016	Jul. 24, 2017	Jun. 30, 2016
Document and Entity Information [Abstract]
Entity Registrant Name	GROW SOLUTIONS HOLDINGS, INC.
Entity Central Index Key	1,104,265
Trading Symbol	GRSO
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-K
Document Period End Date	Dec. 31, 2016
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 23,806,612
Entity Common Stock, Shares Outstanding		53,472,415

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Assets:
Cash	$ 195,761	$ 814,663
Accounts receivable, net	133,478	80,555
Note receivable and accrued interest	207,979
Inventories, net	915,832	679,899
Debt issuance costs, net	35,288	126,119
Total current assets	1,488,338	1,701,236
Property and Equipment, net	75,372	20,818
Goodwill	507,815	507,815
Total Assets	2,071,525	2,229,869
Current Liabilities:
Accounts payable and accrued expenses	972,030	926,588
Accrued settlement expense	568,500
Convertible notes, net of debt discount	1,554,139	108,763
Related party payable		40,000
Total current liabilities	3,094,669	1,075,351
Long-term Liabilities:
Derivative liabilities	1,068,605	1,167,836
Total long-term liabilities	1,068,605	1,167,836
Total Liabilities	4,163,274	2,243,187
Commitments and contingencies
Stockholders' Deficit
Preferred Stock, par value $0.001: 25,000,000 shares authorized; none issued and outstanding
Common stock, $0.001 par value; 100,000,000 shares authorized; 49,690,303 and 46,389,545 shares issued and outstanding	49,690	46,390
Additional paid in capital	4,147,550	1,555,140
Accumulated deficit	(6,288,989)	(1,614,848)
Total Stockholders' Deficit	(2,091,749)	(13,318)
Total Liabilities and Stockholders' Deficit	$ 2,071,525	$ 2,229,869

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	25,000,000	25,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	49,690,303	46,389,545
Common stock, shares outstanding	49,690,303	46,389,545

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Statement [Abstract]
Net Sales	$ 6,780,591	$ 2,693,212
Cost of goods sold	5,529,818	1,906,320
Gross profit	1,250,773	786,892
Selling, general and administrative expenses	4,717,255	2,021,134
Total Selling, general and administrative	4,717,255	2,021,134
Loss from operations	(3,466,482)	(1,234,242)
Other income (expense)
Other income	7,328
Interest expense	(1,062,142)	(115,355)
Derivative expense	(46,583)
Change in fair value of derivative liabilities	(106,262)	(112,342)
Total other (expense) income	(1,207,659)	(227,697)
Net loss	$ (4,674,141)	$ (1,461,939)
Net loss income per common share - basic and diluted	$ (0.10)	$ (0.03)
Weighted average common shares outstanding -basic and diluted	46,968,635	50,757,482

Consolidated Statements Changes

Consolidated Statements Changes in of Stockholders' Deficit - USD ($)	Total	Preferred Stock	Common Stock	Additional Paid In Capital	Accumulated Deficit
Balance at Dec. 31, 2014	$ 379,091		$ 46,255	$ 485,745	$ (152,909)
Balance, Shares at Dec. 31, 2014			46,255,000
Recapitalization	23,238		$ 1,887	21,351
Recapitalization, Shares			1,886,612
Common stock issued for services	410,000		$ 4,218	405,782
Common stock issued for services, Shares			4,217,933
Common stock and warrants issued for cash, net of derivative liability	286,292		$ 3,080	283,212
Common stock and warrants issued for cash, net of derivative liability, Shares			3,080,000
Common stock issued for acquisition	350,000		$ 1,750	348,250
Common stock issued for acquisition, Shares			1,750,000
Cancellation of founder's shares			$ (10,800)	10,800
Cancellation of founder's shares, Shares			(10,800,000)
Net loss	(1,461,939)				(4,105,641)
Balance at Dec. 31, 2015	(13,318)		$ 46,390	1,555,140	(1,614,848)
Balance, Shares at Dec. 31, 2015			46,389,545
Common stock issued for services	1,165,450		$ 1,985	1,163,465
Common stock issued for services, Shares			1,985,000
Options issued for services	486,824			486,824
Options issued for services, Shares
Common stock and warrants issued for cash	316,241		$ 1,626	314,615
Common stock and warrants issued for cash, Shares			1,626,200
Conversion of notes to equity	135,119		$ 1,532	133,587
Conversion of notes to equity, Shares			1,532,491
Derivative cease to exist	492,076			492,076
Cancellation of shares			$ (1,843)	1,843
Cancellation of shares, Shares			(1,842,933)
Net loss	(4,674,141)				(4,674,141)
Balance at Dec. 31, 2016	$ (2,091,749)		$ 49,690	$ 4,147,550	$ (6,288,989)
Balance, Shares at Dec. 31, 2016			49,690,303

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (4,674,141)	$ (1,461,939)
Adjustments to reconcile net loss to net cash used in operating activities:
Recapitalization		46,150
Depreciation	18,549	2,149
Accretion of debt discount and debt issuance costs	795,969	97,968
Derivative expense	46,583
Interest income	(7,979)
Share-based compensation	1,652,274	410,000
Change in fair value of derivative liabilities	106,262	112,342
Changes in operating assets and liabilities:
Accounts receivable	(52,923)	(67,190)
Inventory	(235,933)	(343,562)
Accounts payable and accrued expenses	60,561	233,811
Accrued legal settlement expense	568,500
Net Cash Used In Operating Activities	(1,722,278)	(970,271)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash paid for business acquisitions		(193,906)
Cash paid for note receivable	(200,000)
Cash paid for machinery and equipment	(73,103)	(22,035)
Net Cash Used In Investing Activities	(273,103)	(215,941)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock	316,241	616,000
Proceeds from issuance of convertible note	1,357,000	1,070,000
Repayments of convertible note	(256,762)
Repayments of note payable	(40,000)
Cash paid for debt issuance costs		(137,400)
Net Cash Provided by Financing Activities	1,376,479	1,548,600
Net (Decrease) Increase in Cash	(618,902)	362,388
Cash - Beginning of Period	814,663	452,275
Cash - End of Period	195,761	814,663
Cash Paid During the Period for:
Income taxes
Interest	91,603
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Recognition of derivative liability embedded in stock purchase warrant		255,867
Debt discount on convertible note	286,583	722,924
Stock issued for debt discount on convertible note		325,000
Stock issued for OneLove acquisition		290,000
Stock issued for Hygrow acquisition		60,000
Derivative cease to exist upon conversion of notes	492,076
Stock issued upon conversion of notes	$ 135,119

Organization and Operations

Organization and Operations	12 Months Ended
	Dec. 31, 2016
Organization and Operations [Abstract]
Organization and Operations	Note 1 — Organization and Operations Grow Solutions Holdings, Inc. (formerly known as LightTouch Vein & Laser, Inc. and Strachan, Inc.) (the “Company”) was organized under the laws of the State of Nevada on May 1, 1981. Currently, the Company provides indoor and outdoor gardening supplies to the rapidly growing garden industry. The Merger Effective April 28, 2015, the Company entered into an Acquisition Agreement and Plan of Merger (the “the Merger”) with Grow Solutions, Inc., a Delaware corporation (“Grow Solutions”) and LightTouch Vein & Laser Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of the Company (“LightTouch Acquisition”). Under the terms of the Merger, Grow Solutions merged with LightTouch Acquisition and became a wholly owned subsidiary of the Company. The Grow Solutions’ shareholders and certain creditors of the Company received 44,005,000 shares of the Company’s common stock in exchange for all of the issued and outstanding shares of Grow Solutions. Following the closing of the Grow Solutions Agreement, Grow Solutions’ business became the primary focus of the Company and Grow Solutions management assumed control of the management of the Company with the former director of the Company resigning upon closing of the Agreement. Shareholders maintained 1,886,612 shares as part of the recapitalization. As a result of the Merger, the Company discontinued its pre-Merger business. The Merger was accounted for as a “reverse merger,” and Grow Solutions, was deemed to be the accounting acquirer in the reverse merger. Consequently, the assets and liabilities and the historical operations that will be reflected in the financial statements prior to the Merger will be those of Grow Solutions and will be recorded at the historical cost basis and the consolidated financial statements after completion of the Merger will include the assets and liabilities of Grow Solutions., historical operations of the Company, and operations of the Company and its subsidiaries from the closing date of the Merger. As a result of the issuance of the shares of the Company’s Common Stock pursuant to the Merger, a change in control of the Company occurred as of the date of consummation of the Merger. The Merger is intended to be treated as a tax-free exchange under Section 368(a) of the Internal Revenue Code of 1986, as amended. All historical share amounts of the accounting acquirer were retrospectively recast to reflect the share exchange. The Acquisition Effective May 13, 2015 (the “Closing Date”), the Company entered into an Acquisition Agreement and Plan of Merger (the “OneLove Agreement’) with Grow Solutions Acquisition LLC, a Colorado limited liability company and a wholly owned subsidiary of the Company (“Grow Solutions Acquisition”), One Love Garden Supply LLC, a Colorado limited liability company (“OneLove”), and all of the members of OneLove (the “Members”). On the Closing Date, OneLove merged with Grow Solutions Acquisition and became a wholly owned subsidiary of the Company. Under the terms of the OneLove Agreement, the Members received (i) 1,450,000 shares of the Company’s common stock (the “Equity”), (ii) Two Hundred Thousand Dollars (US$200,000) (the “Cash”), and (iii) a cash flow promissory note in the aggregate principal amount of $50,000 issued by OneLove in favor of the Members (the “Cash Flow Note”), whereby each fiscal quarter, upon the Company recording on its financial statements $40,000 in US GAAP Net Income (“Net Income”) from sales of the Company’s products (the “Net Income Threshold”), the Company shall pay to the Members 33% of the Company’s Net Income generated above the Net Income Threshold. The aforementioned obligations owed under the Cash Flow Note shall extinguish upon the earlier of (i) payment(s) by Company in an amount equal to $50,000 in the aggregate or (ii) May 5, 2016 (collectively, the Cash Flow Note, the Equity, and the Cash, the “Consideration”). The Consideration provided to the Members was in exchange for all of the issued and outstanding membership interests of OneLove. Following the Closing Date, OneLove’s business was acquired by the Company and the Company’s management assumed control of the management of OneLove with the former managing members of OneLove resigning from OneLove upon closing of the OneLove Agreement. The Company recorded the purchase of OneLove using the acquisition method of accounting as specified in ASC 805 “Business Combinations.” This method of accounting requires the acquirer to (i) record purchase consideration issued to sellers in a business combination at fair value on the date control is obtained, (ii) determine the fair value of any non-controlling interest, and (iii) allocate the purchase consideration to all tangible and intangible assets acquired and liabilities assumed based on their acquisition date fair values. Further, the Company commenced reporting the results of OneLove on a consolidated basis with those of the Company effective upon the date of the acquisition The Company consolidated OneLove as of the effective date of the agreement, and the results of operations of the Company include that of OneLove. The Company recognized net revenues attributable to OneLove of $2,523,595 and recognized income of $217,144 during the period May 13, 2015 through December 31, 2015. The following table summarizes fair values of the net liabilities assumed and the allocation of the aggregate fair value of the purchase consideration, and net liabilities to assumed identifiable and unidentifiable intangible assets. Purchase Consideration: Common stock at fair market value $ 290,000 Cash paid 200,000 Cash flow note assumed 50,000 Current liabilities assumed 226,624 Total Purchase Consideration $ 766,624 The fair value allocation is based on management’s estimates: Purchase Price Allocation Cash $ 9,961 Accounts receivable $ 13,363 Inventory $ 342,458 Property and equipment $ 932 Goodwill $ 399,910 Current liabilities $ (226,624 ) As per the Acquisition agreement, the Company has paid all of the cash flow note and as of December 31, 2016, the balance of the cash flow note is $0. Asset Purchase Agreement On September 23, 2015 (the “Closing Date”), the Company entered into an Asset Purchase Agreement (the “APA”) by and among OneLove and D&B Industries, LLC, a Colorado limited liability company doing business as Hygrow. On the Closing Date, the Company purchased all of the assets, rights, properties, and business of Hygrow including certain debts of Hygrow (the “Assets”). Under the terms and conditions of the APA, and for full consideration of the transfer of such Assets to the Company on the Closing Date, the Company issued Hygrow three hundred thousand (300,000) shares of common stock of the Company and a payment to Hygrow in the amount of $5,200 in cash. Following the Closing Date the Company’s management assumed control of the management of Hygrow with the former managing members of Hygrow resigning upon closing of the APA. The Company recorded the purchase of Hygrow using the acquisition method of accounting as specified in ASC 805 “ Business Combinations The Company consolidated Hygrow as of the effective date of the agreement, and the results of operations of the Company include that of Hygrow. The Company recognized net revenues attributable to Hygrow of $394,017 and recognized income of $101,213 during the period September 23, 2015 through December 31, 2015. The following table summarizes fair values of the net liabilities assumed and the allocation of the aggregate fair value of the purchase consideration, and net liabilities to assumed identifiable and unidentifiable intangible assets. Purchase Consideration: Common stock at fair market value $ 60,000 Cash paid 5,200 Current liabilities assumed 47,918 Total Purchase Consideration $ 113,118 The fair value allocation is based on management’s estimates: Purchase Price Allocation Other assets $ 5,213 Goodwill $ 107,905 Current liabilities $ (47,918 ) The Financing Also during the period ended December 31, 2015, the Company completed a closing of a private placement offering (the “Offering”) of 2,705,000 Units, at a purchase price of $0.20 per Unit, each Unit consisting of 1 share of the Company’s common stock, and 1 stock purchase warrants. The warrants are exercisable at $0.40 per warrant into a share of the Company’s common stock and have a maturity of 3 years. The aggregate gross proceeds from the closing were $541,000 (the Company recorded $332,570 for the fair value of the warrants as a derivative liability).

Going Concern and Management's

Going Concern and Management's Plan	12 Months Ended
	Dec. 31, 2016
Going Concern and Management's Plan [Abstract]
Going Concern and Management's Plan	Note 2 — Going Concern and Management’s Plan The Company has elected to adopt early application of ASU No. 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”) The Company’s consolidated financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the consolidated financial statements, the Company had an accumulated deficit at December 31, 2016, a net loss and net cash used in operating activities for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company is attempting to further implement its business plan and generate sufficient revenues; however, its cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to further implement its business plan and generate sufficient revenues and in its ability to raise additional funds by way of a public or private offering, there can be no assurance to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenues and its ability to raise additional funds by way of a public or private offering. The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2016
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 — Summary of Significant Accounting Policies Basis of presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, One Love Garden Supply LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. Fair value of financial instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “ Fair Value Measurements and Disclosures Use of estimates and assumptions The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s). Critical accounting estimates are estimates for which (a) the nature of the estimate is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and (b) the impact of the estimate on financial condition or operating performance is material. The Company’s critical accounting estimates and assumptions affecting the financial statements were: (1) Fair value of long–lived assets: (2) Valuation allowance for deferred tax assets: (3) Estimates and assumptions used in valuation of equity instruments: (4) Estimates and assumptions used in valuation of derivative liability These significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to these estimates or assumptions, and certain estimates or assumptions are difficult to measure or value. Management bases its estimates on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Concentration of credit risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times, may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of December 31, 2016 and 2015, the Company had cash and cash equivalents of $195,761 and $814,663, respectively. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash deposits. The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). At times, the Company’s cash and cash equivalent balances may be uninsured or in amounts that exceed the FDIC insurance limits. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company generally does not require collateral to support customer receivables. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. The Company determines if receivables are past due based on days outstanding, and amounts are written off when determined to be uncollectible by management. The maximum accounting loss from the credit risk associated with accounts receivable is the amount of the receivable recorded, which is the face amount of the receivable net of the allowance for doubtful accounts. As of December 31, 2016 and 2015, the allowance for doubtful accounts was $65,311 and $0, respectively. Inventories Inventories are stated at lower of cost or market using the first-in, first-out (FIFO) valuation method. Inventory was comprised of finished goods at December 31, 2016 and 2015. As of December 31, 2016 and 2015, the allowance for shrinkage was $60,000 and $0, respectively. Debt Discount and Debt Issuance Costs Debt discounts and debt issuance costs incurred in connection with the issuance of debt are capitalized and amortized to interest expense based on the related debt agreements using the straight-line method. Unamortized discounts are netted against long-term debt. Property and Equipment Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method (after taking into account their respective estimated residual values) over the estimated useful lives of the respective assets as follows: Estimated Useful Computer equipment and software 3 Equipment 5 Furniture and fixture 7 Upon sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the consolidated statements of operations. Goodwill Goodwill represents the excess of the purchase price over the fair value of the assets acquired and liabilities assumed. The Company is required to perform impairment reviews at each of its reporting units annually and more frequently in certain circumstances. The Company performs the annual assessment on December 31. In accordance with ASC 350–20 “ Goodwill Impairment of Long-Lived Assets The Company assesses the recoverability of its long-lived assets, including property and equipment, when there are indications that the assets might be impaired. When evaluating assets for potential impairment, the Company compares the carrying value of the asset to its estimated undiscounted future cash flows. If an asset’s carrying value exceeds such estimated cash flows (undiscounted and with interest charges), the Company records an impairment charge for the difference. Derivative Liability The Company evaluates its debt and equity issuances to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for in accordance with paragraph 815-10-05-4 and Section 815-40-25 of the FASB ASC. The result of this accounting treatment is that the fair value of the embedded derivative is marked-to-market each balance sheet date and recorded as either an asset or a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the consolidated statement of operations as other income or expense. Upon conversion, exercise or cancellation of a derivative instrument, the instrument is marked to fair value at the date of conversion, exercise or cancellation and then the related fair value is reclassified to equity. In circumstances where the embedded conversion option in a convertible instrument is required to be bifurcated and there are also other embedded derivative instruments in the convertible instrument that are required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Equity instruments that are initially classified as equity that become subject to reclassification are reclassified to liability at the fair value of the instrument on the reclassification date. Derivative instrument liabilities will be classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument is expected within 12 months of the balance sheet date. The Company adopted Section 815-40-15 of the FASB ASC (“Section 815-40-15”) to determine whether an instrument (or an embedded feature) is indexed to the Company’s own stock. Section 815-40-15 provides that an entity should use a two-step approach to evaluate whether an equity-linked financial instrument (or embedded feature) is indexed to its own stock, including evaluating the instrument’s contingent exercise and settlement provisions. The Company utilizes an option pricing model to compute the fair value of the derivative and to mark to market the fair value of the derivative at each balance sheet date. The Company records the change in the fair value of the derivative as other income or expense in the consolidated statements of operations. Related Parties The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 FASB Accounting Standards, the related parties include (a) affiliates of the Company (“Affiliate” means, with respect to any specified Person, any other Person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such Person, as such terms are used in and construed under Rule 405 under the Securities Act); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15 FASB Accounting Standards, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company and members of their immediate families; (e) management of the Company and members of their immediate families; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. Pursuant to ASC Paragraphs 850-10-50-1 and 50-5 financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. The disclosures shall include: (a) the nature of the relationship(s) involved; (b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated. Commitments and Contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Revenue Recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. Equity–based compensation The Company recognizes compensation expense for all equity–based payments in accordance with ASC 718 “ Compensation – Stock Compensation Restricted stock awards are granted at the discretion of the Company. These awards are restricted as to the transfer of ownership and generally vest over the requisite service periods, typically over a five-year period (vesting on a straight–line basis). The fair value of a stock award is equal to the fair market value of a share of Company stock on the grant date. The fair value of an option award is estimated on the date of grant using the Black–Scholes option valuation model. The Black–Scholes option valuation model requires the development of assumptions that are inputs into the model. These assumptions are the value of the underlying share, the expected stock volatility, the risk–free interest rate, the expected life of the option, the dividend yield on the underlying stock and the expected forfeiture rate. Expected volatility is benchmarked against similar companies in a similar industry over the expected option life and other appropriate factors. Risk–free interest rates are calculated based on continuously compounded risk–free rates for the appropriate term. The dividend yield is assumed to be zero as the Company has never paid or declared any cash dividends on its Common stock and does not intend to pay dividends on its Common stock in the foreseeable future. The expected forfeiture rate is estimated based on management’s best estimate. Determining the appropriate fair value model and calculating the fair value of equity–based payment awards requires the input of the subjective assumptions described above. The assumptions used in calculating the fair value of equity–based payment awards represent management’s best estimates, which involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and the Company uses different assumptions, our equity–based compensation could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and recognize expense only for those shares expected to vest. If the Company’s actual forfeiture rate is materially different from its estimate, the equity–based compensation could be significantly different from what the Company has recorded in the current period. The Company accounts for share–based payments granted to non–employees in accordance with ASC 505-40, “ Equity Based Payments to Non–Employees Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, which is the case for the year ended December 31, 2016 and 2015 presented in these consolidated financial statements, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. The Company had the following common stock equivalents at December 31, 2016 and 2015: December 31, December 31, Convertible notes payable 9,419,858 6,622,718 Options 475,000 - Warrants 5,121,756 4,955,000 Totals 15,016,614 11,577,718 Income Taxes The Company accounts for income taxes under ASC Topic 740 “ Income Taxes ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecoginition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on March 21, 2014, the evaluation was performed for the 2014 and 2015 tax years, which will be the only periods subject to examination upon filing of appropriate tax returns. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in material changes to its financial position. The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the year ended December 31, 2016. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position. Cash Flows Reporting The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (the “Indirect Method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company has evaluated events that occurred subsequent to December 31, 2016 and through the date the financial statements were issued. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers” In August 2014, the FASB issued the FASB Accounting Standards Update No. 2014-15 “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). In connection with preparing financial statements for each annual and interim reporting period, an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued financial statements are available to be issued financial statements are issued financial statements are available to be issued probable Contingencies When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events will alleviate the substantial doubt. The mitigating effect of management’s plans should be considered only to the extent that (1) it is probable that the plans will be effectively implemented and, if so, (2) it is probable that the plans will mitigate the conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, but the substantial doubt is alleviated as a result of consideration of management’s plans, the entity should disclose information that enables users of the financial statements to understand all of the following (or refer to similar information disclosed elsewhere in the footnotes): a. Principal conditions or events that raised substantial doubt about the entity’s ability to continue as a going concern (before consideration of management’s plans) b. Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations c. Management’s plans that alleviated substantial doubt about the entity’s ability to continue as a going concern. If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, and substantial doubt is not alleviated after consideration of management’s plans, an entity should include a statement in the footnotes indicating that there is substantial doubt about the entity’s ability to continue as a going concern a. Principal conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern b. Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations c. Management’s plans that are intended to mitigate the conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. The Company has elected to adopt the methodologies prescribed by ASU 2014-15. The adoption of ASU 2014-15 had no material effect on its financial position or results of operations. In March 2015, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2015-03, “ Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In January 2016, the FASB issued the FASB Accounting Standards Update No. 2016-01 “ Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities This Update makes limited amendments to the guidance in U.S. GAAP on the classification and measurement of financial instruments. The new standard significantly revises an entity’s accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. Some of the major changes as a result of the ASU 2016-01 are summarized below. ● Requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. ● Simplify the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment. When a qualitative assessment indicates that impairment exists, an entity is required to measure the investment at fair value. ● Eliminate the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet. ● Require public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. ● Require an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. ● Require separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (that is, securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements. ● Clarify that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the impact of the new standard. In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-06, “Derivatives and Hedging” (Topic 815). In April 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, “Compensation – Stock Compensation” (Topic 718) In April 2016, the FASB issued ASU 2016–10 “ Revenue from Contract with Customers (Topic 606): Identifying Performance Obligations and Licensing”. In May 2016, the FASB issued ASU No. 2016-12, “ Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients” In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory”, In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)” Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying consolidated financial statements.

Notes Receivable and Accrued In

Notes Receivable and Accrued Interest	12 Months Ended
	Dec. 31, 2016
Notes Receivable and Accrued Interest [Abstract]
Notes Receivable and accrued interest	Note 4 — Notes Receivable and accrued interest In April 2014, the Company signed a letter of intent with Delta Entertainment Group (“Delta”) to enter into a reverse merger transaction. In exchange for Delta’s exclusivity until the earlier of the execution of a stock exchange agreement or June 30, 2014, the Company paid Delta $25,000. Delta was to use the $25,000 to become current with its public filings. Since the stock exchange transaction was not executed by June 30, 2014, the $25,000 that the Company provided to Delta reverted to a one year note with an interest rate at 8% per annum. The Company determined that since Delta lacked the financial resources to get current in its public filings, the collectability of the note was doubtful. Accordingly, the Company has not accrued any interest income on the note and has booked a 100% reserve against the note receivable. During the year ended December 31, 2016, the Company executed a non-recourse loan and security agreement with Infinite Distribution Inc. (“Infinite”) and paid Infinite gross proceeds of $200,000. The note accrues interest at 6% per annum maturing on April 18, 2020. As of December 31, 2016, the outstanding balance of the note including accrued interest was $207,979.

Property and Equipment

Property and Equipment	12 Months Ended
	Dec. 31, 2016
Property and Equipment [Abstract]
Property and Equipment	Note 5 – Property and Equipment Property and equipment consisted of the following at December 31, 2016 and 2015: December 31, December 31, Lives 2016 2015 Equipment 5 years $ 29,608 $ 23,044 Office equipment 7 years 7,254 3,724 Software and computer equipment 3 years 44,953 - Leasehold improvements 5 years 19,335 1,585 Less: accumulated depreciation (25,778 ) (7,535 ) Property and equipment, net $ 75,372 $ 20,818 Depreciation expense for the year ended December 31, 2016 and 2015 was $18,549 and $2,149, respectively.

Convertible Notes

Convertible Notes	12 Months Ended
	Dec. 31, 2016
Convertible Notes [Abstract]
Convertible notes	Note 6 — Convertible notes Debt Offering (A) On September 2, 2015, the Company entered into an agreement for the issuance of a convertible note to a third-party lender for $120,000. The note accrues interest at 12% per annum maturing on July 2, 2016. The notes are convertible into shares of common stock at a conversion price equal to approximately 58% of the average of the lowest 3 trading prices for the common stock during the 20-day trading period ending on the latest and complete trading day prior to the conversion. During the year ended December 31, 2016, the lender elected to convert an aggregate of $135,119 of principal and accrued interest into 1,532,491 shares of common stock. As of December 31, 2016, the principal and accrued interest on the notes due to the lender was $0. Debt Offering (B) Effective December 7, 2015, the Company closed a Credit Agreement (the “Credit Agreement”) by and among the Company, as borrower, Grow Solutions, Inc. and One Love Garden Supply LLC as joint and several guarantors (such guarantors, collectively, the “Subsidiaries” and together with the Company, the “Borrowers”) and TCA Global Credit Master Fund, LP, a Cayman Islands limited partnership, as lender (“TCA”). Pursuant to the Credit Agreement, TCA agreed to loan the Company up to a maximum of $3,000,000 for the Company’s product division, construction and renovation of two stores, and inventory. An initial amount of $950,000 was funded by TCA at the closing of the Credit Agreement. Any increase in the amount extended to the Borrowers shall be at the discretion of TCA. The amounts borrowed pursuant to the Credit Agreement are evidenced by a Revolving Note (the “Revolving Note”) and the repayment of the Revolving Note is secured by a first position security interest in substantially all of the Company’s assets in favor of TCA, as evidenced by a Security Agreement by and between the Company and TCA (the “Company Security Agreement”) and a first position security interest in substantially all of the Subsidiaries’ assets in favor of TCA, as evidenced by a Security Agreement by and among the Subsidiaries and TCA (the “Subsidiaries Security Agreement” and, together with the Company Security Agreement, the “Security Agreements”). The Revolving Note is in the original principal amount of $950,000, is due and payable, along with interest thereon, on June 7, 2017 (the “Maturity Date”), and bears interest at the rate of 18% per annum, with the first four months of payments by the Company under the Revolving Note being interest only. Upon the occurrence of an Event of Default (as defined in the Credit Agreement) the interest rate shall increase to the Default Rate (as defined in the Credit Agreement). The payments under the Revolving Note are amortized over 18 months. During the year ended December 31, 2016, the Company made principal and interest payments of $234,427 and $96,202, respectively. The outstanding balance due under the note was $703,948 and $950,000 as of December 31, 2016 and 2015, respectively. Only upon the occurrence of an Event of Default or mutual agreement between TCA and the Company, at the sole option of TCA, TCA may convert all or any portion of the outstanding principal, accrued and unpaid interest, and any other sums due and payable under the Revolving Note into shares of the Company’s common stock at a conversion price equal to 85% of the lowest daily volume weighted average price of the Company’s common stock during the five trading days immediately prior to such applicable conversion date, in each case subject to TCA not being able to beneficially own more than 4.99% of the Company’s outstanding common stock upon any conversion. As further consideration for TCA entering into and structuring the Credit Agreement, the Company shall pay to TCA an advisory fee by issuing shares of restricted common stock of the Company (the “Advisory Fee Shares”) equal to $325,000 (the “Advisory Fee”). In the event that the Company pays TCA all of the outstanding obligations due under the Credit Agreement on or before June 7, 2016, the Advisory Fee shall be reduced to $292,500. Additionally, as long as there is (i) no Event of Default, (ii) no occurrence of any other event that would cause an Event of Default, and (iii) the Company makes timely Advisory Fee Payments (as defined below), TCA agrees that it will not sell any Advisory Fee Shares in the Principal Trading Market (as defined in the Credit Agreement) prior to the Maturity Date, in exchange for monthly cash payments by the Company beginning on July 4, 2016 and ending on the Maturity Date as set forth in the Credit Agreement, which shall be credited and applied towards the repayment of the Advisory Fee (the “Advisory Fee Payments”). In the event that TCA shall sell the Advisory Fee Shares, as long as there is no Event of Default, TCA shall not, during any given calendar week, sell Advisory Fee Shares in excess of 25% of the average weekly volume of the common stock of the Company on the Principal Trading Market over the immediately preceding calendar week. The Company booked the $325,000 as debt discount. The Company issued 325,000 shares of common stock to the creditor as compensation for financing costs of $325,000. The issuance of the 325,000 shares has been recorded at par value with a corresponding decrease to paid-in capital. Upon the sale of the shares by the creditor, the financing cost liability will be reduced by the amount of the proceeds with a corresponding increase to paid-in capital. The Company will still be liable for any shortfall from the proceeds realized by the creditor. The ultimate amount to be recorded in satisfaction of the debt will not exceed the balance of the financing cost recorded. Debt Offering (C) During the year ended December 31, 2016, the Company entered into an agreement for the issuance of convertible notes to third party lenders for aggregate proceeds of $1,117,000. The notes accrue interest at 12% per annum maturing two years from issuance. The notes are convertible into shares of common stock at a conversion price of $0.80. Debt Offering (D) On December 15, 2016, the Company entered into an agreement for the issuance of a convertible note to a third-party lender for $285,775 with an original issue discount of $37,275. The note accrues interest at 8% per annum maturing on December 15, 2017. The notes are convertible into shares of common stock at a conversion price equal to approximately 58% of the average of the lowest 3 trading prices for the common stock during the 20-day trading period ending on the latest and complete trading day prior to the conversion. Pursuant to the agreement, the Company is required to pay $1,190 As of December 31, 2016, the principal and accrued interest on the notes due to the lender was $275,065. As of December 31, 2016 and 2015, the total outstanding balance of the above convertible notes, net of debt discount, was $1,554,139 and $108,763, respectively. Derivative Analysis Because the conversion feature included in the convertible note payable has full reset adjustments tied to future issuances of equity securities by the Company, it is subject to derivative liability treatment under Section 815-40-15 of the FASB Accounting Standard Codification (“Section 815-40-15”). Generally accepted accounting principles require that: a. Derivative financial instruments be recorded at their fair value on the date of issuance and then adjusted to fair value at each subsequent balance sheet date with any change in fair value reported in the statement of operations; and b. The classification of derivative financial instruments be reassessed as of each balance sheet date and, if appropriate, be reclassified as a result of events during the reporting period then ended. Upon issuance of the note, a debt discount was recorded and any difference in comparison to the face value of the note, representing the fair value of the conversion feature and the warrants in excess of the debt discount, was immediately charged to interest expense. The debt discount is amortized over the earlier of (i) the term of the debt or (ii) conversion of the debt, using the straight-line method which approximates the interest method. The amortization of debt discount is included as a component of interest expense in the consolidated statements of operations. There was unamortized debt discount of $698,288 and $961,237 as of December 31, 2016 and 2015, respectively. The fair value of the embedded conversion feature was estimated using the Black-Scholes option-pricing model. See Note 7 for the estimates and assumptions used.

Derivative Liabilities

Derivative Liabilities	12 Months Ended
	Dec. 31, 2016
Derivative Liabilities [Abstract]
Derivative Liabilities	Note 7 — Derivative Liabilities In connection with the private placement and debt transactions during the period ended December 31, 2015, the Company issued 4,955,000 warrants, to purchase common stock with an exercise price of $0.40 and a three-year term. The Company identified certain put features embedded in the warrants that potentially could result in a net cash settlement in the event of a fundamental transaction, requiring the Company to classify the warrants as a derivative liability. In connection with the issuance of a convertible note as discussed above in Note 5, the Company evaluated the note agreement to determine if the agreement contained any embedded components that would qualify the agreement as a derivative. The Company identified certain put features embedded in the convertible note agreement that potentially could result in a net cash settlement in the event of a fundamental transaction, requiring the Company to classify the conversion feature as a derivative liability. Level 3 Financial Liabilities – Derivative convertible note and warrant liabilities The following are the major categories of assets and liabilities that were measured at fair value during the year ended December 31, 2016 and 2015, using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3): Quoted Prices In Active Markets for Identical Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at December 31, 2016 Embedded conversion feature $ - $ - $ 788,155 $ 788,155 Warrant liability - - 290,450 290,450 December 31, 2016 $ - $ - $ 1,068,605 $ 1,068,605 Quoted Prices In Active Markets for Identical Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at December 31, 2015 Embedded conversion feature $ - $ - $ 730,584 $ 730,584 Warrant liability - - 437,252 437,252 December 31, 2015 $ - $ - $ 1,167,836 $ 1,167,836 The following table provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets measured at fair value on a recurring basis using significant unobservable inputs during the year ended December 31, 2016. Warrant Liability Embedded Conversion Feature Total Balance – December 31, 2014 $ - $ - $ - Change in fair value of derivative liability 104,682 7,660 112,342 Issuance of derivative liabilities 332,570 - 332,570 Included in debt discount - 722,924 722,924 Balance – December 31, 2015 437,252 730,584 1,167,836 Change in fair value of derivative liability (146,802 ) 253,064 106,262 Conversion of debt to equity - (492,076 ) (492,076 ) Issuance of derivative liabilities - - - Included in debt discount - 286,583 286,583 Balance – December 31, 2016 $ 290,450 $ 778,155 $ 1,068,605 The fair value of the derivative feature of the convertible notes and warrants on the balance sheet date were calculated using an option model valued with the following weighted average assumptions: December 31, December 31, Risk free interest rate 0.21 – 1.03 % 0.49% - 1.06 % Dividend yield 0.00 % 0.00 % Expected volatility 109% - 120 % 113% - 115 % Remaining term 0.43 – 1.94 years 0.83 - 3.00 years Risk-free interest rate: The Company uses the risk-free interest rate of a U.S. Treasury Note with a similar term on the date of the grant. Dividend yield: The Company uses a 0% expected dividend yield as the Company has not paid dividends to date and does not anticipate declaring dividends in the near future. Volatility: The Company calculates the expected volatility of the stock price based on the corresponding volatility of the Company’s peer group stock price for a period consistent with the warrant’s expected term. Remaining term: The Company’s remaining term is based on the remaining contractual maturity of the warrants. During the year ended December 31, 2016 and 2015, the Company marked the derivative feature of the warrants to fair value and recorded a loss of $106,262 and $112,342, respectively, relating to the change in fair value.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2016
Stockholders' Equity [Abstract]
Stockholders' Equity	Note 8 — Stockholders’ Equity Preferred Stock The Company is authorized to issue 25,000,000 shares of preferred stock, $.001 par value, with such rights, preferences, variations and such other designations for each class or series within a class as determined by the Board of Directors. The preferred stock is not convertible into common stock, does not contain any cumulative voting privileges, and does not have any preemptive rights. No shares of preferred stock have been issued. Common Stock The Company is authorized to issue 100,000,000 ordinary shares with a par value of $0.001 per share. On August 3, 2015, the Company issued four members of the Board of Directors an aggregate of 600,000 shares of the Company’s common stock. The issuances were recorded at fair value ($0.20 per share) and the Company recognized $110,000 in stock based compensation charges. As discussed in Note 6, the Company issued 325,000 shares of common stock to TCA as compensation for financing costs of $325,000. The issuance of the 2,167,933 shares has been recorded at par value with a corresponding decrease to paid-in capital. Upon the sale of the shares by the creditor, the financing cost liability will be reduced by the amount of the proceeds with a corresponding increase to paid-in capital. The Company will still be liable for any shortfall from the proceeds realized by the creditor. The ultimate amount to be recorded in satisfaction of the debt will not exceed the balance of the financing cost recorded. The shares were issued in January 2016. Also during the period ended December 31, 2015, the Company completed a closing of a private placement offering (the “Offering”) of 2,705,000 Units, at a purchase price of $0.20 per Unit, each Unit consisting of 1 share of the Company’s common stock, and 1 stock purchase warrants. The warrants are exercisable at $0.40 per warrant into a share of the Company’s common stock and have a maturity of 3 years. The aggregate gross proceeds from the closing were $541,000 (the Company recorded $332,570 for the fair value of the warrants as a derivative liability see Note 7). As a result of the OneLove Acquisition and the Hygrow Acquisition, the Company issued 1,450,000 and 300,000 shares of common stock, respectively, to consummate the acquisitions. During the year ended December 31, 2015, the Company issued 1,500,000 shares of common stock to consultants for services rendered. The issuances were recorded at fair value and the Company recognized $300,000 in stock based compensation charges. During the year ended December 31, 2016, the Company issued 1,985,000 shares of common stock to employees and consultants for services rendered. The issuances were recorded at fair value and the Company recognized $1,165,450 in stock based compensation charges. As of December 31, 2016 and 2015, there were 49,690,303 and 46,389,545 shares of our common stock issued and outstanding, respectively. Options During the year ended December 31, 2016, the Company granted 475,000 options to employees and the board of directors for services provided. The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model with the following weighted average assumptions: For the Year Ended 2016 Expected term (years) 5.0 Risk-free interest rate 1.35 % Volatility 138 % Dividend yield 0 % Expected term: The Company’s expected term is based on the period the options are expected to remain outstanding. The Company estimated this amount utilizing the “Simplified Method” in that the Company does not have sufficient historical experience to provide a reasonable basis to estimate an expected term. Risk-free interest rate: The Company uses the risk-free interest rate of a U.S. Treasury Note with a similar term on the date of the grant. Volatility: The Company calculates the expected volatility of the stock price based on the corresponding volatility of the Company’s peer group stock price for a period consistent with the option’s expected term. Dividend yield: The Company uses a 0% expected dividend yield as the Company has not paid dividends to date and does not anticipate declaring dividends in the near future. The following is a summary of the Company’s option activity during the period from January 1, 2016 to December 31, 2016: Options Weighted Outstanding – January 1, 2016 - $ - Exercisable – January 1, 2016 - $ - Granted 475,000 $ 0.40 Exercised - $ - Forfeited/Cancelled - $ - Outstanding – December 31, 2016 475,000 $ 0.40 Exercisable – December 31, 2015 475,000 $ 0.40 As of December 31, 2016 and 2015, the total intrinsic value of options outstanding and exercisable was $0. For the year ended December 31, 2016 and 2015, the Company recognized an aggregate of $486,865 and $0, respectively, in stock-based compensation related to stock options which is reflected in the consolidated statements of operations. Warrants The following is a summary of the Company’s warrant activity during the period from January 1, 2015 to December 31, 2016: Warrants Weighted Outstanding – January 1, 2015 2,250,000 $ 0.40 Exercisable – January 1, 2015 2,250,000 $ 0.40 Granted 2,705,000 $ 0.40 Exercised - $ - Forfeited/Cancelled - $ - Outstanding – December 31, 2015 4,955,000 $ 0.40 Exercisable – December 31, 2015 4,955,000 $ 0.40 Granted 166,756 $ 0.80 Exercised - $ - Forfeited/Cancelled - $ - Outstanding – December 31, 2016 5,121,756 $ 0.41 Exercisable – December 31, 2015 5,121,756 $ 0.41 As of December 31, 2016 and 2015, the total intrinsic value of options outstanding and exercisable was $0.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Note 9 — Related Party Transactions As per the Acquisition agreement, fully described in Note 1, the Company paid a $50,000 cash flow note and as of December 31, 2016 and 2015, the balance of the cash flow note is $0 and $40,000, respectively, payable to a related party.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2016
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 10 — Commitments and Contingencies Joint Marketing Agreement with Jasper Group Holdings, Inc. On June 29, 2015, the Company and Jasper Group Holdings, Inc. (“Jasper”), entered into a Joint Marketing Agreement (the “Joint Marketing Agreement”) to provide services related to website creation for a legal cannabis job posting platform. The website shall include an employee leasing program and allow employers, recruiters and potential employees to communicate through its platform for a fee. All potential employees will be screened with background checks by independent third parties and provided the necessary applications and related materials for individuals to become licensed in the legal cannabis industry on a state by state basis. In accordance with the terms of the Joint Marketing Agreement, Jasper shall invest all funds necessary to form the website. Pursuant to the Joint Marketing Agreement, the Company issued to Jasper 250,000 common shares upon execution, the shares were issued on July 22, 2015. Additionally, upon the transfer of ownership in the website from Jasper to the Company, the Company shall issue to Jasper an additional 500,000 shares of common stock of the Company. Proceeds derived from the Company’s website shall be divided as follows: (i) the Company shall retain 75% of the gross proceeds less any sales commissions to third parties collected by the Company for all business that is generated through the website (the “Net Fees”) and pay to Jasper a commission equal to 25% of the Net Fees with payments due within 15 days of the end of each quarter (ii) the Company shall grant to Jasper a warrant for the purchase of one share of common stock of the Company, with an exercise price of $0.75 per share, for every dollar of revenue that the Company earns from the website, up to a maximum of One Million Dollars ($1,000,000). The initial term of the Joint Marketing Agreement shall be for three (3) years and shall automatically renew for additional three-year periods unless terminated by the Company with written notice at least 30 days prior to the expiration of the initial term, or any subsequent term. Operating Lease The Company assumed the OneLove lease for storefront property in Colorado, which in November 2012, OneLove extended to an additional three years to run from May 1, 2013 through April 30, 2016. The lease required base annual rent of $60,000 and the Company’s pro-rata charges for operating expenses and taxes for the first year, with 3% increments thereafter. In June 2016, OneLove executed a new lease agreement for its storefront property in Boulder, Colorado. The lease is for a five-year period and requires initial base annual rent of $93,600 with 5% increases thereafter. In addition, the Company is responsible for its pro-rata charges for operating expenses and taxes for $39,624 per year. The Company assumed the Hygrow leases for the storefront properties in Denver, Colorado and Pueblo, Colorado. The leases are on a month to month basis with monthly payments of $3,700 and $800, respectively. Rent expense totaled $230,421 and $84,460 for the year ended December 31, 2016 and 2015, respectively. Future minimum lease payments under these non-cancelable operating leases are approximately as follows: Year Ending December 31, 2017 $ 135,954 2018 140,774 2019 145,834 2020 151,141 2021 63,915 $ 637,618 Litigation In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. There are no such matters as of December 31, 2016.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2016
Income Taxes [Abstract]
Income Taxes	Note 11 — Income Taxes As of December 31, 2016 and 2015, the Company had net operating loss carry forwards of approximately $6,450,000 and $1,691,000 that may be available to reduce future years’ taxable income in varying amounts through 2035. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards. The provision for Federal income tax consists of the following: December 31, 2016 December 31, 2015 Federal income tax benefit attributable to: Current Operations $ 4,758,000 $ 1,565,297 Less: valuation allowance (4,758,000 ) (1,565,297 ) Net provision for Federal income taxes $ - $ - The cumulative tax effect at the expected rate of 38.6% of significant items comprising our net deferred tax amount is as follows: December 31, 2016 December 31, 2015 Deferred tax asset attributable to: Net operating loss carryover $ 2,491,653 $ 653,354 Less: valuation allowance (2,491,653 ) (653,354 ) Net deferred tax asset $ - $ - Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of approximately $6,450,000 for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	Note 12 — Subsequent Events The Company has evaluated all events that occurred after the balance sheet date through the date when the consolidated financial statements were issued to determine if they must be reported. Amendment of TCA Credit Agreement On February 14, 2017, the Company entered into a First Amendment to Credit Agreement (the “Amended Agreement”) by and between the Company and TCA. Pursuant to the Amended Agreement, the Original Note was severed, split, divided and apportioned into two separate and distinct replacement notes consisting of (i) First Replacement Note A, evidencing principal indebtedness of $325,000 which was executed and delivered by the Company as the first purchase tranche paid by the Assignee (as defined below) to TCA, and (ii) First Replacement Note B evidencing the reduced outstanding balance of principal indebtedness of $876,441.25 (collectively, First Replacement Note A and First Replacement Note B, the “Replacement Notes”). The Replacement Notes replaced and superseded the Original Note in its entirety by substituting one evidence of debt for another without extinguishing the indebtedness and obligations evidenced under the Original Note. Under the terms and conditions of Replacement Note B, the Company has the right to prepay Replacement Note B evidencing the remaining outstanding balance of principal indebtedness owed to TCA in full and for cash, at any time prior to the Maturity Date (as defined therein), with three (3) Business Days (as defined therein) advance written notice to TCA. Debt Purchase Agreement On February 15, 2017 (the “Effective Date”), the Company entered into a Debt Purchase Agreement (the “Debt Purchase Agreement”) by and among the Company, TCA, and L2 Capital, LLC, a Kansas limited liability company (the “Assignee”). Pursuant to the Debt Purchase Agreement, on the Effective Date, TCA sold and assigned to Assignee, TCA’s right, title and interest in and to the monetary obligations evidenced under Replacement Note A thereby reducing the TCA outstanding principal indebtedness. Assignee shall subsequently purchase from TCA the remaining debt evidenced by First Replacement Note B in purchase tranches. The indebtedness underlying the Replacement Notes are evidenced by a newly issued 10% Senior Replacement Convertible Promissory Note. Upon the purchase of all debt under Replacement Note B the Company will have no further obligations to TCA. Issuance of 10% Senior Replacement Convertible Promissory Note On February 15, 2017, the Company issued a 10% Senior Replacement Convertible Promissory Note (the “L2 Note”) to the Assignee in the principal amount of $1,201,441.25. The initial principal amount under the L2 Note is $325,000, representing the first tranche purchased by Assignee under First Replacement Note A and such amounts shall increase in tranches upon the purchase of such tranches by the Assignee from TCA pursuant to the Debt Purchase Agreement. The maturity date for each tranche shall be six months from that date of the purchase of that tranche and the Company shall pay interest to the Assignee on the aggregate unconverted and then outstanding principal amount of the L2 Note at the rate of 10% per annum. The Company may prepay any portion of the principal amount under the L2 Note and any accrued and unpaid interest in cash equal to the sum of the then outstanding principal amount under the L2 Note and interest multiplied by 140%. The L2 Note is convertible at any time, in whole or in part, at the option of the holder into shares of common stock of the Company at a conversion price equal to 62.5% of the lowest closing bid price of the common stock in the prior twenty (20) trading days, which is subject to adjustment for stock dividends, stock splits, combinations or similar events. Additionally, the terms under the L2 Note include make-whole rights whereby upon liquidation by the Assignee of the shares converted under the L2 Note, provided that the Assignee realizes a net amount from such liquidation equal to less than the conversion amount specified in the relevant conversion notice (such net realized amount, the “Realized Amount”), the Company shall issue to the Assignee additional shares of common stock of the Company equal to: (i) the conversion amount; minus (ii) the Realized Amount; divided by (iii) the average volume weighted average price of the Company’s common stock during the five (5) business days immediately prior to the date upon which the Assignee delivers notice to the Company that such additional shares are requested by the Assignee (the “Make-Whole Shares”). Following the sale of the Make-Whole Shares by the Assignee: (i) in the event that Assignee receives net proceeds from such sale which, when added to the Realized Amount from the prior relevant conversion notice, is less than the conversion amount specified in the relevant conversion notice, Assignee shall deliver an additional make-whole notice to the Company and the Company obligation to issue Make-Whole Shares shall continue until the conversion amount has been fully satisfied; and (ii) in the event that Assignee received net proceeds from the sale of Make-Whole Shares in excess of the conversion amount specified in the relevant conversion notice, such excess amount shall be applied to satisfy any and all amounts owed hereunder in excess of the conversion amount specified in the relevant conversion notice. Promissory Note On May 25, 2017 (the (“Issuance Date”), the Company, issued a Promissory Note to an investor (the “Lender”) in the principal amount of $100,000 (the “Note”). The Company received $100,000 in net proceeds from the sale of the Note. The Note is due on demand 180 days from the Issuance Date (the “Maturity Date”). Payment by the Company to Lender under the terms of the Note may be made in either cash or common stock of the Company, at the option of the Lender. In the event the Company repays the Note in common stock, such common stock will be issued at a price equal to the closing price of the Company’s common stock on the Maturity Date (the “Conversion Price”). The Note bears interest at a rate of fifteen percent (15%) per annum, to be accrued through the Maturity Date. Interest may be paid in cash or common stock of the Company at the option of the Lender on the Maturity Date at the Conversion Price. Additionally, the Company will issue the Lender shares of common stock in an amount equal to thirty three percent (33%) of the outstanding balance of principal and interest under the Note on the Maturity Date (the “Issuance”). The Issuance of the Company’s common stock to the Lender shall be at the Conversion Price on the Maturity Date. The Company shall deliver the shares of common stock to the Lender within ten days after the Maturity Date. Carebourn Capital Debt Refinancing On July 14, 2017 (the “Effective Date”), the Company and the Purchaser Agreed to cancel the Purchase Agreement, the Note and the related transaction documents and refinanced the original loan by the Company’s issuance of a Convertible Promissory Note dated the Effective Date (the “Note”). The principal amount of the Note is $262,877.42, the Purchase Price is $228,589.06, and the Company received $50,000 in proceeds from the Purchaser. The Maturity Date of the Note is July 14, 2018. The Note bears interest at a rate of 8% per annum on the aggregate unconverted and then outstanding principal, subject to increase according to the terms and conditions of the Note. The Note is convertible, in whole or in part, at the option of the Purchaser into shares of common stock of the Company at a conversion price equal to 58% of the lowest closing price of the common stock in the prior twenty (20) trading days, which is subject to adjustment for stock dividends, stock splits, combinations or similar events. Effective July 24, 2017, in accordance with the terms and conditions of the Note, the Company irrevocably authorized the Purchaser’s right to withdraw $1,095.32 from the Company’s bank account on each business day, until the amounts due under the Note are satisfied in full. At the sole discretion of the Purchaser, the Company may prepay in cash any portion of the principal amount of the Note and any accrued and unpaid interest in accordance with the terms and conditions of the Note. Ralph Aiello Complaint and Settlement Agreement The Company was involved in litigation against Ralph Aiello (the “Plaintiff” and together with the Company, the “Parties”). On January 19, 2017, the Plaintiff filed a complaint in the Supreme Court of the State of New York County of Nassau (the “Court”), alleging claims including breach of contract in connection with certain loans made by Plaintiff to the Company in the amount of $500,000 plus interest (the “Dispute”). On March 15, 2017, the Parties filed a Settlement Agreement (the “Settlement Agreement”) with the Court whereby the Company agreed to pay the Defendant $550,000 by September 15, 2018. The Company has not made timely payments in accordance with the Settlement Agreement. The Company acknowledges the debt owed to the Plaintiff and is working with the Board to establish a payment plan for the Plaintiff and expedite the settlement of the Dispute. Bronstein Complaint and Settlement Agreement The Company was involved in litigation against Tal Bronstein, Kathleen Bronstein, and Milehigh Wholesale Inc. (the “Plaintiffs” and together with the Company, the “Parties”). On May 4, 2017, the Plaintiffs filed a complaint in the District Court, City and County of Denver (the “Court”), alleging claims including breach of contract in connection with the acquisition of Milehigh Wholesale Inc. and the employment of Mr. Bronstein in connection with such acquisition (the “Dispute”). On or about June 14, 2017, the Parties entered into a settlement agreement and release of all claims whereby upon payment by the Company of $16,000 to Plaintiffs by July 14, 2017, Plaintiffs would dismiss with prejudice their claims against the Company and release the Company from any and all claims, known or unknown, on conditions of such payment. On June 23, 2017, counsel for the Plaintiffs filed with the Court a Notice of Settlement with respect to the Dispute. On June 27, 2017, the Court ordered that the Parties file a Stipulated Dismissal within 35 days of the Order (August 1, 2017). On or about July 10, 2017, the Company notified the Plaintiffs that it would not be able to pay the $16,000 by July 14, 2017 and renegotiated the Settlement Agreement and Release of All Claims (the “Agreement”) as follows: (i) on or before July 14, 2017, Company shall deliver to the office of Plaintiffs’ counsel a Certified check in the amount of $5,000 (ii) on or before August 14, 2017, Company shall deliver to the office of Plaintiffs’ counsel a certified check in the amount of $13,500 (iii) the parties intend that the total amount paid from Company to Plaintiffs will be $18,500 (iv) if Company fail to pay the $13,500 by August 14, 2017, they will pay $100 per day thereafter as an additional penalty payment for each and every day that the $13,500 is not paid until the full amount of $13,500 is paid, or until August 31, 2017 (v) no later than July 17, 2017, Counsel for the Parties will file an unopposed Motion to Extend the time by which they have to file the Stipulated Motion to Dismiss to and including August 31, 2017 (vi) if Company fail to pay the $13,500 by August 31, 2017, they agree that Plaintiffs may then seek a default judgment to enter against the Company in the amount of $21,700, without decrease for the $5,000 expected to be paid on or before July 14, 2017. Further, all attorney fees and costs of collection thereafter shall be paid for by Company. Alessi Complaint and Dismissal The Company was involved in litigation against William Alessi (“Alessi”). On February 15, 2017, Alessi filed a complaint in the General Court of Justice, Superior Court Division, State of North Carolina, County of Mecklenburg (the “Court”), alleging claims including breach of contract or unjust enrichment and breach of fiduciary duties with respect to allegations by Alessi of a stop order placed on certain shares allegedly owned by Alessi with the Company’s transfer agent (the “Dispute”). On July 12, 2017, the Honorable Jeff Hunt presiding over the matter issued an order in favor of the Company dismissing the Alessi’s action with prejudice due to the Court’s lack of jurisdiction and further stating that the proper forum for all claims in connection with the Dispute is an American Arbitration Association proceeding. On December 15, 2016 (the “Issuance Date”), Grow Solutions Holdings, Inc., a Nevada corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited investor (the “Purchaser”) pursuant to which the Company sold $285,775 in principal amount of an 8% Convertible Promissory Note (the “Note”) for a purchase price of $248,500 with a 15% original issue discount (“OID”). On December 19, 2016, the Company received $240,000 in net proceeds from the sale of the Note after deducting fees and expenses (the “Funding Date”). The Note and the shares of common stock of the Company issuable upon conversion of the Note are collectively referred to herein as the “Securities.” The Note bears interest at a rate of 8% per annum on the aggregate unconverted and then outstanding principal, subject to increase according to the terms and conditions of the Note. The Note is convertible following 180 days from the Issuance Date, in whole or in part, at the option of the Purchaser into shares of common stock of the Company at a conversion price equal to 58% of the lowest closing price of the common stock in the prior twenty (20) trading days, which is subject to adjustment for stock dividends, stock splits, combinations or similar events. Notwithstanding the foregoing, the minimum conversion price under the Note is $0.20 (the “Floor Price”), provided that, at any time following 180 days from the Issuance Date, if the closing price of the common stock of the Company is equal to or less than the Floor Price for two consecutive trading days, the Floor Price will extinguish and be of no further force or effect. In accordance with the terms and conditions of the Note, the Company irrevocably authorized the Purchaser’s right to withdraw $1,190 from the Company’s bank account on each business day, until the amounts due under the Note are satisfied in full. At the sole discretion of the Purchaser, the Company may prepay in cash any portion of the principal amount of the Note and any accrued and unpaid interest in accordance with the terms and conditions of the Note.

Summary of Significant Accoun19

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2016
Summary of Significant Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”).
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, One Love Garden Supply LLC. All significant intercompany accounts and transactions have been eliminated in consolidation.
Fair value of financial instruments	Fair value of financial instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “ Fair Value Measurements and Disclosures
Use of estimates and assumptions	Use of estimates and assumptions The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s). Critical accounting estimates are estimates for which (a) the nature of the estimate is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and (b) the impact of the estimate on financial condition or operating performance is material. The Company’s critical accounting estimates and assumptions affecting the financial statements were: (1) Fair value of long–lived assets: (2) Valuation allowance for deferred tax assets: (3) Estimates and assumptions used in valuation of equity instruments: (4) Estimates and assumptions used in valuation of derivative liability These significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to these estimates or assumptions, and certain estimates or assumptions are difficult to measure or value. Management bases its estimates on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.
Concentration of credit risk	Concentration of credit risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times, may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of December 31, 2016 and 2015, the Company had cash and cash equivalents of $195,761 and $814,663, respectively. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash deposits. The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). At times, the Company’s cash and cash equivalent balances may be uninsured or in amounts that exceed the FDIC insurance limits.
Accounts Receivable and Allowance for Doubtful Accounts	Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are stated at the amount management expects to collect from outstanding balances. The Company generally does not require collateral to support customer receivables. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. The Company determines if receivables are past due based on days outstanding, and amounts are written off when determined to be uncollectible by management. The maximum accounting loss from the credit risk associated with accounts receivable is the amount of the receivable recorded, which is the face amount of the receivable net of the allowance for doubtful accounts. As of December 31, 2016 and 2015, the allowance for doubtful accounts was $65,311 and $0, respectively.
Inventories	Inventories Inventories are stated at lower of cost or market using the first-in, first-out (FIFO) valuation method. Inventory was comprised of finished goods at December 31, 2016 and 2015. As of December 31, 2016 and 2015, the allowance for shrinkage was $60,000 and $0, respectively.
Debt Discount and Debt Issuance Costs	Debt Discount and Debt Issuance Costs Debt discounts and debt issuance costs incurred in connection with the issuance of debt are capitalized and amortized to interest expense based on the related debt agreements using the straight-line method. Unamortized discounts are netted against long-term debt.
Property and Equipment	Property and Equipment Property and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation is computed by the straight-line method (after taking into account their respective estimated residual values) over the estimated useful lives of the respective assets as follows: Estimated Useful Computer equipment and software 3 Equipment 5 Furniture and fixture 7 Upon sale or retirement of property and equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the consolidated statements of operations.
Goodwill	Goodwill Goodwill represents the excess of the purchase price over the fair value of the assets acquired and liabilities assumed. The Company is required to perform impairment reviews at each of its reporting units annually and more frequently in certain circumstances. The Company performs the annual assessment on December 31. In accordance with ASC 350–20 “ Goodwill
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company assesses the recoverability of its long-lived assets, including property and equipment, when there are indications that the assets might be impaired. When evaluating assets for potential impairment, the Company compares the carrying value of the asset to its estimated undiscounted future cash flows. If an asset’s carrying value exceeds such estimated cash flows (undiscounted and with interest charges), the Company records an impairment charge for the difference.
Derivative Liability	Derivative Liability The Company evaluates its debt and equity issuances to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for in accordance with paragraph 815-10-05-4 and Section 815-40-25 of the FASB ASC. The result of this accounting treatment is that the fair value of the embedded derivative is marked-to-market each balance sheet date and recorded as either an asset or a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the consolidated statement of operations as other income or expense. Upon conversion, exercise or cancellation of a derivative instrument, the instrument is marked to fair value at the date of conversion, exercise or cancellation and then the related fair value is reclassified to equity. In circumstances where the embedded conversion option in a convertible instrument is required to be bifurcated and there are also other embedded derivative instruments in the convertible instrument that are required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Equity instruments that are initially classified as equity that become subject to reclassification are reclassified to liability at the fair value of the instrument on the reclassification date. Derivative instrument liabilities will be classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument is expected within 12 months of the balance sheet date. The Company adopted Section 815-40-15 of the FASB ASC (“Section 815-40-15”) to determine whether an instrument (or an embedded feature) is indexed to the Company’s own stock. Section 815-40-15 provides that an entity should use a two-step approach to evaluate whether an equity-linked financial instrument (or embedded feature) is indexed to its own stock, including evaluating the instrument’s contingent exercise and settlement provisions. The Company utilizes an option pricing model to compute the fair value of the derivative and to mark to market the fair value of the derivative at each balance sheet date. The Company records the change in the fair value of the derivative as other income or expense in the consolidated statements of operations.
Related Parties	Related Parties The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 FASB Accounting Standards, the related parties include (a) affiliates of the Company (“Affiliate” means, with respect to any specified Person, any other Person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such Person, as such terms are used in and construed under Rule 405 under the Securities Act); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15 FASB Accounting Standards, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company and members of their immediate families; (e) management of the Company and members of their immediate families; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. Pursuant to ASC Paragraphs 850-10-50-1 and 50-5 financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. The disclosures shall include: (a) the nature of the relationship(s) involved; (b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Transactions involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions unless such representations can be substantiated.
Commitments and Contingencies	Commitments and Contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed.
Revenue Recognition	Revenue Recognition The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.
Equity-based compensation	Equity–based compensation The Company recognizes compensation expense for all equity–based payments in accordance with ASC 718 “ Compensation – Stock Compensation Restricted stock awards are granted at the discretion of the Company. These awards are restricted as to the transfer of ownership and generally vest over the requisite service periods, typically over a five-year period (vesting on a straight–line basis). The fair value of a stock award is equal to the fair market value of a share of Company stock on the grant date. The fair value of an option award is estimated on the date of grant using the Black–Scholes option valuation model. The Black–Scholes option valuation model requires the development of assumptions that are inputs into the model. These assumptions are the value of the underlying share, the expected stock volatility, the risk–free interest rate, the expected life of the option, the dividend yield on the underlying stock and the expected forfeiture rate. Expected volatility is benchmarked against similar companies in a similar industry over the expected option life and other appropriate factors. Risk–free interest rates are calculated based on continuously compounded risk–free rates for the appropriate term. The dividend yield is assumed to be zero as the Company has never paid or declared any cash dividends on its Common stock and does not intend to pay dividends on its Common stock in the foreseeable future. The expected forfeiture rate is estimated based on management’s best estimate. Determining the appropriate fair value model and calculating the fair value of equity–based payment awards requires the input of the subjective assumptions described above. The assumptions used in calculating the fair value of equity–based payment awards represent management’s best estimates, which involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and the Company uses different assumptions, our equity–based compensation could be materially different in the future. In addition, the Company is required to estimate the expected forfeiture rate and recognize expense only for those shares expected to vest. If the Company’s actual forfeiture rate is materially different from its estimate, the equity–based compensation could be significantly different from what the Company has recorded in the current period. The Company accounts for share–based payments granted to non–employees in accordance with ASC 505-40, “ Equity Based Payments to Non–Employees
Loss Per Share	Loss Per Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. In periods when losses are reported, which is the case for the year ended December 31, 2016 and 2015 presented in these consolidated financial statements, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. The Company had the following common stock equivalents at December 31, 2016 and 2015: December 31, December 31, Convertible notes payable 9,419,858 6,622,718 Options 475,000 - Warrants 5,121,756 4,955,000 Totals 15,016,614 11,577,718
Income Taxes	Income Taxes The Company accounts for income taxes under ASC Topic 740 “ Income Taxes ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecoginition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on March 21, 2014, the evaluation was performed for the 2014 and 2015 tax years, which will be the only periods subject to examination upon filing of appropriate tax returns. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in material changes to its financial position. The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the year ended December 31, 2016. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.
Cash Flows Reporting	Cash Flows Reporting The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (the “Indirect Method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments
Subsequent events	Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company has evaluated events that occurred subsequent to December 31, 2016 and through the date the financial statements were issued.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers” In August 2014, the FASB issued the FASB Accounting Standards Update No. 2014-15 “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). In connection with preparing financial statements for each annual and interim reporting period, an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued financial statements are available to be issued financial statements are issued financial statements are available to be issued probable Contingencies When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events will alleviate the substantial doubt. The mitigating effect of management’s plans should be considered only to the extent that (1) it is probable that the plans will be effectively implemented and, if so, (2) it is probable that the plans will mitigate the conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, but the substantial doubt is alleviated as a result of consideration of management’s plans, the entity should disclose information that enables users of the financial statements to understand all of the following (or refer to similar information disclosed elsewhere in the footnotes): a. Principal conditions or events that raised substantial doubt about the entity’s ability to continue as a going concern (before consideration of management’s plans) b. Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations c. Management’s plans that alleviated substantial doubt about the entity’s ability to continue as a going concern. If conditions or events raise substantial doubt about an entity’s ability to continue as a going concern, and substantial doubt is not alleviated after consideration of management’s plans, an entity should include a statement in the footnotes indicating that there is substantial doubt about the entity’s ability to continue as a going concern a. Principal conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern b. Management’s evaluation of the significance of those conditions or events in relation to the entity’s ability to meet its obligations c. Management’s plans that are intended to mitigate the conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted. The Company has elected to adopt the methodologies prescribed by ASU 2014-15. The adoption of ASU 2014-15 had no material effect on its financial position or results of operations. In March 2015, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2015-03, “ Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In January 2016, the FASB issued the FASB Accounting Standards Update No. 2016-01 “ Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities This Update makes limited amendments to the guidance in U.S. GAAP on the classification and measurement of financial instruments. The new standard significantly revises an entity’s accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. Some of the major changes as a result of the ASU 2016-01 are summarized below. ● Requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. ● Simplify the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment. When a qualitative assessment indicates that impairment exists, an entity is required to measure the investment at fair value. ● Eliminate the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet. ● Require public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes. ● Require an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. ● Require separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (that is, securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements. ● Clarify that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the impact of the new standard. In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-06, “Derivatives and Hedging” (Topic 815). In April 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, “Compensation – Stock Compensation” (Topic 718) In April 2016, the FASB issued ASU 2016–10 “ Revenue from Contract with Customers (Topic 606): Identifying Performance Obligations and Licensing”. In May 2016, the FASB issued ASU No. 2016-12, “ Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients” In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory”, In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)” Management does not believe that any recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying consolidated financial statements.

Organization and Operations (Ta

Organization and Operations (Tables)	12 Months Ended
	Dec. 31, 2016
Purchase Commitment, Excluding Long-term Commitment [Line Items]
Sshedule of fair value of net liabilities assumed and allocation	Purchase Consideration: Common stock at fair market value $ 290,000 Cash paid 200,000 Cash flow note assumed 50,000 Current liabilities assumed 226,624 Total Purchase Consideration $ 766,624 Purchase Price Allocation Cash $ 9,961 Accounts receivable $ 13,363 Inventory $ 342,458 Property and equipment $ 932 Goodwill $ 399,910 Current liabilities $ (226,624 )
Asset Purchase Agreement [Member]
Purchase Commitment, Excluding Long-term Commitment [Line Items]
Sshedule of fair value of net liabilities assumed and allocation	Purchase Consideration: Common stock at fair market value $ 60,000 Cash paid 5,200 Current liabilities assumed 47,918 Total Purchase Consideration $ 113,118 Purchase Price Allocation Other assets $ 5,213 Goodwill $ 107,905 Current liabilities $ (47,918 )

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2016
Summary of Significant Accounting Policies [Abstract]
Schedule of property and equipment estimated useful lives	Estimated Useful Computer equipment and software 3 Equipment 5 Furniture and fixture 7
Schedule of common stock equivalents	December 31, December 31, Convertible notes payable 9,419,858 6,622,718 Options 475,000 - Warrants 5,121,756 4,955,000 Totals 15,016,614 11,577,718

Property and Equipment (Tables)

Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2016
Property and Equipment [Abstract]
Schedule of property and equipment	December 31, December 31, Lives 2016 2015 Equipment 5 years $ 29,608 $ 23,044 Office equipment 7 years 7,254 3,724 Software and computer equipment 3 years 44,953 - Leasehold improvements 5 years 19,335 1,585 Less: accumulated depreciation (25,778 ) (7,535 ) Property and equipment, net $ 75,372 $ 20,818

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	12 Months Ended
	Dec. 31, 2016
Derivative Liabilities [Abstract]
Summary of measured at fair value of assets and liabilities	Quoted Prices In Active Markets for Identical Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at December 31, 2016 Embedded conversion feature $ - $ - $ 788,155 $ 788,155 Warrant liability - - 290,450 290,450 December 31, 2016 $ - $ - $ 1,068,605 $ 1,068,605 Quoted Prices In Active Markets for Identical Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance at December 31, 2015 Embedded conversion feature $ - $ - $ 730,584 $ 730,584 Warrant liability - - 437,252 437,252 December 31, 2015 $ - $ - $ 1,167,836 $ 1,167,836
Summary of the changes in fair value on a recurring basis using significant unobservable inputs	Warrant Liability Embedded Conversion Feature Total Balance – December 31, 2014 $ - $ - $ - Change in fair value of derivative liability 104,682 7,660 112,342 Issuance of derivative liabilities 332,570 - 332,570 Included in debt discount - 722,924 722,924 Balance – December 31, 2015 437,252 730,584 1,167,836 Change in fair value of derivative liability (146,802 ) 253,064 106,262 Conversion of debt to equity - (492,076 ) (492,076 ) Issuance of derivative liabilities - - - Included in debt discount - 286,583 286,583 Balance – December 31, 2016 $ 290,450 $ 778,155 $ 1,068,605
Schedule of fair value of the derivative feature calculated using an option model	December 31, December 31, Risk free interest rate 0.21 – 1.03 % 0.49% - 1.06 % Dividend yield 0.00 % 0.00 % Expected volatility 109% - 120 % 113% - 115 % Remaining term 0.43 – 1.94 years 0.83 - 3.00 years

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2016
Option Indexed to Issuer's Equity [Line Items]
Schedule of weighted average assumptions	For the Year Ended 2016 Expected term (years) 5.0 Risk-free interest rate 1.35 % Volatility 138 % Dividend yield 0 %
Warrant [Member]
Option Indexed to Issuer's Equity [Line Items]
Summary of the company's warrant activity	Warrants Weighted Outstanding – January 1, 2015 2,250,000 $ 0.40 Exercisable – January 1, 2015 2,250,000 $ 0.40 Granted 2,705,000 $ 0.40 Exercised - $ - Forfeited/Cancelled - $ - Outstanding – December 31, 2015 4,955,000 $ 0.40 Exercisable – December 31, 2015 4,955,000 $ 0.40 Granted 166,756 $ 0.80 Exercised - $ - Forfeited/Cancelled - $ - Outstanding – December 31, 2016 5,121,756 $ 0.41 Exercisable – December 31, 2015 5,121,756 $ 0.41
Options [Member]
Option Indexed to Issuer's Equity [Line Items]
Summary of the company's option activity	Options Weighted Outstanding – January 1, 2016 - $ - Exercisable – January 1, 2016 - $ - Granted 475,000 $ 0.40 Exercised - $ - Forfeited/Cancelled - $ - Outstanding – December 31, 2016 475,000 $ 0.40 Exercisable – December 31, 2015 475,000 $ 0.40

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2016
Commitments and Contingencies [Abstract]
Schedule of future minimum lease payments under these non-cancelable operating leases	Year Ending December 31, 2017 $ 135,954 2018 140,774 2019 145,834 2020 151,141 2021 63,915 $ 637,618

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2016
Income Taxes [Abstract]
Schedule of provision for Federal income tax	December 31, 2016 December 31, 2015 Federal income tax benefit attributable to: Current Operations $ 4,758,000 $ 1,565,297 Less: valuation allowance (4,758,000 ) (1,565,297 ) Net provision for Federal income taxes $ - $ -
Components of deferred tax asset	December 31, 2016 December 31, 2015 Deferred tax asset attributable to: Net operating loss carryover $ 2,491,653 $ 653,354 Less: valuation allowance (2,491,653 ) (653,354 ) Net deferred tax asset $ - $ -

Organization and Operations (De

Organization and Operations (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Purchase Consideration:
Cash flow note assumed	$ 50,000	$ 50,000
Asset Purchase Agreement [Member]
Purchase Consideration:
Common stock at fair market value	60,000
Cash paid	5,200
Current liabilities assumed	47,918
Total Purchase Consideration	113,118
Purchase Price Allocation
Other assets	5,213
Goodwill	107,905
Current liabilities	(47,918)
One Love [Member]
Purchase Consideration:
Common stock at fair market value	290,000
Cash paid	200,000
Cash flow note assumed	50,000
Current liabilities assumed	226,624
Total Purchase Consideration	766,624
Purchase Price Allocation
Cash	9,961
Accounts receivable	13,363
Inventory	342,458
Property and equipment	932
Goodwill	399,910
Current liabilities	$ (226,624)

Organization and Operations (28

Organization and Operations (Details Textual) - USD ($)	Sep. 23, 2015	May 13, 2015	Apr. 28, 2015	Dec. 31, 2016	Dec. 31, 2015
Organization and Operations (Textual)
Recapitalization, Shares
Common stock, shares issued				49,690,303	46,389,545
Cash flow note assumed				$ 50,000	$ 50,000
Net Income				(4,674,141)	$ (1,461,939)
Related party payment				50,000
Private placement offering in units					2,705,000
Private placement offering, description					Also during the period ended December 31, 2015, the Company completed a closing of a private placement offering (the "Offering") of 2,705,000 Units, at a purchase price of $0.20 per Unit, each Unit consisting of 1 share of the Company's common stock, and 1 stock purchase warrants. The warrants are exercisable at $0.40 per warrant into a share of the Company's common stock and have a maturity of 3 years.
Net cash paid for business acquisition					$ 193,906
Issuance of derivative warrants liabilities					332,570
Proceeds from issuance of warrant					541,000
One Love [Member]
Organization and Operations (Textual)
Common stock, shares issued				1,450,000
Cash				$ 200,000
Cash flow note assumed				50,000
Net Income				$ 40,000
Business acquisition, description				The Company shall pay to the Members 33% of the Company's Net Income generated above the Net Income Threshold. The aforementioned obligations owed under the Cash Flow Note shall extinguish upon the earlier of (i) payment(s) by Company in an amount equal to $50,000 in the aggregate or (ii) May 5, 2016 (collectively, the Cash Flow Note, the Equity, and the Cash, the "Consideration").
One Love [Member] | Common Stock [Member]
Organization and Operations (Textual)
Recapitalization, Shares			1,886,612
Common stock, shares issued			44,005,000
Recognized net revenues		$ 2,523,595			217,144
Hygrow [Member]
Organization and Operations (Textual)
Common stock, shares issued				300,000
Recognized net revenues	$ 394,017
Recognized income					$ 101,213
Net cash paid for business acquisition	$ 5,200
Hygrow [Member] | Common Stock [Member]
Organization and Operations (Textual)
Common stock, shares issued	300,000

Summary of Significant Accoun29

Summary of Significant Accounting Policies (Details)	12 Months Ended
	Dec. 31, 2016
Computer equipment and software [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Furniture and fixture [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years

Summary of Significant Accoun30

Summary of Significant Accounting Policies (Details 1) - shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Convertible notes payable and Warrants	15,016,614	11,577,718
Convertible notes payable [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Convertible notes payable and Warrants	9,419,858	6,622,718
Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Convertible notes payable and Warrants	475,000
Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Convertible notes payable and Warrants	5,121,756	4,955,000

Summary of Significant Accoun31

Summary of Significant Accounting Policies (Details Textual) - USD ($)	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Summary of Significant Accounting Policies (Textual)
Cash and cash equivalents	$ 195,761	$ 814,663	$ 452,275
Federal depository insurance	250,000
Allowance for doubtful accounts	65,311	0
Allowance for shrinkage	$ 60,000	$ 0

Notes Receivable and Accrued 32

Notes Receivable and Accrued Interest (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Jun. 30, 2014
Notes Receivable and Accrued Interest (Textual)
Notes receivable, related parties			$ 25,000
Interest rate	6.00%		8.00%
Note receivable reserve percentage	100.00%
Paid Infinite gross proceeds	$ 200,000
Note including accrued interest	$ 207,979
Note accrues interest, maturity date	Apr. 18, 2020

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation	$ (25,778)	$ (7,535)
Property and equipment, net	$ 75,372	20,818
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	5 years
Property and equipment, gross	$ 29,608	23,044
Office equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	7 years
Property and equipment, gross	$ 7,254	3,724
Software and computer equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	3 years
Property and equipment, gross	$ 44,953
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	5 years
Property and equipment, gross	$ 19,335	$ 1,585

Property and Equipment (Detai34

Property and Equipment (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Property and Equipment (Textual)
Depreciation expense	$ 18,549	$ 2,149

Convertible Notes (Details)

Convertible Notes (Details) - USD ($)	Dec. 15, 2016	Dec. 07, 2015	Sep. 02, 2015	Dec. 31, 2016	Dec. 31, 2015
Convertible Notes (Textual)
Convertible debt maturity date				Apr. 18, 2020
Unamortized debt discount				$ 698,288	$ 961,237
Revolving note original principal amount				$ 50,000	50,000
Common stock to creditor				2,167,933
Interest payment				$ 91,603
Repayments of principal				256,762
Net of debt discount				1,554,139	108,763
Debt conversion price	$ 0.20
Proceeds from issuance of convertible note				1,357,000	1,070,000
Debt Offering (A) [Member]
Convertible Notes (Textual)
Issuance of convertible note			$ 120,000
Interest rate per annum			12.00%
Convertible debt maturity date			Jul. 2, 2016
Debt instrument, description			The notes are convertible into shares of common stock at a conversion price equal to approximately 58% of the average of the lowest 3 trading prices for the common stock during the 20-day trading period ending on the latest and complete trading day prior to the conversion.
Aggregate principal amount				$ 135,119
Accrued interest into shares of common stock				1,532,491
Principal and accrued interest				$ 0
Debt Offering (B) [Member]
Convertible Notes (Textual)
Interest rate per annum		18.00%
Convertible debt maturity date		Jun. 7, 2017
Debt instrument, description		TCA not being able to beneficially own more than 4.99% of the Company's outstanding common stock upon any conversion.
Unamortized debt discount		$ 325,000
Loan maximum amount		3,000,000
Initial amount of debt		950,000
Revolving note original principal amount		950,000
Advisory fee reduced		292,500
Advisory fee under credit agreement		$ 325,000
Common stock to creditor		325,000
Advisory Fee Shares, description		Advisory Fee Shares in excess of 25% of the average weekly volume of the common stock of the Company on the Principal Trading Market over the immediately preceding calendar week.
Payments under revolving note amortized period		18 months
Interest payment				96,202
Repayments of principal				234,427
Outstanding balance due				$ 703,948	$ 950,000
Financing costs		$ 325,000
Issuance of shares decrease to paid-in capital		325,000
Common stock conversion price, percentage		85.00%
Debt Offering (C) [Member]
Convertible Notes (Textual)
Interest rate per annum				12.00%
Debt conversion price				$ 0.80
Debt instrument maturing term				2 years
Proceeds from issuance of convertible note				$ 1,117,000
Debt Offering (D) [Member]
Convertible Notes (Textual)
Interest rate per annum	8.00%
Convertible debt maturity date	Dec. 15, 2017
Debt instrument, description	The notes are convertible into shares of common stock at a conversion price equal to approximately 58% of the average of the lowest 3 trading prices for the common stock during the 20-day trading period ending on the latest and complete trading day prior to the conversion.
Net of debt discount	$ 37,275
Proceeds from issuance of convertible note	$ 285,775
Accrued interest into shares of common stock	1,190
Principal and accrued interest				$ 275,065

Derivative Liabilities (Details

Derivative Liabilities (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Embedded conversion feature	$ 788,155	$ 730,584
Warrant liability	290,450	437,252
Derivative liabilities	1,068,605	1,167,836
Fair Value Measurement Using Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Embedded conversion feature
Warrant liability
Derivative liabilities
Fair Value Measurement Using Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Embedded conversion feature
Warrant liability
Derivative liabilities
Fair Value Measurement Using Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Embedded conversion feature	788,155	730,584
Warrant liability	290,450	437,252
Derivative liabilities	$ 929,404	$ 1,167,836

Derivative Liabilities (Detai37

Derivative Liabilities (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Beginning Balance	$ 1,167,836
Change in fair value of derivative liability	106,262	$ 112,342
Conversion of debt to equity	(492,076)
Issuance of derivative liabilities		332,570
Included in debt discount	286,583	722,924
Ending Balance	1,068,605	1,167,836
Warrant Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Beginning Balance	437,252
Change in fair value of derivative liability	(146,802)	104,682
Conversion of debt to equity
Issuance of derivative liabilities		332,570
Included in debt discount
Ending Balance	290,450	437,252
Embedded Conversion Feature [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Beginning Balance	730,584
Change in fair value of derivative liability	253,064	7,660
Conversion of debt to equity	(492,076)
Issuance of derivative liabilities
Included in debt discount	286,583	722,924
Ending Balance	$ 778,155	$ 730,584

Derivative Liabilities (Detai38

Derivative Liabilities (Details 2)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Dividend yield	0.00%	0.00%
Minimum [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Risk free interest rate	0.21%	0.49%
Expected volatility	109.00%	113.00%
Remaining term	5 months 5 days	9 months 29 days
Maximum [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Risk free interest rate	1.03%	1.06%
Expected volatility	120.00%	115.00%
Remaining term	1 year 11 months 8 days	3 years

Derivative Liabilities (Detai39

Derivative Liabilities (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Derivative Liabilities (Textual)
Warrants to purchase of common shares		4,955,000
Warrants exercise price		$ 0.40
Warrants term		3 years
Expected dividend yield	0.00%	0.00%
Fair value of derivative warrants and recorded gain	$ 106,262	$ 112,342

Stockholders' Equity (Details)

Stockholders' Equity (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016USD ($)
Stockholders' Equity [Abstract]
Expected term (years)	5 years
Risk-free interest rate	1.35%
Volatility	138.00%
Dividend yield	$ 0

Stockholders' Equity (Details 1

Stockholders' Equity (Details 1) - $ / shares	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Summary of the Company's warrant activity
Outstanding, Warrants beginning period	0
Granted, Warrants	475,000
Outstanding, Warrants ending period	0	0
Warrants [Member]
Summary of the Company's warrant activity
Outstanding, Warrants beginning period	4,955,000	2,250,000
Exercisable, Warrants beginning period	4,955,000	2,250,000
Granted, Warrants	166,756	2,705,000
Exercised, Warrants
Forfeited/Cancelled, Warrants
Outstanding, Warrants ending period	5,121,756	4,955,000
Exercisable, Warrants ending period	5,121,756	4,955,000
Outstanding, Weighted Average Exercise Price beginning period	$ 0.40	$ 0.40
Exercisable, Weighted Average Exercise Price beginning period	0.40	0.40
Granted, Weighted Average Exercise Price	0.80	0.40
Exercised, Weighted Average Exercise Price
Forfeited/Cancelled, Weighted Average Exercise Price
Outstanding, Weighted Average Exercise Price beginning period	0.41	0.40
Exercisable, Weighted Average Exercise Price ending period	$ 0.41	$ 0.40
Options [Member]
Summary of the Company's warrant activity
Outstanding, Warrants beginning period
Exercisable, Warrants beginning period
Granted, Warrants	475,000
Exercised, Warrants
Forfeited/Cancelled, Warrants
Outstanding, Warrants ending period	475,000
Exercisable, Warrants ending period	475,000
Outstanding, Weighted Average Exercise Price beginning period
Exercisable, Weighted Average Exercise Price beginning period
Granted, Weighted Average Exercise Price	0.40
Exercised, Weighted Average Exercise Price
Forfeited/Cancelled, Weighted Average Exercise Price
Outstanding, Weighted Average Exercise Price beginning period	0.40
Exercisable, Weighted Average Exercise Price ending period	$ 0.40

Stockholders' Equity (Details T

Stockholders' Equity (Details Textual) - USD ($)	Aug. 03, 2015	Dec. 31, 2016	Dec. 31, 2015	Sep. 23, 2015	Apr. 28, 2015
Stockholders' Equity (Textual)
Preferred stock, par value		$ 0.001	$ 0.001
Preferred stock, shares authorized		25,000,000	25,000,000
Preferred stock, shares issued
Common stock, par value		$ 0.001	$ 0.001
Common stock, shares authorized		100,000,000	100,000,000
Common stock, shares issued		49,690,303	46,389,545
Common stock, shares outstanding		49,690,303	46,389,545
Intrinsic value of options outstanding		$ 0	$ 0
Intrinsic value of options exercisable		$ 0	0
Grant options to employees		475,000
Dividend yield		$ 0
Share-based compensation		$ 1,652,274	410,000
Common stock to related party		2,167,933
Issuance of derivative warrants liabilities			332,570
Aggregate gross proceed warrants			541,000
Stock Option [Member]
Stockholders' Equity (Textual)
Intrinsic value of options outstanding		0	0
Intrinsic value of options exercisable		0	0
Share-based compensation		$ 486,865	0
Common Stock [Member]
Stockholders' Equity (Textual)
Grant options to employees		1,985,000
Share-based compensation		$ 1,165,450	$ 300,000
Common stock to related party		325,000	1,500,000
Financing costs		$ 325,000
Private placement purchase , description			The Company completed a closing of a private placement offering (the "Offering") of 2,705,000 Units, at a purchase price of $0.20 per Unit, each Unit consisting of 1 share of the Company's common stock, and 1 stock purchase warrants.
Warrants are exercisable per share			$ 0.40
Debt instrument maturing term			3 years
Common Stock [Member] | Board of Directors [Member]
Stockholders' Equity (Textual)
Common stock, par value	$ 0.20
Common stock, shares issued	600,000
Share-based compensation	$ 110,000
One Love [Member]
Stockholders' Equity (Textual)
Common stock, shares issued		1,450,000
One Love [Member] | Common Stock [Member]
Stockholders' Equity (Textual)
Common stock, shares issued					44,005,000
Hygrow [Member]
Stockholders' Equity (Textual)
Common stock, shares issued		300,000
Hygrow [Member] | Common Stock [Member]
Stockholders' Equity (Textual)
Common stock, shares issued				300,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Related Party Transactions (Textual)
Cash flow note assumed	$ 50,000	$ 50,000
Cash flow note balance		$ 40,000

Commitments and Contingencies44

Commitments and Contingencies (Details)	Dec. 31, 2016USD ($)
Year Ending December 31,
2,017	$ 135,954
2,018	140,774
2,019	145,834
2,020	151,141
2,021	63,915
Total	$ 637,618

Commitments and Contingencies45

Commitments and Contingencies (Details Textual) - USD ($)	1 Months Ended	12 Months Ended		36 Months Ended
	Jun. 30, 2016	Dec. 31, 2016	Dec. 31, 2015	Apr. 30, 2016	Jul. 22, 2015
Commitments and Contingencies (Textual)
Rent expense		$ 230,421	$ 84,460
Boulder [Member]
Commitments and Contingencies (Textual)
Operating expenses and taxes percentage increase	5.00%
Operating lease additional term	5 years
Annual rent expense	$ 93,600
Operating expenses and taxes	$ 39,624
Pueblo [Member]
Commitments and Contingencies (Textual)
Monthly rental payments on monthly basis		800
Denver [Member]
Commitments and Contingencies (Textual)
Monthly rental payments on monthly basis		$ 3,700
One Love [Member]
Commitments and Contingencies (Textual)
Operating expenses and taxes percentage increase				3.00%
Operating lease additional term				3 years
Annual rent expense				$ 60,000
Joint Marketing Agreement [Member]
Commitments and Contingencies (Textual)
Common shares issued					250,000
Additional common shares issued		500,000
Commitments and contingencies description		(i) the Company shall retain 75% of the gross proceeds less any sales commissions to third parties collected by the Company for all business that is generated through the website (the "Net Fees") and pay to Jasper a commission equal to 25% of the Net Fees with payments due within 15 days of the end of each quarter (ii) the Company shall grant to Jasper a warrant for the purchase of one share of common stock of the Company, with an exercise price of $0.75 per share, for every dollar of revenue that the Company earns from the website, up to a maximum of One Million Dollars ($1,000,000).
Warrants exercise price		$ 0.75
Agreement initial term		3 years

Income Taxes (Details)

Income Taxes (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Federal income tax benefit attributable to:
Current Operations	$ 4,758,000	$ 1,565,297
Less: valuation allowance	(4,758,000)	(1,565,297)
Net provision for Federal income taxes

Income Taxes (Details 1)

Income Taxes (Details 1) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Deferred tax asset attributable to:
Net operating loss carryover	$ 2,491,653	$ 653,354
Less: valuation allowance	(2,491,653)	(653,354)
Net deferred tax asset

Income Taxes (Details Textual)

Income Taxes (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Taxes (Textual)
Net operating loss carry forwards	$ 6,450,000	$ 1,691,000
Net operating loss carry forwards, expiration date	Dec. 31, 2035
Cumulative tax effect rate	38.60%
Net operating loss carry forwards for federal income tax	$ 6,450,000

Subsequent Events (Details)

Subsequent Events (Details)

Jul. 14, 2017USD ($)Tradingdays

Jul. 10, 2017

Mar. 15, 2017

Jan. 19, 2017USD ($)

Dec. 19, 2016USD ($)

Dec. 15, 2016USD ($)$ / shares

May 25, 2017USD ($)

Feb. 15, 2017USD ($)Tradingdays

Feb. 14, 2017USD ($)

Dec. 31, 2016USD ($)

Dec. 31, 2015USD ($)

Jul. 24, 2017USD ($)

Jun. 30, 2014

Subsequent Events (Textual)

Interest rate

6.00%

8.00%

Proceeds from issuance of convertible note

$ 1,357,000

$ 1,070,000

Net proceeds from sale of convertible note

$ 240,000

Debt Instrument conversion description

Convertible following 180 days from the Issuance Date, in whole or in part, at the option of the Purchaser into shares of common stock of the Company at a conversion price equal to 58% of the lowest closing price of the common stock in the prior twenty (20) trading days, which is subject to adjustment for stock dividends, stock splits, combinations or similar events.

Debt conversion price | $ / shares

$ 0.20

Convertible note issuance discount percentage

15.00%

Cash payments pursuant to the purchase agreement

$ 1,190

Convertible debt maturity date

Apr. 18, 2020

Ralph Aiello Complaint and Settlement Agreement [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Litigation claim amount

$ 500,000

Settlement agreement, terms

Pay the Defendant $550,000 by September 15, 2018.

Bronstein Complaint and Settlement Agreement [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Litigation claim amount

$ 16,000

Settlement agreement, terms

The Company notified the Plaintiffs that it would not be able to pay the $16,000 by July 14, 2017 and renegotiated the Settlement Agreement and Release of All Claims (the "Agreement") as follows: (i) on or before July 14, 2017, Company shall deliver to the office of Plaintiffs' counsel a Certified check in the amount of $5,000 (ii) on or before August 14, 2017, Company shall deliver to the office of Plaintiffs' counsel a certified check in the amount of $13,500 (iii) the parties intend that the total amount paid from Company to Plaintiffs will be $18,500 (iv) if Company fail to pay the $13,500 by August 14, 2017, they will pay $100 per day thereafter as an additional penalty payment for each and every day that the $13,500 is not paid until the full amount of $13,500 is paid, or until August 31, 2017 (v) no later than July 17, 2017, Counsel for the Parties will file an unopposed Motion to Extend the time by which they have to file the Stipulated Motion to Dismiss to and including August 31, 2017 (vi) if Company fail to pay the $13,500 by August 31, 2017, they agree that Plaintiffs may then seek a default judgment to enter against the Company in the amount of $21,700, without decrease for the $5,000 expected to be paid on or before July 14, 2017.

10% Senior Replacement Convertible Promissory Note [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Debt instrument, description

The Company may prepay any portion of the principal amount under the L2 Note and any accrued and unpaid interest in cash equal to the sum of the then outstanding principal amount under the L2 Note and interest multiplied by 140%.

Interest rate

10.00%

Initial amount of debt

$ 325,000

Convertible promissory note principal amount

$ 1,201,441.25

Common stock, trading days | Tradingdays

20

Common stock conversion price, percentage

62.50%

Promissory Note [Member]

Subsequent Events (Textual)

Proceeds from issuance of convertible note

248,500

Promissory Note [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Debt instrument, description

The Company will issue the Lender shares of common stock in an amount equal to thirty three percent (33%) of the outstanding balance of principal and interest under the Note on the Maturity Date (the "Issuance").

Interest rate

15.00%

Initial amount of debt

$ 100,000

Net proceeds from sale of note

$ 100,000

Debt instrument maturing term

180 days

Debt Offering (D) [Member]

Subsequent Events (Textual)

Proceeds from issuance of convertible note

$ 285,775

Convertible debt maturity date

Dec. 15, 2017

Amendment of TCA Credit Agreement [Member] | Note A [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Principal indebtedness

$ 325,000

Amendment of TCA Credit Agreement [Member] | Note B [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Principal indebtedness

$ 876,441.25

Debt Purchase Agreement [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Debt instrument, description

The indebtedness underlying the Replacement Notes are evidenced by a newly issued 10% Senior Replacement Convertible Promissory Note.

Debt Purchase Agreement [Member] | Promissory Note [Member] | Subsequent Event [Member]

Subsequent Events (Textual)

Interest rate

8.00%

Convertible promissory note principal amount

$ 262,877.42

Common stock, trading days | Tradingdays

20

Net proceeds from sale of note

$ 228,589.06

Common stock conversion price, percentage

58.00%

Proceeds from issuance of convertible note

$ 50,000

Convertible debt maturity date

Jul. 14, 2018

Note withdraw from bank

$ 1,095.32